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HomeMy WebLinkAbout116519 MAXWELL PRODUCTS INC - PURCHASE ORDER - 9121985PO PURCHASE ORDER 912198er Page City Of^ 9121985 ' of z `t Collins This number must appear ` , t�7 on all invoices, packing slips and labels. Date: 04/04/2012 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: 04/04/2012 Buyer: JOHN STEPHEN Note: Line Description Quantity UOM Unit Price Extended Ordered Price 50,000 LBS NUVO CS-B (.53) 1 LOT LS 26,500.00 PRODUCT HAS BEEN SHIPPED. DO NOT DUPLICATE THIS ORDER. THIS IS FOR PAYMENT ONLY .... NOT AN ORDER. City of Fort Collins Director of Purchasing and Risk Management This order is not valid over $5000 unless signed by James B. O'Neill Il, 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 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 I. COMMERCIAL DETAILS. Tax exemptions. By statute the City f Fon Collins is exempt from state and local taxes. Our Excnmtian Number is 11. NONWAI VER. 98-0,1502. Federal Excise Tax Exemption Ccnificate of Registry 844400587 is registered .with the Collector of Failure of the Purchaser to insist upon .strict performance of the terms and conditions hereof. failure nr delay to Internal Revenue, Denver, Colorado (Rel. Colorado Revised Statutes 1973. Chapter 39-26. 114 (a). exercise any right or remedies provided herein or by lase, failure to promptly unify the Seller in The event of a breach, the acceptance of or payment for goods hemander or approval raffle design, shall not release The Seller of Goods Rejected, GOODS REJECTED due to failure to meet specifications, either when shipped or due In dc(wts of anv of the warmmties or obligations of this purchase order and shall not be deemed a waiver of any right of the damage in transit. may be returned to you for credit and arc not to be replaced except neon receipt of written purchaser to insist upon ,strict performance licomforany of its rights or remedies as to aav such goods, regardless insm¢tinns from the City of Fort Collins. of when shipped, received or accepted, as to any prior or subsequent default hereunder. nor shall any purported nml modification or rescission of this purchase order by the Purchaser operate as a waiver of any of the terms Inspection. GOODS arc sul2jeet to the City of Fort Collins inspection on arrival. hereof. Final Acceptance. Receipt of the merchandise, services or equipment in resporue to this order can result in 12. ASSIGNMENT OF ANTITRUST CLAIMS. authorized payment on the part of the City of Fort Collins. However. it is to be understand that FINAL Seller and the Purchaser recognize that in actual economic practice, overcharges resulting Noun antitrust ACCEPTANCE is dcpcndent upon completion ofall applicable required inspection procedures. violations arc in fact horns by the Purchaser. Theretofore. for gaol cause and as conidcmtion fur executing this purchase order, the Seller hereby assigns to the Purchaser any and all claims it may nay have or hereafter Freight Toms. Shipments must be F,O.H.. City of Fan Collins, 700 Rood St, Fort Collins, CO 90522, unless acquired under federal or state antitrust laws fro ouch overcharges relating to the pfriicular goods or services otherwise specified on this order. If mmission 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. 13. PURCI IASERS PERFORMANCE OF SELLERS OBLIGATIONS. Shipment Distance. Where nunufacmrers have distributing points in various parts of the country, shipment is I f The Purchaser directs The Seller to correct nonconforming on dcfcdiwc goods by it date to be agreed upon by the expected Not the nearest distribution point to destination, and excess freight will be deducted from Invoice when Purchaser and The Seller, and the Seller thereafter indicates its inability or unwillingness to comply. the Purchaser shipments arc made from greater distance. may cause the work to be perforated by the most expeditious means available to it, and the Seller shall pay all costs associated with such work. Pemils. Seller shall procure at sellers sole cost all necessary permits, certificates and licenses required by all applicable laws, regulations, ordinances and rules of the state, mmnicipeliN. 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 hamilec from and against all liability and loss incurred by them by reason of an asserted or established violation of any such laws, regulations, ordinance,. rules and requirement. Authouzitinn. All parties to this contract agree that the representatives tire, in fact bona fide and possess full and complete nuthority 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 terms and conditions annexed herein or incorporated herein by reference. Any additional or different Isms 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 arive on your promised dc]ivcry date as noted. Time is of the cccnce. Delivery, and performance must be effected within the time stated no the purchase order and the documents attached hereto. No acts of the Purchasers including. withoul limitation, acceptance of partial late deliveries, shall option, as a waiver of this prevision. In the event of any delay. the Purchaser shall have, in addition to other legal and equitable remedies, the option off lacing this order elsewhere and holding the Seller liable for damages. Hmscver. the Seller shall not be liable for damages as a result of delays due In causes not reasonably foreseeable which arc beyond its reasonable control and without it fault of negligence, such acts of God, acts ofeivil or military nuthortlir,. governmental pirantics, fires, strikes, flood, epidemics, offs or tints provided that notice of the conditions causing such delay is given to the Purchaser within five (5) days of the time a,hen the Seller first 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 offing delay. 3. WARRANTY. The Seller w'omnts, that all gads, articles, materials and work covered by this aide, will Conform with applicable drawings. specifications, samples and/or other description given, will be 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 loss, damage or expense which the Purchaser may suffer or incur on account of the Scllcrs breach of wamnty. The Scllcr shall replace, repair or make god, w'ithom cost to the purchaser, any defects or faults arising within one (1) year or within such longer period of time as may be prescribed by Iry or by the terms ofany applicable warranty provided by the Seller after the (laic of acceptance of the goods famished hereunder (acceptance not To he unreasonably delayed), resulting from imperfect or dcfcctivc work done or matmia]s famished by the Scllcr. Acceptance or use of goods by the Purchaser shall not constitute a waiver ofany claim under this warranty. Except as otherwise pmvided in this purchase order. the Sellers liability hereunder shall extend to all damages proximately caused by the breach of any of the Tonguing wnmmics or guarantees but such liability shall in no event include loss ofprofit 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 written change order, 5. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any changes to the terms, other than legal terms, including additions to or deletions from the quantities originally ordered in the specifications or dram ings, by verbal or written change order. If anv such change affects the amount due or the time ofperfomuarm hereunder rot equitable adjustment shall be made. 6. TERMINATIONS. The Purchaser may at any time by written change order. terminate this agreement as to Inv or all portions of the gads then not shipped, subject to any equitable adjustment between the panics as to any work or materials then in pmgrcss provided that the Purchaser shall not be liable for any claims for anticipated profits on the uncompleted portion of the goods and/or work, 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 standart stock. No such termination shall reeeve The Purchaser or the Seller of any of fl cir obligations as to anv goals delivered hcrcunder. 7. CLAIMS FOR ADJUSTMENT. Anv claim for adjustment must be asserted within thirty (30) days from the date the change or Termination is ordered. S. COMPLIANCE WITH LAW. The Seller wmmals that all goods sold hereunder shall have been produced, sold, delivered and furnished in strict compliance with all applicable laws and regulations to which the goods are subject. The Seller shall execute and deliver such documents as may be requircd to effect or evidence compliance. All laws and regulations required to he inforpnmted in agreements of this character are hereby incorporated herein by this reference. The Seller agrees to indemnify and hold the Purchaser hamiless 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, transfer, or convey this order, or any monies due or to baomc due hereunder without the prior written consent of the other party. 10. TITLE. The Seller wemnts full, clear and unrestricted title to the Ponl oscr for all equipment, materials, and items tiunished in performance of this agreement, free and clear of anv and all lien, restrictions, msencations. security interest encumbmnccs and claims of others. The Seller shall release the Purchaser and its contractors of nay tier from all liability 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 party released and shall extend to the dirccmrs. offrccrs and employees of such party. The Seller's eonlmctual obligations, including nwrmnrv, shall not be deemed to be reduced, in any may, because such work is performed or caused to be Performed by the Purchaser. 14, PATENTS. Whenever The Seller is required to use Inv design, device, material or process covcrcd Fv 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 Purchaser for anv cost, expense or damage which it may be obliged to pay by reason of such 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 suit held to constitute infringement and the use of said equipment or pan is enjoined, the Seller shall, at its awn expense and at its option, either procure for the Purchaser the right in continue using said equipment or puns, replace the same with substantially equal but noninfringing equipment, or modify it so it becomes noninfringing. 15. INSOLVENCY. If the Seller shall became insolvent or bankrupt, make in assignment for the benefit of creditors, appoint n receiver or notice for any of the Sellers property or business this order may forthwith he canceled by the Purchaser withmn liability. 16. GOVERNING LAW. The definitions ofterms used or the interpretation ofthe agreement and the rights efull parties hereunder shall be continued 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 teniccs of Scllcrs Repmsentative(s), nn the premises nfothcrs. 17. SELLERS RESPONSIRILI'I-Y. The Scllcr shall carry an said work at Seller's own risk until the same is fully completed and accepted, and shall, in case of any fee idatt, desto etion or injury to the work and/or materials before Seller's final completion and acceptance, complete the work If Seller's own expense and Ter the satisfaction of the Pu flier. When materials and equipment are hmtithed by others for installation or erection by the Seller, the Seller shall receive, unlaed. store and handle ,,are at the site and become responsible Therefor as though such materials and/or equipment were being furnished by the Seller under The order. 19. INSURANCE. The Seller shall, at his own expense. provide for the payment of workers compensation, including occupational disease benefits, to it 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 work is to he done. The Seller shall also entry comprehensive general liability including, but not limited to, contractual and automobile public liability in.armrec with bodily injury and death limit of at Imst S300,000 for any one person, S500,000 for any one accident and pmfuny damage limit per accident of $400,000. The Seller shall likewise require his contractors, if:my, to provide for such compensainn and insurance. Before any of the Scllcrs or his contractors employees shall do any work upon the premises of others, the Seller shall famish the Purchaser .with n certificate that such compensation and insurance have been provided. Stich cnificater 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 he maintained until after the entire 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 fay kind or nature whatsoever to persons in prolumy ranted by or resulting from the execution ofthe work Poo ided 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. agent and employees from and against anv and all claims. losses. damages, charges or expenses, whether direct or indirect, and whdhcr to persons or pmpcm to which (lie Purchaser may be ,of or uhjw by mnsnn of any net, action, neglect, omissina or default on the pan of the Seller. any of his contractors. or any of the Sellers or contractors officers, agents or employees In case nnv suit or other proceedings shall be brought against the Purchaser, or its officers, agents or employees at any Time on account or by reason of any net, action, neglect, omission or default of The Seller of any of his contractors or tiny of its or their officers. agents or employees as aforesaid, the Seller hereby agrees to amumc 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 judgment that may be incurred by or obtained against the Purchaser or anv 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 ofthe Purchaser. or said panics in or as a result of such suit 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 gourds necessary for The pm%cntian of accidents, comply swish all Incas and regulations with regard to safety including but withmn ]initiation, the Occupational Safety and Health Act of 1970 and all rules and regulations issued pursuant thereto. Revised 03/2010