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HomeMy WebLinkAbout444085 METAL DISTRIBUTORS LLC - PURCHASE ORDER - 3212214City of F,.6rt Collins PURCHASE ORDER Date: 01/23/2012 Vendor: 444085 METAL DISTRIBUTORS LLC 1400 E MULBERRY ST FORT COLLINS Colorado 80524-3518 PO Number Page 3212214 °f z 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 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 U 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: 12,000.00 12,000.00 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 Fan Collins is exempt fmm state and local taxes. Our Exemption Number is 99-04502. Federal Excise Tax Exemption Certificate of Registry 84-6000587 is registered with the Collector of Internal Revenue, Denver. Colorado (Rcf. Colorado Revised Statutes 1973. Chapter 39-26. 114 (a). Goods Rejected. GOODS REJECTED due to failure to meet specifications, either when shipped or due to defects of damage in transit. may be returned to you for credit and arc not to be replaced except upon receipt of written instructions from the City of Port Collins. Inspection. GOODS arc subject to the City of Fort Collins inspection on arrival. 11. NONWAIVER. Failure Of the Purchaser to insist ,NO strict performance ofthe tcmrs and conditions hcrcoL f blots or delay to exercise any rights or remedies provided herein or by law, failure to promptly notify the Seller in the event of a breach, the acceptonce ofor payment for goods hereunder m approval ofrhe design, shall not release the Seller of any of the warranties or obligations of this purchase enter and shall not he deemed a waiver ofany right of the purchaser to insist upon strict performance hereof or any of its rights or remedies as to any such goods, regardless of when shipped, received or accepted, as to any prior or subsequent default hcovin der, not shall any purpnned oral modification or rescission of this purchase order by the Purchaser operate as a canker of any of the terns hereof. Final Acceptance. Receipt of the merchandise, services or equipment in msponse to this order can result in 12. ASSIGNMENT OF ANTITRUST CLAIMS. aurhorfsd payment on the pan of the City of Fort Collins. However. it is to be understood that FINAL Seller and the Posthaste rccognim that in actual economic practice. Overcharges resulting fmm antitrust 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 now have or haca0cr Freight Terms. Shipments must be F.O.B., City of Fort Collins, 70n WOW Si, Fan Collins, CO 90522, unless acquired under federal or state antitrust Imes for such overcharges relating 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 nnler. bill must accompany invoice. Additional charges for packing will not be accepted. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. Shipment Distance. Where na nufacmrcr have distributing points in various pans of the country, shipment is Tribe Purchaser directs the Seller to correct nonconforming or defective goods by a date to he agreed upon by the expected fmm the nearest distribution point to destination, and excess freight will be deducted fmm Invoice when Purchaser and the Seller, and the Seller thereafter indicates its inability or unwillingness to comply, the Purchaser shipments are made from gmawr distance. may cause the work to be performed by the most expeditious means available to it, and the Seller shall pay all costs i ssrxiatcd with such work. Permits. Seller shall procure at sellers sole cost all neccuary permits, certificates and liceascs 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 vender. Seller further agrees to hold the City of Fort Collins hardens fmm and against all liability and loss incurred by them by reason of an asserted or established violation of any such laws, regulations, ordinances, odes and mquiremcnts. Authorization. All panics 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 terms 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 to and hereby rejecmd. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately if you cannot make complete shipment to arrive on your promised delivery, date as noted. Time is of the essence. Delivery and Performance must be effected within the uric stated on the purchase order and the documents attached hereto. No acts of the Purchaser including, without limitation, acceptance ofpanial late deliveries shall operate as a waiver of this provision. In the event ofany delay, the Purchaser shall have. in addition to other legal and equitable remedies the option Ofplacing this order clscwherc and holding the Seller liable for damages However. the Scllcr shall not be liable for damages as a resale of delays due to causes not reasonably foreseeable which are beyond its reasonable control and without its f trill of negligence, such errs of Gnol, acts of civil Or military authorities. gnvemmental priorities, fins, strikes, food, epidemics, u:ars or tints provided that notice ofthe conditions causing such delay is given to the Purchaser within five (5) days ofthe time when the Seller first received knmvlcdge thereof. In the event array 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 warms that all good, anieles, materials and work covered by this order will conform with applicable dmw'ings, specifications, samples and/or other descriptions given, will he fret for the parposcs 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 lass, damage or expense which the Purchaser may suffer or incur on account of the Sellers beach of aammty. The Seller shall replace, repair at make good, without cast to the purchaser, any defects or faults arising within one (I) year err within such longer Period of time as may be prescribed by Iry Or by the terms crony applicable warmnN provided by the Seller after the date of acceptance of the grads furnished hereunder (acceptance not to be unreasonably delayed), resulting from imperfect Or defective work done or materials fumishcd by the Seller. Acceptance or use of goods by the Purchaser shall and constitute a waiver crony claim under this seminary. Except as otherwise provided in this purchase order. the Sellers liability hereunder shall extend to all damages proximately caused by the breach ofany ofthe foregoing warn rugs Or guamntces, but such liability shall in no event include loss of profits ar Ins<orose. