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HomeMy WebLinkAbout498705 ACROSS THE STREERT PRODUCTIONS - PURCHASE ORDER - 9120898PURCHASE ORDER PO Number Page City Of 9120898 1 of 2 `t Collins ns This number must appear on all invoices, packing slips and labels. Date: 0211012012 Vendor: 498705 ACROSS THE STREERT PRODUCTIONS 19101 STONE RIDGE DR SUITE A SOUTH BEND Indiana 46637 Ship To: TRAINING FACILITY POUDRE FIRE AUTHORITY 3400 WEST VINE FORT COLLINS Colorado 80521 Delivery Date: 02/10/2012 Buyer: ED BONNETTE Note: / Line Description Quantity UOM Unit Price Extended /Ordered Price Blue Card Inst Ing 3 days / 1 LOT LS 6,000.00 12-0522 PER INVOICE #12-0522 DATED 1/16/2012. 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 Total 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 Fan Collins is exempt fmm state and local taxes. Our Exemption Number is 99-04502. Federal Excise Tan Exemption Cenificate of Registry 84-6000587 is registered with the Collector of Internal Revenue, Denver, Colorado (Ref. Colorado Revised Statutes 1973. Chapter 39-26. 114 (a). Goods Rejected. GOODS REJECTED due to failing, to meet specifications, either when shipped ar due to defects of damage in transit, may be retumcd to you for credit and are nat to be replaced except upon receipt of written instructions from the City of Fan Collins. Inspection. GOODS are subject to the City of Fort Collins inspection on orrival. 11. NONWAIVER. Failure of the Purchaser to insist upon strict pales m us, of the toms and conditions hereof. failure or delay to exercise any rights or remedies provided herein Or by Ines, failure to promptly notify the Seller in the event of a breach. the acceptance of or payment for good hereunder or approval of the design, shall not release the Seller of any ofthe warranties or obligations of this purchase order and shall not be dmmcd a waiver of any richt of the purchaser to insist upon strict performance hcreofor any ofilx rights or mitun ics as to any such goods, regardless of when 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 hereof. Final Acceptance Receipt of the mcrehandise, 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 actual economic practice. overcharges resulting from antimn ACCEPTANCE, is dependent upon completion of all applicable required inspection procedures. violations are in fact borne 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 new have or hereafter Freight Tetras, Shipments must he F.O.H., City of Fort Collins. 7M Wood Sr. Fog Collins, CO R0522, unless acquired under federal or state antitrust Imes for such overcharges relating to the particular good or services otherwise specified on this order. If Pcmuission is given to prepay freight and charge separately, the original freight purchased or acquired by the Purchaser pursuant to this purchase nrdcr, bill must accompany invoice. Additional charges for packing will not be accepted. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. Shipment Distance. Where nmnufacturcrs have distributing points in various pans of the country, shipment is If the Purchaser directs the Seller to correct nonconforming on 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 front Invoice when Purchaser and the Seller, and the Seller Ihcrce Rer indicants its inability or unwillingness to comply, the Purchaser shipments are made front greater distance. may cause the work to be perfomwd by the most expeditious means available to it, and the Seller shall pay nil costs nssociatcd with such work. Permits. Seller shall procure at sellers sole cost all necessary permits, cer ificatcs and licenses requited by all applicable Imes, regulations, ordinances and rules ofthe state. municipality, territory or polnienl subtfo ision where the work is perfommod, 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 hamdess firm and against all liability and loss incurred by them by reason of an asserted or established violation of any such laws, regulations, onlinances. toles and requirements. Authorimtion. All panics to this contract agree that the representatives are. in fact, bona fide and possess full and complete authority to bird said panics. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the tans and conditions stated herein set forth and any supplemensry or additional ntrtnx and conditions annexed hacto or incorporated herein by reference. Any additional or different terms and conditions proposed by seller are objected to and hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately if you cannot make complete shipment to arrive on your promised delivery date as noted. Time is of the essence. Delivery and performance must be cffccicd within the time stated on the purchase order and the documents attached hereto. No acts of the Purchasers including, without limitation, aeecptonce of panial late deliveries, shall operate as a waiver of this provision. In the event of any delay, the Pnrchascr shall have, in addition to other legal and equitable remedies, the option of placing this order dscwhcrc 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 an beyond its reasonable control and without its fault of negligence, such acts of God, acts ofeivil or military authorities. governmental priorities, fires, strikes, Rood, epidemics, wars or riots provided that notice of the conditions causing such delay is given to the Purchaser within Five (5) days ofthe time when the Scllcr first received knowledge thereof. In the event of any such delay, the date of delivery shall he extended for the period equal to the time actually lost by reason of the delay. 3. WARRANTY. The Seller warrants that all goods, anicles, materials and work covered by this order will conform with applicable drawings. specifications, samples and/or other descriptions given, will be fit for the puposes intended, and pufomuod 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 Font any loss, damage or expense which the Purchaser may suffer or incur on account ofthe Scllcrs breach of warranty. 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 more; of any applicable wamnty provided by the Seller after the date of acceptance ofthe good furnished hereunder (acceptance not to be unreasonably delayed), resulting from imperfect or defective work done or materials famished by the Seller. Acceptance or use of goods by the Purchaser shall not constitute a waiver office claim under this warranty. Except as otherwise provided in this purchase Order. the Sellers liability hereunder shall cstend to all damages proximately caused by the breach of any of the foregoing wartantics or Inuam uses, 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. 5. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any changes to the terns, other than legal terms, including additions to or deletions from the quantities originally Ordered in the specifications or drawings, by verbal of written change enter. If any such change affects the amount due or the time of porfnumance hacender. an equitable adjustment shall be made. 6. TERMINATIONS. The Purchaser may at any time by written change order. terminate this agreement as to any or all pardons of the good then t»t shipped, subject to any equitable adjustment between the Ponies as to any work or materials then in pmg¢. s provided that the Purchaser shall not be liable for any claims for anticipated pmfits on the uncompleted portion of the goods and/or work, for incidental or consequential damages, and that no such adjustment he made in favor of the Scllcr with respect to any goods which arc the Scllcrs standard stock. No such termination shall relieve the Purchaser or the Seller of ony of their obligations as to any goods delivered hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must be asserted within thirty (30) drys fmm the date the change or tcmrination is ordeouL R. COMPLIANCE WITH LAW. The Seller warrants that all Sun& sold hereunder shall have been produced, sold, delivered and furnished in strict compliance with all applicable laws and regulations to which the goad are subject. The Seller shall execute and deliver such do a mcnts 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 Parents,, harmless from all costs and damages suffered by the Purchaser as a result ofthe Scllcrs failure to comply with such law. 9. ASSIGNMENT. Neither parry shall assign, tort fer, or convey this order, or any monies due or to become duc hereunder without the print written consent of the other party. 10. TITLE. The Seller warn tax full, clear and unrestricted title to the Purchaser for all equipment materials, and items fumishcd in perfnmuance of this agreement free and clear of any and all liens, restrictions, reservations, security interest encumbrances and claims of others. The Set let shall release the Pu rchaxcr and its contractors of any tier from all liability and claims of any nature resulting from the performance ofsneh work. This release shall apply even in the event of fault of negligence of the parry released and shall extend to the directors, oBec. and employees ofsuch party. The Seller's contractual obligations, including warranty, shall not be deemed to be reduced, in any way. because such work is perfomwd or caused to be perfommed by the Purchaser. 14. PATENTS. Whenever the Seller is required to use any design, device, material or process covered by letter, patent, m lcmark or copyright, the Seller shall indemnify and save harness 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 concoct and shall indemnify the Purchaser for any cast, expense or damage which it may be obliged to pay by reason ofsuch infringement at any time during the prosecution Or after the completion ofthe work. In case said equipment. or any pan thereof or the intended use of the goods, is in such suit held to constitute infingcroym aad 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 hecnntes noninfringing. 15. INSOLVENCY. If the Seller shall become insolvent or bankrupt, stake 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 Purchaser without liability. 16, GOVERNING LAW. The definitions oftemx used or the interpretation ofthe agreementand the rights ofall panics hereunder shall be eonsomod under and governed by the laws ofthe State ofColomdo, USA. The fallowing Additional Conditions apply only in cases where the Seller is to perform work hereunder. including the services of Scllcrs Rcpmsentntive(s), ran the premixes owthers. 17. SELLERS RESPONSIBILITY. The Seller shall carry on said work at Scllcrs own risk until the lime is fully completed aad accepted. and shalt in case of any accident, degrmetion Or injury to the work and/or materials before Sellers final completion and acceptance, complete the work at Sellers own expense and to the satisfaction ofthe Purchaser. When materials and equipment arc furnished by others for installation or crmtion by the Seller. the Seller shall receive, unload. store and handle more at the site and benmoc respansible therefor as though such materials and/err equipment were being fumishcd by the Scllcr under the nrdcr. 18. INSURANCE. The Seller shall, at his own expense, provide for the payment of workers compensation. including occupatinual disease benefits, to it employees employed on or in connection with the work covered by this purchase order. andlor to their dependents in accordance 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 automobile public liability insurance with bodily injury and dcmh limits of rat lead S3n0,000 far any one person. $500,000 far any one accident and property 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 Sellers or his contractors employees shall do any work upon the premises Of others, the Seller shall famish the Purchaser with a certificate that such compensation and insurance have been pmvidcd Such certificates shall spccifi• the date when such compensation and insurance hove been provided. Such certificates shall specify the date when such compensation and insurance expires. The Scllcr agrees that such corni,cm Lion 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 Iinhility for any and all damage, loss or injury ofany kind or nature whatsoever to Persons or property caused by or resulting from the execution ofthe work pmvidcd for in this purchase order or in connection herewith. The Seller will indemnify and hold homeless 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 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 is 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 offers, agents or ,mployms as afxemid. the Seller hereby agrees to assume the defense thereof and to defend the same at the Sellers men expense, to pay any and all costs, charges, attorneys fees and other expenses. any and all judgmcns that may be incurred by or obtained against the Purchaser or any of its or their oRccm. agents or employees in such suits or other proceedings, and in ease judgment or Other lien be placed upon or obtained against the property of the Purchaser, or said panics in or as a result of such suits or other proceedings. the Seller will at once cause the serum to he dissolved and discharged by giving bond or othcrmisc. The Seller and his contractors shall take all safety precautions, famish and install all guards necessary for the prevention of accidents, comply with all Imes and regulations 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 03/20I0