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HomeMy WebLinkAbout103166 ZAK DIRT INC - PURCHASE ORDER - 9121438Fort Collins Date: 03/09/2012 PURCHASE ORDER Vendor: 103166 ZAK DIRT 14290 HILLTOP RD LONGMONT Colorado 80504-9680 PO Number Page 9121438 1of2 This number must appear on all invoices, packing slips and labels. Ship To: ENGINEERING DIVISION CITY OF FORT COLLINS 281 N COLLEGE AVE FORT COLLINS Colorado 80521 Delivery Date: 03/09/2012 Buyer: JOHN STEPHEN Note: Line Description Quantity UOM Unit Price Extended Ordered Price 1 Shields/Laporte Bridge Repairs 1 LOT . LS 1,650,444.04 PER TERMS AND CONDITIONS OF BID 7336 AND AGREEMENT DATED MARCH 2, 2012 2 Shields/Laporte Bridge Repairs City of Fort Collins Director of Purchasing and Risk Management This order is not valid over $5000 unless signed by James B. O'Neill 11, 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 1 LOT LS 412,611.01 r Total $2,063,055.05 Invoice Address: City of Fort Collins Accounting Department PO Box 580 Fort Collins, CO 80522-0580 Purchase Order Tem3s and Conditions Page 2 of 2 I. COMMERCIAL DETAILS. Tax exemptions. By stamtc the City of Fort Collins is exempt from smote And local taxes. Our Exemption Number is 98-04502. Federal Excise Tax Exenmptina Certificate of Registry 84.6000597 is registered with the Collector of Internal Revenue. Denver, Colorado (Ref. Colomdo Revised Stamtes 1973. Chapter 39-26, 114 (a). Goods Rejected. GOODS REJECTED due to failure in meet spceifintions. either when shipped of due to defects of damage in transit may he returned to }nu for credit and are not to be replaced except upon receipt of wrinen instructions from the City of Fen Collins. Inspection. GOODS arc subicct to the City of Von Collins inspection on Arrival. 11. NONWAIVER. Failure of the Purchaser to insist upnn strict perfomancc of the terms and conditions Immof. tat Hum or delay to exercise any rights or remedies provided herein or by law, failure to promptly notify the Seller in the event of a hrexch, the acceptance ofor payment for goods hereunder Or approval fthe design; shall not rdeasc the Seller of any Of the wamntics or Obligations of this purchase order and shall not be deemed a waiver of any right of the purchaser to insist upon strict performance hereofor any of in rights at remedies as to any such goods, regardless Of when shipped, received or accepted, as To any prior or subsequent default hereunder, nor shill any pnrponed arel modification or rescission of this purchase order by the Purchaser operate as a waiver of nny of the terms hereof. Final Acceptance Receipt of the merchandise, senders or equipment in response to this order can result in 12. ASSIGNMENT OF ANTITRUST CLAIMS, antharimil payment on The pan of the City of Fan Collins. However. it is to be understood that FINAL Seller and the Purchaser recognize that in actual economic practice, overcharges rosining from antitmst ACCEPTANCE is dependent upon completion off]] applicable required inspection procedurca, violations arc 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 now, have err hereafter Freight Terms. Shipments must be P.O.B., City of Pon Collins. 700 Wood St.. Fort Collins, CO 80522, unless acquired under federal or state antitrust laws for such overcharges relating to the pnnicular goods at 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 purstmnt to this purchase order. bill must accompany invoice. Additional charges for packing will not be Accepted. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. Shipment Distance N Tem manufacturers have distributing points in various parts of the country, shipm n" is Ifthe Purchaser directs the Seller to correct nonconforming or dcfectivc goods by a date to he agreed upon by the expected from the nearest distribution point to domination, and excess freight will be deducted from Invoice when Purchaser and the Seiler, and the Seller Thereafter indicates its inability or umvilliagncss to comply. the Purchaser shipments are made from greater distance. may cause the work to be performed by the most expeditious means Available to it, and the Seller ,shall pay all costs as ocimcd with such work. Permits. Seller shall procure at sellers sole cat all necessary permits. certificates and licenses regnimd by all applicable laws, regulations. ordinance and Telex of the state, municipality, icnhory or political subdivision where the work is performed, or required by any other duly constituted public authority having jurisdiction over The wark of vendor. Seller funhcr agrees To hold the City of Fart Collins hamlca form and against all liability and loss incurred by them by reason Of an Asseried or established violation of any such laws. regulations, ordinances, miss and rcquiacments Atnhorixation. All parties to this contract agree that the representatives are, in fact, bona fide and possess fill and .complete authority to bind said panics. