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HomeMy WebLinkAbout497376 WESTERN ENGINEERING & RESEARCH CORP - PURCHASE ORDER - 9122014 (2)PURCHASE ORDER PO Number Page City of 9122014 ' of 2 Fort CollinThis number must appear ,�—J`-' ` on all invoices, packing slips and labels. Date: 05/14/2012 Vendor: 497376 Ship To: RISK MANAGEMENT DIVISION WESTERN ENGINEERING & RESEARCH CORP CITY OF FORT COLLINS 12421 E 37TH AVE 215 N MASON, 2ND FLOOR DENVER Colorado 80239 FORT COLLINS Colorado 80524-4 Delivery Date: 04/06/2012 Buyer: JAMES O'NEILL Note: Line. Description Quantity UOM Unit Price Extended Ordered Price 2 Claim Analysis 1 LOT EA 940.54 Addendum Total $940.54 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 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 .somatic the Citv of Fort Celli as is exempt font state and local taxes Our Exemption Number is 98-04502. Federal Excise Tax Exemption Certificate of Registry 84-6000587 is registered with the Collector of Internal Rev craw, Denver, Colorado (Ref. Colorado Revised Starnes 1073, Chapter 39--26, 114 (a). Goods Rejected. GOODS REJECTED due to fail,,,, to meet specifications. either when shipped or due to defects of damage in transit. may be rearmed to you for credit and are not to he replaced except upon receipt of writen instructions from the City of Fort Collin,, Iespeclion. GOODS arc subject to the Citv of Fort Collins inspection on arrival. 11. NONW'A I V ER. Folare of the Purchaser to insist upon strict performance of the terms and conditions hereof. failure or delay to exercise any riglttc or remedies provided herein or by lee. failure to promptly notify the Seller in the event of a breach, the aeecptanceof or payment for goods hermmder cr approval ofthc design. ,shall not rclease the Scllcr of may of the surrantic, or obligations of this purchase Order and shall not be devoted a waiver of any right of tic purchaser to insist upon mitt performance hereof or any of its rights or remedies as to any such goods, rcgordlcs of when xh ippcd, received or accepted, os to any prim or subsequent default hereunder, not shall one purported oral mods fi ea Lion or rescission of this purchase order by the Purchaser operate as a [usher of any of the touts hereof. Final Acceptance Receipt of the merchandise, services or equipment in response to this order can result in 12. ASSIGNMENT OF ANTITRUST CLAIMS. authorized payment on the pert of the City of Fort Collins. However. it is to he understood that FINAL Seller and the Purchaser overgraze that in actual economic practice, overcharges resulting from antitrust ACCEPTANCE is dependent upon completion of all applicable required inspection procedures. violations ere in fact bernc by the Purchaser. Theretofore, for good cause and as consideelmn for executing this purchase order. the Seller hereby assigns to the Purchaser an and all claims it may now have or hereafter Freight Tcns. Shipments must be F.O.B., City of Fort Collins. 700 Wood St., Fort Collins. CO 90522, unless acquired trader federal or state oatienst Imes fin such ovarclmrgcs relating to the particular goods or services otherwise specified on this order. If permit ion is given to prcpav freight and charge separately, the original freight purchased or acquired by the Purchaser pursuant to this purchase order. bill nntst accompany invoice. Additional charges for packing will not be accepted. Shipment Distance. Where monufiactoocrs have distributing points in various pans of the country, shipment is expected from the nearest distribution point to destination. and excess freight will be deducted from Invoice when shipments arc made from greater dismncc. Permits Seiler shall procure at sellers sole cost all necessary permits, certificates and licenses required by all applicable Imes, regulations. ordnances and mles ofthc state. municipality, territory or political subdivision where the ,cork is peterned, or required by env other duly constituted public authonty having jurisdiction over the work Of vendee Seiler Further an es to hold the Citv of Fen Collins harmless fmm and against all liability and loss incurred by them by reason of an avened or established violation of any such lea's, regulations, onlin secs, rules and rcgni mcnts. Authorization. All parties to this contract agree that the representatives are, in fat bona fide and possess fill and complete authority to bind said panics LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the toms and conditions stated herein sd hatband any supplementary or additional icnts and conditionsannexed hereto or mcorpemted herein by reference. Any additional or different terms and conditions peposed by seller arc objected found hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately if you cannot make complete shipment to amvc ou your promised delivery date as noted. Time is of the essence Delivery and performance must be effected within the time stated on the purchase order and the documents attached hereto. No acts of the Purchosees including, without limitation, acceptance ofpmi.I late deliveries, shall operate as a waiver ofthis provision. In the event