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HomeMy WebLinkAbout129614 PROFESSIONAL DOCUMENT SOLUTIONS INC - PURCHASE ORDER - 3212232PURCHASE ORDER PO Number Page City Of///��� 3212232 1 of 2 ' `t Collins This number must appear on all invoices, packing slips and labels. Date: 01/23/2012 Vendor: 129614 Ship To: WATER UTILITIES PROFESSIONAL DOCUMENT SOLUTIONS INC CITY OF FORT COLLINS 4114 TIMBERLINE RD 700 WOOD ST FORT COLLINS Colorado 80525 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 Records Management 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 20,000.00 T Invoice Address: City of Fort Collins Accounting Department PO Box 580 Fort Collins, CO 80522-0580 Purchase Ordcr Terms and Conditions Page 2 of 2 I. COMMERCIAL DETAILS. Tax exemptions. By statute the City of Fort Collins is exempt from state and local taxes. Our Exemption Number is 11. NON WAIVER. 99-04502. Federal Eaeisc Ton Exemption Certificate of Registry R4-6000597 is registered with the Collector of Failure of the Purchaser In insist upon strict performance of the toms and conditions hereof. failure or delay to Internal 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 turn 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 vamtnies or obligations of this purchase order and shall not he deemed a waiver crafty right of the damage in tnnsit, may be returned to you for credit and am not to he replaced except upon receipt of written Purchaser to insist upon strict performance hercofor any of its rights or remedies as to any such goods, rcmardlcss instructions from the City of Fort Collins. of when shipped, received or accepted, as to any prior wr Subsequent default hereunder, nor shall any purported on1 modi fintion or mais, ion of this purchase order by the Purchaser operate as a waiver of any of the terms Inspection. GOODS are subject to the City of Fort Collins inspection on arrival, hen.f. Final Acceptance. Receipt of the merchandise. services or equipment in response to this order can mail in 12. ASSIGNMENT OF ANTITRUST CLAIMS. authorized payment on the part of the City of Fort Collins However, it is to be understood that FINAL Seller and the Purchnscr recognize that in actual economic practice, overcharges resulting fmm antitrust ACCEPTANCE is dependent upon completion of all applicable required inspection procedures, violation, me in fact borne by the Purchnscr. 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 hereafter Freight Terms. Shipments most be F.O.B.. City of Port Collins 70O Wood St.. Fort Collins, CO R0522, unless acquired under federal or state antitnrst 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 order. bill most accompany invoice. Additional chi for packing will not be accepted. Shipment Distance. Where manufacturers have distributing points in various pairs of the country, shipment is expected from the noted distribution point to destination, and excess freight will be deducted from Invoice when shipments an made from greater distance. Permits Seller shall procure at sellers sole cost all necessary permits, certificates and licenses required by all applicable laws, regulations, ordinances and mlcs of the state, municipality. territory or political subdivision where the work is performed, of required by any other duly constituted public authority having jurisdiction Over the work of vendor. Seller farther agrees to hold the City of Fort Collins harmless from and against all liability and loss incurred by them by reason of on asserted or established violation crime such loos, regulations, ordinances roles and requirements. Aulharintion. All parties In this contract agree that the representatives are, in fact. bona fide and possess full and complete authority to bind said parties. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the rams and conditions stated herein set forth and any supplementary or additional tans and conditions annexed hacto or incorporated herein by reference. Any additional or different terms and conditions purposed by seller are objected to and hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately if you cannot make complete shipment to arrive on your premised 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 efpartial late deliveries, shall operate m a waiver of this provision. In the event frame delay. the Purchaser shall have, in addition to other legal and equitable remedies, the option of placing 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 foreamble Which arc beyond its reasonable control and withml its fault of negligence, such acts of God. acts of civil or military authorities goremmental priorities, fires, strikes flood, epidemics, wars or riots provided that notice of the conditions causing such delay is given to the Purchaser within five (5) drys of the time when the Seller first received knowledge thereof In the event of any such delay, the date of delivery shall he extended for the period equal to the time actually lost by reason of the delay. 3. WARRANTY. The Seller warrants that all goods, 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 highest degree of cam and corepcimce 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 warranty. The Seller shall replace, repair of make good. without cost to the Purchaser, any defects of faults arising within one (I) year or within such longer period of time as may be prescribed by law or by the terms ofany applicable wamnry provided by the Seller after the date of acceptance of the good furnished hereunder (acceptance not to be unreasonahly delayed), resulting from imperfect or defective Work don, or materials famished by the Seller. Acceptance or use of goods by the Purchaser shall n al constitute a waiver ofany claim under this onmmy. Except as otherwise provided in this purchase order, the Sellers liability hereunder shall extend to all damages proximately caused by the breach crafty of the foregoing warranties or guarantees, but such liability shall in no event include loss of pmfits or loss Muse. NO IMPLIED 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 terms, other than legal terms, including additions to or deletion, 1'ronm 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 ofperfomancc hereunder, an equitable adjustment shall be made. 6. TERMINATIONS. The Purchaser may at any time be orinen 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 Purchaser shall not be liable for any claims for anticipated pmfits on the uncompleted portion of the goods and/or cork, for incidental or consequential damages, and that no such ndjusuni be made in favor of the Seller will, respect In any good which are the Sellers standard stock. No Such termination shall reievc the Purchaser or the Seller of any of their chi ignitions as to any goods delivered hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must be asserted Within thirty (30) days fmm the date the change or teradnation is ordered. 