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HomeMy WebLinkAbout116519 MAXWELL PRODUCTS INC - PURCHASE ORDER - 9121702City OfPURCHASE ORDER PO Number IPage ` 9121702 1 of 2 `t Collins ns This number must appear on all invoices, packing slips and labels. Date: 03/21/2012 Vendor: 116519 Ship To: STREETS DEPARTMENT MAXWELL PRODUCTS INC CITY OF FORT COLLINS 650 DELONG ST 625 NINTH STREET SALT.LAKE CITY Utah 84104-3911 FORT COLLINS Colorado 80524 Delivery Date: 03/20/2012 Buyer: JOHN STEPHEN Note: Line Description Quantity Ordered UOM Unit Price Extended Price 50,000 LBS NUVO CS-B (.53) 1 LOT LS 26,500.00 Total $26,500.00 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 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 L COMMERCIAL DETAILS. Tax exemptions. By statute the City of Fort Collins is exempt from state and local taxes. Our F,xcmprion Number is 11. NONIVAIVER. 99-0450? Fcdcml Excise Tax Exemption Certificate of Registry 84-6000587 is registered with the Collector of Failure of the Purchaser to insist upon strict performance of the terms and conditions hereof failure or delay to Internal Revenue, Denver. Colorado (Ref. Colorado Revised Statute 1973. Chapter 39-26. 114 (a), exercise any rights or rcmedies provided herein or by Law, failure to promptly notify the Seller in the event off breach, the acceptance of or payment for good hereunder cr approval of the design, shall not release the Seller of Good Rejected. GOODS REJECTED due to failure to meet specifications, either when shipped fir due to defects of any of the wamntics or obligations of this purchase order and shall not be dcemcd a waiver of any right of the damage in transit, may he returned to you for credit and arc not to be replaced except upon receipt of written parchnscr to insist upon strict performance hereof or any of its rights or remedies as to any such goods, regardless instructions from the City of Fort Coll ire. of when shipped, received or accepted. as to any prior or subsequent default hercamder, nor shall any purported oral nmdi fiertiou or rescission of this purchase under by the Purehnscr operate as a waiver of any of the teams Inspection. GOODS are subject to the City of Fort Collins inspection on arrival, hereof. Final Acceptance. Receipt of the merchandise, services or equipment in response to this order can result in 12. ASSIGNMENT OF ANTITRUST CLAIMS. authorized paymcN on the pan of the City of Fort Collins. However. it is to be understood thm FINAL Seller and the Purchaser recognize that in uertal economic practice, overcharges resulting from antitrust ACCEPTANCE is dependent urym completion ofall applicable required inspection proccdurcs violations are in fact borne by the Purchaser. Theretofore, for good cause and a$ consideration for executing this purchase order, the Scller hereby assigns to the Purchaser any and all claims it may now have or hereafter Freight Terns. Shipments most be F.O.B., City of Fort Collins, 700 Wood St.. Fort Collins, CO 90522, antes% acquired under federal or state antitrust Imes 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 purchased or acquired by the Purchaser pursuant to this purchase order. bill most accompany invoice. Additional charges for pocking will not be accepted. 13. PURCk1ASFRS PERFORMANCE OF SELLERS OBLIGATIONS. Shipment Distance. Where manufacturers have distributing points in various pans of the cormtry, shipment is Ifthe Purchaser directs the Scllcrte correct nonconparromgordefceive goods bya date lobe agreed upon bythc expected from the nearest distribution point to destination, and excess freight will be deducted Form Invoice when Pnrehaser and the Seller and the Seller thereafter indicates its inability cr unwillingness to comply. the Purchaser shipments arc made front greater distance. may cause the work to he performed by the most expeditions means available to it, and the Seller shall pay sal costs associated with such Work. Pemlts. Seller shall procure at sellers sole cost all necessary psmits, certificates and licenses required by all applicable laws, regulations, ordinances and rates of the state, municipality, territory 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 firm and against all liability and loss incurred by them by reason of an asserted or established violation of am- such Imes. negulalinns, ordinances, rules and rcquir ftumus. Autherimtom. All parties to this contract agree that the representntivcs arc. in fact. loon fide and por.ess (fill and complete authority to bind said panics. