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HomeMy WebLinkAbout434049 GLOBAL SOFTWARE INC - PURCHASE ORDER - 9121670City of / 0'0 r COttIt1S PURCHASE ORDER Date: 03/1912012 Vendor: 434049 GLOBAL SOFTWARE INC 3201 BEECHLEAF CT SUITE 170 RALEIGH North Carolina 27604 PO Number Page 9121670 1of2 This number must appear on all invoices, packing slips and labels. Ship To: ELECTRIC UTILITIES CITY OF FORT COLLINS 700 WOOD ST FORT COLLINS Colorado 80521 Delivery Date: 03/19/2012 Buyer: OPAL DICK Note: Line Description Quantity /110M Unit Price Extended Ordered Price Spreadsheet Server 1 LOT EA 5,400.00 use w/ JD Edward Maintenance Invoice 39587 Total $5,400.00 U 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 Invoice Address: City of Fort Collins Accounting Department PO Box 580 Fort Collins, CO 80522-0580 Purchase Order Tern3s and Conditions Page 2 of 2 I. COMMERCIAL. DETAILS. Tax exemptions. By statute the City of Pan Call ins is exempt from stale and local taxes Our Exemption Number is 98dW502. Federal Excise Tax Exception Ceni runt, of Registry R4-60M5R7 is resistered with the Collector of In erred Revenue, Denver, Colorado (Ref Colorado Revised Samitev 1973. Chapter 39-26, 114 (a), Goo, Rejected. GOODS REJECTED doe to failure to meet specifications either when shipped or due to defects of dnnuge in transit, may be returned to you for credit and am not to be replaced except upon receipt of written instruction, fair, the City Of Fort Collins. Inspection. GOODS arc subject to the City of Fin Collins inspection on arrival. 11. NONWAIVER. Failure of the Pumhascr to insist upon Suitt performance of the tcmu and conditions hercoL failure at delay to exercise any rights or remedies provided herein or by law. failure to promptly notify the Seller in life recut of a breach, the acceptance ofor payment for goods hereunder or approval of the design, shall not release the Seller of any ofthe sanrtaOne, or obligation, Of this purchase order and shall not be decnod a waiver of any right of the purchaser to insist upon strict perfonnnncc bcraoforany of its rights or remedies as airy such goods, regardless at when shipped, received or accepted, as to any prior or subsequent default hereunder, nor shall any purported and modification or wxmian of this parehisc Order by the Purchnscr operate is a waiver of any of the terms hereof. Final Acceptance. Receipt of the nterehandice, services or equipment in repinse in this order can rcsilt 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 recognize that in actual economic practice. nvercharges resulting from antitrust ACCEPTANCE is dependent upon compaction ofall applicable requited inspection pmeedttres. violations arc in fact borne by the Purchaser. Theretofore, for good cause and is consideration for ezecating this purchase order, the Seller hereby assigns In the purchaser any and all claims it may now have or hereafter Freight Terms. Shipments must be F.O.H., City of TOM Collins, 7M Wand St. Fan Collins, CO 90522. unless acquired under federal or state iuitust laws for such overcharges minting 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 pmchase order. bill must accompany invoice. Additional churges for packing will not be accepted. 11 PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. Shipment Distance Where man ifilcu revs have distributing points in s:arions part, of the country. shipment is If Ilse Purchaser directs the Seller to correct nonconforming or defective goods by a date to he aged open by the expected from the nearest distribution point to destination, and ewes, freight mill he deductrd from Im aicc when Purchaser and the Seller, and life Scllcr thereafter indicates its inability or tmwillingncss to comply, the Purchaser shipments are made from greater distance. may cause the work to be performed by the most expcditinns means available to it and the Seller shill pay ill costs associated with Such onrk. Perin. Scllcr shall procure al sellers sale cost all necessary permits, certificates and licenses required by all .appliexblc lows, regulations. Ordinances and mitt of the state, municipality, territory Of political subdivision Where the work is pnfomed. Or acquired by any other duly constituted public authority having jurisdiction over the stork of vender. Seller forthcr agrees to hold the City of Fort Collins hamlcss farm and against all liability and loss incurred by them by mason of an ov cred or established violation of anv such laws. ref tlmints. ordinance,. role, and requirements. Authorisation. All parties to this contract agree that the representatives are. in fact, bans fide and possess fill and complete authority to bind said parties, LIMITATION OF TERMS. This Purchase Ordcr expressly limits acceptance In the terms end conditions stated herein set forth and any supplementary or additional terms and conditions annexed hereof or incorporated herein by reference Any additional or different terms and