HomeMy WebLinkAbout274552 MAP COMMUNICATIONS - PURCHASE ORDER - 9122192PURCHASE ORDER PO Number Page
City of 9122192 1 of z
`t Collins This number must appear
on all invoices, packing
slips and labels.
Date: 04/17/2012
Vendor: 274552
Ship To:
ELECTRIC UTILITIES
MAP COMMUNICATIONS
CITY OF FORT COLLINS
PO BOX 88030
700 WOOD ST
CHICAGO Illinois 60680-1030
FORT COLLINS Colorado 80521
Delivery Date: 04/16/2012
Buyer:
OPAL DICK
Note:
Line Description
Quantity
Ordered
UOM Unit Price
Extended
Price
After Hours Answering Services
1 LOT
EA
5,000.00
Estimated
2 After Hours Answering Services
1 LOT
EA
5,000.00
Estimated
3 After Hours Answering Services
1 LOT
EA
5,000.00
Estimated
4 After Hours Answering Services
1 LOT
EA
5,000.00
Estimated
Confidentiality Clause Attached
Total
$20,000.00
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 Il, 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.com
PO Box 580
Fort Collins, CO 80522-0580
Purchase Ordcr Terns and Conditions
Page 2 of 2
I. COMMERCIAL DETAILS.
Tax exemptions. By statue the City of Fort Collins is exempt from sate and loci] taxes. Our Exemption Number is 11. NONWAIVER.
98-04502. Federal Excise Toe Exemption Ccnifieate of Registry M-60005S7 is regist red with the Collector of Failure of the Purchaser to insist rpm strict perfomance of the terns and conditions hereof failure or delay to
Internal Revenue. Dervee Colorado (Ref. Colorado Revised Statutes 1973. Chapter 39-26. 114 (n). exercise any rights or remedies provided herein or by law, failure to promptly notify tire Seller in the event of a
breach. the ncaptance of or paynsnt for goods h rounder or approval of the design, shall not release the Seller of
Gauls Rejected. GOODS REJECTED due to failure to noon specifications. either when shipped or due to defects of any of the warranties or obligations of this purchase order and shall not he dared a waiaer of any right critic
damage in transit. may be resumed to you for credit and arc not to be replaced except upon receipt of written purchaser to insist upon strict perfannance hrcofor any of its rights or remedies as to any such goads, regardless
instructions from the City of Fort Collins of when chipped, received or accepted, as to any prior or subsequent def ti It hereunder. nor shall any purpond
oral mdific lion or rescission of this parchow order by the lurchvr operate as a waiaer orany of the toms
Inspection. GOODS arc subject to the City of Fun Collins inspection on arrival, herself
Final Acceptance. Receipt of the merchandise, services or equipment in remorse to this order can result in 12. ASSIGNMENTOF ANTITRUST CLAIMS.
nothonwel payment on the pan of the City of Fort Collins. However, it is to be undersnd that FINAL Seller and the Purchaser recognize that in actual canonic practice, ovechrges resulting form nntimaxt
ACCEPTANCE is dependent upon completion ofail applicable required inspection prncdures. violmions arc in fact home by the Purchaser. Theretofore, for good cause and as consideration for executing this
purchase order, the Seller hereby assigns to the Purchaser any and off claims it may now have or hereafter
Freight Terms. Shipments must be F.O.H., City of Fort Collins, 700 Wad St.. Fora Collins CO 90522. unless acquired order fedenl or slate antitrust laws for such overcharges relating to the particular gmuk or services
otherwise specified on this order. If permission is given to prepay freight and charge separately, the original freight purchased oracquired by the Purchaser pursuant to this purchase order.
hill must accompany invoice. Additional charges for packing will not be accepted.
13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS.
Ship., Distance. When cranutacnrers have distributing points in various parts of the cumtry. shipment is tribe Purchaserdireets the Sella incorrect nonconforming or detetive goods bell date to be agreed upon by the
expected from the nG1R:t distribution point to diminution, and excess freight will be deducted man Invoice what Purchamr ad the Sella. and the Seller thereafter indicates its mobility or umvi]]ingress to comply. the Purchaser
shipment, are made from greater distance. may caum the work to be perfam ed by the most expeditious n cans available to it, and the Scllcr shall pay roll
cleats associmd with such o ai.
