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HomeMy WebLinkAbout479610 WINFIELD SOLUTIONS - PURCHASE ORDER - 9122730PURCHASE ORDER PO Number Page City of 9122730 1 of s This number must appear F6rt Collins 1 '�7 on all invoices, packing slips and labels. Date: 05/11/2012 Vendor: 479610 Ship To: PARK MAINTENANCE WINFIELD SOLUTIONS CITY OF FORT COLLINS PO BOX 64281 413 S BRYAN ST PAUL Minnesota 55164-0281 FORT COLLINS Colorado 80521 Delivery Date: 05/10/2012 Buyer: JOHN STEPHEN Note: Line Description Quantity UOM Unit Price Extended Ordered Price Organic Fertilizer 1 LOT LS 34,465.00 FOR SPRING CANYON COMMUNITY PARK. Total $34,465.00 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 II, 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 Teats and Conditions Page 2 of 2 I. COMMERCIALDETAILS. Tax exemptions. By some the City of Fort Collins is exempt fmm state and local rase,. Our Exemption Number is 11. NONWAIVER, 99-61502. Federal Excise Tax Exemption Certificate of Registry 84-60I70587 is rcgistercd 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 Statutes 1973, Chapter 39 26. 114 (a). exercise any rights or remedies provided hcrcin or by law, failure to promptly notify the Seller in the event of a breach, the acceptance ofor payment for goods hereunder or approval of the 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 .warranties or obligations of this purchase order and shall not be doomed a waiver of any right of the damage in transit may be marred to you for credit and arc not to he replaced except upon receipt of wdttcn purchaser to insist upon strict performance horcofor any of its rights or remedies as to any such goods, regardless instructions from the City of Fort Collins, of when shipped, received or accepted. as to any prior or subsequent default hereunder, nor shall any purported and niodifcation or rescission of this purchase order by the Purchaser operate as a waiver of any of the terms 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. ASSIGNM ENT OF ANTITRUST CLAIMS. authorized payment on the pan of the City of Fort Collins. However, it is to he understood that FINAL Seller and the Purchaser recognize that in actual economic practice, m-ercherges resulting form antitrust ACCEPTANCE is dependent upon completion ofall applicable required inspection procedures. violations 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 all claims it may now have or hereafter Freight Terms. Shipments most be F.O.K. City of Fort Collins, 700 Wood St. Fort Collins. CO 90522, unless acquired under federal or state antitust 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 must accompany invoice. Additional charges for packing will not be accepted. 13. PURCI IASERS PERFORMANCE OF SELLERS OBLIGATIONS. Shipment Distance. Where manufazmmm have distributing points in various pans of the country, shipment is If the Purchaser directs the Seller to correct nonconforming or defective goods bya date to be agreed upon by the expected fmm the nearest distribution point to destitution, and excess freight will be deducted from Invoice when Purchaser and the Seiler, and the Scllcr thcrcalicr indicates its inability or unwillingness to comply. the Purchamr shipments arc made Form greater distance. may cause the work to be performed by the most expeditious means mailable to it, and the Seller shall pay all costs ... atimed with such work. Permit.. Seller shall procure at sellers sole cost all necessary Permits, certificates and licenses requited 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 authority having jurisdiction over the work of vendor. Seller father agrees to hold the City of Fort Collins hamde,s from and ,gains all liability and loss incurred by them by reason of an asserted or established violation of any such laws. regulations, ordinances, rules and requirements. Authorization. All panics to this contract agree that the representatives are. in fact, bona fide and possess full and complete authority to bind said panics. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the (cars and conditions stated herein set forth and any supplementary or additional terra and conditions annexed hereto or incorporated herein by reference Any additional or different tents 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 arrive on your promised delivery date as noted. Time is ofthe essence. Delivery and performance must be effected within the time stated on the purchase order and the documents attached halo. No acts of the Purchasers including. without limitation, aeccptnnce ofpatial Ire deliveries, shall operate as a waiver ofthis provision. In the event of any delay, the Purchaser .hall have, in addition to other legal and equitable remedies, 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 of delays due to causes not reasonably foreseeable which arc beyond its rcaaonable control and without its fruit of negligence, such acts of Gnd, acts Meivil or militaryauthorities governmental priorities fires, strikes. Rood, epidemics, wars or riots provided that notice of the conditions causing such delay is given to the Pumhascr within five (5) days of the time when the Seller first mecived 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 good, articles, materials and work cos'cred by this order will conform with applicable drawings, specifications, samples and/or other descriptions given, will be fit for the purposes intended, and perforated 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 hamilcm fmm any loss, damage or expense which the Pumhases may suffer or incur on account of the Sellers breach of warranty. The Seiler shall replace, repair Or make good, without end to the purchases, any defects or faults arising within one (1) year or within such longer perind of time as may be proscribed by law or by the terms ofany applicable wnmanty pmvided by the Seller after the date of acceptance ofthe goods fumishcd hereunder (acceptance not to be unreasonably delayed), resulting fmm imperfect or defective work done or material, furnished by the Seiler. Acceptance or use of goods by the Purchascr shall not constitute a waiver ofany claim under this warranty. Except as otherwise provided in this purchase order, the Sellers liability Immander shall extend to all damages proximately caused by the breach ofany Mahe foregoing wammics or guarantees, but such liability shall in no event include loss of pmfts or loss ofuse. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHANGES IN LEGAL TERMS. The Purchaser may make chances to legal terms by written change order. S. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any changes to the wo rs, other than legal terms, including additions to or deletions front the quantities originally ordered in the specifications or drawings, by verbal or written 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 u,men change order, terminate this agreement as in any or all potions of the gulls then not shipped, subject to any equitable adjustment between the panics as to any work or materials Iben in progress 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 he made in favor of the Seller with respect to any goods which are the Sellers standard stock. No such termination shall relieve the Purchascr m the Seller ofany nftheir obligations as to any goods delivered hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment most be .asserted within thirty (30) days fmm the date the change or termination is ordered. R. COMPLIANCE WITH LAW. The Seller warrants that all gook sold hereunder shall hate 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 he requ ircd to effect or cvi dens, compliance. All laws and regulations required to be incorporated in agreements of this character arc hereby incorpantcd herein by this reference. The Seller agrees to indemnifv and hold the Purchaser harmless firm all costs and damages suffered by the Purchascr as a result of the Scllcrs failure to comply with such law. 9. ASSIGNMENT. Neither party shall assign, transfer, or convey this order, or any nannies due or to become due hereunder without the prior written consent of the other party. 10. TITLE. The Seller warrants full. clear and unrestricted title to the Purchascr far all equipment materials, and items rum shed in po far anee of this agreement, free and clear of any and all liens, restrictions, resen'ations, security interest encumbrances and claims of others. The Seller shall release the Purchascr and its contractors of any tier from all liability and claims of any nature resulting fmm the performance ofsuch work. This release shall apply even in the event a fault of negrgenee of the parry released and shall extend to the directors. officers and employees of such pansy. The Seller's contractual obligations. including warranty, shall out he deemed to be reduced. in nov way. because such work is perforated or caused to be performed by the Purchascr. 14. PATENTS. Whenever the Seller is required to use any design, device, material or process Cove rttl by letter, patent, andenmrk ar copyright, the Seiler shall indemnify and sae harmless the Purchaser from any and all claims for infringement by reason of the rase of such patented design, device, marcriol or process in comncetinn with the contract and shall indemnify the Purchaser for any cost, expense or damage which it may be obliged to pay by reason of soh infringement at any time during the prosecution or after the completion of the work. In case said equipment. or any pan thereof or the intruded 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 procure for the Purchaser the right to continue using said equipment or parts, replace the same with substantially equal but noninfringing equipment, or modify it it becomes noninfringing. 15. INSOLVENCY. If the Seller shall become inmlvcnt or bankrupt, make an assignment for the henefit of creditors. appoint a receiver or trustee for any of the Sellers property or business. this order may fnthscith be canceled by the Purchaser without liability. 16. GOVERNING LAW. The definitions of terra used or the interpretation oflhe agreement and the rights ofnll panics herender shall be construed order and governed by the Imes ofthe Stott of Calmdr. USA. The following Additional Conditions apply only in cases where the Sclicr'is to perform work hereunder. including the urvicc, of Sellers Rcprc,crt.4e(s), on the premises of.durs. 17. SELLERS RESPONSIBILITY. The Seller shall carry no said work at Scllcrs own risk until the same is fully completed and accepted, and shall, in case of any accident. destmetion or injury to the work and/or materials before Seller's final completion and acceptance, complete the work at Seller', own expense and to the satisfaction of the Purchascr. When material,, and equipment are Furnished by other, for installation or erection by the Scllcr the Seller shall receive, unload, store and handle same at the site and become responsible therefor as though such materials and/or equipment were being furnished by the Seiler under the order. IS. INSURANCE. The Scllcr shall, at his own expense. provide for the payment of workers compensation, including occupational disease benefits, to its employees employed an nr in connection with the ,work cm'emI 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 comptehensive general liability including, but not Iinuted to, contractual nod automobile public liability mourture with bodily iniury and death limits of nt least S300.000 for any one person, $500.000 for any one accident and property damage limit per accident of S400,(100. The Seller shill likewise require his contractors. if any, to provide for such compcnsmion and insurance. Before any ofthe Sellers or his contractors employees shall do any work upon the premiscs of others, the Seller shall furnish the Purchaser with a certificate that such compensation and insurance have been provided. Such certificates shall specify the date when such compensation and insurance have boon provided. Such certificates shall specify the date when such compensation and insurance expires The Scllcr agrees that such compensation and insurance shall be maintained until after the entire work is completed and accepted. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Seiler hereby assume, the entire responsibility and liability for any and all damage, loss or injury ofany kind or nature whatsoever to persons or pmpeny caused by or resulting from the execution ofthe ,cork pmvided for in this purchase order or in connection herewith. The Seller will indemnifv and hold hamilem the Purchaser and any or all of the Purchasers officers, agent, and cntplovecs firm and against any and all claims, losses, damages, charges or expenses, whether direct or indirect, and whether to persons or property to which the Purchascr may be put or ..abject by reason of any nel. action. neglect omission or default on the pan ofthe Scllcr, any of his contractors, or any of the Sellers or contractors officers, agents or employees. In case any suit or other proceedings shall be brought against the Purchascr, or its officers, agents or employees at any time on recount or by reason of may act, action, neglect, omission or default of the Seller of any of his contractors or any of it or their officers, agents or employees as aforesaid, the Seller hereby agrees to assume the defense theeof and to defend the same at the Sellers own expense, to pay any and all costs, charges, anomcy. fees and other expenses, any and all judgments that may be 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 case judgment or other lien be placed upon or obtained against the property of the Purchascr, or said panics in or as a result ofsuch suits 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 prcemdinns, furnish and install all guards necessary far the prevention of accidents, comply with all Imvs and regulations with regard to safety including, but without limitation, the Occupational Safety and Health Act of 1970 and all rules and regulations issued pursuant lhcmto. Revised 0312010