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the terms and conditions stated herein act forth and any supplementary or additional temv and conditions annexed hereto 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 active On your promised dclivm date as Acted. Time is of the essence. Delivery and performance must be effected within the time stated on the purchase order and the document attached Intent. No acts of The Purchasers including, without limitation, acceptance ofparund late deliveries, shall operate as a pwiver of This provision. In the event nfanv delay. the Purchaser 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 he liable for damages as A result of delays due no causes not reasonably foreseeable which arc beyond its reasonable control and without its fault of negligence. such act, of God. acts of civil or military authorities. governmental priorities, fires, strikes, Food, epidemics, wars or Tints provided 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 kmtwicdge thereof. In the event of env such delay, the date of delivery shall be extended for the period equal to the time actually teem by reason of the delay. 3. WARRANTY. The Seller wamnts that all goods, articles, materials and work coverts by this aid. will conform with applicable drawings. specifications, samples and/or other description., given, will be fit for the pupaases madded, and perforated 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 from any loss, damage Or expense which the purchaser may suffer or incur on account of The Sellers breach of warranty. The Seller shall replace, repair or make good, without cost to the purchaaeq any defects Or faults arising within one (I) year or within such Innger period of time as may be prescribed by Inv or by the terms of any appl icablc wamnty provided by the Seller after the date of acceptance of the goods furnished hereunder (acceptance not to be unreasonably delayed), resulting from imperfect or dcfectivc work done or materials furnished by the Seiler. Acecpsnce or use of goods by the Purchaser shall not constitute A waiver of any claim under this aramnty. Except as othewise provided in this purchase order, the Sellers liability hereunder shall extend In All damages proximately catwed by the breach of any of the foregoing wamntics or guarantees, but such liability shall in no event include Ioss 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 wrinen change order. 5. CHANGES 1N COMMERCIAL TERMS. The Purchaser may make any changes to the terms, other than legal term, including additions to Or deletions from the quantities originally ordered in the specifications err drawings, by verbal err wrinen change order. If any such change affects the amount due or the time ofperfomance hereunder, an equitable adjustment shall be made. 6. TERMINATIONS. The Purchaser may at any time by wrinen change order, terminate this agreement as to any or all portions of the goods Chen not shipped, subject in any equitable Adjustment between the panics as to any work or materials then in forgoes, provided that the Purchaser shall not be liable for any claims for anticipamd profits on the uncompleted portion ofthe goods and/or Mark, for incidental or consequential damages, and that no such adjustment be made in favor of the Seller with respect to any goods which arc the Sellers standard stock. No such termination shall relieve the Purchaser or the Seller of any of their obligations as to any good delivered hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must be asserted within thirty (30) days from the date the change or termination is ordered. 9. COMPLIANCE WITH LAW. The Seller warrants that all good sold hereunder 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 documents As may be required in effect or evidence compliance All laws and regulations required to be incorporated in agreements of this character arc hereby incorporated herein by this reference The Seller agrees to indemnify end held The Purchaser hamdcss from all costs and damages suffered by the Purchaser as a result of the Sellers failure to comply with such law. 9. ASSIGNMENT. Neither party shall assign, tsmder, or convey this order, or ony minutes duc or to become dnc hereunder without the print Written consent of the other parry. I Q TITLE. The Seller warrants full, clear and unrestricted title to the Purchaser far all equipment, materials, and items furnished in perfomancc of this agreement, free and clear of any and all liens, restrictions reservation, security interest encumbrances and claims of othcrs. The Seller shall release the Teachers. and its counselors of tiny tier from all Iinbility and claims of any nature resulting from the performance ofsuch work. This release shall apply even in the event of fault of negligence of the patty released And shall extend in the directors, officers and employees ofsuch party. The Seller's contractual obligations, including wamnty, shall not be deemed to be reduced, in any way, because such work is performed or caused to be performed by the Purchaser. 