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HomeMy WebLinkAbout150588 WALSH CONSTRUCTION INC - PURCHASE ORDER - 9115281City of /11 Fo_rt Collins Date: 01/27/2012 Vendor: 150588 WALSH CONSTRUCTION INC 8139 OPEN VIEW PLACE LOVELAND Colorado 80537 PURCHASE ORDER PO Number Page 9115281 1°fz This number must appear on all invoices, packing slips and labels. Ship To: ENGINEERING DIVISION CITY OF FORT COLLINS 281 N COLLEGE AVE FORT COLLINS Colorado 80521 Delivery Date: 09/12/2011 Buyer: JOHN STEPHEN Note: Line Description Quantity UOM Unit Price Extended Ordered Price 2 change order 1 C3. 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 EA -33,520.00 Total-$33,520.00 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 1. COMMERCIAL DETAILS, Tax exemptions. By station, the City of Fort Collins is exempt from state and local taxes. Our Exemption Number is 11. NONWAtVF,R. 99-04502. Federal Excise Tax Exemption Certificate of Registry 54-6000587 is registered with the Collector of Failure of the Purchaser to insist upon strict performance of the terms and conditions httcof, failure ar delay to Internal Revenue, Denver, Colorado (Rcf. Colorado Revised Stammer 1073. 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 oforpaymeto for goods hereunder or approval of the design, shall not release the Scllcrrof Goods Rejected. GOODS REJECTED due to failure to meet specifications, 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 transil, may be maimed to you for credit and arc not to be replaced except upon receipt of w'rima purchaser to insist upon strict performance herenforany of its rights or remedies as to any such goods, regardless instructions from the City of Fan Collins. of mhen shipped, received or accepted, as to any prior or subsequent default hereunder. nor shall any purported oral modification or rescission of this purchase order by the Purchaser operate as a waiver of any of the terms Inspection. GOODS arc subject to the City of Fart 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 peymcvt on the pan of the City of Fort Collins. However, it is to be undenload that FINAL Seller and the Pumhawr recognize that in actual cconamic practice, overcharges resulting fmm antitrust ACCEPTANCE is dependent upon completion ofall applieahle required inspectina procedures. violations are in fact home 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 nose have or hereafter Freight Terms. Shipments most be F.O.B.. City of Fort Collins, 700 Wad St., Fort Collins CO 80522, unless acquired under federal or state antitrust laws for such overcharges relating to the panicular goods or services otherwise specified oa 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 imoice. Additional charges for packing will not be accepted. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. Shipment Distance. Where manufacturers have distributing points in various pans of the country, shipment is If the Purchaser directs the Scllcr to career nonconforming or defective goods by a date to be agreed upon by the expected from the nearest distribution point to destination, and excess freight will be deducted fmm Invoice when Purchaser and the Seller, and the Seller thcrenficr indicates its inability or unwillingness to comply, the Purchaser shipments arc made from greater distance. may cause the work to be performed by the most expeditine s means available to it and the Seller shall pay all costs associated mith such work. Permits. Seller shall procure at sellers mile crust 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 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 harmlm% form and against all liability and loss incurred by them by rev oat of an asserted or established vinlation ofany such laws, regulations, ordinances. rates and requirements, 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 Icons and conditions stated herein set forth and any supplementary or additional terms and conditions annexed hereto or incorporated herein by reference. Any addition.) or differcnl terms and conditions pmpos,d by seller arc objected to and hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately if you cannot make complete shipment to arise on your promised delivery date as noted. Time is of the essence. Delivery and performance must he effected within the time stated on the purchase order and the documents attached hereto. No acts of the Purchasers including, without limitation, acceptance of partial late deliveries, shall operate as a waiver of this provision. In the event of anv delay, the Pnchaser 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 fmdt of negligence, such act, of Gad. acts of civil or military authorities governmental 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) days 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 of the delay. 3. WARRANTY. The Seller warrants that all goods, articles, materials and wok 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 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 warranty. The Seller shall replace, repair or make good. without cost to the purchaser, any defects or faults prising within one (1) year or within such longer period of time as may be prescribed by law or by the terms ofany applicable centenary provided by the Sell let after the date of acceptance of the goods famished hereunder (acceptance not to be unreasonably delayed), resulting from imperfect or defective work done or materials famished by the Setter. Acceptance or use of goods by the Purchaser shall not constitute a waiver ofagv claim under this warranty. Except as otherwise provided in this purchase order. the Sellers liability hereunder shall extend to all damages proximately caused by the breach ofany of the foregoing warantics or guarantees, but such liabilityshall 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 wTitten change order. 