officer dclav, the Purchaser shall have, in addition to other Icgol and equitable remedies, the option of placing this order elsewhere and holding the Seller liable for damages. However. the Seller shall not be liable for damages its a result of dclnys due to erases not reasonably foreseeable which are beyond its reasonable control and without its fault ofnesi igcnce. such acts of Grd. acts ofeivil or military authorities, governments[ priontics. fires, strikes, Mond, cpidenics, wars or tints provided that notice of the conditions causing such delay is given to the Purchaser within fire (5) dons cf mhc time when the Seller fuel received knowledge thereof. In the event ofany such delay, the date of delivery shall be extended for the period equal to the time aemally last by reason ofher delay. 3. WARRANTY. The Scllcr warrants that all goods. snicks, materials and work covered by this order mill carbine with applicable drawings, specifications, samples and/or other descriptions given, will be fit for the purposes intended, and Performed with the highest dice of core 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 Sellers breach of warranty. The Seller shall replace, repair of make grad, without cost to the purchaser, any defects or faults arising within roc (I I year or within such longer period of time as may he prescribed by law or by the tells ofany applicable warranty provided by the Seller oRer the date of ,acceptance of the goods fi umilred hereunder (acceptance not to be unreasonably delayed), resulting Near imperfect or defective work done or materials Rinkf cd by the Seller. Acceptance or use of goods by the Purchaser ,shall not constitute a waiver ofany claim under this entirely. Except as otherwise provided in this purchase order. the Sellers liability hereunder shall extend to all daneages proximately caused by the breach of anv of the foregoing wamntics or guarantees, but such liability shall in no event include loss of profits or less prose NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHANGES IN LEGAL TERMS. The Purchaser may make changes to legal terns by writere change order. 5. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any changes to the terns, other than legal terms. including additions in or deletions From 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 of per(ommnce hereunder, an equitable adjustment shall be made. 6. TERMINATIONS. The Purchaser may at any time by written chance order, terminate this agreement as to any or all portions of the goods then not shipped, subject to any equitable adjustment between the parties sex to any work or materials then 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 be made in favor of the Seller with respect to any good which arc the Sellers standard stock. No .such termination shall refuse the Purchaser or the Scllcr of am- of their obligations as to any goods delivered hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must be sec cued within thin (30) days from the date the change or tvinimation is ordered. S. COMPLIANCE WILD LAW. The Seller wananis that all goads sold hereunder shall have been produced. sold, delivered and furnished in strict compliance with all applicable laws and regulations to which the grads arc subject. The Seller shall cxeane and deliver such documents as may be required to effect or evidence compliance. All laws tend regulations required to be incorporated in agreements of this character arc hereby incorporated herein by this reference. The Seller agrees to indemnify and hold the Purchaser hamilm, Tom all costs and damages suffered be the Purchaser as a result of the S,l Ivm failure to comp], with such law. 9. ASSIGNMENT. Neither pan, shall assign, transfer. or convey this order, or any monies due or to become due hereunder mirhout the poor orincn consent ofthc other party. 10, TITLE. The Seller warrants full, clear and unrestricted title to the Purchaser for all equipment, materials, and items furnished in performance of this agreement, free and clear of any and all liens, restrictions, rescryatjons, security interest encumbrances and claims ofolhers. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. fife Purchaser directs nc, Seller to correct imemo erring or defective gm)ds by a date to be agreed upon by the Purchaser and the Scllcr, and the Seller thcrca0cr indicates its inability or unwillingness to comply, the Purchaser may cause the work to be perfonmd by the most expeditious means available to it, and the Seller shall pay all costs associated with each work. The Seller shot] release the Purchaser end it, contractors of any tier from all liability and claims of any nature resulting from the performance ofsnch work. This ,,twee shall apply vvca in nc, event of fault of negligence of the parry released and shall extend to the directors, officers and employees ofsnch party. The Seller's contractual obligations, including wan arty, shall not be deemed to he reduced, in any was, beeaasc such work is perermcd or caused to be performed by the Purchaser. 