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HomeMy WebLinkAbout298399 NEW CENTURY SOFTWARE - PURCHASE ORDER - 3212221PURCHASE ORDER PO Number Page City Of . 3212221 1 of 2 ' ` number st ppear F6rtCollin7 on all invoices, packing slips and labels. Date: 01/23/2012 Vendor: 298399 Ship To: WATER UTILITIES NEW CENTURY SOFTWARE CITY OF FORT COLLINS 2627 REDWING RD #100 700 WOOD ST FORT COLLINS Colorado 80526 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 Ordered Extended Price 2012 Blanket Order 1 LOT LS 6,000.00 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 Total Invoice Address: $6,000.00 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 Fort Collins is exempt fmm some and local ooze,. Our Exemption Number is 11 NONWAIV ER. 99-04502. Federal Excise Tax Exemption Certificate of Registry 84-60gI597 is registered with the Collector of Failure of the Purchaser to insist open strict performance ofthe tcmts and conditions hereof failure or delay to Imarnnl Revenue. Denver, Colorado (Ref. Colorado Revised Statutes 1973. Chapter 39-26, 114 (a), exercise 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 goods hereunder or approval ofrhe design, shell not release the Scllerof Goods Rejected, GOODS REJECTED due to failure to coed specifiemions, either when shipped or due to defects Of any of the warranties or obligations of this purchase order and shall not be deemed a waiver of any right of the damage in transit, may be maimed to you for credit and are not to be replaced except upon receipt of written purchaser to insist upon strict performance hercofor any of its right, or remedies as to any such goods, regardless instructions from the City of Fort Collins. of when shipped, received Or accepted, as to any poor or subsequent default hereunder, nor shall any purported am] modification or rescission of this purchase order by the Purchaser operate is a wnivcr of any of the terms Inspection. GOODS arc 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 actual economic practice overcharges resulting front antitmst ACCEPTANCE is dependent upon completion craft 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 Seiler hereby assigns to the Purchaser any and all claims it may now have or hereafter Freight Tams Shipments must be F.O.H., City of Fen Collins, 70O Wood St. Fort Collins, CO 80522. unless acquired under federal or state antitrust laws for such overcharges relating to the paniculir 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 packing will not he accepted. Shipment Distance. Where manufaeturcrs 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 are made fmm greater distance. Permits. Seiler shall procure it scllcts sole cost all ncocssary permits, certificates and licenses required by all applicable lams, regulations, ordinances and rules of ohc state, municipality. territory or political subdivision where the work is peffomred, or requited by any other duly constituted public authority having jurisdiction over the work of vendor. Seller further agrees to hold the City of Fort Collins harmless fmm and against all liability and loss incurred by them by reason craft asserted or established violation of any such laws, regulations, ordinances. rates and requirement,. Authorization. All parties to this contract agree that the representatives are, in fact bona fide and possess fill and complete antlimity to bind said parties. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the lems 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 propOsd by seller are objected to and hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately if you canner make complete shipment to arrive on your premised delivery date as noted. Time is ofthe essence Delivery and performance most be effected within the time stated on the purchase order and the document aunched hereto. No act of the Purchasers 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 elsewhere and holding the Seller liable for damages. However, the Seiler shall not be liable for damages its a result of delays due to causes not reasonably foreseeable which are beyond its reasonable control and without its fault of negligence, such acts of GmL acts ofeivil or military authorities, govecomcntal primiticx, fires, strikes, mood, epidemic, wins or riots provided that notice ofthe conditions causing such delay is given to the Purchaser within five (5) clays of the 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 ..at, that all goads, articles, materials and work covered by this order will conform with applicable drawings, specifications, samples and/or other descriptions given, will be fit for the purposes intended, and performed with the higher. 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 loss, damage Or expense which the Purchaser may suffer or incur on account of the Sellers breach of,armory. The Seller shall rcplacc, repair ar in, kc good, without cost to the purchaser, any defect or faults ansing within one (1) year or within such longer period M time as may be prescribed by law or by the terms of any applicable want cry provided by the Seller after the date of acceptance of the goods firer ished hereunder (acceptance not to be unreasonably dcl areal resulting From imperfect or defective work done ar materials furnished by the Set ter. Acceptance ar use of goods by the Purchaser shall nor constitute a waiver of any claim under th is,'aunty. Except as otherwise pmvidcd in this purchase order. the Set lens liability hereunder shall extend to all damages pmximatcly caned by the breach of any of the foregoing warranties or guarantees, but such liability shall in no went include lass of profit, or loss Muse. NO I,NPLI ED 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 tents, other than legal terms, including addition to or deletions Form 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 ofperfomaance hcrcunder, an equitable adjustment shall he made. 6. TERMINATIONS. The Purchaser may at any time by written change order, terminate this agreement as to any of all portions of the gads then not shipped. subject naany equitable adjustment between the panics its to any work or materials then in pmgrccs provided that the Purchaser shall not be liable for any claims for anticipated poet 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 goads which are the Sellers standard stock. No such tmtination shall relieve the Purchascror the Seller of any of their obligation is to any goods delivered hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment muss be asserted within thirty (30) days from the date the change or termination is Ordered. R. 