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HomeMy WebLinkAbout103009 PORTER INDUSTIRES INC - PURCHASE ORDER - 3212228PURCHASE ORDER PO Number Page City of 3212228 1 of z ' ort Collinshis number must appear " �7 �on all invoices, packing slips and labels. Date: 01/23/2012 Vendor: 103009 Ship To: WATER UTILITIES PORTER INDUSTRIES INC CITY OF FORT COLLINS 5202 GRANITE ST 700 WOOD ST LOVELAND Colorado 80538-1622 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 1 LOT LS 20,000.00 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: $20,000.00 City of Fort Collins Accounting Department PO Box 580 Fort Collins, CO 80522-0580 Purchase Order Terms and Conditions Page 2 of 2 1. COMMERCIAL DETAILS. Tax exemptions. By statute the City of Fort Collins is exempt from state and local taxes. Our Exemption Number is I L NONWAIVER. 9R-04562. Federal Excise Tax Exemption Certificate of Registry 94-000587 is registered with the Collector of Failure of the Purchaser to insist upon strict performance of the terms and conditions hereof, failure or delay to Internal Revenue, Denver. Colorado (Ref. Colorado Revised Survives 1973, Chapter 39-26. 114 (a), cncrcise any rights or remedies provided herein or by law, failure to promptly notify the Scllcr in the event of a breach, the acceptnncc ofor payment for good hacnndcr or approval of the design. shall not release the Scllcr of Goods Rejected. GOODS REJECTED due to failure to mast specifications, either when .shipped or due to defects of .any of the wamntics or obligations of this purchase oilier and shall not be deemed a waiver of any right of the damage in transit, may be retuned to you for credit and are not to he replaced except upon receipt of written purchaser to insist upon strict parformanec berenfor any of its 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. not shall any purported end mndification or rescission of this purchase order by the Purchnscr operate as a waiver 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, ovcrchirgcs resulting from antitmst 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 cony now have or hereafter Freight Terms. Shipments must be F.O.R., City of Fort Collins. 700 Wood St., Fort Collins, CO 90522. unless acquired under federal or state antitmst lases for such overcharges relating to the pnnicular goods or services otherwise specified oa this aide,. If permission is given to prepay freight and charge separately, the original freight purchased or nequirexl by the Purchaser pursuant to this purchase nofcr bill must accompany invoice. Additional charges for packing will not be accepted, 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. Shipment Distance Where manufncmrem have distributing points in carious pans of the country, shipment is lithe Purchaser directs the Seller to correct nonconforming or defective goods by a dare to be agreed area by the expected from the nearest distribution paint to destination, and excess freight will be deducted from Invoice when Purchaser and the Seller, and the Seller thereafter indicates its inability orunmillingncss to comply, the Purchaser shipments are made from greater distance. may cause the work to be pcdermcd by the most expeditimrs means available to it, and the Seller shall pay all costs associated with nmh 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 vendor. Seller further agrees to hold the City of Fort Collins hamilm fount 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 requirements. Authorization. All parties 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 toms and conditions stated herein set forth and any supplememary or additional toms and conditions annexed herein or incorporated herein by reference. Any additional or different toms and conditions prop . by xellerare objected m and hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately if you cannot make complete shipment to naive on your promised delivery date as noted. Time is of the essence. Delivery and peforamncc must be cf ecicd within the time stated on the purchase order and the documents attached hereto. No act, of the Purchasers including, without limitation, acceptance of partial late deliveries, shall operate as a waiver ofthis prevision. In the event ninny delay, the Nuchaser 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 foreseeable which are beyond its reasonable control and without its fault ofnegligcnec, such acts of God, nets ofeivil or militaryantheritin, governmental priorities, fires, strikes, flood, epidemics, wars or riots provided that notice of the conditions caning such delay is given to the Purchaser within five 153 it,,., of the time when the Seiler 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 aamnts that all good, articles, materials and work covered by this order will conform with applicable dmmings, specifications, samples and/or other descriptions given, will he fit for the purposes intended, and Performed with the highest degree of care and compdencc in accordance with accepted standants for work of a similar nature. The Seller agrees to hold the purchaser hamles from any loss, damage or expense which the Purchaser may suffer or incur on account of the Sellers breach of wamnty. The Seller shall replace, repair or make good, without cost to the purchaser, any defects or faults arising within one (1) yen' or within such longer period of time as may he prescribed by law or by the terms of any applicable warranty provided by the Seller nftcr the date of acceptance of the goods furnished hereunder (acceptance not to be unreasonably delayed), resulting from imperfect or defective work done m materials Famished by the Seller. Acceptance or use of goods by the Purchaser shall not constitute a waiver ofany claim under this warranty, Except as otherwise provided in this purchase order. the Scllcrs liability hereunder shall extend to all damages proximately caused by the breach of any of the foregoing wmmrtes or guarantees, but such liability shall in no went include loss ofpmfits or loss o(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 icmrs by written change order. 