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HomeMy WebLinkAbout116438 POUDRE VALLEY REA - PURCHASE ORDER - 9122451City of �.,F�ort Collins Date: 04/27/2012 Vendor: 116438 POUDRE VALLEY REA ATTN: TERRY WILLIS PO BOX 272550 FORT COLLINS Colorado 80527 PURCHASE ORDER PO Number Page 9122451 1of2 This number must appear on all invoices, packing slips and labels. Ship To: WATER UTILITIES CITY OF FORT COLLINS 700 WOOD ST FORT COLLINS Colorado 80521 Delivery Date: 04/26/2012 Buyer: OPAL DICK N ote: Line Description Quantity UOM Unit Price Extended Ordered Price 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 Tcm*s and Conditions Page 2 of 2 I. COMMERCIAL DETAILS. Tax exemption. By stmam the City of Fnn Collins is exempt from state and local taxes. Our Exemptinn Number is 11. NONWAI VFR. 98-04502. Federal Exeise 'fag Exemption Cenificatc of Registry 84-6000587 is registries] wilh the Collector of Failure Of the Parchnscr to insist upon strict performance of the terms mud conditions hereof. failure or delay to Internal Revenue. Denver. Colorado (Ref. Colorado Revised Statutes 1971. Chapter 39-26, 114 (a), escreise any rights or remedies provided herein or by Inc, failure to promptly notify the Seller in the event of a breach, the acceptance ofou payment for goods hereunder or approval of the design. xhnli not release the Seller of Goals Rejected. GOODS REJECTED due to failure to nice, pecificiions, either when shipped or due to defects of any of the wamntics 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 weep, upon receipt of written purchaser to insist upon ,strict performance hereofor any of its rights or rcmedics as many such goods. regardless instruction Tom the City nl Fen Collins. of when shipped. received or accepted, as to any prior or subsequent default hereunder, nor shall any partitioned oral nurdificatinn or rescission of this purchase order by the Purchaser operate as a waiver ofany of the arms Inspection. GOODS am subject to the City of Fort Collins inspection on arrival. herd. Final Acceptance. Receipt of the memhandise, services or equipment in response to this order can result in 12. ASSIGNMENT OF ANTITRUST CLAIMS. authorized payment on the pan of the City of Ton Collins. However. it is to be understood that FINAL Seller and the Purchaser recognize that in actual economic practice, overcharges resulting firm antitrust ACCEPTANCE is dependent upon completion ofell applicable required inspection procedures. violations are in fact barnc by the Parchnscr. Theretofore, for good cause and as considcmtimn for executing box purchase order, the Seller hereby assigns to the Pnrchnser any and all claims it may now have or hercalter Freight Tenn. Shipments most be F.O.D.. City of Fort Collins, 700 Wood St., Fnn Cnllins, CO 90522, unless acquired under federal or state antitrust laws for such overcharges relating to the particular goods or services whencise 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 oNen bill must accompany invoice. Additional charges for packing will not be accepted. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. Shipment Distance. Where manufacturers have distributing points in various parts of the country. shipment is If the Purchaser directs the Seller to correct nonconforming or defective good by a date to he agreed upon by the expected from 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 one llingness to comply, the Parchnscr shipments arc made From greater distance. may cause the work to be perforated by the most espeditions means available to it and the Seller shall pay all costs issociated wilh such work. Pertains. Seller shall procure at sellers sole cost all necessary permits. certificates and licenses required by all applicable laws, regulations. ordinances and ales of the state. municipality. territory or political subdivision whcrc the work is perforated, or required theme other duly constitute(] public authority hiving jurisdiction over the work of condor. Scllcr further agrees to hold the City of Fort Collins harmless Form and ngainsl all liability and loss incurred by them by reason of an asserted or established violation of any such laws. insulations, ordinances rules and requircmcnts. Aufla nzation. All panics to this contact agree that the representatives arc. in L ct. bona fide and possess full and complete authority to bind slid parties. LIMITATION OF TERMS. This Pumhase Order expressly limits acceptance to the terms and conditions stated herein set forth and any supplementary or additional temps and conditions annexed herein or incomemated herein by reference. Any additional or different terms and conditions imposed by seller are obiccted to and hereby rejected. 