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 laws and regulations to which the goods arc subject. The Seller shall execute and deliver such documents as may he required to effect or evidence compliance. All lases and regulations required to be ineogromted in agreements of this character are hereby incorporated herein by this reference. The Scllcr agrees to indemnify and hold the Purchaser harmless from all costs and damages sulfcmd by the Purchaser as a result critic Sellers failure to comply with such law. 9. ASSIGNMENT. Neither party shall assign, transfer, or convey this order, or any conics 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 finished in perfomtancc of this agreement, free and clear of any and all liens, restrictions, reservation. security interest encumbrances and claims of others. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. If the Purchaser direct the Seller to correct nonconforming or defective goods by a date to be agreed upon by the Purchaser and the Scllcr, and the Seller thereafter indicates its inability or unwillingness to comply, the Purchaser may cause the work to be performed by the most expeditious means available to it, and the Scllcr shall pay all costs associated with such work. The Seller shall release the Purchaser and its contractors M any tic, firm all liability and claims of any nature resulting front the Perfommnce of such work. This release shall apply even in the cent of fault of negligence of the party released and shall extend to the directors, ofeccrs and employees ofsuch parry. The Seller's contractual obligations, including annuity, shall not be deemed to be reduced, in any way, because such work is performed or caused to be perforated by the Purchaser. 14. PATENTS. Whenever the Seller is required to use city design, device, material or process coverts by letter, patent, trademark or copyright. the Seller shall indcamifv and save homeless 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 Pucha cr for tiny cost, expense or damage which it may be obliged to ryry by reason ofs ch infringement at any time during the pmsecution or after the completion of the work. In case said equipment, or any part thcmaf 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 it own expense and at its option, either procure for the Purchaser the tight to continue using said equipment Or pans, replace the same with subolactiilly equal but nnninfringing equipment or nullify it suit becomes nnninfringing. 15. INSOLVENCY. If the Seller shall become insolvent Or bankrupt. make no Assignment for the benefit of creditors, appoint a receiver or tm,tec for any of the Sellers property or business, this order may forthwith he canceled by the Purchaser without liability. 16. GOVERNING LAW, The definitions oftcmts used or the interpretation ofthe agreement and the rights ofall panics ficreander shall be construed under and governed by the laws ofthe State of Colorado, USA. The following Additional Conditions apply only in cases where, the Seiler is to perform work hereunder, including the services of Sellem Representative(.,), oa the prcmkseA nfcthem. 17. SELLERS RESPONSIBILITY. The Seller shall tarty on said work at Settees Own risk until the same is fully completed and accepted. and shall, n case of any accident destruction or injury to the work and/or contends before SCllcr's final completion and acceptance, complete the work at Seller's own expense and to the satisfaction ofthe Purchaser. When materials and equipment arc furnished by Others for installation or erection by the Scllcr. the Seller shall receive, unload, store and handle came at the site and become responsible therefor as though such materials and/or equipment were being famished by the Seller under the order. IS. INSURANCE. The Seller shall, .t his own expense, provide for the payment of workers compensation, including occupational disease benefits. to its employee, employed as or in connection wish 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 dune. The Scllcr shall also carry comprehensive general liability including, btu not limited to, contractual and automobile public liability inaumncc wide bodily injury and death limits oral least S300,000 for any one person. $500.00e for env one accident and Property damage limit per accident of S40Q000. The Seller shall likewise require his contractors, if any, to provide for such compensation and insurance Before any of the Sellers or his contractors employes, shall do Any .work area the promises crochets, the Seller shall furnish the Purchaser with a certificate that such eompegmtion and insurance have been pmvidcd. Such certificates shall specify the date when such compensation and insurance have been pmvidcd. Such cri ific.tes shall specify the date .vhen 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 ....vam, the entire iesponnibiliry and liability for Any And all damage, loss or injury firmly kind or manic w'hmsoever to Persons or pmperty caused by or msidoing fmm the execution ofthe work provided for in this purchaw order or in connection herewith. The Seller will indemnify and hold hatless the Purchaser and any r all of the Pumhisem olBcca, agents and employees from and against any and ill claims, losses, damages. charges or expenses. Whether direct or indirect and whether to persons or pmperty to which the Purchaser may be put or subject by reason of any act, action, neglect Omission or default on the part of the Scllcr, any of his contractors. or any of the Sellers or contractors officers, agents or employees. In ease any suit or other proceedings shall be brought against the Purchaser, or it 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. agent or employees as aforesaid, the Seller hereby agrees to assume the defense thereof and to defend the same at the Sellers own expense, to pay any and all cost, charges, attomcys fees and other expenses. any and all judgments that may be incurred by or obtained against the Purchaser or any Of its or their ofTmcm. agents or employees in such suits or other proceedings. and in case judgment or other lien be plated upon or obtained against the property Of the Purchaser, or said panics in fir as a result of such suits or other pmceadins, the Seller will at once cause the same li be dissolved and discharged by giving bond or otherwise. The Set ter and his contractors shall take all safety precautions furnish and install all guards necessary for the prevention of accidents, comply With all lawn and regulations with regard to sa(cry including, but without lanitalion, the Occupational Safety and Health Act of 1970 and all roles and regulations issued puts uanl thereto. Revised 03/2010