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HomeMy WebLinkAbout132385 APPLIED RISK SOLUTIONS LLC - PURCHASE ORDER - 9120029 (2)PURCHASE ORDER PO Number Page City Of///��� 9120029 1 of z `t Collins This number must appear ` on all invoices, packing slips and labels. Date: 05/14/2012 Vendor: 132385 APPLIED RISK SOLUTIONS LLC 7935 E PRENTICE AVE SUITE 110-W GREENWOOD VILLAGE Colorado 80111 Ship To: RISK MANAGEMENT DIVISION CITY OF FORT COLLINS 215 N MASON, 2ND FLOOR FORT COLLINS Colorado 80524-4 Delivery Date: 01/05/2012 Buyer: JAMES O'NEILL Note: Line Description Quantity UOM Unit Price Extended Ordered Price 2 Insurance Consulting 1 LOT EA 2,000.00 addendum to PO Total $2,000.00 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.corn Invoice Address: City of Fort Collins Accounting Department PO Box 580 Fort Collins, CO 80522-0580 Purchase Order Tenns and Conditions Page 2 of 2 1. COMMERCIAL DETAILS. Tax exempt inns. By statute the City of Fort Collins is exempt fmm state and local taxes. Our Exemption Number is 11. NONWAI VER. 99-114502. Federal Excise Tax Exemption Certificate of Registry 94-6000587 is regi,husd with the Cellecmr of Failure of the Purchaser to insist upon .strict performance of the toms and conditions hemor. failure or delay to Internal Rcvcmm, Denver. Colorado (Ref. Colorado Revised Starnes 1973. Chapter 39-26. 114 (a), exercise any rights or remedies provided herein or by law, failure to promptly notify the Seller in the event of a breach, the acceptance ofor payment for goods hereunder ar approval of the design, shall not release the Seller of finials Rejected. GOODS REJECTED doe to failure to meet specifications. either when shipped or due to deflect of any of the'mu tics or obligations of this purchase order and shall not be deemed a w:niver Of any right ofihc dmmnpc in transit, may be retuned to you for credit and arc not to he replaced except upon receipt of written purchaser to insist upon strict performance hcrcnf or any of it rights Or remedies as m any such goods. regardless instructions from the City of Fort Collins. of when shipped, received or accepted. as to any prior or subsequent default hcremndcr, nor shall any purported oral modification or rescission of this purchase order by the Purchaser operate as a Wnfver of:my of the terms Inspection. GOODS are subject to the City of Fod Collins inspection on arrival. hcrcnf. 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 part of the City of Fort Collins. Hoorser. it is to he understood that FINAL Seller and the Purchaser recognize that in actual economic practice, nvecharges resulting from antitrust ACCEPTANCE is dependent upon completion ofall applicable required inspection procednrcs, violations arc in fact home by the Purchaser. Thcrcmforc. for good cause and as consideration f r exccating this purchase order, the Seller hereby assigns to the Purchaser any and all claims it troy now have Or hereafter Freight Terms. Shipments must be F.O.B., City of Fort Collins, 700 Wood Sr. Fort Collins. CO 90522. unless acquired under federal or state antilmst laws for such overcharges relating to the particular goods or services mhenvise specified on this order. If permission is given to prepay freight and charge scpamtely, the original freight purchased cr acquired by the Pamhascr pursuant to this purchase order. hill must accompany invoice. Additional charges for packing will not be accepted. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. Shipment Distance. Where manufacamm have distributing points in varimms parts of the country, shipment is If the Purchaser directs the Seller in correct nonconforming or defective goods by s dire to he agreed spun by the expected from the nearest distribution point to destination, and excess freight will be deducted fmm Invoice when Purchaser and the Scllcr, and the Seller thereafter indicates its inability cr unwillingness to cummply. the Purchaser shipment ore made Form grater distance. nine cause the work to be performed by he most expeditious means a,niinblc to it, and the Seller shall pay ,If crisis associated with such work. Permits. Seller shall procure at sellers side cost all necessary perils. eertifieams and licenses required by all applicable Inws, regulations. ordinances and roles ofthe state, municipality. seminary Or radilical subdi,riSica where the work is performed, or required by any other duly constituted public authority having jurisdiction over the work of vendor. Seller further agrees to hold the City of Fria Collins hamdcss fmm and against all liability and Ins, incurred by them by reason of an losened or established violation of any such laws, regulations, ordinances, talcs and miquircmcnt. Aohoriration. All parties to this contract agree Iha+ the representatives are. in fact, boom fide and possess full and complete mnhorice to bind said panics. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the mats and conditions zrated herein set forth and any, supPlcmcntary or additional rcrms and conditions annexed hereto or incorporated herein by reference. Any additional or different tans and conditions proposed by Scllcr arc ahieeted to and hereby rejecmd. 