2. DELIVERY. PLEASE. ADVISE PURCHASING AGENT immediately if you cannot make complete shipment to arrive on your promised delivery dote as noted. Time is of the essence. Delivery and perfomancc must be effected oithin 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 operatic as a waiver ofthis prevision. In the event ofany delay. the Purchaser shall have, in addition to other legal and equitable rcmedics, the option of placing this order elsewhere and holding the Seller liable for damages. However. the Seller shall not be liable for damages as a result of dch ys due to causes not reasonably famsccable which arc beyond its reasonable control and without its Lualt ofacgligeacc, such acts o(Ged. acts nfeivil or military authorities, governmental pnoritics, fims, strikes, flood, epidemics, wars or riots provided that notice of the conditions calcine Such delay is given to the Purchaser within five (5) days of the time when the Scllcr firat received knowledge thereof. In the event of any such delay, the dale of delivery shall be extended for the period equal to the time actually lost by reason ofthe delay. 3, WARRANTY. The Seller warrants that all Bond. articles, materials and work covered by this under will confomn with applicable drawings, specifications, samples matter other descriptions given, will be fit for the purposes intended, and perfermed with the highest degree of care and competence in accordance with accepted standards for work of a similes nature. The Seller agrees to held the purchaser harmless fmm any loss damage or expense which the Purchaser may suffer or inear on account of the Scllcrs breach of warranty. The Scllcr shall replace, repair or make good, without cost to the purchaser, any defects of faults arising within one (I) year or within such longer period of time as may be prescribed by law or by the terms ofany npplicabic warranty provided by the Scllcr after the date of acceptance of the goods furnished hereunder (acceptance not to be unreasonably dclaycdl, resulting from imperfect or defective work done or materials furnished by the Seller. Acceptance or use of Foods by the Purchaser shall not constitute a waiver ofany claim under this mammy. Except is otherwise provided in this purchase order, the Sellers liability hereunder shall extend to all damages pmsimatcly caused by the breach of any of the foregoing vvmmntics or guarantees, but such liability shall in no eccat include loss of profits or loss of use. NO ISM PLIED 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 amen 5. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any changes to the lermx, other than legal ,ants, including additions to or deletions Imm the quantities originally ordered in the specifietions or dowein,s, by verb,,] or r oco cluan,c oNer. If airy a act, change affects the amount due or the time of perfomance hereunder, an equitable adjustment shall be made. fi. TERMINATIONS. The Pumhascr may at any time by written change oNer, terminate this agreement as to any or all portions of the ,awls then not shipped, subject to any equitable adjustment between the parties as to any work or materials then in progress provided that the Purchaser shall not be liable for any claims for anticipated prelits on the any re,leted Portion of the goods and/or work, for incidental or consequential damages. and that an such adjuslmcnt be made in favor of the Seller with respect loony goods which arc the Sellers standard stock. No such termination shall relieve file Purchaser or the Seller ofany of their obligation as to any goods delivered hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjntment must be asserted within thirty (30) days fmm the date the change or termination is ordered. S. COMPLIANCE WITH LAW, The Seller warrants that all gaits sold hereunder shall hmc 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 required to effect or evidence compliance. All laws and regulations required in be incorporated in agreements of this character are hereby incorpnmicd herein by this reference. The Seller agrees to indemnify and hold the Purchaser hamdec Tom all eats and damages suffcrcd by the Purchaser as a result of the Sellers failure to comply with such law. 9. ASSIGNMENT. Neither parry shall assign, transfer, or convey this order, or any monies due or to become due hereunder without the prior w'rinco consent of the other party. 10. TITLE. The Seller warrants full, clear and unrestricted title to the Purchaser for all equipment materials, and items Tarnished in performance of this agreement, free and clear of any and all liens, restrictions, reservations, security interest encumbrances and claims ofethcm. The Seller shall release the Pumhnscr and its contractors of any tier from all liability and claims of any nature residing from the perTnnnnce of such work. this release shall apply even in the event of fault of negligence of the party released and shall extend to the directors, oRcers and employees ofsuch parry. The Seller's contractual obligations. including wamnty, shall not he deemed to be mduced, in any way. because such work is perfomtM or caused to be perfomted by the Purchaser. 