14_PATENT& Whenever the Seller is required to use now dccigm, Icvi,c. material or pmcec covered by Iene,. patent trademark or capyrigM, the Seller shall indrea if, and save hnradess the Purchaser Rom any and all claims for infringement by reason of the use of such patented design. device. material or process in connection with the contract, ,ad shall indemnify tire Purchaser for any cost, expense or doamgc which it mov be obliged to pay by reason ofsnch Infringement rat any time during the prosecution Or a0cr the completion of the work. In ease 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 own expense and at its option, either procure .for the Purchaser the right to continue using said equipment or pans, replace the same with substantially equal but nnnirfringing equipment or modify it so it becomes foninfringing. 15. INSOLVENCY. If the Seller shall become insolvent or bankrupt, make an assignment for the benefit of creditors, appoint a receiver or trustee for any of the Sellers property or business, this Order may forthwith he canceled by the Purchaser without liability. 16. GOVERNING LAW, The definitions oflonis used or the interpretation ofthe agreement and the rights ofell panics hereunder shall be construed under and governed by the laws ofthc State ofColorado, USA. The following Additional Conditions apply only in cases where the Seller is to perfnne work hereunder. including the services of Sellcrs Represettetive(s), on the premises efothers. 11, SELLERS RESPONSIBILITY. 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, destnction or votary to the work and/or nmtcsials before Scllers final completion and ,acceptance. complete the work of Sellers own expense and in the satisfaction of the Purchaser. When mmmials and equipment arc famished by others for installation or crcaion by the Seiler. the Seller shall receive, unbar. store and handle ,came at the site and become responsible therefor as though such motcriats and/or equipment were being furnished by the Scllcr under the order. 18. INSURANCE. The Seller shall, of his non expense, provide for the payment of workers compensation. including oeeapationd disease benefit, to its cut dwees employed on or in connection with the work covered by this purchase order. ,and/or to their dependents in accordance with the lams 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 insurance with bodily injury and death limits of at Nast S300,000 for any one person, S500.000 for any one accident and property damage limit per accident of 5400.000. The Seller shall likewise require his contractors, if any, to provide for such compensation and insurance. Before any of the Scllers or his contractors employees shall do any work vpnn the premises of others, the Seller shall furnish the Purchaser with a certificate that such compensation and insurance have been provided Stich certificates shall specify the date when such compensation and insurance have been provided. Such ceinfirates shall speciry the date when rich compensation and insurance expires_ The Seller agrees that such compensation and insurance shall be maintained until teficr the entire is ork is completed and accepted. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Seller troche axsmncs the cmire responsibility and liability for any and all damage. loss or injury ofany kind or future whosoever to persons Or property caused by Or ocsdiing from the execution of the work provided for in this purchase order or in connection herewith. The Seller -ill indemnify and hold barnress the Purchaser and any or all of the Pnrchascr, officers, agents and employees from and against env and all claims, losses, damages. charges or expenses, whether direct or indirect, and whether to persons or property to which the Purchaser may be put or subject by reason of any act, action, neglect, omission or default on the part of the Seller, any of his contractors, or any of the Sellers or correctors offtecos, agents or employees. In case any suit or other proceedings shall be brought against the Pnrchascr, or its officers, agents or employees at any time on account or by reason of one act, action, neglect, omission or default of the Seller of any of Ink contractors of any of its or their officers. agents Or employees as aferesxid, the Seller hereby agrees to assume the defense thereof and to defend the same at the Sellers non expense, to pay any and all costs, charges, attorneys fees and other expenses, any and all judgments that may be intoned by Or Obtained against the Purchaser or any of its or their nRcum. agent or employees in such suits or other proceedings, and in case judgment or other lien be placed open or Obtained against the property of the Purchaser, or said parties in or as a result ofsnch suits or other proceedings. the Seller will at once cause ncc same to be dissolved and discharged he giving bond or othewise. The Seller and his contrncmrs shall take all ,safety precautions, furnish and install all guards necessary for the prevention of accidents. comply with all hues and regulations with regard to safety including. bur without line itation, the Occupational Safety and Hcalrh Act of 1970 and all odes and regulations issued pursuant thereto. Revised 0312010