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HomeMy WebLinkAbout102586 SPRADLEY BARR FORD INC - PURCHASE ORDER - 9122443Fort Collins Date: 04/26/2012 PURCHASE ORDER Vendor: 102586 SPRADLEY BARR FORD INC PO BOX 270710 FORT COLLINS Colorado 80527-0710 PO Number Page 9122443 t0: This number must appear on all invoices, packing slips and labels. Ship To: FLEET SERVICES - MAIN SHOP CITY OF FORT COLLINS 835 WOOD ST FORT COLLINS Colorado 80521 Delivery Date: 04/26/2012 Buyer: JAMES HUME Note: 2012A lease purchase Line Description Quantity UOM Unit Price Extended Ordered Price 1 Ford Fusion SE per 3-22-12 quote Attn: Paul Phillips Fleet ID: QA494 Dept: Investigations Deliver vehicle & title documents to: Fleet Main Shop, 835 Wood Street, Fort Collins, CO 221-6613 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 1 LOT EA 20,480.00 Total Invoice Address: City of Fort Collins Accounting Department PO Box 580 Fort Collins, CO 80522-0580 Purchase Order Teals and Conditions Page 2 of 2 I. COMMERCIAL DETAILS. Tax exemptions. By statute the City of Fen Collins is exempt form state and local oxes.0ur Exemption Numher is 11. NONWAIVER. 95411502. Federal Excise Tax Exemption Cenificam of Registry S4.6000587 is registered with the Collector of Failure ofthe Purchaser 10 insist upon strict performance of the terms End conditions hereof, failure or delay to Internal Revenue. Denver. Colorado (Ref. Colorado Revised Statutes 1973. Chapter 34-26. 114 (ak exercise any rights or remedies provided herein or by law, failure to promptly notify the Seller in the event off breach, the acceptance ofor payment for goods hereunder or approval ofthe design. shall not release the Seller of Goods Rejected. GOODS REJECTED due to failure to meet .specifications, either when shipped or due to defects of any of The wamnties or obligations of this purchase order and shall not be deemed a waiver of any debt of the damage in transit. may be returned to you for credit and are not to be replaced except upon receipt of written purchaar to insist upon stria perfonnnnec herenfor any of its rights or remedies as re any such goods, regardless taximeters from the City of Fort Collins. of when shipped, received or acceped, as to any prior or subsequent default hcramder, nor shrill any puttered oral modification of rescission of this purchase order by the Purchaser operate as a waiver of any of the terms Inspection. GOODS arc subject to the City of For Collins inspection on arrival. hereof. Final Acceptance. Receipt of the mcmhandise, services or equipment in response to this order can result in 12. ASSIGNMENT OF ANTITRUST CLAIMS. anthonzed payment on the pan of the City of Fort Collins, However. it is to be understood that FINAL Seller and The Purchaser recognize that in actual economic practice overcharges resulting fmm antitrust ACCEPTANCE is dependent upon completion ofall applicable required inspection pmecdures, violation% arc in fact borne by the Purchaser. Theretofore, for good emus and as consideration for executing this purchase order, the Scllcr hereby assigns to the Purchaser any and all claims it may now have or hereafter Freight Terms. Shipments must be F.O.B., City of Fear Collins, 7110 Wood St_ For Collins, CO 50522, unless acquired under federal or state antitrust laws for such overcharges relating to the particular goods or services otherwise speci fled on this order. If pcmuicsion is given to prepay freight and charge separately, the original freight purchased cr acquired by the Purchaser pursuant to this purchase order. bill must accompany, invoice. Additional charge: for packine will not be accepted. 13. PURCI IASERS PERFORMANCE OF SELLERS OBLIGATIONS. Shipment Distance. Where manufacturers have distributing points in vane. parts of the century. shipment is If the Purchaser directs the Seller m correct nonconforming or defective goods by a date to be agreed upon by the expected fmm the nearest distribution point to destination, and excess freight will be deducted fmm Invoice when Purchaser and the Seller, and the SedEr thereancr indicates its inability or unwillingness to comply, the Purchaser shipments arc made fmm greater distance. may cause the nark to be perfornmd by the most Expeditious means available to it, noel the Seller shall pay nil costs associated with such weak. Permits. Seller shall procure at sellers sale cost all necessary permits, certificates and licenses required by all applicable laws. regulations, ordinances and roles of the state. municipality, territory or political subdivision where the work is performed. or acquired by any other duly constituted public authority having jurisdiction over the work of vendor. Seller further agrees to held the City of Fort Collins Tamaless from and against all liability and Inc, incurred by them by reason offer asserted or established violation of any such laws, regulations, ordinances. mles and requirements. Authorfv Lion. All panics to this contract agree that the representatives arc, in fact, bona fide and possess full and complete authority to bind slid panics. LIMITATION OF TERMS, This Pumhase 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 Itv reference. Any additional or different teens and conditions proposed by seller are objected loan(] hereby rejected. 2, DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately if you cannot make complete shipment to Entity on your promised dclivery date as noted. Time is ofihc essence. Delivery and Pcrfoorance rotor be Effected within the time stated on The purchase order and the documents attached hereto. No acts of the Purchasers including, without limitation, acceptance ofpanial late deliveries. 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 of placing This order dscmIwm and holding the Seller liable for damages. However, the Scllcr shall not be liable for damages as a result of delays due to causes not reasonably foreseeable which are beyond its reasonable control and x'ithmr its fault of negligence, such acts of Gorl, acts ofcivil or military authorities, governmental priorities, Tics. strikes. flood, epidemics. wars or riots provided that notice of the conditions causing such delay is given to the Purchaser within five (5) days ofthe time when the Seller first received knowledge thereof. In the event of any such delay, the date of delivyry shall be cxtembod for the perind equal to the time actually lost by reason of the delay. }_WARRANTY. The Seller warmnts that all goods, articles, mannils and work covered by this order will conform with appiicnhlc drawings, specifications, samples and/or other descriptions given. will he fit for the purposes intended, End performed with the highest degree of cam and competence in accordance with accepted standards for work of a similar nature. The Seller agrees to hold the purchaser harmless fmm any loss, damage or expense which the Pnrchascr may saficr or incur on account of the Sellers breach of wamnty. The Seller shall replace, repair or make good, w'illmu cost to the purchaser, any defects or faults arising within one (1) year or within such longer perind of time as may he prescribed by levy ar by the terms Many applicable warranty provided by the Seiler after the date of acceptance ofthe goods furnished hereunder (acceptance not to be unreasonably delayed), resulting from imperfect or defective work done or materials furnished by the Seller. Acceptance or use of goods by the Purchaser shall not constitute a w'aivcr ofany claim under this wamnty. Except as otherwise Provided in this purchase order, the Sellers liability hereunder shall extend to all damages proximately caused by the breach of any of the foregoing warranties or guarantees, but such liability shall in fervent include loss of profits or loss ofusc. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHANGES IN LEGALTERMS. The Purchaser may make changes to legal toots by w'aiuen change order. 5. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any changes to the Isms, other than legal terms, including additions to or deletions from the gcrannies originally micirmd in the specifications or drawings. by verbal or written change order. If any such change affects the amount due or the time of penfomtmcc hereunder. an equitable adjustment shall be ramie. fi. TERMINATIONS. The Purchaser may at any time by written change order. Icminatc this agreement as to any or all pardons of the goods then not shipped, ,subject to any equitable adjustment between the panics as to any work or materials then in progress pmvidcd that the Purchaser shall not be liable for any claims for anticipated pmtits on the uncompleted portion ofthe 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 standard stock. No such ocommation shall relieve the Purchaser or the Seller of any of their obligations as to any goods delivered hcramder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must be tomened within thirty, (30) days From the date the change or termination is ordered. S. COMPLIANCE WITH LAW. The Seller warmers that all goods sold hereunder shall have been produced, sold, delivered and famished 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 required to effect or evidence compliance. All Imes mad regulations required In he incogaomted in agreements of this character arc hereby incorporated herein by this reference. The Seller agrees to indemnify and hold the Purchaser harmless from all costs and damages suffered by the Purchaser is 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 become duc hereunder without the prior written consent of the other party. 10. TITLE:. The Scllcr warmnts full, clear and unrestricted title to the Purchaser fnrall equipment. materials.and items famished in performance of this agreement, free and clear of any and all liens, restrictions, rescrvntions, security inkiest eacumbmnce, and claims of others. The Seller shall release the Purchaser and its contractors of any tier from all liability and claims of any nature resulting from the perfomuance of sash work. This release shall apply even in the went of fault of negligence of the party released and shall extend to the dire tiros, oRmas and entployces of such party. The Seller's contractual obligations, including wamnty, shall not be deemed to he reduced, in any way. because such work is performed or caused to be per urtmed by the Purchaser. 