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the terns and conditions stated herein set forth and soy supplementary or additional terms and conditions annexed hereto of incorporated herein by reference. Any additional or different terns and conditions proposed by seller are obiceted 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 effecled Within the time stated on the purchase order and the document, attached hereto. No acts of the Purchasers including, without limitation, acceptance ofpanial Irate delhorics, shall operate as a waiver of this provision. In the event of any delay, the Purchaser shall have, in addition to other legal and equitable remedies, the option ofplacing this order clscwhcrc 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 arc beyond its reasonable control and without its fault of negligence. such acts of God, acts ofcivil or military authorities, governmental priorities, fires, strikes. Rind, epidemics, wars or riots provided that notice of the conditions causing such delay i.e. given to the Purchaser within Eve (5) days of the time when the Seller Orst received knowledge thereof. In the event of any such delay, the date of delivery shall be extended for the period equal to the time actually 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 dm.vings, specifications, samples and/or other descriptions given, will he fit for the purposes intended, and performed 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 Ins%, damage or expense which the Purchaser may suffer or incur on account of the Scllcrs breach of wamnty. The Seller shall replace, rcpnir or make good, without cost to the purchaser, any defects or faults arising within one (D year or within such longer period of time as maybe prescribed by law or by the terms of any applicable warranty provided by the Set ler.1 per the date of acceptance of the goods famished hereunder (acceptance not to he unreasonably dclaved), resulting from imperfect or defective Work done or materials furnished by the Seller. Acceptance or use of goods by the Purchaccr shall not constitute a waiver array claim under this wamnty. Except as otherwise provided in this purchase order, the Sellers liability hereunder shn11 extend toall damages pmsinralcly caused by the breach of any of the foregoing wamntics or guarantees, but such liability shrlt in no event include loss ofp.fits or loss of use. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSESHALL APPLY. 4. CHANGES IN LEGAL TERMS. The Purchaser may make changes to legal toms by written change order. 5. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any change% to the terms. other than legal terms, including additions to or deletions from the quantities originally ordcrcd in the specificatinns or drawings, by verbal or mTittcn 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 written change order, terminate this agreement as to any or all portions of the good then not shipped. .,object to any equitable adjustment betmcen the parties as to any work or materials then in furnaces, provided that the Pnrehaser shall not he liable for any deice for anticipated profits on the uncompleted portion of the goods and/or work, for incidental or consequential damages, and that no such arba tmcat be made in favor of the Seller is ith respect to any goods ahieh are the Sellers standard stock. No such termination shall relieve the Purchaser or the Seller of any of their obligations as to any goods delivered hereunder. 7. CLAIMS FOR ADJUSTMENT. Any chum for ndiustment mast be asserted within thirty (30) day., from the dale the change or termination is ondcrcd. S. COMPLIANCE WITH LAW. The Seller warrants that all goods sold hereunder shall have been produced. sold. delivered and furnished in strict compliance with all applicable Imes and regulations to which the goods are subject. The Seller shall execute and deliver such documents as may be required to effect or evidence compliance. All laws and regulations required to be mcorpommd in agreements of this chumeter are hereby incorporated herein by this reference. The Seller agrees to indemnify and hold the Purchaser hamlcss from all costs and damages suffered by the Purchaser a% a result of the Sellers failure to comply with such law. 9. ASSIGNMENT. Neither party shall assign. transfer. or convey this order, or any monies dire or to become due hereunder without the prior ssonto consent of the other party. 10, TITLE. The Seller warrants full, clear and unrestricted title to the Purchaser for all equipment materials and items furnished in performance of this agreement, free and clear of any and all liens restrictions, reservations, security interest encumbrances and claims ofothers. The Seller shall release the Purchaccr and its contractors of any tier from all liability and claims of any nature resulting from the performance of such work. This release shall apply even in the event of fault of negligence of the party released and shall extend us the directors, oRccts and cmplcyccs ofsnch 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 Pnrehaser. 