conditions pmposed by seller arc objected loan([ hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately if you cannot make complete shipment in arrive on your pmmised delivery date as noted. Time is of the cscence. Delivery and performance rust he effected within the time stated on the purchaw order and the documents attached hereto. No acts of the Purchasers including, without limitation. acceptance ofpartial late deliveries, shall operate as a waiver of this provision. In the event of any delay, the Pureha,er shall have, in addition to Other legal and cgaitable mandies, the option ofplacing (his order ciscsvhnc and holding the Seller liable for damages. Flowerer. the Seller shall not be liable for damages as a result Of delays doe to causes not reasonably foreseeable which are beyond its reasonable control and without its fault of negligence, such acts of Gail. acts ofeivil or military, nuthori(ies, £ovemmentil priorities, fires, strikes, flood, epidemics. wars Or rims pmvidcd that notice of the ennditinns causing such delay is given to the Purchaser within five (5) days critic time when the Seller first received knowledge thereof. In (he event of any such delay, the date of delivery shall be c.%hunh l for the period equal to the lime ac(nally lost by reason of the delay. 3. WARRANTY. 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. will be fit for the purposes intended. and pert coal 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 hamlcc from any lass, damage or expense which the Purehawr may suffer or incur on account of the Sellers breach Oration my. The Seller shall replace. repair or make good, isithot cast 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; ofany applicable wamnty provided by the Scllcr alter the date of acceptance of the foods famished 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 waiter ofunv claim under this warranty. Except as otherwise provided in this purchase order, the Sellers liability hereunder shall extend to all damages preximately caused by the breach of any attic foregoing rvnrmatics or guarantees. but such liability shall in no event include loss of profits or lops arose. NO IMPLIED WARRANT Y OR NERCIIANTABILITY OR OF FITNESS FOR PURPOSE, SHALL APPLY. 4. CHANGES IN LEGAL TERNS. The Purchaser may make changes to legal tcmns by written change order, 5. CHANGES IN COMMERCIAL TERMS. The Pumha,er may make any changes to the terms. other than legal temw, including additions to or delctino trans the enmities originally ardrmd in the speeifeation, or drawings, by verbal or ritten change order. If any %inch change affects the amount due Or the time o(perfo unmet hereunder. 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 portions of the goods then not shipped, subject In any equitable adjustment between the panics as to any work or materials then in pmgrcss provided that the Purchaser shall not he liable for any claims for amieipamd Profits on the uncompleted portion of life goods and/or work, fur incidental or consequential dznmgcs, and that no such adjn,nncat he made in favor Of life Seller with respect many good which are the Sellers standard ,stock. No such termination shall relieve the Purchaser or the Seller of any of their obligations is to any grills delivered hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must he asserted within thirty 130) days from the date the change or termination is uttered. R. COMPLIANCE WITH LAW, The Seller warrants that all goad sold hereunder shall have been produced. sold, delivered and furnished in strict compliance with all applicable laws and regulations in which the goods ore subject. The Seller shall execute and deliver such documents is may be required to effect orevidenee compliance. All Incas and regulations required to he ineorpotated in agreements of this character ire hncbv incorporated herein by this reference. The Seller agrees to indemnify and held the Purchnscr harmless from all costs and damages suffered by the Purchaser is a result Of the Sellers failure to comply with such lam. 9. ASSIGNMENT. Neither party shall assign, ran%fer. or coves this order, or any monies due or to become due hereunder without the prior written consent of the other party. 