5. CHANCES IN COMMERCIAL TERMS. The Purchaser may make any changes to the term, other than legal terms, including additions to or deletions from the qumani, originally ordered in the specifications or drawings, by verbal or wrincn change order. If tiny such change affects the amount due or the line of perfommnce 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 gads then not shipped, subject to any equitable adjustment betwccn the panics as to any work or materials then in progrtts provided that the Purchaser shall not be liable for any claims fro anticipated profits on the uncompleted portion of the goods andfm work, for incidental or consequential damages. and that no such adjustment be made in facer of the Seller with respect to any galls which arc the Scllcrs standard stock. No such temrination shall relieve the Purchaser or the Seller of any of their obligations as to any goods deliccmd hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must be acceded within thirty (30) days from the date the change or termination is ordered. R. COMPLIANCE WITH LAW. The Seller wamnts that all goods sold hucander shall have been produced, sold, delivered and Furnished in strict compliance with all applicable laws and regulations to which the good am subject. The Seller shall execute and deliver such documents as mzv 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 from all costs and damages suffered by the Purchaser as a result of the Scllcrs failure to comply with such law. 9. ASSIGNMENT. Neither party shall assign, transfer, or convey this ordca or any monies due or to become due hcrcaadu without the prior wrincn consent of the other parry. 10. TITLE. The Seller warrants full, clear nad 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 mhcrs. The Seller shall evicase the Purchaser and its contmnnrs of any tier from all liability and claims of any nature resulting from the performance ofsuch work. This release shall apply even in the event of fault of negligence of the party released and shall extend to the directors, officers and employees of such party, The Seller's contractual obligations, including am. arty. shall not be deemed to be reduced. in any wry, because such work is performed or caused to be performed by the Purchnscr. 14. PATENTS. Whenever the Seller is required to use any design, device, material or process covered by letter, patent, trademark or copyrighLlhc 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. espense or damage which it may be obliged to pay by reason of each infringement at any time during the pmsecation or after the completion of the work. In ease said equipment or any pan thereof or the intended use of the goods, is in such suit held to constitute infrinccowat and the use of said equipment or pan is cnjcinvd. 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 but noninfringing equipment. or mortify it so it b¢omcs anninfringing. 15. INSOLVENCY. If flit, Seller shall become insolvent or bankrupt make an x,ignmer, for the benefit of creditors. appoint a receiver or trustee for tiny of the Sellers property or business, this order may forthwith be ennccicd by the Purchnscr without liability. 16, GOVERNING LAW. The definitions of leon, used or the interpretation of the agreement and the rights ofall panics hereunder shall be construed under and governed by the laws ofthc State of Colorado. USA. The following Additional Conditions apply only in cases where the Seller is to perform work hereunder, including the services of Scllcr, Representative(,), on the premises of ahers. 17, SELLERS RESPONSIBILITY. The Seller shall tarty on said work at Scllcr', own risk until the tame is fully completed and accepted, and shill, in case of any accident. destruction or injury to the work and/or materials before Setter's final completion and acceptnncc, complete the work at Seller's own expene nod to the satisfaction of the Purchaser. When nmateriai, and equipment are furnished 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 mntermis and/or equipment were being furnished by the Seller under the order. IR. INSURANCE. The Seller shall, at his men 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 Seller shall also carry comprehensive general liability including, but not limited to, contractual and automobile public liability inwith bodily injury and death limits of rat Icnzt y3r10,00a 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, to provide for such compensation and insurance. Before any of the Sellers or his contractors employees shall do mry work upon the premises of mhos, the Seller shall furnish the Purchnscr with a ecuifiente that such compensation and insurance have been provided. Such certificates shall specify the date when such compensation and insurance have been pmvided. Such certificates shall specify the date when such compensation and insurance expires The Seller agrees that such compensation and insurance shall be maintained until a0er 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 of ray kind or nature whatsoever to persons or 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 hamricss the Purchaser and any or all of the Pumhesars offcers, agents and employees from and against any and all claims, losses, damages, charges or experi whether direct or indirect, and wheher to persons or property to which the Purchaser may be put or subject by reason of any act, action, neglect, emission or default on the pan of the Seller, any of his contractors, or any of the Scllcrs or contractors effects, agents or employees. In case any suit 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 net. 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 thereof nad to defend the ammo at the Sellers own expense, to pay any and all costs, charges, attorneys fees and other expenses, any and all judgments that may be incnncd by or obtained against the Purchaser or any of its or their officers. agents or employees in such suits ar other proceedings. and in case judgment or other lien he placed upon or obtained against the property of the Purchaser, or said parties 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 rrr otherwise. The Seller and his contractors shall take all safety precautions furnish and install all guards necessary for the prevention of accidents, comply with all laws and regulations with regent to safety including, but without limitation, the Occupational Safetyand (health Act of 1970 and all r les and regulations issued pursaant thcoun. Revised 0312010