Permits. Seller shall procure at scilcrs sell, cost all necessary permits, certificates and licenses required by all
applicable laws, regulations, ordinances and rules of the state, municipality, territory or political subdivision where
the work is performed, or required by any other duly constituted public authemy having jurisdiction over the work
of vendor. Seller further agrees to hold the City of Fort Collins harmless form ad against all liability and loss
incurred by than by mason of an asserted or established violation of any such Ines. regulations, ordinances. roles
and rams cmcrna.
Authorization. All pries to this contract agree that the representatives am, in fatt, bona fide and possess full and
complete authority to bind said parties.
LIMITATION OF TERMS. This Purchase Ostler expresdy limits acceptance to the Icnrc and conditions stated
heroin set forth and any supplaccom ry or additional tens and conditions annexed hereto or incorporated herein by
reference. Any additional or different tens and conditions pmpoud by seller are objected to and haehy rejected.
2. DELIVERY.
PLEASE ADVISE PURCHASING AGENT immediately if you cannot mike complete shipment to arrive on your
proarisd delivery date as noted. Tine is ofthe, csscnce. Deliveryand performnucc most be ef@cled within the time
stated on the purchase order and the documents attached hercn. No acts of the Purchasers including, without
limitation, acceptance ofp:mial Ire deliveries, shall operate as a waiver of this provision. In the event of any delay.
the Porchnsc shall have, in addition to other legal and equitable rcnedics, the option ofplacing this order elsewhere
and holding the Seller liable for damages. However, the Seller shall not be liable for damages as a result ofdclavc
due n causes net rcvaonably fareseenble which arc beyond its reasonable control and without its (cult of negligence.
such acts of God. acts ofci% if or militaryauthorities, governmental pnontics, fires. strikes, lad, epidemics, wars or
dons provided that notice of the conditions causing such delay is given to the Purchaser within free (5) days of the
tine when the Sella first received knowledge thereof. In the event ofanv such deln_v, the date of dcli,m shall he
extended for the period equal to the time actually lost by reason of the delay.
3. WARRANTY.
The Seller warrants that n11 gook onicics, materials and work covered by this order will carillon with applicable
domings, specifications, samples anchor other descriptions 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 mature. Tile Seller agrees to hold the purchaser harmless farm any loss. damage or expense which the
Parable may, suffer or incur on account of the Sellers breach of wamnty. The Sella shall replace, repair or make
good, without 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 law or by the tents of any applicable warranty provided by the Seller a0er the date of
acceptance of the good furnished hereuder (acceptance nod to he unrractmably delayed), resulting from imperfect
or defective stark done or materials famished by the Sella. Acceptance or use of goods by the Pumbeser shall not
constitute a waiver ofany claim under this warranty. Except re otherwise provided in this purchase order, the Scllers
liability hereunder shall extend trial] damages proximately caused by the breach of any of the Foregoing warn allies
or guarantees. but such liability shall in no event include loss of pmfits or loss of use. NO IMPLIED WARRANTY
OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY.
4. CHANGES IN LEGAL TERMS.
The Purchaser may mike changes to legal tarns by written change order.
5. CHANGES IN COMMERCIAL TERMS.
The Purchser may mike any changes to the terns. other than legal terns, including additions to or delttinns too,
the quantities originally ordered in the sp eifcmmns or drawings. by verbal or written change order. Unity such
change affects the analum due or the lime of per(omance hereunder, in equitable adjustment shal I be made.
6. TERMINATIONS.
The Purchaser may at any time by written change order, harrimne this agreement as hr any or all functions of the
goods then nut shipped, subject to any equitable adjustment between the panics as many work or materials then in
progress parvidcd that the Purchaser shall not be liable fa any clains for anticipated pmfits on the unmmpletd
portion of the good ad/or work, for incidental or consequential damages, and that no such adjustment be made in
favor ofihe Seller with respect to any good which arc the Sellers standard stock. No such temenation shall reline
the Purchaser or the Scllcr rfamy of their obligations as to tiny good delivered hmuda.
