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HomeMy WebLinkAbout109160 ROSENBAUER MINNESOTA LLC - PURCHASE ORDER - 9120629PURCHASE ORDER 912062er Page PO City Of 120629 1 of z `t Collins oll i ns This number must appear {, 1 on all invoices, packing slips and labels. Date: 01/30/2012 Vendor: 109160 Ship To: POUDRE FIRE AUTHORITY - AD ROSENBAUER MINNESOTA LLC 102 REMINGTON 5181 260th ST FORT COLLINS Colorado 80524 PO BOX 549 WYOMING Minnesota 55092 / Delivery Date: 01/30/2012 Buyer: JAMES HUME Note: Line Description Quantity UOM Unit Price Extended Ordered Price Cab and chassis 1 LOT LS 194,041.00 new Engine 7 per P1138, the related agreement, and Rosenbauer invoice #65113 Total $194,041.00 l.ft-c-SZ'C, Invoice Address: City of Fort Collins Director of Purchasing and Risk Management This order is not valid over $5000 unless signed by James B. O'Neill Il, CPPO City of Fort Collins City of Fort Collins Purchasing, PO BOX 580, Fort Collins, CO 80522-0580 Accounting Department Phone:970-221-6775 Fax: 970-221-6707 Email:purchasing@fcgov.com 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 Exempt ion Number is 11. NONWAIVER. 98-04502. Fore al Excise Tax Exemption Ccnificatc of Registry 94-6000587 is registered with the C011ecmr 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 Statutes 073. Chapter 39-26, 114 (a). exercise any rights or remedies provided herein or by law, failure to promptly notify the Seller in the event ofa breach, the acceptance ofor payment for good hemunda or approval ofthe design, shall not release the Seller of Gads Rcjeeted. GOODS REJECTED due to failure to meet specifications, either when shipped or due to defects of any of the wmmintics or obligations of this purchase order and shall not be deemed a waiver of any right of the damage in transit. may be retuned to you for credit and am not to be replaced except upon receipt of written purchaser to insist upon strict performance hmcofor any of its rights or remedies as to any such good, regardless instructions Farm the City of Tom Collins. of when shipped, received or accepted, as to any prior or subsequent default hereunder, nor shall any purported and modification or rescission 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. 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 Scllcr and the Purchaser recognize that in actual economic practice, ovcmharges resulting from antitrust ACCEPTANCE is dependent upan completion ofall applicable required inspection procedures, violations arc 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 now have or hereancr Freight Terms. Shipments most be F.O.B., City of Fort Collins, 700 Wood St.. Fort Collins, CO R0522, unless acquired under federal or state zntitnrst 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 must accompany invoice. Additional charges for packing will not be accepted. Shipment Distance. Where mannfncturem have distributing points in various parts of the country, shipment is expected front the nearest distribution point to destination, and excess freight will be deducted from Invoice when shipments are made from greater distance. Pcrmite. Seller shall procure at sellers sole cast all nmcsmry permits, certificates and licenses required by all applicable laws regulations, ordinances and mles of the state, municipality, territory ar 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 harmless man and against all liability and loss incurred by them by reason of an asserted or established violation of any such laws, regulations, ordinances. rues and rcqujrcmcus. Authorization. All panics to this contract agree that the representatives arc, in fact, bona Fide and possess fail and complete authority to bind said panics. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the terns and conditions stated herein set forth and any wpplemcntary or additional terms and conditions annexed hereto or incorpnmted herein by reference. Any additional or different terms and conditions proposed by seller arc objected to and hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately if you cannot make complete shipment to .rove on your premised delivery date as noted. Time is of the essence. Delivery and performance most be effected within the time stated on the purchase order and the documents attached hereto. No acts of the Purchawrs including, without limitation, acceptance ofpanial late deliveries, shall operate as a waiver of this provision. In the event of any delay. the Purchaser shall have, in addition to other legal and equitable remedies, the option nfplacing this order clwwhem and holding the Seller liable for damages. However. the Seller shall not he liable for damages is a result of delays due to causes not reasonably foreseeable which arc beyond its reasonable control and without its fault of ncgligcnec. such acts of God, acts ofcivil or military authorities, govemmental prionties, fires, strikes. Rood, epidemics, wars or riots provided that notice of the conditions causing such delay is given to the Purchawr within live (5) days of the time when the Scllcr 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 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 he fit for the purposes intended, and performed with the highest 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 rev suffer ar incur era account of the Sellers breach of warranty. The Seller shall replace, repair or make good, withom cast to the Purchnscr, any defects or faults arising within one (U year or within such longer period of time as may be prescribed by law or by the tents ofany applicable warranty provided by the Seller offer the date of acceptance of the Studs furnished hereunder (acceptance not to be unreasonably delayed), resulting from imperfect or defective work done or materials fumished 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 ofany of the foregoing warmntics or guarantees. but such liability shall in no event include loss of profits or loss of use. NO TM PLI ED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHIA NOES IN LEGA L TERMS. The Purchaser may make changes to legal toms by written change order. 