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HomeMy WebLinkAbout107294 RED WING SHOES - PURCHASE ORDER - 3212234City of Frt Collins Date: 01/23/2012 PURCHASE ORDER Vendor: 107294 RED WING SHOES 3645 S COLLEGE AVE FORT COLLINS Colorado 80525-3009 PO Number Page 3212234 1of2 This number must appear on all invoices, packing slips and labels. 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 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 Total 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. By statute the City of Fan Collins is exempt from state and local tax.. Our Exemption Number is 11. NONWAIVER. 99-04502. Federal Excise Tax Exemption Certificate of Registry 94-6000587 is registered with the Collector of Failure of the Purchaser to insist upon .strict performance of the terms and conditions Immef, failure or delay to Internal Rc,cmc. Denver, Colorado (Ref. Colorado Revised Statutes 1973. Chapter 39 26. 114 (a). exercise any rights or remedies provided herein or by L s, failure to promptly notify the SC 1CT in the event of n breach, the acceptance ofor payment for goods hereunder or approval ofthe design, shall not release the Seller of Goods Rejected. GOODS REJECTED due to failure to meet specifications, either when shipped or dam to defects of any of the wamwies or obligations of this purchase order and shall not be deemed a waiver of any right of the damage in transit, may be returned to you for credit and arc not to be replaced except upon receipt of written purchaser to insist upon strict performance hercofor any of its rights or remedies as m 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 net modification or rescission of this purchase order by the Purchaser operate as a waiver of any of the Icons 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 Houcecr, it is to be understood that FINAL Seller and the Purchnscr recognize that in actual economic practice, ovcmharges resulting from antitrust ACCEPTANCE is dependent open completion ofall applicable required inspection procedures. violations are in fact home by the Purchaser. Theretofore, for gored cause and as consideration for executing this purchase order, the Seller hereby assigns to the Purchaser any and all claims it may two have or hereafter Freight Terms. Shipments most be F.O.R., City of Fort Collins, 7IR1 Wood St, Fort Collins CO R6522, unless acquired under federal or .state antitrust laws for such overcharges relating to the particular goods or services otherwise specified on this order. Hpermission is given to prepay freight and charge separately, the original freight purchased or acgaired by the Purchaser pursuant to this purchase order, hill must accompany invoice. Additional charges for packing will not be accepted. 13. PURCHASERS PERFORMANCE: OF SELLERS OBLIGATIONS. Shipment Distance Where ammo facturcrs have distributing points in various parts of the country, shipment is Ifthe Purchaser directs the Seller to correct nonconforming or defective grads by. date to be ngrecd mo. by the expected from the nearest distribution point to destination, and excess freight will be deducted front lattice when Purchaser and the Seleq and the Seller thcreancr indicates its inability or unwillingness mentality. the Purchaser shipments are made from greater distance. may cause the work to be performed by the most expeditious means available to it, and the Seller shall pay all costs assmiamd with such work. Permits Seller shall procure at sellers sole cost all necessary permits, certificates and licenses required by all applicable laws, regulations ordinances and rules of the state. municipality, territory or political subdivision where the work is performed, or rquircd by any other duly constituted public amhonty having jurisdiction over the work of vendor. Scller further agrees to hold the City of Fort Collins harmless fmm and against all liability and Inns incurred by them by mason of an asserted or established violation of any such laws, regulations ordinances, rules and requirements. Authoriuttion. All parties to this contract agree that the representatives ore, in fat. bona fide and possess full and complete authority to bind said parties. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the terms and conditions suited 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 sellerarc 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 ofthe .senec. Delivery and performance muut be effected within the time stated on the purchase order and the documents attached hereto. No acts of the Pumhascm including. without limitation, acceptance ofpanial late deliveries, shall operate as a waiver of this prevision. In the event of any 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 d... gcs. However, the Seller shall not be liable for damages as a result of delays due to causes not reasonably foreseeable which arc beyond its reasonable control and without its fault femgligence. such acts of God, acts ofeivil or military authorities, governmental prionties, fires, strikes, flood, epidemics warsor riots provided that notice of the exnditiens causing such delay is given to the Purchaser within five (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 extended for the period equal to the time actually lost by reason of the delay. 3, WARRANTY. The Seller warrants that all good, articles, materials and work covered by this order will confomr with applicable drawings, specifications, samples and/or other description given, will be fit for the purposes intended, and performed with the highest degree of care and competence in accordaancc 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 brcach of warmnty. The Seller shall replace repair or make good, 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 terms of any applicable secretary provided by the Seller nftcr the date of acceptance of the goods furnished hereunder (acceptance not to be unreasonably delayed), resulting from inmperfect or defective mark done or materials furnished by the Seller. Acceptance or use of goods by the Purchaser shall net constitute a waiver ofany claim under this warrants. Except as efl ire provided in this purchase order, the Sellers liability hereundn shall emend to all damages proximately caused by the breach of any of the foregoing warranties or guarantees, but such liability shall in no event include loss 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 terms by written change order. S. