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HomeMy WebLinkAbout498468 INFOGROUP - PURCHASE ORDER - 9120839PURCHASE ORDER PO Number Page City OfCollins ��� 9120839 + of z `t Coll` I n C This number must appear J on all invoices, packing slips and labels. Date: 02/08/2012 Vendor: 498468 INFOGROUP LIBRARY DIVISION PO BOX 957742 ST LOUIS Missouri 63195-7742 Ship To: PROCESSING CENTER FORT COLLINS PUBLIC LIBRARY 256 W. MOUNTAIN AVENGE FORT COLLINS Colorado 80521-2 Delivery Date: 02/08/2012 Buyer: DAVID CAREY Note: j Line Description /Quantity UOM Unit Price Extended Ordered Price Infogroup License Agreement /% 1 LOT LS 23,922.00 Reference USA Package For Period: 15-Jan-2012 thru 14-Jan-2013. / Per Invoice # 10002060905, dated 01/19/12./ Ra� 2. 0A6-Pk,;F— City of Fort Collins Director of Purchasing and Risk Management This order is not valid over $5000 unless signed by James B. O'Neill ll, 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 922.00 Invoice Address: City of Fort Collins Accounting Department PO Box 580 Fort Collins, CO 80522-0580 Purchase Order Terns 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 I I. NONWAIVER, 98-04502. Federal Excise Tax Exemption Certificate of Registry 84-6000587 is registered with the Collenm 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 1973. Chapter 39-26. 114 (itt exercise any rights or remedies pmvided herein or by law, failure to promptly notify 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 meet specific tier, either when shipped or due to defects of any of The warranties or Obligations of this purchase order and shall not he demed a waiver ofany right of the damage in transit, may be returned to you for credit and are not to be replaced except affair mccipt of written purchaser to insist upon strict performance hcmof or any urns rights or remedies as to nnv such goods, regardless instructions from the City Of Fan Collins, of when shipped, received or accepted, as To any prior or subsequent default hereunder. nor shall any purpaned oral modification or rescission of this purchase order by the Purchaser operate as a waiver of any of the teas Inspection. GOODS are subject to the City airport Collins inspection on omival. hereof. Final Acceptance. Receipt of the merchandise, services or equipment in mapon a 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 he understood that FINAL Seller and the Purchaser rcmgnize that in actual economic practice, overcharges resulting from antitrust ACCEPTANCE is dependent upon completion oftll 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 Parehascr any and all claims it may not, have or hereafter Freight Teas. Shipments most be F.O.B.. City of Fort Collins 7M Wood St., Fort Collins, CO 80522, unless acquired under federal or state antim st laws for such Overcharges relating to the particular goods or services Otherwise specified an this order. If pemuis ion 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 he accepted. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. Shipment Distance. Where manufzemrets have distributing point in various pans of the country, shipment is If the Purchaser directs the Seller to correct nonconforming or defective goods by a date to be agreed Open by the expected from the nearest distribution paint to destination, and excess freight will be deducted Tram Invoice when Purchaser and the Seller, and the Seller thereafter 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 expeditious means mailable to it, and The Seller shall pay all costs axsocimcd with such work_ Pcaits. Seller shall procure at scl Irm sole cast all necessary, permits, certificates and licenses required by all applicable laws. regulations. ordinances and rules of the state, municipality, tcrdtory ar political subdivision where the work is performed, or required by any other duly constituted public authority having jurisdiction over the work Of vender. Seller further agrees to hold the City of Fart Collins haalecs form and against all liability and loss ineuad by them by reason Of an asserted or established violation ofany such laws, regulations, ordinances, mles and mquitcmcrim Authorization. All parties to this contract agree that the representatives are, 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 teas and conditions stated 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 seller arc 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 in, noted. Time is ofthc essence. Delivery and frafaaance 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 of panial late deliveries, shall operate as a waiver of this prevision. In the event ofany delay, the Purchascr 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 foreseeable which arc beyond its reasonable control and without its fault ofnegligence, such act, of God, acts nfci,iI or military authorities. governmental priorities, fires, strikes, Bond, epidemics, wars or riots pmvided that notice of the conditions causing such delay is given to the Purchascr within five (5) days of the time when the Seller first received knowledge thereof. In the event of any such delay, the dale oTdeliveryshall be extended for the period equal to the time actually lost by mason of the delay. 3. W'ARRANTY. 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, wilt be fit for the purposes intended, and performed with the highest degree of care and competence in accordance with accepted stendanis for work of a similar nature. The Seller agrees to hold the purchaser harmless form any loss, damage or expense which the Purchaser may suffer or incur on account of the Sellers breach of warmnry. The Seller shall replace, repair or make good, without cast to the purchaser, any defects Or faults arising within one (1) your or within such longer period of time as may be prescribed by law or by the teas ofany applicable warranty pmvided by The Seller after the date of acceptance of the good furnished hereunder (acccin ace not to be u frcasonahly delayed), resulting fmm imperfect or defective work done or materials famished by the Seller. Acceptance or use of goods by the Purchascr shall not constitute a waiver crony claim under this xarnnry. Except as otherwise provided in this purchase order. The Sellers liability hereunder shall extend to all damages proximately caused by the breach orate of the foregoing waantics or guamntecs, but such liability shall in no event include loss of profits or loss cruse. