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HomeMy WebLinkAbout109184 LEWAN & ASSOCIATES - PURCHASE ORDER - 9121191City of Fort Collins PURCHASE ORDER Date: 02/28/2012 Vendor: 109184 LEWAN & ASSOCIATES 1608 S COLLEGE AVE FORT COLLINS Colorado 80525-1007 PO Number Page 9121191 'eft This number must appear on all invoices, packing slips and labels. Ship To: MIS CITY OF FORT COLLINS 215 N MASON, 3RD FLOOR FORT COLLINS Colorado 80524-4 Delivery Date: 02/28/2012 Buyer: ED BONNETTE Note: PER QUOTE #58123 DATED 2/3/2012 FROM RICK THEIS. Line Description Quantity Ordered UOM Unit Price Extended Price I CUSTOMER BASE SUPPORT 1 LOT LS 4,989.00 ENTERPRISE SOFTWARE SUBSCRIPT 2 IPS BLADE 1 LOT LS 1,395.00 TERM: 2/28/12-2/28/13 3 SMART DEFENSE 1 LOT LS 3,550.00 CPPWR-SMDF-U-CUSTOM Total 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 II, 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.corn PO BOX 580 Fort Collins, CO 80522-0580 Purchase Order Tennis and Conditions Page 2 of 2 I. COMMERCIAL DETAILS. Tax exemptions. By statute the City of Fort Collins is cscmpf from state and heal taxes.0ur Exemption Number is 11. NONWAIVER. 98-0,1502. Federal Excisc Tax Excerption Certificate of Registry 84-6000587 is registered with the Collector of Failure of the Purchaser to insist open strict performance of the terms and conditions hereof. failure or delay to Internal Revenue, Denver. Colorado (Ref Colorado Revised Star tcs 1973. Chapter J9-26, 114 (a). exercise any rights or remedies provided herein or by law, failure to promptly notify the Seller in the event of a breach, the acceptance ofor payment for good, hereunder m approval Of the design, shall nor release the Seller Of Goods Rejected. GOODS REJECTED due to failure to meet specifications, either when shipped or due to defects of any Of the isarmaics tar obligations of this porches,, order and shall not he deemed a waiver of any right of the d.,magc in transit may be returned to you for credit and arc not to be replaced except open receipt of written purchaser to insist upon strict performance hermf orary of its rights or remedies as to env such good,, regardless instructions from the City of Fort Collins. of when shipped, received or accepted, a, to any Print or subsequent default hcrcaadcr, oar shall any purported oral mndificniion ar rescission of this purchase order by the Purchaser operate ns a mvmvc, of may of the term, Inspection. GOODS arc subject to the City of Fort Collins inspection on arrival. Immof. Final Acceptance. Receipt of the memhnndise, services or equipment in response to this order can result in 12. ASSIGNMENT OF ANTITRUST CLAIMS. tnahorimll payment on the pan of the City of Fan Collins. Howcycr, it is in he understtod that FINAL Seller .and the Purchaser mengaizc that in actual economic practice, overcharges resullmg from antitrust ACCEPTANCE is dependent upon completion ofall applicable required inspection procedures. violmions am in fact borne by the Purchaser. Theretofore, for good cause and as consideration for executing this purchase under. the Seller hereby assigns to the Purchaser any and all claims it may now have or hereafter Freight Terms. Shipments must be F.D. B.. City of Fort Collins. i00 Wood St.. Too Col tins, CO 80522. unless acquired under federal or state ratitntst laws 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 parchawd or acquired by the Pnrchascr pursuant to this purchase order. hill must accompany invoice. Additional charge, for packing will not be accepted. 1 a, PURCI IASI7RS PERFORMANCE OF SELLERS OBLIGATIONS. Shipment Distance. Where manuficturcm have distributing points in various pans of the country. shipment is If the Purehnser directs the Seller to correct nonconforming rn defective goods by a date to he agreed upon by the expected form the nearest distribution point to destination, and excess freight will be deducted form Invoice .when Pnrchascr and the Seller, and the Seller thereafter indicates its inability Orunwi lingness to comply, the Purchaser shipments arc made from greater distance. cony cause the work to be perfnmcd by the mast expeditm ns means available to it, and the Scllcr ,shall pay all casts n,weialcd with such work. Permits. Seller shall prreure at sellers sole cost all necessary permits, certificates and license, rcquircd by all applicable laws, regulations ordinances and roles of the state. municipality. territory or political subdivision where the work is performed, or rcquircd by any Other duly constituted public authority having jurisdiction over the nlA of vendor. Scllcr further agrees to hold the City of Fan Collins harmless from and against all liability and lass incurred by them by reason of an essenel or established violation of any such laws, regulations, ordinances. rates and requirements. Authmi=ioa. All panics to this contract agree that the representatives are. in fuel, bona fide and possess fall and complete mahmriry, to bird said panics. LIMITATION OF TERMS. This Purchase Order expreshlimits acceptance to the terms and conditions stated herein set forth and any supplementary or additional terms and condition., annexed hereto or incorporated herein by reference. Any additional Or different terms and conditions pmpoud by seller arc ohjcdc l