8. COMPLIANCE WITH LAW. The Seller warrants that all goods sold hereunder shall have been produced, wld, delivered and famished in strict compliance with all applicable laws and regulations to which the good 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 incorlrommd in agreements of this character arc hereby incorporated herein by this reference The Seller agree, to indemnify and hold the Purchaser hamdess fmm all costs and damages suffered by the Purchaser as a result of the Scllcrs failure to comply with such Imo. 9. ASSIGNMENT. Neither party shall assign, morefer. or convey this order, or anv monies due or to become due hereunder without the prior written consent of the other pare. 10. TITLE. The Seller warrants 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, mservations, security, interest encumbrances and claims orf others. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. If the Purchaser directs 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 ren mined by the most expeditious means available to it and the Seller shall pay all mats nssoctred with such wark. The Seller shall release the Purchaser and its contractors 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 parry released and shall extend to the directors. officers and employees of such party. The Seller's conori obligations, including womanly. 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 tc use any design, device, material or process covered by Icner, patent, hademark or copyright, the Seller shall indemnify and save hamlcss file Pumlmaser 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. cxpcnsc or damage which it may be obliged to pay by reason of inch infringement at any time during the prosecution or after the completion of the work. In ease said equipment. or any parr thereof err the intended use of the good. is in such suit held to constitute infringement and the use of said equipment or part 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 substantially equal but naminfringing equipment, or modify it so it becomes noninfringing. 15. INSOLVENCY. If the Scllcr shall become insolvent or bankrupt make an assignment for the bcncfit of creditors, appoint a receiver or trustee for any of the Seller, propcny or husi ness, this order may forth, i th he canceled by the Purchaser withmn liability. 16. GOVERNING LAW. The definitions oftemts used or the interpretation ofthe agreement and the rights ofall panics hcrcundcr shall be consumed under and governed by the laws afthe Statc of Colorado. USA. The following Additional Conditions apply Only in cases where the Seller is to pafomm stork hereunder. including theservives of Scllcrs Represcnmtive(.$), on the premises ofromrs. 17. SELLERS RESPONSIBILITY. The Seller shall tarty on said work at Scllcrs 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 Seller's own expense unit to the satisfaction of the Purchaser. When materials and equipment arc Furnished by others for installation or erection by the Seller. the Seller shall receive, unload, stare and handle same at the ,he and became responsible therefor as though such materials and/or equipment were being furnished by the Seller under the order. 19. INSURANCE. The Seller shall, at his own expense, provide for the payment of workers compensation. including occupational disease benefit,, 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 Imes of the state in which the work is to be done. The Seller shall also carry eomprehenave general liability including, but not limited to, contmcmal nail automobile pablie liability insurance wolf bodily injury and death limit. of eat Ienst S300.000 for any one person, S500.000 for any one accident and property damage limit per accident of S400.000. The Scllcr Shall likewise require his contractors, if any, to provide for Such compensation and insurance. Before any of the Scllcrs or his contractors employees shall do any work upon the premises of wlhcrs, the Seller shall furnish the Purchoser with a ecnificzm that arch compensation and insmmnce have been provided. Such certificates shall specify the date when such compensation and insurance hove been Provided. Such ecrtifrcntes shall Specify the date when such compensation and insurance cxpircs. The Seller agrees that such mmpensntion 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 whatsoever to persons or property caused by or resulting fmm the execution ofthe work provided for in ihi, purchase order or in connection herewith. The Seller will indemnify and hold harmless the Purchaser and anv or all of the Purchasers officers, agents and employees from and against anv and all claims, losses, damages. charges or expenses. whether direct or indirect, and whether to pimans or property to which the Purchaser may be put or subject by rcaa m of any act, action, neglect, omission or default on the pan of the Seller, any of his contractors, or anv of the Sellers or contractors officers, agents or employees. In use 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 act action, neglect. omission or default of the Seller of any of his eontncleas or any of its or their nMet,. agcnis 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 costs. charges, attorneys fees and other expenses, any and all judgments that may he incurred by or obtained against the Purchaser or any of its or their officers, agents or employees in such suits or other proceedings. and in ease judgment or other lien be placed upon or obtained against the property of the Purchaser. er said panics in oras a result of Such Suits or other proceedings. the Seller will at once cause the same to be dissolved and discharged by giving bond or mlamvisc. The Seller and his contractors shall lake all Safety precautions, furnish and install all guards necessary for the prevention of accidents, comply with all laws and regulations with regard to Safety including, but withert limitation, the Occupational Safety and Health Act of 1970 and all rules and regulations issued poc aunt thereto. Revised 03/2010