14. PATENTS. Whenever the Seller is required tc ass any design, device. material or pmcess covered by letter, patent trademark or copyright, the Seller shall indemnify and save harndcss the Purchaser Gam any and all claims for infringcmcnt by reason of the ass or "elf paleated lc.,i,i, device, natedal or process in connection will, the contract. and shall indemnify the Purcho.wr for any cost, expense or danugc which it may be obliged to pay by reason of tech infringement at any time during the prosecution or aficr the completion of the work. In case said equipment or any part thereof or the intended use of the goods. is in such sail 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 procure for the Purchaser the right to continue using mid equipment or pans, replace the same with substantialb, equal but noninfringing equipment, or modify it so it hccomes noninMnging. 15. INSOLVENCY. If the Scllcr shall become insolvent or bankrupt make an a,, ignment for the hencft of creditors, appoint a receiver or trustee for any of the Sellers property or business this order may forthwith be canceled by the Purchaser without linbilily. 16. GOVERNING LAW, The definitions ofterms used or the interpretation oflhc agreement and the rights ofnll panics hereunder shall he construed 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 perfomt work hereunder, including the services o(Scllcrs Reprcscntative(s), on the pmmiscs ofothers. 17. SELLERS RESPONSIRILT(Y, The Seller shall carry on said work at Seller's own risk until the same is fully completed and accepted, and shall. in case of any accident destnetion nr miury, to the work and/or materials before Scllcrs Final completion and acceptance, complete the work at Scllcrs own expense and to the satisfaction of the Parchnscr. When materials and equipment arc famished by others for installation or nation by the Seller, the Seller shall receive inlaid. store and handle same m the site ,ad 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 ofworkers compensation, including occupational disease benefits. 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 he done. The Seller shall also carry couprchensive gral liability including, but not limited to, contractual and automobile public liability inurance with bodily inj,uy and den,h limits of nn less, 5300,000 fire any one Pcr,cf. S500,000 for any one accident and property damage limit per accident of S400,000. The Seiler shall likewise require his contractors. if anv, in provide for such compensation and insurance. Before any of the Sellers or his contractors employees shall do any work upon the pmmiscs ofelhers, the Seiler shall famish the Pnrchnser with a cent that such compensation and insurance have ban 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 inumnce shall be maintained until after the entire work is completed and accepted. 19. PROTECTION AGAINSTACCIDENTS AND DAMAGES. The Scllcn ccrchy assumes the entire responsihility and Iiahility for any and all damage, loss or injury ofany kind or nature vrhntsom'cr to persons or property amused by or rcmdting from the csccutinn of the work provided fnr in this purchase orderer in connection herewith. The Seller will indemnify mal hold h,amness the Purchaser and any or all of the Purchasers officers, agents and employees from and against anv and all claims, losses, damages. charges or expenses. whether direct or indirect, and whether to reforms or property to which the Purchaser may be put or xubjeel by reason of any act, action, neglect emission or default on the part of the Seller, any of his contractors. or any of the Sellers or contractors o0"tecrs, agents or employees. In ease any suit or other proceedings shall be brought against the Purchaser. or its offices, agents or employees at any time on account or by reason of any act, action, neglect. omission or default of the Seller ofany of his eontmcmrs or any of its or their officers, agents or employees is aforesaid, the Seiler hereby agrees to assume the defense thereof and to defend the same to the Scllcrs non expense. to pay any and all costs, charges, attorneys fees and other expenses, any and all judgments that may he inearred by or obtained against the Purchaser 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 o obtained against the property oflhe Purchaser, or said parties in or as a result of suits or other prncccdinge f the Seller will at Once cause the same to be dissolved and dimhnrgcd by giving bond or otherwise. The Seller and his contractors shall take all safety precautions, Finnish and install all guards necessary for the prevention of ,accidents. comply with all laws and regulations wish regard to safety including. but without [initiation, the Occupational Safety and Health Act of 1970 and all ales and regulations issued pursuant thereto. Revised ON2010