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HomeMy WebLinkAbout454543 BOXELDER BASIN REGIONAL - PURCHASE ORDER - 9121130City of For_t Collins Date: 02/23/2012 Vendor: 454543 BOXELDER BASIN REGIONAL STORMWATER AUTHORITY PO BOX 1091 WELLINGTON Colorado 80549 PURCHASE ORDER PO Number Page 9121130 1of2 This number must appear on all invoices, packing slips and labels. Ship To: WATER UTILITIES CITY OF FORT COLLINS 700 WOOD ST FORT COLLINS Colorado 1 Delivery Date: 02/23/2012 z Buyer: OPAL DICK Note: Line Description Quantity UOM Unit Price Extended Ordered Price CONTRACT PMT OT GOVT/OTHER / LOT LS 237,776.40 2011 SERVICE FEES 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 $237,776.40 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 cxcmptims. By statute the City of Fort Collins is exempt form state and local taxes. Our Exemption Number is 99-FI102. Federal Excise Tax Exeniptinn Certificate of Registry 94-6000587 is registered with the Collector of Internal Revenue, Dcnver. Colorado (Ref. Colorado Revised Stamens 1973. Chapter 39-26, 114 (a). Goods Rejected. GOODS REJECTED due to failure to meet specifications, either when shipped or due In defects of damage in transit. may be returned to you for enrlit and are not to be replaced except upon receipt of written instructions from the City Of Fon Collins, Inspection. GOODS am subject to the City of End Collins inspection on arrival. 11. NONWAIVER. Failure of the Purchaser to insist npnn strict performance of the terms and conditions hereof. f tint, Or delay to exercise anv rights or remedies Provided herein or by Inv, failure to promptly notify the Seller in the event of a breach. the acceptance ofor payment for goods hereunder or approval of the design, shall not release the Seller of any of the wamntics Or obligations of this pnrchnsc order and shall not he deemed a waiver of any right of the purclamr to insist upon strict performance herenfor any of its rights or remedies as to am, such goods, regardless of when shipped, received or accepted, is to any print or subsequent default hereunder, nor shall anv purported Oral modification or rescission of this purchase order by the Purchaser operate is a waiver of ony of the terms hcrcof. Final Acceptance. Receipt of the merchandise, services or equipment in response to this order can result in 12. ASSIGNMENT OF ANTITRUST CLAIMS. authorized payment oa the part of the City of Fort Collins. Hoavever. it is to be understood that FINAL Seller and the Purchaser rcergais that in actual economic practice, overcharges retailing fmm antitrust ACCEPTANCE is dependent upon completion of all applicable required inspection procedures. violations arc in fact bone 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 hereafter Freight Terms. Shipments must be F.O.D. City Of Fort Collins, 700 World St.. Port Collins, CO 90522. unless acquired under federal Of state ismitnrsl laws for such overcharges relating to the particular goods or services otherwise specified on this order. If pcmissio s 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. 11, PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. Shipment Distance. Where manufscturcrs have distributing points in various parr, of the country, shipment is Ifthe Purchaser direct the Seiler to correct nonconforming or dcfcctivc goods byes dnc to he agreed upon by the expected from the nearest distribution point to destination. and excess freight will be detlucted foul Invoice when Purchaaser and the Scllcs and the Seller thcrcano indicates its inability or unwillingness to comply, the Purchaser shipments are nude from greater distance. may cause the work to be performed by the most expeditious means available to it. and the Scllcr ,hall pay all cost s..s imcd with such work. Permits. Seller shall procure at sellers .sole cost all necessary permits, certificates and licenses requited by all applicable Ines, regulations. ordinances and rules of the state. municipality, monitory 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 harmless from and against all liability and loss incurred by them by reason of an asserted or established violation of any such Imes. regulations, nnlinances, rules and requirements. Authonz lion. All panics to this contract agree that the representatives are in fact. burn tide and possess full and complete authority to bind said parties. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the terms and conditions stated herein set forth and any supplementary or additional toms and conditions annexed hereto or incorporated herein h_v reference. Aav additional or different terms and conditions proposed by seller ire objected to and hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately if you cannot make complete shipment in arrne on your promised dcliaery date is noted. Time is of the essence. Delivery and Performance must be effected within the time stated on the purchase Order and the documents attached hereto. No acts of the Purchasers incuding, without limitation, acceptance of partial late deliveries, shall operate as a aaaocr of this provision. In the event of anv delay, the Purchaser shall have, in addition to other legal and cgmitablc remedies. the nption ofpincing this order clscw'hcre and holding the Seiler liable for damages. However, the Scllcr shall not be liable for danmges as a result of delays due to causes not reasonably foreseeable which arc beyond its reasonable control and without its hauls of negligence. such acts of God. acts ofeivil or military authorities, governmental priorities, fires, strikes. Rood, epidemics. avors or rims provided that notice of the conditions causing such delay is given to the Purchnscr within five (5) days of the time when the Scl let first received knowledge thereof, In the event of any such delay, the date of del ivcry shall be extended for the period equal to the time actually loss by reason of the delay. i. WARRANTY. The Seiler warrants that all good, articles, materials and work covered by this order will conform wish applicable drawings. specifications, .samples and/or other descriptions given, wi11 be fit for the p nmwws intended, poll performed with the highest degree of care and competence in accordance with acccpscd standard for work of a similar nature. The Seller agrees to hold the purchaser hamlet from any loss, damage or expense which the Purchaser may suffer or incur on account ofthe Sellers breach of wamnty. The Seller shall replace, repair of make good. without cost to the purchaser. any defects Or faults arising within one (1) year or within such longer period of tinm as may he prescribed by Iry or by the terms ofany applicable wamnty provided by the Seller aver the date of acceptance of the goods furnished hcrcundcr (acceptance not to be unrcamnnhly delayed), resulting from impeder or defective work done Or materials furnished by the Seiler. Acceptance Or use of grad, by the Purchaser shall not eonstinne a waiver ofany claim under this warranty. Except as othcnvim pmvidcd in this pnrchnsc order, the Sellers liability hcrcundcr shall extend to all damages pmsintatcly caused by the breach of any of the fnregring warransics Or guarantees, but such liability shall in no event include lot of profits or Inn of use. NO IMPLIED WARRANTY OR hIERCIIANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHANGES IN LEGAL TERMS. The Purchases may make changes to legal terms by written change order. 5. CHANGES IN COMMERCIAL TERMS. The Purchaser ony make any changes to the moan. other than legal taro. including additions to or deletions Trust the quantities nri,inally Ordered in the specifications or drawings, by vertunl or written change order. If any such change affects the amount disc or the time ofpaformance hereunder, an cgaiuble adjustment shall be made. 6. TERMINATIONS. The Purchaser may at any time by written change order, terminate this agreement as to any Or all portions of the goods then nos shipped. subject to anv equitable adjustment between the parties as to anv work fir nmtcrinls then in ro pgrctprovidedpvidcd that the Purchaser shall not be liable for any claims for anticipated pro its on the uncompleted portion of the good andfor work. for incidental or consegtrcntial damages, and that no such adjustment be made in favor of the Seller with respect to any goods which ors the Scllcrs standard stock. No such terminations shall reliax the Purchaser fir the Seller of any of their obligations as to any goods delivered hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adinstacnt most be asserted within thirty (30) days firms the data the change or termination is ordered. S. COMPLIANCE WITH LAW. The Seiler warrants that all goods sold htteunder shall have been produced. sold, delivered and furnished in strict compliance with all applicable laws and regulations to which the goods arc subject. The Seller shall execute and deliver such dmumcats is may he required to effect or evidence compliance. All Imes and mplatimt required to be incorporated in agrcemems 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 Sellers failure to comply with such Ian, 9. ASSIGNMENT. Neither party shall assign, transfer. or convey this octet or any monies due or to become due hereunder without the prior w vttco consent Of the other party. 10. TITLE. The Scllcr warrants full, clear and unmaridcd title in the Purchaser for all equipment, ma mrinls, and items fain ished in performance of this agreement, free and clear of any and nil liens, restrictions, rcsen stions, security interest encumbrances and claims of others. The Seller shall release the Purchaser and its contractors of any tic, fmm all liability and claims of any nature resulting from the performance ofsuch wok. This release shall apply even in the event of fault of negligence of the party released and shall extend to the dimerors, officersand employees ofsoch party. The Seller's contmemal obligations, including warmnw, shall not be deemed to he reduced. in any way, because such work is performed or caused In be performed by the Purchaser. 