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHANCES IN LEGAL TERMS. The Purchaser may make change, 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 deletions fmm the quantities ori'iwrIIv 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 hereun lct, an equitable adjustment shall be made. 6. TERMINATIONS. The Purchascr may at any time by written change order, teainatc this agreement as to any on all portions of the good then not shipped. subject to any equitable adjustment between the parties as to any work or materials then in progress pmvided 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 many goods which arc the Scllcrs standard stack. No Rich termination shall relieve the Purchascr or the Seller ofany of their obligations as to anv goods delivered hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must be asserted within thirty (30) days fmm the date the change or termination is ordered. 8. COMPLIANCE WITH LAW. The Seller warrants that all good 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 documents ns 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 ham form all costs and damages suffered by the Purchaser as a result of the Sellers failing to comply with such Inv. 9. ASSIGNMENT. Neither party shall assign, transfer, or convey this order, or any monies due or to become due hereunder without the prior wntten consent of the other party. 10. TITLE. The Seller svaants 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, resenntions, security interest encumbrances and claims ofothcm. The Seller shall release the Purchascr and its contractors of any tier form all liability and claims of any nature resulting form 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 dimctom, oRcers and employees of such party. The Seller's contractual obligations, including warranty, shall not be deemed to be reduced, in any way, because such work is performed or caused to be perforated by the Purchaser. 14. PATENTS. Whenever the Seller is rcquircd to use any design, device, material or process covered by letter, patent, trademark or copyright, the Seller shall indcmnify and save harmless the Purchascr form any and nil claims for infringement by reason of the use of such rammed design, device, material or purees, in connection with the contract, and shall indemnify the Purchaser for any cost, espensc 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 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 mac with culislantially equal but noninfringing equipment,or modify it so it bmomes 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 he canceled by the Purchascr without liability. 16. GOVERNING LAW. The definitions ofteas used or the interpretation ofthe agreement and the rights of all panics hereunder shall be consaed under and governed by the laws ofthc State of Colorado, USA. The following Additional Conditions apply only in cases where the Seller is to Perform work hereunder. including the services Of Scllcr, Rcpmsentalive(s), on the promises ofuthers. 17. SELLERS RESPONSIBILITY. The Seller shall carry as said work rit Sclicrs man risk until the same is fully completed and accepted, and shall, in ease ofany accident, destruction or injury to the work and/or mmcrials before Sclicrs final completion and acceptance, complete the work at Seller's own expense and to the satisfaction of the Purchaser. When materials and equipment are furnished by nthers for installation or erosion by the Seller, the Seller shall receive, unlond. store and handle same at the site and become responsible therefor as though such materials and/or equipment were being furnishedby the Seller undo header. 19. INSURANCE. The Scllcr shrill, at his own expense, provide for the payment of svorkcm comperimnim, including occopntional disease bcncfts, 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 ima—me with bodily iaiury and death bait, ofm least 5300.00a ter any one person, S500.0aO for any one accident and property damage limit per accident of S400.000. The Seller shall liknvisc require his conactars, if any, to provide for such compensation and insurance. Before any of the Sellers Or his contractors employees shall do any work upon the premises Of others, the Seller shall famish the Purchaser with a ccnificatc that such compensation and insurance have been Provided. Such certificates shall specify the date when such compensation and insurance have been pmvided. Such certificates shall specify the date when such compensation and insurance expires. The Scllcr ogrces 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 assumes the entire responsibility and liability for any rind all damage. loss Or injury nfanv kind or more whatsoever to persons Or property caused by Or resulting from the execution afthe work provided for in this purchesc order or in connection herewith. The Seller will indcmnify and hold harmless the Purchaser and any or all of the Purchasers officers. 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 net action, neglect, omission or default on the pan of the Seller, anv of his contractors, or any of the Scllcrs or contractors oReers., agents Or employees. In case any suit or other proceedings shall he brought against the Purchaser. or its officers, agents or employees at tiny 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 ofrcem, agents or employees as aammid, the Seller hereby agrees to assume the defense thereof and to defend the same at the Sellers man espensc, to pay any and all cost, charges, attorneys fees and other expenses, any and all judgments that may be incnad 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 upan Or obtained against the property of the Purchascr, or said 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 Scllcr and his contractors ,hall take all ,.,rely precautions, furnish and install all gunNs necessary far the prevention of accident, comply with all Ims:s and regulntons with regard to safety including, but without limitation, the Occupational Safety and Health Act of 1970 and all rules and regulations issued pursuant thereto. Revised 032010