7. CLAIMS FOR ADJUSTMENT.
Any claim for adjustment most be assented within thirty (30) days from the date the change or temilnatmir is
ordered.
S. COMPLIANCE WITH LAW.
The Seller ..acts that all gads sold hereunder shall have been produced- sold, delivered and furnished in strict
compliance with all applicable laws and cam ntions to which the gads am subject. Thc Seller shall execute and
deliver etch dueumcnis us may be tainted to effect or evidaec compliance. All laws and regular ions required to be
incorporated in agreements of this character are hereby incorporated herein by this reference. The Seller agrees to
indemnify and hold the Purchaser harmless from all casts and dznagcs suffered by the Rrzchamr as a result of the
Sellers Enilurc to comply with such law.
9. ASSIGNMENT.
Neither party shall assign, transfer, or convey this order, or any mimics due or to become due hereunder without the
prior writh n consent of the other party.
10. TITLE.
The Scllcr wmrmnis fill 1. cicarand unrestricted title to the purchaser for all equipment, materials. and items fiimished
in perform nce of this agreement, face and clear of any and all liens, restrictions. resenations, security interest
acumbnnecs 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 four tie performance of such work.
This release shall apply even in the event of fault of negligence of the pony released ,ad shall extend to the
directors, oRicat and employees ofsach puny.
The Sellars contnttua[ obligations. including warranty. shall not be accrued to be reduced, in any way, house
such work is performed or causnt m be perfumed by the Purchaser.
14. PATENTS.
Whenever the Scllcr is required to use any design, device matmal or process covered by lamer, patrol, trademark
or copyright. the Sella shall indcmni fy and save harmless the Purchaser form any and all claims for in fringanom
by reason of the use of such patented design, device, material or process in connection with the contract, and
shall indanni fy the Purchaser for any cost, expense or damage which it may be obliged to pay by reason of such
infringcnent at any time during the pnsccut i on or after the couple on of the work. In case said ran i patent. or
any pan thereof or the intended use of the goals, is in such suit held to constitute infiingcmatt 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
Pu¢hxer the right to continue using said equipment or pan,, replace the same with substantially equal but
noninfringing equipment. or modify it or it becomes noninfringing.
15. INSOLVENCY.
If the Seller shall become insolvent car bankrupt, make an assignment fur the benefit of creditors, appoint a
receiver or trustee For any of the Sellers pmp:m or business, this order may forthwith he canceled by the
Proclu car without liability.
16. GOVERNING LAW.
The definitions eftcmts used or the interpretation ofiho agreement and the rights ofall panics hereunder shall he
eonstmcl under and gowned by the lows tribe State of Colorado, USA.
The following Additional Conditions apply only in cases where the Seller is to perform work herunnder.
including the services of Scllers Rcprcsemntive(s), on the promises of others.
17. SELLERS RESPONSIBILITY,
The Seller shall carry on said work rat Sclle/s own risk until the same is fully completed and accptcd and shall,
in ease of any accident, desuuetiom or injury to the •cork and/or moterinls before Sellers final completion and
acceptance, complete the work at Scllers own expense and to the satistaction of the Purchaser. When reactors
and equipment arc fiumishd by others lox installation or erection by the Scllcr, the Seller shall receive, unload
store and handle same at the site and bavxnne responsible therefor is though such materials and/or ccomilia t
were being famished by the Seller under the order.
IS. INSURANCE
The Seller shall, at his own expense. provide for the payment of workers compensation. including occupational
disease benefits, to its employes employed on or in connection with the work covered by this purchse order.
and/or to their dependents in accordance with the laws of the state in which the work is to be dome. The Sella
shall nlsn cry comprehensive general liability including, but urn limited to. contractual and automobile public
liability insurance •doh barfly injury and death limits of at least S300.(W for nary one person, S50u.04)(1 for any
one accident and proper damage limit per accident of S400.000. The Seller shall likewise require his
contractors, Wary. to pmvidc for such compensation and insurance. Before any of the Sellers or his contractors
employees shall jointly ,,it upon the premises of others. the Scllcr shall famish the Pumhascr with a certificate
that such compensation and insurance have been provided. Such cenificles shall specify the date what such
enntpmsnion and insurance have been provided. Such catificmes shall specify the date when such eonmpensation
and insurance expires. The Seller agrees that such compensation and imunnce shall be maintained until after the
entire work is completed and accepted.