14. PATEN'TS. Whenever the Seller is required to rase any design, device, material or process covered by letter, patent. trademark or copyright, the Seller shall indemnify and sane harmless the Pnrchascr Tom any and all claims for infringement by reason of the use of such patented design, device, armorial or process in connection with the contract, and .shall indemnify the Purchaser for any cost, eswrise 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 thcmof 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 own expense and at its option. either p ye re for the Pumhascr the right to continue using said equipment or parts, replace the same with substantially equal but nnninfringing equipment, or modify it so it becomes nnninfringing. 15. INSOLVENCY. If the Seller shall become insolvent or bankrupt. make an assignment for the beneto of creditor,,, appoint a receiver or lattice for any of the Sellers property or business, this order may forthwith be canceled by the Purchaser without liability. Ib. GOVERNING LAW. The definitions of ntams rased or the interpretation ofthe agreement and the rights ofall panics hereunder shall be construed ander and governed by the Imes ofthe State of Colomdo, USA. The fallowing Additional Conditions apply only in eases where the Seller is to perform work hercundcr. including the services ofSellers Represcoutuvc(,), on the premises of nthcrs. 17. SELLERS RESPONSIBILITY. The Scllcr shall cony an said work at Seller's own risk until the same is fully completed and accepted, and shrill, in case of any accident destruction or injury 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 Pnrchascr. When materials and equipment are famished by others for installmion or creation by the Seller. the Seller shall receive onlaad. store and handle same at the .site and become responsible therefor as though such materials and/or equipment were being furnished by the Scllcr ander the order. IS. INSURANCE. The Seller %boll. at his own expense, provide fer the pnymcnt of workers cmnpcnmfion, including occupational disease hencr L, to its employees employed on or in connection with the work covered by this purchase order. and/or to their dependents in accordance with the Imes 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 inanranec with brvfily injury and death limit, of at Ica,a S300.11nfl for any one person. S500,000 for any one accident and property damage limit per accident of S400.000. The Seller shall likewise require his contractors, now. to provide for such compensation and insurance. 11cT'ore any ofthe Sellers or his contractors employees shall do any work upon the Treatises of ethers, the Scllcr shall famish the Pnrchascr with a certificate that such compensation and insurance have been provided. Such ecrtificates shall specify the date when such compensation and insurance have been provided, Such certificates shall specify the date when such compenmaion and insurance expires. The Scllcr agrccs that such compensation and insurance shall be maintained until after the entire work is completed and accepted. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Seller hcrchy assumes the entire responsibility and liability for any and all damage. loss or injury ofany kind or nnhuc whatseEtor to persons or property caused by or resulting from the execution of the work provided for in this purchase order or in connection hcmwith. The Seller mill indemnify and hold harmless the Purchaser and any or all of the Purchasers officers, agents and cmpbyccs from and against any and all claims, losses, damages. charges or expenses, whether direct or indirect. and mhethcr to persons or property to which the Purchaser 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 contractors officers, agents or employees. In ease any suit or other proceedings shall he brought against the Purchaser, or its oRcers, agents or entployces aT any time on account or by reason of any act, action, neglect, omission or defaull of the Seller of any of his contractors or any of its or their oRecrs, agents or employees as oforem id, the Seller hereby agrees to assume the defense thereof and to defend the same at the Scllcrs own expense, to pay any and all costs, charges, anomcys fccs and other expenses. any and all judgments that may he incurred by or obtained against the Purchaser or any of its or their officers. agents or employees in such suits or other proceedings, and in ease judgment or other lien he placed upon or obtained against the property ofthe Purchaser, or said panics in or as a result of such suits or other proceedings, the Sellcr will EI once cause the time to he dissolved and discharged by giving bond or mbcncise. The Seller and his contractors .shall take all safety precautions, furnish noel install nil guards necessary for the prevention of accidents, comply with all Imv:s and regulations with regard to safety including, but without limitation, the Oceupatiomal Safety and Health Act of 1970 and all miss and regulations issued pursuant therein. Revised 0312010