2. DELIVERY. PLEASE ADVISE PURCIIASING AGENT immci itncly if you cannot make complete shipment to arrive On ynur 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 attnchcd hereto. No acts of the Purchasers including, without limitation, acecpmncc ofpartial Imc deliveries. shall operate as a waiver of this provision. In the event crane delay, the Purchaccr shall have. in addition to other legal and equitable remedies. the option of pineing this enter elsewhere and holding the Seller liable for damages. However, the Seiler shall not be liable for damages as a result of delays due In causes not reasonably foo ceshle which arc beyond its reasonable control and without its fault of negligence, such acts of Gad. acts ofci%it or military authorities, governmental priorities. firs, strikes. flood. epidemics. wars or riots provided that notice of the conditions causing such delay is given to the Purchaser within five (5) days of the time when the Seller first received knowledge thereof In the event of any such delay, the date Of delivery shall be "headed for the period equal to the time actually lost by reason ofihc delay. 3. WARRANTY. The Seller wamnt, that all good.,. anieles. materials and work covered by this order will conform with applicable drawings, specifications, samples and/nr other dcmriptions given, will be fit for the purposes intended, and performed with the highest degree Of cart nail competence in accordance with accepted standards for work of a similar mane. The Seller agrees to hold the fourbsscr harmless from any loss, damage or expense which the Purchaser may suffer or incur on account of the Scllcrs hreach of wormy. The Sellershall 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 re may be prescribed by Iry ar by the terms of any applicable warranty pmvided by the Scllcr after the date of acceptance of the goods famished hereunder (aeeptance not to be unreasonably delayed), resulting fmm imper(ect or defective work done or materials famished by the Seller. Acceptance or use of goad, by the Purchaser shall not constitute a waiver crafty claim under this wvmnry. Except as otherwise provided in this purchase order, the Scllcrs liability hereunder shall cxtmd to all damages proximmcly caused by the breach of any of the finegoing mammies or gomrntees, but such liability shall in no event include loss ofpmfitc or loss ofuse. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHANGES IN LEGAL TERMS. The Purchaser may make changes to legal rams by isrilten change order. 5. Cl II NG ES IN COMMERCIAL TERMS. 'I he Purchner may make any change, to the Isms, other than legal terms, including Odd iti ens to or del clinics final the quint it ilex originally onlewd in the speei lieations or drawings, by verbal or is ri ten Than ge order. If any such change Officers the amount due or the time of performance hereunder, an equitable adjustment shall be made. fi. TERMINATIONS. The Purchaser may at any time by wrincn change order, teminate this agreement as to any or all portions of the grad then not shipped sslamet to any equitable adjustment betoven the panics as 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 grads and/or work, for incidental or consequential damages, and that no such adjustment be made in favor of the Seller with raped to any goods which are the Scllcrs standard stock. No such termination shall relieve the Purchaser or the Seller crafty Of lhcir obligatiore as to any good delivered hereunder, 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment most be asserted within thirty (OO) days fram the date the change or termination is ordered. R. COMPLIANCE WITH LAW. The Seiler warms 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 arc subject. The Seller .shall execute and deliver such documents as may be required to effect or evidence compliance. All laws and regulations 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 hamles from all costs and damages suffered by the Purchaser as a result office Sellars failure to comply with such law. 9. ASSIGNMENT. Neither party shall assign, transfer. or comcy this order, or any monies due or to became due hereunder without the prior written consent of the other Fifty. 10. TITLE:. The Sclicr w:amnt fill), clear and unrestricted title to the Purchaser fir all cquipmcnt. materials. and items furnished in perfmmnce of this agreement free and clear of any and all lies, resu clinns, reservations, security interest encumbrances and claims of others, The Seller shall release the Purchaser and it comments of any tier from all liability and claims of any noun, resulting fmm the perfnrmnnce ofsuch work. This release shall apply even in the went of fault of negligence of the party released and shall extend In the dimetom, officers and employees aLuch party. The Seller's eommetual obligations. including wom nry, shall not be elevated to be reduced, in any wary, because such work is Performed or caused to be performed! by the Purchaser. 