5. CHANGES IN COMMERCIAL TERMS, The Purchaser may make any changes to the tans, other than legal terms, including additions to or deletions from the quantities originally ordered in the specifications or drawings, by vorbal or w'rawn change order. If any such change affects the amount due or the time ofperforoance hereunder, an equitable adjustment shall be made. 6. TERMINATIONS. The Purchaser may at any time by written change order, terminate this agreement as to rise or all portions of the goods then not shipped, subject to any equitable 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 anticipntcd profits on the uncompleted portion ofthe goods 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 stock. No such termination shall relieve the Purchnscr or the Seller ofany of their obligations as to any goods delivered hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must be asserted within thirty (30) days from the date the change or ter minntion is ordered. R. COMPLIANCE WITH LAW. The Seller warrants that all goods sold hereunder shall have been produced. sold, delivered and fumished in strict compliance with all applicable laws and regulations to which the goods are subject. The Scllcr shall execute and deliver such documents as may be required to affect 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 cases and damages suffered by the Purchaser as a result of the Safe. 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 of the other party. 10.TITLE. The Seller warrants 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. reservations, wnniry interest encumbrances and claims of 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 perfnmmed by the most expeditious means available to it, and the Seller shall pay all costs aaocimed with such work. The Seller shall release the Purchaser and its contractors of any Her from all liability and claims of any nature resulting from the performance ofsueh work. This release shall apply even in the event of fault of negligence of the party released and shall cslend to the directors, officers and employees of such party. The Seller's contractual obligations, including warranty. shall not be decreed to be reduced, in any gray, because such work is performed or caused to be performed by the Purchaser. 14. PATENTS. Whenever the Seller is required to use any design, device, material or process covered by letter, patent. trademark or copyright. the Seller shall indemnify and save harmless the Purchaser from any and all claims for infringement be 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 reason of such 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 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 noninfringing equipment, at modify it so it becomes noninfringing. 15. INSOLVENCY. If the Seller shall become insolvent or bankrupt, make an assignment for the benefit 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. It,. GOVERNING LAW. The definitions of tans used or the interpretation of the agreement and the rights ofnll parties hereunder shall be construed under and governed by the laws ofthe State of Colondo. USA. The following Additional Conditions apply only in cases where the Seller is to perform work hcreundv, including the semiecs of Scllcrs Representativc(s), on the premises oforhcm. 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, distinction or injury to the work and/or materials before Sellers final completion and acceptance, complete the work at Scllcrs own expense and to the satisfaction of the Purchaser. Wnccn materials and equipment are fumished by others for installation or erection by the Seller, the Seller shall receive, unload. store and handle same at the site and become mspnvsiblc 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 ofworkem 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 insurance with bodily injury and death limits ofar lean S300.000 far any wren person, S500,000 for any one accident and pmprny 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 Scllcrs or his contractors employees shall do any work upon the premises ofmhcrs. the Seller shall 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 certificates shall specify the date when 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 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 msulting from the execution of the work pmvidcd for in this purchase artrr or in connection herewith. The Seller will indemnify and hold hamtless the Purchaser and any at all of the Purchasers effects, agents read employees from and against any and all claims. losses, damages. charges or expenses. whether direct or indirccl. and whether to persons or property to which the Purchaser mov 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 Scllcrs or eomm hors oRccrs, agents or employees. In case any suit or ether Proceedings shall be brought against the Purchnscr, 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 affects, agents or employees as aforesaid, the Seller hereby ngrccs 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 incurred by or obtained against the Purchaser or any of its or their effects. agents or employees in such suits or other proceedings, and in caw judgment or other lien be placed upon or obtained against the pmrwny ofthe Purchaser, or said panics in or as a result ofmch suits or ether 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 lake all safety precautions, famish and install all guards necessary for the pmvention of accidents, comply with all laws and regruations with regard to safety including, but without limitation, the Occupational Safctyand Health Act of 1970 and all mles and regulations issued pursuant thereto. Revised 03/2010