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any changes to the terns, other than legal terms, including additions to or deletions font 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 ofperfomance hereunder, an equitable adjustment shall be made. 6. TERMINATIONS. The Purchaser may at any time by written change order. Icrminate this agreement as In any or at] portions of the goods then not shipped, subject to any equitable adjustment between the parties as to any work or materials then in progress presided that the Purchaser shall rem be liable for any claims for anticipated profits on the uncompleted portion of the gads and/or work, for incidental or consequential damages, and that no such adjustment he made in favor of the Seller with respect to any goods which are the Sellers standard stuck. No such termination shall relieve the Purchaser or the Seller of any of their obligations as to any gads delivered hcramnder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must be asserted within thirty (30) days fmm the date the change or terminmjnn is ordered. R. COMPLIANCE WITH LAW. The Seller warm that all goods sold hereunder shall have been produced. cold, 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 be required to effect or evidence compliance. All laws and regulations required to he incorporated in agreements of this character are hereby incorporated herein by this reference. The Seller agrees to indemnify and hold the Purchaser harmless fmm all costs and damages suffered by the Purchaser as a result of the Sellers failure to comply with .such law. 9. ASSIGNMENT. Neither parry shall assign, transfer. or convey this order, or any monies due or to become due hereunder without the prior written consent ofthe other parry. 10. TITLE. The Scllerwarmnts full, clear and unrestricted title to the Purchaser fer 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 net from all liability and claims of any nature resulting from the performance ofsach 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 parry. The Seller's contractual obligations, including ,am. ary, shall not be deemed to be reduced, in any way, been,,, such work is performed or caused In be performed by the Purchaser. 14. PATENTS. RTeneet, the Seller is required to use any design, device, material or process covered by letter, patent, trademark or copyright. the Seller shill indemnify and save lu m Icss the Purchaser front 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 nrav be obliged to pay by mason ofsach infringement at any time during the prosecution or after the completion ofthe work. In ease said equipment, or any pan therenf 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 pans, replace the same 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 bereft of creditors, 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 of terms used or the interpretation of the agreement and the rights off]] panics hereunder shall be construed undo and governed by the laws ofthe State of Colorado. USA. The following Additional Conditions apply only in cases where the Seller is to perform work hereunder, including the services of Scllcrs Represcntative(s), on the premises nfothers. 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/m materials below Seller's final completion and acceptance, complete the work at Sellers own expense and in the satisfaction ofthe Purehnwr. When materials and equipment arc furnished by others for installation or creation 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 furnished by the Seller under the order. 18. INSURANCE. The Seller shall. at his own expense, provide for the payment oftentimes 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 mork is le be done. The Seller shall also carry comprehensive general liability including, but net limited to, contractual and automobile public liability m,autnec with braid, injury and death limit, of at ]cast S700,000 for any one peown. S500.010 for any one accident and property damage limit per accident of S400,000. The Seller shall likewise require his contractors, if any, to Provide fur such compensation and insurance. Before any of the Sellers or his contract.,, employees shall des any work upon the premises of others, the Scllcr shall furnish the Purchaser with a certificate that such compensation and insurance have been provided. Such certificates shall specify the date when such compensation and insurance have been provided. Such eenlficams shall specify the date when such compensation and insurance expires. The Seller agrees that such compensation and insurance shall be u niermined until after the entire wmk is completed and accepted. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Seller hereby assumes the entire responsibility sad liability library and all damage. Ins, or injury ofany kind or nature What,%m%cr to persons or pmperty caused by or resulting fmm the execution of the work pmvidcd for in this purchase order or in connection hem-uh. The Seller will indemnify and hold lu mrless the Purchaser and any or all of the Purchasers effects, agents and employees from and against any and all claims, losses, damages, charges or expenses whether direct or indirect, and whether to Persons or property to which the Purchaser may be put 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 Sellers or contractors oficers, agents or employees. In ease 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 contractors 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 expense, to pay any and all costs. charges, attorneys fees and other expenses. any and all judgments that may be matured by or obtained against the Purchaser or any of its or their officers. agents or employees in such suits or other proceedings, and in case judgment or other lien be placed ,pan or obtained against the pmperty ofthe Purchaser, unsaid panics 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 or otherwise. The Seller and his contractors shall take all safety precautions, furnish and install all gourds necessary for the prevention of accidents, comply with all Inns and regulations with regard to safety including. but without limitation, the Occupational Safety and Health Act of 1970 and all cola and regulations issued pursuant thence. Revised 03/2010