14. PATENTS. Whenever the Seller is required to use any design, device, material or process coerced by later, patent, trademark or copyright, the Seller shall indemmiv and save harmless the Purchaer from any and all claims for infringement by reason of the use of such patented design, device, material err process in connection with the contract, and shall indemnify the Purchaser for any cast, expem c or damage which it may be obliged to pay by reason of sttch infringement at any time during The prosecution or slier the completion of the work. In ease 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 Scllc -shall, at its msm expense and at its option, either procure for the Purchaser the right to continue using said equipment or parts, replace the same with substantially equal but noninfringing equipment, or modify it so it becomes nnninfringing. 15. INSOLVENCY. If the Seller shall beeomc insolvent or bankrupt. make an assignment fro the benefit of creditors, appoint a receiver or tntstce for any of the Sellers property err business, this order may forthwith be canceled by The Purchasenrmhout liability. 16. GOVERNING LAW. The definitions ofterms used or the imciprctation of the agreement And the rights ofali panics hereunder shall be crammed under and governed by the laws ofthe State of C.I.ou . USA. The following Additional Conditions apply only in cases where the Seller is to perform work hereunder. including the services of Selicts Represemative(s), on the premises of othcrs. 17. SELLERS RESPONSIBILITY. The Seller shall entry ern said work at Seller's ram 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 Scllcis final completion and acceptance complete the work at Seller's men expense and to the satisfaction ofthe Purchaser. When materials and equipment are furnished by others for installation or action by the Seller. the Seller shall receive, unload, store and handle same at the site and become raponsible Therefor as though such materials and/or equipment were being furnished by the Seiler under the order. 18. INSURANCE. The Seller shall, at his own expense, provide for the payment of workers compensation, including occupational disease benefits, in its employees employed on of 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 insurance with bodily injury and death limits of at Icast S300.000 for any one peon. S500,INm0 fro 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 Ofothers, the Seller shall furnish the Purchaser with a certificate that such compensation and insurance have been provided. Such ecrtjfmcata shall specify the date when such compensation and insurance have been provided. Such eenificau s shall specify the date when such compensation and Announce expires. The Seller agrees that such compensation and insurance shall be maintained until a0cr the slim work is completed and accepted. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Seller hereby assumes the entire responsibility and liability for any and all damage, loss or injury of any kind or nature whatsoever to persons or Property caused by or resulting from the execution ofthe work povided for in this purchase order or in connection herewith. The Seller will indemnify 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 act, action, neglect, omission or default on the pan of the Seller, any of his contractors, or any of the Sellers or contractors oReers, agents or employees. In case any suit or other proceedings shall be brought Against the Purchaser, ar 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 employers as aforesaid, the Seller hereby Agrees to assume the defense thereof and to defend the same At the Sellers own expense, to pay any and all costs, charges, attorneys fees and other expenses. any and all judgments that may be incnmd by or obtained against the Purchsm 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 err obtained against the pnrpnny of the Purchaser, or said parties in or as a result of such suits at 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 guords necessary for the prevention of accidents, comply with All Imes and regulations with regard to safety including, but without limiulion, the Occupational Safety and Health Act of 1970 and all mles and regulations issued pursuant thereto. Revised 03/20I0