10. TITLE. The Seller svmmmts 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, reservations, security interest encumbrances and claims of others. The Seller shall release the Purchaser and its contractors of any tier front all liability and claims of any nature resulting from the perfnrmnnec ofsuch mark. This release shall apply even in the event of fault of negligence of the party released and shall extend to the directors. oRcers and employees of Such party. The Seller's connictnat obligations, including wamnty. shall not be devoted to be reduced, in any way. because such work is performed Or caused to be perforated by the Purchaser. Id. PATENTS. Whenever the Seller is required to useanydesign, device, material Or process craned by letter. patent trademark or copyright, the Seller shall indemnify anti save harmless the Purchaser from any and all claims for infringement by reason of the use of such Indented design, device, material or process in connection with the contract, and shall indemnify the Pumhawr for any cost. cxpcnsc ar damage which it may be obliged to pay by reason of sa¢h infringement at any time during the prosecution or alter the completion of the xanrk. In case said equipment, or any pan thereof ar the intended use of the good,, is in such suit held to constitute infringement and the use of said equipment at pan is crilained, the Seller shall. at its own cxpcnsc and at its option. either procure far the Purchaser the right to continue using raid equipment or pans, rcpinec the same with substantially equal but noninfringin£ equipment.or notify it .so it becomes noninfringing. 15. INSOLVENCY. If the Seller shall become inmlvenl of bankrupt make an assignment for the benefit of creditors, appoint a receiver or tmstec for any of the Seller, property or business this order may forthwith be canceled by the Purchaser rvohnot liability. 16. GOVERNING LAW. The definitions of tans used or the interpretation afthe zacemenl and the rights ofill parties hereunder shall be construed under and governed by the laws of the State of Colorado, USA. The following Additional Conditions apply only in cases where the Seller is to perform work hereunder, including the services of Sellers Representatoc(s), on the premises ofmhers. 17, SELLERS RESPONSIBILI I-Y. The Seller shall carry on said work at Seller's own risk until the same is fully completed and accepted, and shall. in case of any accident, destruction or injury to the work and/or materials before Sellers final completion and acceptance, complete the work at Scllcr's own expense and to the satisfation of the Purchaser. When materials ,and equipment ire furnished by alhcn for installation or erection by the Seller, the Seller shall receive, unload. store find handle same it the site anti beconw responsible therefor as though such materials and/or equipment were being furnished by the SCIIcr under the order. IR. INSURANCE. The Seller shall, at his own cxpcnsc, pmvidc for the payment of worker, compensation, including occupational disease benefits In 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 mark is to be done. The Seller shall also carry comprehensive general liability including. but not limited to. contractual and automobile public iabiliry inmmncc with hadily injury and derth limits of nt least S300k000 far any arc persan. S500.010 far any one accident and pmpeny damage limit per accident of S400A06. The Seller shall likewise require his contractors, Vany, to Provide for such compensation and insurance. Before any of the Scllersor his contmemrs employees shall do any work upon the pm discs of uthcrs, the Scllcr shall lummia life Purchaser with a certificate that such compensation and insurance ha%c been provided. Such certificates shall specify the date when such compensation and insumnee havc heca provided. Such certificates shall specify the dote when such compensation .and insurance expires. The Seller agrees that such compensation and insttmnee shall be maintained until after the entire work is completed and accepted. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. I lit Seller hereby assumes the entire responsibility and liability for any and all dmmngc loss or injury ofany kind a, nature rah suia er to persons or porosity caused by or resulting from the execution of the work provided far in this purchase order or in connection herewith. The Seller will indemnify and hold harmle,, 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 pmperty to which the Purcbascr may be put or subject by reason of any net. action. neglect. omission or default on the pan of the Scllcr, any of his contractors. Or any Of the Sellers or enntraenrs officers. agents or employees. In case any snit or other proceedings shall be bmughl against 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 fifaresaid, the Seller hereby agrees in i%snow the defense thereof and to defend the some at the Seller, awn cxpnn,c, to pay any and all costs, charges, attorneys fees and other expenses. any and ail judgments Thal may be incurred by or obtained agninst life 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 property of the Purchaser, or said parties in or as a result ofsuch suits or other proceedings. the Seller will at once cause the same to be dicnlved and discharged by giving bond or otherwise. The Seller and his contractors shall take all safety precautions. famish and install all guards necessary for the prceeution of accidents, comply with all In", and regulations with regerl to safety including. but without limitation. the Occupational Safety and licalth Act of 1970 and all rules and regulations issued pursuant thereto. Revised 0312010