5. CHANGES IN COMMERCIAL TERMS, The Purchaser may make any changes to the terms, other than legal terms, including additions to or deletions fmm the quantities originally ordered in the specifications or drawings, by verbal or wnnen change order. If any such change affects the amount due or the time oftu rformance hereunder. an equitable adjustment shall be made. 6. TERMINATIONS. The Purchaser may at any time by senora change order, terminate this agreement as to any or all portions of the galls then not shipped, subject to any.equimblc 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 goods and/or work, for incidental or consequential damages, and that no such adjustment be made in favor of the Seller with respect to any gaud which am the Sellers standard stock. No such wrour oma shall relieve the Purchaser or thc5eller ofany of their bligations as to any gad delivered hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must be acscTled within thirty (30) days from the date the change or termination is ordered. S. COMPLIANCE WITH LAW. The Seller warrants that all good sold hereunder shall have been produced, sold, delivered and furnished in strict compliance with all applicable laws and regulations to which the goods are subject. The Seiler 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 are 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 order, or any monies due or to become due hereunder without the prior written consent of the other party. 10. TITLE. The Seiler ..at, full, clear and unrestricted title to the Purchaser for all equipment, materials and items famished in performance of this agreement. free and clear of any and all liens restrictions, reservation, security interest encumbrances and claims of others. The Seller shall release the Purchaser and its contractors of any tier form all liability and claims of any nature resulting boom the performance of such work. This release shall apply even in the event of fault of negligence of the parry released and shall extend to the directors, affects and employees ofsuch party. The Sells contractual obligations. including w'amnty, shall not he deemed to be reduced, in any way, because such work is performed or caused to be perforeaed by the Purchaser. 14. PATENTS. Whenever the Seiler is required to use any design, device, material or process covered by Icnee patent, trademark or copyright, the Seller shall indemnify and save hamdess 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 muson ofsuch infringement at any time during the prosecution or aficr the completion of the work. In case said equipment. or any pan thereof or the intended use of the goods, is in such snit held to consulate infringement and the use of said equipment or pan is enjoined. the Scllcr 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 nominfringing equipment or madify it .so it becomes noninfringing. 15. INSOL V ENCY. If the Seller shall become insolvent or bxnkmpt make an assignment for the benefit of crcxliters, appoint a receiver or tmstec for any of the Sellers property or business, this order may forthwith be canceled by the Purchaser without liability. 16. GOVERNING LAW. The definitions oftemms used or the interpretation ofncc agreement and the rights ofall panics hereunder shall be construed under and governed by the laws ofthe State of Colamdo, USA. The following Additional Conditions apply only in eases where the Seller is to perform work hereunder, including the services of Sellers Represcmativds), an the premises ofnthers. 17. SELLERS RESPONSIBILITY. The Scllcr shall carry oa said work at Sellers own risk until the v me is fully completed and accepted, and shall, in case of any accident, destruction or injury to the work and/or materials before Scllcls final completion and acceptance, complete the work at Scller's own expense and to the satisfaction of the Purchaser. When materials and equipment are famished by others for installation or creclion by the Seller. the Seller shall receive, unload. store and handle same .r the site and become responsible therefor as though such materials and/or equipment were being famished by the Seller under the order. IR. INSURANCE. The Seller shall. at his own 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 Imes 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 insurance .with bodily injury and death limits of at least S306.000 for any one person. S500,00(i for any one accident and property damage limit per accident of S400,000. The Seiler shall likewise require his contractors, if any, to provide for such compensation and insunna. Before any of the Sellers or his eontmctors employees shall do any work upon the premises ofnthers, the Sellershall famish 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 Beni ficatcs shall specify the doe when such compensation and insurance expires. The Seller agrees that such compenwtion 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 aware whatsaver to persons or property caused by or resulting from the execution of the work provided for in this purchase order or in connection herewith. The Seller will indemnify and hold harmless the Purchaser and any or all of the Purchasers officers, agents and employees fmm 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 ofany act, action, neglect, omission or default on The pan of the Scllcr, any of his contractors. or any of the Sellers or contractors officers, 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 be 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 Scllcrs own expense, to pay any and all cots, charges attorneys fees and other expenses, any and all judgments that may be incurred by or obtained against the Purchnser or any of its or their officers, agents or employees in such snits or other proceedings and in ease judgment or other lien be placed upon or obtained against the pmpeny of the Purchaser, or said parties in or as a result of such suits or other proceedings, the Seller will at once cause the saute to be dissolved and discharged by giving bond or otherwise, The Seller and his con".ctors shall take 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 without limitation, the Occupational Safety and Health Act of 1970 and all mles and regulations issued pursuant thereto, Revised 03/2016