14. PATENTS. Whenever the Seller is required to use any m design, device. material or pccss covered by letter, patent, trademark or copyright, the Seller shall indemnify and save harmless 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 contract. and shall indemnify the Pnrehaser for any cost, expense or damage which it may be obliged to pay by reason ofsuch infringement at any time during the prosecution or after the completion of the work. In case said equipment. or any pan thereof or the intended use of the goods, is in such snit held to constitute in Gingemunt and the use of said equipment or pun is enjoined the Seller shall. at its own expense and at its option. either procure for the Purchaser the right to continue using said equipmctn or parts, replace the same with substantially equal but noninfringing equipment, or modify it so it becomes noninfringing. 15. INSOLVENCY. If the Seller shall becona insolvent or bankrupt make an assignment for the benefit of creditors, appoint a receiver fir 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 of terms used or the interpretation ofthe agreement and the rights of all panics hereunder shall be consumed under and gmemed by the laws of the State of Colomdn. USA. The following Additional Conditions apply only in cases where the Seller is to perform work hereunder. including the services of Sellers Representative(s), fin the premises of others. 17. SELLERS RESPONSIBILITY. The Seller shall cam oa mid work at Seller's own risk until the sans is fully completed and accepted, and shall. in case of any accident, destructinn or iniury to the work and/or materials before Seller's final completion and acceptance, complete the work at Seller's own expense and to the satisfaction of the Purchaser. When materials and equipment are furnished by others for installation or erection by the Seller, the Seller shall receive, anlnad, store and handle same at the site and become responsible therefor as though such materials and/or equipment Were being furnished by the Scller amder the order. 18. INSURANCE. The Seller shall, at his tarn expense, provide for the payment of workers compensation, including occupational disease bens Ors, to its employees employed on car in connection with the Work covered by this purchase order. and/or to their dependents in occurdnncc With the laws of the state in Which the work is to he done. The Seller shall also carry compmhcnsive general liability including, but not limited to, contractual and automobile public liability insurance ,with bodily injury and death limits of at least S300,050 for any one person, S500,000 for any one accident and property damage limit per accident of 5400.000. The Seller shall likewise require his contractors, if any, to provide for such compensation and insurance. Bcforc any of the Sellers or his contractors employees shall do may work upon the premises ofothers, the Seller shall famish the Purchaser with a cor ificatc that such compensation and insurance have been provided. Such certificates shall specify the date When such compensation and insurance have been provided. Such certificates shall specify the date when such compensation and insurance expires The Seller agrees that such compensation and insurance shall be maintained until after the cntirc work is completed and accepted. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Seller hereby xsaumcs the entire responsibility and liability for any and all damage, loss or iniury ofmty kind or nature whatsoever to persons or property caused by or resulting from the execution (Lite Work provided far in thi, purchase coder or in connection herewith. The Scller will indemnify nail hold harmles the Purchaser and any r 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 pmpcny to which the Purchazo may be put or subject by reason crafty act, action, neglect omission or default on the part of the Seller. any of his contractors, or any of the Scllcrs or contractors oRcers, agents or employees In case any suit or other proceedings shall be brought against the Purchaser, or its officers, agents or employees at any time an account or by reason of any act, action, neglect omission or default of the Seller of any of his contractors or any of it or their ofliecm. agents or employees as aforesaid, the Seller hereby agrees to assume the defence 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 Ent may be incurred by or obtained against the Purchaser or any of its or their officers. agents or employees in such suits or other pmccedings, and in case judgment or other lien he placed upon or obtained against the property of the Purchaser, or said parties in or as a result of such suits or other proceedings, the Scller will at once cause the same to be dissolved and discharged by giving bond or othcmise. The Seller and his contractors shall take all safely precrotions, furnish 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 Hcalth Act of 1970 and all rules and regulations issued pursuant thereto. Revised 01/2010