m and hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immcdi rely if you cannot make complete ,shipment to native on your promised delivery 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 including, without lim art ion, acceptance of partial late deliveries, shall operate as a uwiver of this provision. In the event of any delay, the Pnrchascr sbull 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 Cau5e5 not reasonably fince cceble which tyre beyond its reasonable control and without its fault ofacgligence. such acts ofG d. acts of civil or military "all oriticx. governmental priorities, fires, strikes. Bad, epidemics wars or riot pmvidcd that notice of the conditions causing such delay is given to the Purchaser within five (5) days of the time when the Seller first received knowledge thereof. In the event of any such delay, the date of ddivcry, shall he extended for the period equal to the time actually Imt by reason of the delay. 3. WARRANTY. The Seller offori s that all goods, articles, materials and work covcrcd by this order will conform with applicable drawings, specifications, samples and/or other descriptions given. will he fit for the pnrpnscs intended. and perforated with the highest degree of care and competence in accordance with accepted standards for work of a similar .,arum. The Seller agrees to hold the purchaser ham from any ]am, damage or expense which the Purchaser may stiffer or incur on account of the Scllcrs breach of wzmnty. The Sellershill replace, repair or make good. without cost to the purchaser, any defects or faults arising within one (1) year or within such longer peind of time as may be pmwdbed by law or by the terms ofany applicable warranty provided by the Sd1cr aner the date of acceptance of the good famished hereunder (acceptance not to be unreasonably delayed), resulting from imperfect or detective work done Or materials famished by the Seller. Acceptance or use of goods by the Pnrchascr shall not constitute a waiver Offaly claim under this warranty. Except as Otherwise provided in this purchase Order, the Sellers liability horcundei shall extend to all damages proximately caused by the breach of any of the foregoing warranties rr l u mantees, but such liability shall in no event include loss Of profits or loss of uw. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHANCES IN LEGAL TERMS. The Purchaser may make changes to legal terms by written change curer. 5. CHANGES IN COMMERCIAL TERMS. The Pnrchascr may make any changes to the Icmw, other than legal terms, including additions In Or deletions from the gnanloies Origina0y ordered in the specifications or dm.vings, by verbal or ,written change order. If any such change affects the amount due or the time ofperfrmrance hereunder. an equitable adjustment shall be made. fi. TERMINATIONS. The Purchaser may at any time by written change order, terminate this agreement as to tiny or all portions of the goods then not shipped, subject to any equitable adjustment bewun the panics as many work or materials then in progress pmvidcd that the Purchaser shall not be liable for any claims for anticipated profits on the uncompleted portion of the goods and/or work. for ineid oluil or eonscqucntial damages, and that no such adjustment be made in Favor attic Seller with respect to any good, which arc the Sellea standard stock. sinsuch termination shall relieve the Purchaser Or the Seller Offaly of their obligations as to any goods delivered hercrnder. 7. CLAIMS FOR ADIUSTMENT. Any claim for adjustment must he asserted within thirty (30) day, from the date the change or termination is ordered. R. COMPLIANCE WITH LAW. The Seller warrants that all goods sold hemandcr shall have been produced, sold, delivered and furnished in strict compliance wilh all applicable laws and regulations to which the goods are subject. 'Elie Seller shall execute and deliver such documents as may be required to effect or evidence compliance. All laos.and regulations required to he incorporated in agreements of this character arc hurebv incorporated herein by this reference. The Seller agrees to indemnify and hold the Purchaser hamdcss from all costs and damages suffered by the Purchaser ns a result of the Sellers failure to comply with such lau'. 9. ASSIGNMEl— 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 Party. 10. TITLF,. The Setter w:amnts fill], clear and unrestricted title to the Purchaser for all equipment, ma serials. and itenvs furnished in perfnmance of this agreement, free and clear of any and al liens, restrictions, rescrca]ions, security interest cncumhm rues and claims of others. The Seller shall release the Purchaser and its contractors of any tier from all liability and claims litany nature resulting from the perfor err ec of such work. This release shall apply even in the event of fault of negligence of the party released and shall extend to the diecmrs. mtfrcrs and employees of such party. The Seller'., contractual obligations, including wurmnty, shall not be doomed to be reduced, in any way, because such work is perfomed or caused to he performed by the Purchaser. 