14. PA TENTS. Whenever the Seller is required to use any design, device, material or process covered by letter. patent, trademark or copyright, the Seller shall indemnify and save harmless the Purchaser fmm nay and all claims for infringement by reason of the use of such patented design, device, material or process in connection with the contract, and shall indemnify file PuucbaseT Firmly cost, expense or dmmapc which it may be obliged In pay by reason of such infringement at any time during the prosecution or otter the completion ohhe work. in case snid equipinem. or any part thermf or the intended use of the good, is in such pit held to constitute infringement and the use of said cquipmcnt or pan is enjoined, the Seller shall, at its own expense and at its option. tither procure for the Pumlunser the right In continue using said equipment or parts, replace the saute with substantially equal but noninfringing cquipmcnt, or modify it so it becomes anninfringing. 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 silly forthwith be eanccicd by the Purchaser without liability. IF. GOVERNING LAW. The definitions often used or the interpretation nffhe agreement and the rights ofall parties hercundcr shall be con,atnred under and governed by the Imes of the State of Colorado. USA. The following Additional Conditions apply only in eases where the Seller is to perform work hereunder, including the services of'Sellers Representmive(s), on the Premises of others. 17. SELLERS RESPONSIBILITY. The Seller shall carry on said work at Seller's awn risk until the same is fully completed and accepted, and shall. in case ofany accident. destruction or injury to the work and/or materials before Sellers final completion and acceptance, conphue the work at Seller's own expense and to the satisfaction of the Purchaser. When materials and equipment arc famished by others for installation or erection by the Seller, the Scllcr shall receive, unload. store and handle c me at the site and hecemc responsible therefor as though such materials and/or equipment were being furnished by the Seller under the order. IS. INSURANCE. The Scllcr shall, at his own expense. provide for the payment of workers compensation, including occupational disease benefitsto its employees employed on or in connection with the work covered by this purchase order. and/or to Iheir dependent, in accordance w'ilh die Imc, Of the slate in which the work is to he dune The Seller shall also eery comprchensiyc general liability including, but not limited to, eontraetoal and automobile public liability in,or, nee With tinnily injury and death limits Oran least S30a000 for any one person, S500,000 for any one accidentan,[ properly damage limit per accident of STOT000. The Seller shall likewise require his counselors. if any. to provide or such compensation and insurance. Before any office Sellers or his contractors employees shall do any work upon the premises nippers. the Seller shall furnish the Purchaser with a certificate that such compcnmtinl and insurance have been provided. Such certificates shall specify the date when such eompsm,winn and imarnec have been provided. Such certificates shall specify the doe when such compensatino and insurance expires. The Seller agrees that such compensation and insurance shall be maintained until after the coins, work is completed and accepted. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES, The Seller hereby assumes the entire respnmibilily and liability for any and all damage. Ines or ininry ofany kind Or nature whatsoever to persons or prpeny caused by or resulting fmm the execution afthe work pmvided for in this purchase order or in connection hcrewit h.'Fine Set let will indemnify and hold hour css the Purchaser and any r all of the Purchusers officers, agents and employees front and against any and all eldns. losses. damages. chmgcs Or expenses. whether direct or indirect, and whether to persons or property In which the Purchaser nosy be pill or subject by reason of any act fiction, neglect, n or default on nlie part of the Seller, a of his contractors, or any of the Sellers or contractor, offinecrs,sagents or employees. In ease any suit or other pmecedings Alall be brought against (he Purchaser. Or its o]Becrs, agents or employees at any time on account err by main of any act, action, neglect, omission or default of the Seller of any of his contractors or any of its or their officers, agents or employees as aforesaid, the Seller hereby agrees to assume the defense thereof and to defend the same nr the Sellers own expense, to pay any and all costs, charges, attorneys feu and other expenses. any and all judgments that may be immured by or obtained against the Purchaser or any of its or their officers. agents or employees in such suits or other pmecedings, and in ease judgment or other lien he placed open or obtained against the property of the Purchaser, or said parties in or as a result of such suits or other pmccedines. the Seller will at once can c the same to be dissolved and discharge(] by giving bond or otherwise. The Seller and his contractors shall fake all safety precautions, furnish and install all guards necessary for the prevention of accidents, cmuply with all laws and regulations with regard to safety including, hill without limitation, the Occupational Safetyand l lealth Act of 1970 and all miss and regulations issoed pursuant flumto. Rcvi cd ON2010