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HomeMy WebLinkAbout222075 BURLINGTON NORTHERN & SANTA FE - PURCHASE ORDER - 9120655PURCHASE ORDER PO Number Page City Of9120655 1 of 2 ' `t Collins oll` i ns This number must appear 1 on all invoices, packing slips and labels. Date: 01/31/2012 Vendor: 222075 BURLINGTON NORTHERN & SANTA FE RAILWAY COMPANY 3115 SOLUTIONS CENTER CHICAGO Illinois 60677-3001 Ship To: STREETS DEPARTMENT CITY OF FORT COLLINS 625 NINTH STREET FORT COLLINS Colorado 80524 Delivery Date: 01/31/2012 Buyer: JOHN STEPHEN Note: Line Description Quantity UOM Unit Price Extended Ordered Price 1 90046539 1 LOT LS 13,577.45 INVOICE 90046539 2 96004168 1 LOT LS PER CREDIT MEMO NBR 96004168 ORGINAL INVOICE 90046539 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 -3,607.79 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 1. COMMERCIAL DETAILS. Tax exemptions. By statute the City of Fort Collins is exempt form state and local taxes. Our Exemption Number is 11. NONWAIVER. 98-01502. Federal Excise Tax Exemption Certificate of Registry 846000587 is registered with the Collector of Failure of the Purchaser to insist open strict peformancc of the toms and conditions hereof, failure or delay to Internal Revenue, Denver. Colorado (Ref. Colorado Revised Stanucs 1973. Chapter 39-26, 114 (a), exercise env rights or remedies pmvidcd herein or by low. failure to promptly notifv the Seller in the event of a 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 mod specifcation, either when shipped or due to defects of any of the mammies or obligations of this purchase order and shall not be deemed a oniver 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 Imma for any of its rights or remedies as to any such grads, regardless insmctions from the City of Fort Collins. of When shipped, received or accepted. as to any prior or subsequent default hemon lu. nor shall any purported real 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 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 rental economic practice, overcharges resulting form antitrust ACCEPTANCE is dependent upon completion ofall applicable required inspection poreedures. 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 now have or hercaner Freight Terms. Shipments must be F.O.B., City of Fort Collins. 700 Woad St. Fort Collins, CO 80522, unless acquired under federal or state antitrust laws for such owicharges 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. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. Shipment Distance. Where manufaemmts have distributing prints in various parts of the country, shipment is Ifthe Purchaser directs the Seller to comet nonconforming or defective grads by a date robe agreed upon by the expected form the nearest distribution point to dcstinaion, and excess freight will be deducted from Invoice When Purchaser and the Seller, and the Seller thereafcr indicates its inability cr unwillingness to comply. the Purchaser shipments arc made from greater distance. may cause the work to be perfumed by the most expeditious means available to it. and the Seller shall pay all costs associated with such work. Permits. Seller shall proton at sellers sale cost all necessary pcmits. certificates and licenses required by all applicable laws, regulations, ordinances and rules of the state, municipality. territory or political subdivision where the work is perforated, or required by tiny other duly constituted public authority having jurisdiction over the stork of vendor. Seller forthcr agrees to hold the City of Fort Collins hamlet form and against all liahility and loss incurred by them by reason of en asserted or established violation of any such laws, regulations, ordinances, rules and requirements. Authorization. All panics to this contract agree that the representatives arc, in fact, bona Ode and possess full and complete authority to bind said litanies. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the toms and conditions stated herein set forth and any supplemenmry or additional terms and conditions annexed hereto or incorporated herein by reference. Any additional or different terms and conditions proposed by seller are objected to and hereby roccled. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately if you cannot make complete shipment to arrive on your premised delivery date as noted. Time is ofthc essence. Delivery and performance must be effected within the lime 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 ofthis provision. In the event ofany delay. the Purchmer.sholl have, in addition to other legal and equitable remedies, the option ofplacing this order elsewhere and holding the Seller liable for damages. However. the Sellershall rem 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 ofnegligence, such acts of God, acts ofeivil or military authorities. governmental priorities, fires, strikes, 0ord, epidemics, wars or riots provided that notice of the conditions taming such delay is given to the Purchaser within five (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 perind equal to the time actually lost by reason ofthc delay. 3. WARRANTY. The Seller warrants that all goods, articles, materials and work covcrM 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 Wamnty. The Seller shall replace, repair or make good, without can to the purchaser, any defects or faults arising within rare (1) year or Within such longer period of time as may be prescribed by law or by the terms of any applicable wamnty provided by the Seller aficr the date of acceptance of the good famished hacunda (acceptance not to be unreasonably delayed), resulting form imperfect or defective work done or materials fumiahcd by the Seller. Acceptance or use of goads by the Purchaser shall not constitute a waiver ofany claim under this warranty. Except as otherwise provided in this purchase order. the Sellers liability hereunder shall wend to all damages proximately caused by the breach ofany of the foregoing esamnrms or guarantees, but such liabilityshall in no went include Ions of profits or loss of use NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. J. CHANGES IN LEGAL TERMS, The Purchaser may make changes to legal terms by wriac t change order. 5. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any changes to the toms, other than legal terms, including additions to or deletions from 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 of performance hacunda, an equitable adjustment shall be made. 6. TERMINATIONS. The Purchaser may it any time by written change order, terminate this agreement as to any or all portions of the goods then not shipped, subject to any equitable adjusancat 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 pmfils 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 good Which are the Sellers standard stock. No such termination shall relieve the Purchaser or the Seller of any of their obligntions as to any goods del ivcred hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must be accncd Within thirty (30) days from the date the change or termination is ordered. 8. COMPLIANCE WITH LAW. The Seller wamny that all goods sold hereunder shall have been produced. sold, delivered and famished in strict compliance with all applicable laws and regulations to which the goods arc subject. The Seller shall execute and deliver such deeuments es may 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 held the Purchaser hnmless from all costs and damages suffered by the Purchaser as a result of the Sellers 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 parry. 10. TITLE. The Seller wamnts full, clear and unrestricted title to the Purchaser for all equipment, materials, and items furnished in pafnmaoce 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 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, offcers and employees of such party. The Seller's eontrnctual obligations, including warmnty, shall not be deemed to be reduced, in any w:ay, because such stork is performed or caused to be performed by the Purchaser. 14. PATENTS. Whenever the Seller is required in use any design, device, material or process covered by letter, patent, trademark or copyright, ,hc Scllcr shell indemnify and save harmless the Purchaser form any and all claims for infringement by reason of the use of such patented design, device, martial 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 Bach infringement at any time during the prosecution or almr the completion of the work. In case said equipment, or any par, thereof 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 Pumhascr ,he right to continue using said equipment or parts, replace the same with substantially equal but nnninfringing equipment, or modify it so it becomes nnninfringing. 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. 16. GOVERNING LAW. The definitions oftcros used or the interpretation of the agreement and the rights ofall panics hereunder shall be construed unda and govcmcd by the Imes of the State of Colorado, USA. The following Additional Conditions apply rule in cases where the Seller is to Falcon Work hereunder. including the services of SCIIcm Represcntative(s), on the premises ofothcrs. 17. SELLERS RESPONSIBILITY, The Seller shall carry on &.'rid work at Seller's own risk until the same is fully completed and accepted, and shall. in ease of any accident, destruction or injury to the Work and/or materials before Sellces final completion and acceptance, complete the work at Scllcr's own expense and to the satisfaction of the Purchaser. When materials and equipment arc burnished by others for installation or erection by the Seller, the Seller shall receive, unload. store and handle seem to the site and become respnnsible therefor as though such materials and/err equipment were being furnished by the Seller under the order. 19. 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 aecrrdancc with the laws of the state in which the work is to be done. The Scllcr shall also carry comprehensive general liability including, but not limited to, contractual and c ltomobile public liability insurance with hmlily injury and death limits of at least 5300,000 for any one person, 5500.000 for any one accident and property damage limit per accident of 5400.000. The Seller shall likewise require his contractors, if any, to provide far such compensation and insurance. Before any of the Sellers or his contractors employees shall de any work upro the premises ofothcrs, the Scllcr shall furnish the Purchoser 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 eeni0cates shall specify the date when such compensation and insurance expires The Seller agrees that such compensation and insurance shall be maintained until a0cr the entire Work is completed and accepted. . 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Seller hereby essnecs the entire responsibility and liability for anyand all damage, loss or injury ofany kind or nature whatsoever to persons or pmNmy caused by or msulling form the execution of the work pmvidcd for in this purchase order or in connection herewith. The Scllcr will indemnify and hold harmlessthe Purchaser and any or all of the Purchasers officers, agents and employees from and against say and of 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 contmdoes oRecrs, agents or employees. In case any suit or other proceedings shall be brought aguinn 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 hacbv agrees to assume the defense thereof and to defend the same at the Sellers own expense, to pay any and all costs, charges, attomevs fees and other expenses. any and all judgments that may be 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 case judgment or other lien be placed upon or obtained against the pmperty of the Pumhnwr, or mid panics in or as a result of such suits or other proceedings, the Scllcr will at once crow the same to be dissolved and discharged by giving bond or othenise. The Seller and his contractors shall take all safety precautions, famish and install all guards nceessmy for the prevention of accidents, comply with all laws and regulations with regard to safety including. but without limitation. the Occupational Selcty and Health Act of 1970 and all roles and regulations issued puruant thereto. Revised 03/2010