14. PATENTS. Wlmncvcr the Seller is required to useany design, device, material or pmccss covered by letter, patent, trademark or copyright, the Seller shall indcnmifv and cove harmless the Purchaser from anv and all claims for infringement by ream of the use of such pamis design, device material Or process in connection with the contract. and .shall indenntify the Purchaser for any cost, expense or damage which it may be ohliged to pay by reason of such infringement at any time during the prosecution or after the completion of the wok. fit case said equipnenl, Or any part thereof or the intended use of the goods. is in such snit 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 Purchnscr the right to continue using said equipment or parts, replace the same with substantially ,goal but noninfringing cgmipnient or modify it so it becmmcs mnninfringing. 15. INSOLVENCY. If the Seller shall become insolvent or bankrupt. make an assignment for the hencfit of cretlitors. appoint a receiver or trustee for any Of the Scllcrs property Of business this Order may forthwith he canceled by the Purchnscr withmd liability. 16. GOVERNING LAW. The &I'm Lions oItems used or the inicrt rcation of the agreement and the rights ofall parties hcrcundcr shill be constroM under and govemed by she law, of the State of COlOrado, USA. The following Additional Conditions apply only in eases where the Seller is to perform work hereunder. including the services of Scllcrs Rcprescninlive(s), on the premises ofnthcrs. 17. SELLERS RESPONSIBILITY. The Seller shall carry on .said work as Seller's oxen risk until the Saute is fully completed and accepted. and shall. in case of any accident, destruction or injury to the work and/or materials before Scllcrs final completion and acceptance, complete the work at Seller's own expense and to the satisfaction of the Purchaser, When materials and cquipmcnt arc finished by others for installation or erection by the Seiler. the Sellershill receive, unload, store ands handle same at the site and become responsible therefor as though such materials and/or equipment were being furnished by the Seller undo the order. 19. INSURANCE:. The Seller shall. it his Own expense, provide for the payment of worker, compensation, including occo ational 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 wok is to be done. The Seller shall also carry comprehensive general liability including. but not limited to, contractual and atnomnhile public liability insurance with hodily injury and'dc,4 limits craft [cast S30g11fN1 for any one person. S500,0110 for any One accident and property, dauunge limit per accident of S400.000. The Seller shall likewise require his contractors, fully. to provide for .such compensation and insurance. Before any of the Scllcrs or his contractors employees shall do tiny work upon the premises of ethers. the Seiler shall furnish the Purchaser with a certificate that such compensation and insurance have been pmvidcd. Such certificates shall specify the date when such compenrnion poll insurance have been provided. Such certificates shall specify the date when such compensaion and insurance ,spins. The Seller agrees that such compensation and insurance shall be maintained until after the entire work is completed and accepted. IQ. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Scllcr hereby assumes the entire responsibility and liability for any and all damage, loss or igiury Of any kind or nature whatsncvcr to persons or pmperty caused by or resulting from the execution of the work provided for in this purchase order or in connection hcrevish. The Seller will indemnify and hold harmless the Purchaser and any Or all of the Purchasers olfecrs, agents and employees from and against rov and all claims, losses, damages, charges or expenses. whctbcr direct or indirect. and whether to persons or property to which the Purchaser anv be put or suAioat by reason of any act, action. neglect, omission Or default on the part of the Seiler. any of his contractors, or any of the Sellers or contractors otrccrs, agents or employees. In ease any suit or other pmccnlings shall be bronght against the Purchases 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 employee, as afore. aid, the Scllcr hereby agrees to assume the defense thereof and to defend she some al the Sellers own cxp rsc. to pay spy and all costs, charges, ntinmcys fees and other expenses. any and all judgments that may be incumd by or obtained against the Purchaser Or any of it or their Officers. agents or eniplovices in such suits or other proceedings, and in case judgment or Other lien he placed upon or obtained against the Property of the Purchnscr, or said panics in fir as i 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 Seller and his contractors 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, bill without limitation, she Occupational Snfesy and Health Act Of 1970 and all roles and regulations issued pueamnt thereto. Revised 03/2010