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHANGES IN LEGAL TERMS. The Purchaser may make changes to legal crone by written change order. 5. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any changes to the terns, other than legal terms, including additions to or deletinns 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 of performance hcrcundcr. an equitable adjustment shall be made. 6. TERMINATIONS. The Purchaser may at any time by wTitten change order, terminate this agreement as to any or all pancreas 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 good and/or .cork, 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 Scllcrs standnf stock. No such termination shall relieve the Purchasera, the Seller ofany ofthcir obligations as to any gaol delivered hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjuttmcnt must be assencd within thirty (30) days fmm the date the change or icrminalon is ordered. A. COMPLIANCE WITH LAW. The Seller w'amnts 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 goads 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 fmm all costs and damages su fi red 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 order, or any monies due or to become due hereunder without the prior w rimca consent of the other party. 10. TITLE. The Seller ,aunts full, clear and unrestricted title to the Purchaser fro all equipment, materials. and items fitrnished in Performance of this agreement, free and clear of any and all liens, restrictions, reservations, security interest encumbrances and claims artifacts. The Seller shall release the Purchaser and its commoner of any tier Form all liability and claims of any nature resulting from the performance ofsueh work. This release shall apply even in the event of fault of negligence of the party released and .shall extend to the directors, officer and employees ofsueh party. The Scller's contactual obligations, including %a:amnry, shall not be deemed to be reduced, in tiny way, because such work is performed or caused In be performed by the Purchnscr. 14, PATENTS. Whenever the Seller is required to user any design, device, material or process covered by letter, patent, trademark 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 Inch infringemcat at any time during the prosecution or after 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 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 subsmantially equal but moninfringing equipment or modify it so it becomes moninfringing. 15. INSOLVENCY. If the Seller shall become iusolvcnt or bankrupt make tin assignment for the benefit of credoms, appoint a receiver or trustee for any of the Sellers property or business, this order may forthwith be canceled by the Purchaser without liability. 16. GOVERNING LAW, The definitions oftems used or the interpretation ofthe agreement and the rights Oral panics hereunder shall be construed under and governed by the Imes ofthe Satc of Colorado. USA. The following Additional Conditions apply only in cases where the Seller is to perform work hereunder. including the services of Sellers Representative(s), on the pemises ofothers. 17. SELLERS RESPONSIBILITY. The Seller shall tarty no said work at Sellers own risk until The smite is fully conmpleted and accepted, and shall, in case of any accident destruction or injury to the work and/or materials before Seller's final completion and ncceptam e, complete the work at Scllcrs own expense and to the satisfaction of the Purchaser. When materials and equipment arc famished by ether 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 Seller under the order. IA. INSURANCE. The Seller shall at his own expense, provide for the payment of workers compensation, including occupational disease benefits, to its cmnployces employed on or in connection with the work covered by this purchase order, and/or to their dcr cndems 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 net limited on. contractual and automobile public liability insurance .with bodily injury and death limits of tit Icast S390.000 for any one person, $500,000 for any one accident and property damage limit per accident of S400,000. The Seller shall likewise require his contractors, if any. In provide for such compensation and insarnnee. Before any of the Sellers or his contractors cmpdovccs shall de any work upon the premises Mothers, the Seller shall furnish the Purchaser with a eenifieatc 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 specif 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 assumes the entire responsibility and liability for any and all damage, loss or injury ofany kind or nature whosoever to Persons or property caused by or resmdting from the execution ofthe work provided for in this purchase order or in connection herewith. The Seller will indemnify and hold harmless the Purchnscr and any or all of the Purchasers on-ecrs, agents and employees from and against any and all claims, losses, damages. charges or expenses, whether direct or indirect and whether to persons or pmpeny to which the Purchaser may he pul or subject by reason ofnny act, action, neglect, omission or default on the pan of the Scllcr. any of his contractors, or tiny of the Sellers or contractors officers, agents or employees. In ease any snit 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 eontmemrs or any of its or their officers. agents or employees as aforesaid, the Seller hereby agrees to assume the defense thereof and to defend the same at the Sellers own cxpcme, to pay any and all costs, charges, atrocity, fees and other expenses. any and all judgments that may be incurred by or obtained against the Purchnscr or any of its ar their affects. agents or employees in such suit, Or other proceMings. and in case judgment or other lien be placed open or obtained against the pmperry ofthe Purchaser, or said panics in or as a result crouch suits or other proceedings. the Seller will at once cause the same to be dissolved and discharged by giving bond or otherwise. The Seller and his contractors shall Inks 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 Health Act of 1970 and till roles and regulations issued pursuant thereto. Rcviscd 03/2010