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HomeMy WebLinkAbout107395 HD SUPPLY WATERWORKS LTD - PURCHASE ORDER - 3212194PURCHASE ORDER PO Number Page City Of 3212194 1 of 2 `t Collins This number must appear ` �7 on all invoices, packing slips and labels. Date: 01/23/2012 Vendor: 107395 HD SUPPLY WATERWORKS LTD 1910 38TH ST DENVER Colorado 80216-3623 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 2012 Blanket Order Utilities 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 25,000.00 Total $25,000.00 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. COMMERCIAL DETAILS. Tax exemptions. B,v statute the City of Eon Collins is exempt from state and local taxes. Our Exemption Number is 98-04502. Federal Exeisc Tax Exemption Cenifieate of Registry 84-60005S7 is registered with the Collector of Internal Revenue, Denver, Colorado (Ref. Colorado Revised Starnes 1973. Chapter 34 26. 114 (a). Goods Rejected. GOODS REJECTED due to failure to coca specificainns, either when shipped or due to dcfccls of damage in transit, may be remrgd to you for credit and an not to be replaced except upon receipt of written instructions from the City of Fort Collins. Inspection. GOODS are subject to the City affront Collins inspection on arrival. 11. NONWAIVE.R. Failure of the Purchaser to insist npno strict performance of the terns and conditions hereof, fnilurc or delay to csercisc 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 good hereunder or approval of The design, shall not release the Seller of any of the warranties or obligations of this purchase order and shall not be deemed a waiver of any right of the purchaser to insist upon strict perforuncc hercefor any of its rights or remedies as to any such goads, regardless of when shipped. received or accepted, as to any prior or subsequent default hereunder, nor shall any purported am] modification or rescission of this purchase order by the Purchaser operate as a waivcr of any of the terms hereof. Final Acceptance. Receipt of the merchandise, services or equipment in response to this offer can result in 12. ASSIGNM ENT OF ANTITRUST CLA EMS, 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 from antitrust ACCEPTANCE is dependent upon completion of ill applicable required inspection procedures. violations arc 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 same have or hereafter Freight Tern. Shipments taus be F.O.R.. City of Fort Collins. 700 Wood St., Fart Collins, CO 80522. unless acquired under federal or state antitrust laws for such overcharges relating to the particular grads at services otherwise specified on this Order If permission is given to prepay freight and charge separately, the original freight purchased or acgalred by the Purchaser parsonnt to this purchase order. bill must accompany invoice. Addition.,[ changes for packing will not be accepted. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. Shipment Distance Where manufactumu have distributing points in various parts of the country, shipment is If the Purchaser directs she Seller to correct nonconforming or defective gunds 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 Seller thereafter indicates its inability Or unwillingness to comply, the Purchaser shipments are made from greater distance. may crossc the work to be performed by the most expeditious means available to it, and the Seller shall pay all cost, associated wish such work. Permits. Seller shall procure at sellers sulc cost all necessary permis, certificates and licenses required by all applicable laws, regulations. ordinances and rules of the state, municipality, territory or political subdivision 0here 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 Fort Collins hornless from and against all liability and Ins, incurred by them by reason of an asserted Or established violation Of any such laws, reb lntions, ordinances, rates and requirements. Authorivation. 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 tarns and conditions stated herein 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 arc objected m and hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately if you cannot make complete shipment to urrive on ymnr promised delivery date as noted. Time is of the essence. 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 ofpartial 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 ckowhere and holding the Seller liable for damages. However, the Seller shall not be liable for damages ns a result of delays due to cause not reasonably foreseeable which arc beyond its reasonable control and without its fault ofnegligenee, such acts of God. acts ofeivil or military authorities, governmental priorities fins, strikes. Rand, epidemics. wars or riots provided that notice of the conditions causing such delay is given to the Purchaser within 10v (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 estendcd for the period equal to the time actually lost by mason ofthc delay. 3.WARRANTY. The Seller w mrarsm that all goods, articles, materials and work covered by this order will conform with applicable dtawings , specifications, samples and/or other descriptions given, will be fit for the purposes intended, and performed with the highest degree of cam and competence in accordance with accepted standards for work of a similar nature. The Seller agrees to hold the purchaser harmless fmm any loss, damage or expense which she purchaser may suffer or incur on account of the Sellers breach of wnrmnty. The Seller shall replace, repair or make grad, without cost to the purchaser, any defects or faults arising within one (1) year or within such longer period of time as may be prescribed by law or by the tcmts ofany applicable warmnty provided by the Seller after the dart of acceptance of the goods famished hereunder (acceptance not to be unreasonably delayed), resulting form imperfect or defective work done or materials furnished by the Seller. Acceptance or use of goals by the Purchaser shall not constitute a waiver of any 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 of the foregoing warranties or guarantees, but such liability shall in no m'ent include Ions of profits Or loss of use. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHANGES IN LEGAL TERMS, The Purchaser may make changes to legal rears by written change order. 5. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any changes to the terms, other than legal serms. including additions to or deletions fmm the quantities originally ordered in the specifications or drawings, by verbal or written change offer. If any such change affects the amount due or the time ofperfumunce hereunder, an cipwab]c adjustnmr shall be made. 6. TERMINATIONS. The Purchaser may at any time by written change order, terminate this agreement as to any or all Famous of the goods then not shipped, subject to any equitable adj tract 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 guests and/or work, for incidental or consequential damages, and that no such adjustment be made in favor of the Seller wish respect to any goods which are she Scllcrs standard stock. No such termination shall relieve the Purchaser or the Seller of any of Ihcir obligations as to any goods delivered hocural 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must be asserted within thirty (30) days from the date the change or termination is Ordered, 8. COMPLIANCE WITH LAW. The Seller warrants that all coals sold hereunder shall have been produced, sold, delivered and Finished in strict compliance wish all applicable laws and regulations to which the goods am subject. The Seller shall execute and deliver such dmumcns as may be required to effect or evidence compliance. All laws and re illations required to be incorporated in agreements of this character are hereby incorporated herein by this reference. The Seller agrees to indemnify and hold the Purchaser hardens from all costs and damages suffered by the Purchaser as a result of the Sellers failure to comply wish .such law. 9. ASSIGNMENT. Neither party shall assign, transfer, or convey this order, or any monies due or to become due hercander without the prior written consent of the other party. 10. TITLE. The Scllcr 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 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 performance of such work. This release shall apply even in the event of fault of negligence of the party released and shall edend to the dimcm s. osTmcm and cmployces ofsuch party. The Sellers 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 process covered by letter, patent, trademark or copyright, the Seller shall indemnify and save harness 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 shnII indemnify the Purchaser for any cost, expense or damnee which it may be obliged to pay by reason ofsuch i n fin ngement at any time during the prosecul i on or after the completion of the work. In case said equipment. or any part thereof or the intended use of the gook, is in such snit held to constitute infringement and the use of said equipment or pan is enjoined, the Seller shall, at is own expense and at its option, either procure for the Purchaser the right to continue using said equipment or parts replace the some 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 assignment for the bcncrit of creditors, appoint a receiver or onfoce for any of the Sellers property or business, this order may forthwdlh be canceled by the Purchaser without liability. 16. GOVERNING LAW. The definitions oftcros used or the interpretation of the agreement and the rights ofnll panics hereunder shall he constmed 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 of Scllcrs Representatives). on the premises crushers. 17. SELLERS RESPONSIBILITY. The Seller shall carry on said work at 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 at Sellers own expense and to the satisfaction of the Purchaser. When materials ,and equipment arc famished by others for installation or erection by the Seller. the Seller shall receive, unload. store and handle same nt the site and become responsible therefor as though such materials and/or equipment were being furnished by the Sellerundcr the order. 19. INSURANCE. The Seller shall, at his own expense, provide for the payment of workers compensation, including occupational disease bench, In its employees employed on or in connection with the work covered by this purchase order. and/or to their dependents in accordance with the Imes of the suite in which the work is to he done The Seller shall also carry comprehensive general liability including, bus not limited to, contractual and automobile public liability invasions, wish bodily injury and death limits of at ]cast S300.000 for any one person. S500,0410 for any one accident and Property damage limit per accident of S400.0s The Seller shall likewise require his contractors, if any, to provide for such eampensmion and insurance. Before any of the Sellers or his contractors employees shall do any work upon the pmmiscs of others, the Seller shall furnish the Purchaser with a cenifente that such compen,flum and i oamcc have been provided. Such certificates shall specify the date when such compensation and insurance have been prmidcd. Such certificates shall specify the date when such eonmesssion and insurance expires. The Seller agrees that such compensation and insuuncc shall he maintained out after the entire work is completed and accepted. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Seller hereby assumes the entire rc,POasibility and liability for any and all damage, loss or injury ofany kind or nature whatsoever to persons at 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 ham Icss the Purchaser and any or all of the PTRch➢SC6 oficcrs, agents and employees from and against any and all claims, to„es, damages. charges or expenses. whether direct or indirect and whether to persons or property, to which the Purchaser may be pot 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 Scllcrs or cnntmcums officers, agents or employees. In encc any suit or Other proceedings shall be brought against the Purcbascr, 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 officers, agents or employees as ofores'sid. the Seller hereby agrees to assume the defense thereof and to defend the same al 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 such snits or other pmccedings. and in ease judgment or other lien be placed upon or obtained against she property of the Purchaser. or said panics in or as a result ofsuch suits or other proccodings, the Scllcr will at once cause the same to be dissolved and discharged by giving bond or other,ise. The Seller and his con", crors shall take all safety precautions, furnish and install all guards accessary for The prevention of accidents, comply with all laws and regulations with regard to safety including. but without limitation. the Occupational Safcty and Health Act of 1970 and all rules and regulations issued pnrsm n thereto. Revised 03/2010