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HomeMy WebLinkAbout462036 FINISH LINE SYSTEMS LLC - PURCHASE ORDER - 3212184 (2)PURCHASE ORDER PO Number Page City of PURCHASE 3212184 1 of 2 6rt Collins This number must appear on all invoices, packing slips and labels. Date: 0112312012 Vendor: 462036 FINISH LINE SYSTEMS LLC 2490 KIPLING ST LAKEWOOD Colorado 80215 Ship To: WATER UTILITIES CITY OF FORT COLLINS 700 WOOD ST FORT COLLINS Colorado 80521 Delivery Date: 01/20/2012 Buyer: OPAL DICK Note: THIS PURCHASE ORDER IS FOR THE PROCUREMENT OF GOODS AND/OR SERVICES, AS NEEDED DURING THE CURRENT CALENDAR YEAR. DOLLAR AMOUNTS SPECIFIED ARE ESTIMATES AND NOT A PROMISE TO PURCHASE ANY MINIMUM AMOUNT OF SUCH GOODS AND/OR SERVICES. Line Description Quantity UOM Unit Price Extended Ordered Price 1 2012 Blanket Order Maintenance - Meters 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 1 LOT LS Total Invoice Address: 10,000.00 $10,000.00 City of Fort Collins Accounting Department PO Box 580 Fort Collins, CO 80522-0580 Purchase Ordcr Tcm1s and Conditions Page 2 of 2 1. COMMERCIAL DETAILS. Tax exemptions. By door, the City of Fort Collins is exempt from state and local taxes. Our Exemption Number is 11. NONWAIVER. 98-04562, Federal Excise Tax Exemption Certificate of Registry 84-6000587 is registered with the Collector of Failure of the Purchaser to insist upon strict perfommec of the toms and conditions hereof, failure or delay 10 Intemal Revenue, Denver, Colorado (Ref. Colorado Revised Statutes 1973. Chapter 39-26, 114 (a), exercise any rights or remedies pmvidcd hatch, or by law, failure to promptly notify the Seller in the event of a breach, the acceptance of or payment for goods hereunder or approval of the 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 wamntics or obligations of this purchase order and shall not be decnmd a waiver of any right of the damage in transit, may be returned to van for credit and arc not to be replaced except upon receipt of written PunhuSef to insist upon strict performance hereof or any of its rights or remedies is to any such goods. regardless instructions fmm the City of Fort Collins. of when shipped, received or accepted, as to any prior or suhsequent default hereunder, nor shall any purported oral modification or rescission of this purchase order by the Purchnser operate its a wis Cr of any of the Icrtlls Inspection. GOODS am 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 be understood that FINAL Seller and the Purchaser recognize that in atrial economic practice, overcharges resulting from animist ACCEPTANCE is dependent upon completion ofall applicable required inspection procedures. 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 nmv brae or hereafter Freight Tems. Shipments most be F.O.B., City of Fort Collins, 700 \Vend St. Fen Collins, CO 80522, unless acquired under federal or state antitnat laws for such overcharges relating In 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 Purchascr pursaint 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 manufaehuers have distributing Points in ..rims pans of the country, shipment is if the Purchaser directs the Seller to correct nonconforming or defective goods by a dote 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 unwillingness to comply. the Purchaser shipments arc made fmm greater distance. may cause the walk to be Performed by the most expeditious means available to it, and the Seller shall pay all costs ussocimcd with such work. Permits. Seller shall procure at sellers sale cost all necessary permits, certificates and licenses required by all applicable laws, regulations, ordinances and Piles of the state, municipality, territory or political subdivision where the vvark is performed, or required by any other duly constituted public authority having jurisdiction over the work of vend.,. Seller further agrees to hold the City of Fort Collins hamticss from and against all liability and loss incurred by them by reason of an asserted or established violation of any such laws, regulations, orlinance,. rules and requirements. Authorization. All parties to this contract agree that the representatives arc, in fact, bona fide and possess full and complete authority to bind said parties. LIMITATION OF TERMS. This Purchase Order cxpressly limits acceptance to the tams and conditions stated herein set fortb sad any supplementary or additional terms and conditions annexed hereto or incorporated herein by reference. Any additional or different terms and conditions proposed by seller arc Objected found herehy rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately ifyon cannot make complete shipment to arrive on your promised delivery date as noted. Time is ofthe cesenee. Delivery and performance must be effected 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 provision. In the event of any 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 fomsecable which arc beyond its reasonable control and without its fault of negligence, such acts of God, acts ofcivil or military authorities, governmental priorities, fires, strikes, food, epidemics, wars or riots provided that notice of the conditions rousing such delay is given to the Purchaser within five (5) days ofthe 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 wamnty that all gods articles, materials and work covered by this order will conform with applicable drawings, specifications, wimples and/or other descriptions given, will be fit for the purposes intended, and perfumed with the highest degree of care and competence in accordance with accepted standards for work of a similar nature The Scllcr agrees to hold the purchaser harmless from any loss, damage or expense which the Purchaser may suffer or incur on account of the Sellers branch of wamnty. The Seller shall replace, repair or make good, without cost to the purchaser, any defects or faults arising within one (q year or within such longer period of time as may he prescribed by law or by the terms of any applicable warranty provided by the Scllcr ancr the date of acceptance ofthe 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 %hall not constitute a waiver ofany el. its under this wamnty. Except as otherwise pmvidcd in this purchase order, the Sellers liability heramder shall extend to damages proximately caused by the breach of any cf the foregoing wamntics or guarantees, but such liability shall in no event include loss of profits or loss of use. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHANGES IN LEGAL TERMS. The Pomhascr may make changes to legal tents by writen 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 quantities originally ordered in the specifications or drawings, by verbal or unuca 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 parties as to any work or materials then in progress provided that the Purchase shall net 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 ofthe Seller with respect to any goods which arc the Sellers standard stock. No such termination shall relieve the Purchaser or the Seller ofany oftheir obligations as to any goods delivered hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim for .djO,mrc.t most be asserted within thirty (30) days from the date the change or termination is ordered. S. 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 Ian's and regulations to which the grads 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 incorporated herein by this reference. The Seller agrees to indemnify sad hold the Purchaser tandem fmm all costs and damages suffered by the Purchaser as a result of the Sellers failure to comply with such law. 9. ASSIGNMENT. Neither Party shall assign, transfer, or convey this orch m or any monies due or to become due hereunder without the prior written consent of the other party. 10. TITLE. The Seller wamnts 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, restrictions, reservations, security interest encumbrances and claims ofothers. The Seller shall release the Purchaser and its contractors of any tier from all liability and claims of any nature resulting from the performance of such work. This release shall apply even in the event of fault of negligence of the party released and shall extend to the directors, effects and employees of such party. The Seller's ca ntmeral obligations, including wamnty, shall not be deemed to be reduced, in any way, because such work is perfomud or caused to be performed by the Pumhewr. 14. PATENTS. whenever the Seller is required to use any design, device, material or process covered by letter, patent, rmdentark or copyright, the Seller shall indemnify and save 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 any cost. expense or damage which it may be obliged to pay by reason of such infringement at any time during the prosecution at is the completion of the work. In case said equipment or any pan thereof or the intended use of the goods, is in such suit held to constitute infringement and the n5a of said equipment or pan is enjoined. the Seller shall, at its own expanse and at its optinn, either procure for the Purchaser the right to continue using said equipment or parts, replace the same with substantially equal but n.ninfringing equipment, or modify it so it becomes noninfringing. 15. INSOLVENCY. If the Seller shall become insolvent or bankctpt make an assignment for the benefit of creditors, appoint a receiver or mtstec for any ofthe Sellers property or business, this order may forthwith be canceled by the Purchaser without liability. 16. GOVERNING LAW. The definitions of terms used or the interpretation ofthe agreement and the rights ofall panics hereunder shall be convicted under and governed by the laws ofthe State of Colomdo. USA. The following Additional Conditions apply only in cases Where the Seller is to perform work hereunder. including the services ofSellers Represen alivc(al, on the premises of others. 17. SELLERS RESPONSIBILITY. The Seller shall carry on said work nt Seller's 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 Seller's final completion and acceptance, complete the work m Seller's au a expense and to the satisfaction of the Pn®bscr. When materials and equipment arc fnntishcd by others for installation or erection by the Seller, the Seller shall receive, unload. store and handle same at the site and become responsible therefor as though such materials and/or equipment were being famished by the Scllcr ender the order. 18. INSURANCE. The Seller shall. at his own expense, provide for the payment of workcm 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 ofthe 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 ],,ability insruanee with bodily injury and death limits of at butt S300,000 for any one person. S500,000 for 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 ofthe Sellers or his contractors employees shall do any Work ...a the premixes ofothers. the Scllcr shall Infants the Purchaser 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 eci iftus shall specify the date when such compensation and insurance expires. The Scllcr agrees that such compensation and insurance shall he maintained until after the entire work is completed and accepted. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Scllcr hereby aesumcs the entire responsibility and liability for any and all damage. lass or injury of any kind or nature whatsoever to persons or property caused by or resulting front 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 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 whciher 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 part of the Seller, any of his contractors, or any of the Sellers or contractors affects, agents or employees. In case any suit or other proceedings shall be brought seams, the Purchaser, or its affects, 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 officers, agents or employees as aforcwid, the Seller hereby agrees to assume the defense thereof and to defend the same at 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 officers. ,agents or employees in %ugh suits or other proceedings, and in case judgment or Other lien be placed upon or obtained against the property of the Purchaser, or said panics in or as 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 SCllcr and his contmetom shall take all safety precautions, famish and install all guards necessary for the prevention of accidents, comply with all laws and regulations with regard to safety including, but without limitation, the Occupational Safety and Health Act of 1970 and all talcs and regulations i%sucd pursuant thereto. Revised 03/2010