19. PROTECTION AGAINST ACCIDENTS AND DAMAGES.
Tho Seller hereby assumes the entire resfumsibility and liability for any and all damage. loss or injury crony kind
or curve whnscever to persons Or property caused by or resulting from the exaution of the work provided 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 nRars, 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 nav
be put or subject by reason orally act, actin, neglect, oaaissinn or default on the pan of the Seller, any of his
contractors, or any of the Sella, or contractors officers, agents or employees. In case any suit or other
procacifings hall to brought against the Purchaser, or its officers, agents or enmployees at any time on account or
by reason of any act. action. neglect, omission or default of the Seller of any of his can artictrxs or any of its or
their officers, agents or cmployms as nfrn. aid the Seller hcrcbv agrees to assume the defense thereof and to
defend the same of the Sellers; own expense, to pay any and all costs, charges, intro s fees and other expenses.
any and all judgmenn, that may be incurred by or obtained against the Purchaser or any of its or their officers.
agents or cmplgecs in such suits or other pror dings, and in case judgment or other lien be placer) upon or
obtained against the pmNnv of the Airchnme or said panics in ar as a resdt of such suits or other preedings,
the Seller will at once cause the same in be dissolved and discharged by giving bond or othen•'iw. The Sri lcr and
his contractors shall take all safety precautions, famish and install nil guards necessary for the prevention of
accidents, commply with all laws and regulations with regard to safety including, bill without limitation, the
Occupational Safety and Health Act of 1970 and all roles and regulations issued pursuant therm.
Rcyiscd 0312010
CONFIDENTIALITY
IN CONNECTION WITH SERVICES provided to the City of Fort Collins (the "City") pursuant to
this Agreement (the "Agreement"), the Professional hereby acknowledges that it has been
informed that the City has established policies and procedures with regard to the handling of
confidential information and other sensitive materials.
In consideration of access to certain information, data and material (hereinafter individually and
collectively, regardless of nature, referred to as "information") that are the property of and/or
relate to the City or its employees, customers or suppliers, which access is related to the
performance of services that the Professional has agreed to perform, the Professional hereby
acknowledges and agrees as follows:
That information that has or will come into its possession or knowledge in connection with the
performance of services for the City may be confidential and/or proprietary. The Professional
agrees to treat as confidential (a) all information that is owned by the City, or that relates to the
business of the City , or that is used by the City in carrying on business, and (b) all information
that is proprietary to a third party (including but not limited to customers and suppliers of the
City) . The Professional shall not disclose any such information to any person not having a
legitimate need -to -know for purposes authorized by the City. Further, the Professional shall not
use such information to obtain any economic or other benefit for itself, or any third party, except
as specifically authorized by the City.
The foregoing to the contrary notwithstanding, the Professional understands that it shall have no
obligation under this Agreement with respect to information and material that (a) becomes
generally known to the public by publication or some means other than a breach of duty of this
Agreement, or (b) is required by law, regulation or court order to be disclosed, provided that the
request for such disclosure is proper and the disclosure does not exceed that which is required.
In the event of any disclosure under (b) above, the Professional shall furnish a copy of this
Agreement to anyone to whom it is required to make such disclosure and shall promptly advise
the City in writing of each such disclosure.
In the event that the Professional ceases to perform services for the City, or the City so requests
for any reason, the Professional shall promptly return to the City any and all information
described hereinabove, including all copies, notes and/or summaries (handwritten or
mechanically produced) thereof, in its possession or control or as to which it otherwise has
access.
The Professional understands and agrees that the City's remedies at law for a breach of the
Professional's obligations under this Confidentiality Agreement may be inadequate and that the
City shall, in the event of any such breach, be entitled to seek equitable relief (including without
limitation preliminary and permanent injunctive relief and specific performance) in addition to all
other remedies provided hereunder or available at law.
Standard Professional Services Agreement- rev04/10