14. PATENTS. Whenever the Seller is acquired to locally design, device. material or pmecs covered by letter, patent trademark Or copyright, the Scllcr shall indemnify and save hamdcss the Purchaser Formation), and all ,lain, for infringement by reason of the use mf such patented design, device, material Or process in connection scilh the contract, and shill indenmify the Purchmer for any cost, expense or damage which it may be obliged to pay by reason of'such infringement at any time during the prosecution mailer the completion of the work. In ease said equipment, or any part thereof Or the intended use of flc 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 same with substantially equal but "nninfringing equipment Or modify it so it becomes "nminfringing. 15. INSOLVENCY. If the Seller shall become insolvent or bankrupt make an assignment for the hcro ft of eredirm. appoint a receiver or trustee for any of the Sellers pmperh• or business, this aide, may forthwith he canceled by the Purchaser without liahiliN. IA GOVERNING LAW. The definition, oftcmw nscd or the interpretation of the agreement and the rights ofill parties hereunder shall be cor lmel under noel governed by the Imes afthe Slate of Cnlnmdo. USA. The following Additional Condition, apply only in eases where the SCIIcr is in perform work hereunder, including the services of Sellers Representmive(.$). an the Premise, efmthers. 17. SELLERS RESPONSIBILITY. The Seller shall carry on said work at Scllcrs own risk until the same is fully completed and accepted, and shall, in case of any accident destnation or injury a the walk and/or materials before Seller's final completion and accept.,"", complete the work it Seller's own expense and to the satisfaction of the Purchaser. When materials and equipment are Famished by Takers for installation or election by the SCIIcr, the Seller shall receive. unload. store and handle some at the site and heconmc responsible therefor as though such mmeri* and/or equipment were being furnished by the Seller under the order. IS. INSURANCE. The Seller shall, at his own expense provide for the payment of workers compvrcatinn, including occupational disease bene0ls. to its employees employed on or in connection with the work covered by this purchase order. and/or to their dependents in accordance with life laws of the state in which file work is to he done The Seller sh"II also carry comprehensive general liability including, but not limited to, contractual and automobile puhlic liability insurance with bodily minty and death limits of at least 5300,000 for any one person. S500,000 for any one accident and property damage limit per accident of S400.000. The Seller shall Iikewise require his contractors, it any, to provide for such compensation and insurance Before any of the Sellers or his eontnnor, employees shall do any walk upon the Premises of olhe,s, the Seller shall furnish the purchaser with a cer ificate that such compensation and insurance have been Provided. Such certificates shall specify the date when such enmpervuion and insurance have been pmvidcd. Such certificates shall specify the date when such compensation and insurance expires. The Seller agrees that ,such compensation and insurance shall he maintained until a0cr the entire work is completed and accepted. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Seller hereby assumes the entire respomihility and liability for any and all damage, loss or injury ofany kind or nature whatsoa'cr to persons or property, caused by Or resulting from the execution ofthe work provided for in this purchase miler or in connection herewith. The Seller will indemnify and hold harmless the Purchaser and any or all of the Purchasers officers, agents and employees four and against any and ill claims losses damages. charge, or expenses whether direct or indirect and whether, to person, or property to which the Purchaser may be put Or subject by reason litany act action, neglect nmlssion or default on file pan of the Scllcr, any of his contmetora, or tiny of the Sellers or contractors ofileem, agents or employees. In sac any suit Or other proceedings shall be brought against the Purchaser, or in, officers. agents or cnlployccs al any time On account or by reason of any act action, neglect, emission ordefault of the Seller of any of his contractors or any of its or tlwir .,free,. agents or employees as aforesaid the Seller hereby agrees to assume the defense thereof and to defend the same nl the Sellers own expense. to pay any and all costs. charges, atlmi fees and other expenses. any and all judgromms that may be incurred by or obtained against the Pnrchascr or any of its Or their O<feem. .agents or employees in such suits or other proceedings, and in case judgment or other lien he placed "pmn or Obtained against the proper, of the Purchaser, or said panics in or as a result of such suit, or other Proceedings. the Scllcr will at once cause the same to he dissohed and discharged by giving bond or otherwise The Seller and his contractors ,hall take all safety precautions, furnish and install all guards necessary for the prevention of accidents comply with all lases and regulations with regard to safety including, hot withmn limitation, the Oceupmimn"I Safety and Heallh Act of 1970 and all talcs and regulations issued pursuit thereto. 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