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HomeMy WebLinkAbout109447 INDEPENDENT SALT COMPANY - PURCHASE ORDER - 9122844PURCHASE ORDER PO Number Page City Of 9122844 1 of 2 ' `t Collins This number must appear `.�'\on all invoices, packing slips and labels. Date: 05/17/2012 Vendor: 109447 INDEPENDENT SALT COMPANY PO BOX 36 KANOPOLIS Kansas 67454-0036 Ship To: STREETS DEPARTMENT CITY OF FORT COLLINS 625 NINTH STREET FORT COLLINS Colorado 80524 Delivery Date: 05/17/2012 Buyer: JOHN STEPHEN Note: Line Description Quantity UOM Unit Price Extended Ordered Price 3500 TONS SALT @ $57.44/TON 1 LOT LS 201,040.00 per terms and conditions of bid 7040. Total $201,040.00 C3. O✓lR:-nQ� 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 Ordcr Terms and Conditions Page 2 of 2 I. COMMERCIAL DETAILS. Tax exemptions. By statute the City of Fort Collins is exempt fmm state and local taxes. Our Exemption Number is 11. NON WAIVER. 98-0,1502. Federal Excisc Tax Exemption Certificate of Registry 94-6000587 is registered with the Collector of Failure of the Purchaser to insist upon strict performance of the tarns and conditions hereof. failure or delay to Internal Revenue. Denver. Colorado (Ref.. Colorado Revised Statutes 1973, Chapter 29-26, 114 (a). exercise any rights or remedies provided herein or by Inv, failure to promptly muifv the Seller in the event of a breach, the acceptance offer 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 deemed a waiver array right of the damage in transit. may he returned to you for credit and arc not to he replaced except upon receipt of written purchaser to insist upon strict perfomancc hercoforany of its rights or remedies as many such goods, regardless instruction: farm the City of Fort Collins. of when shipped, received or accepted. as to any prior or subsequent default hereunder, nor shall anv purported oral mndification or 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 Fort Collins inspection on arrival. 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 part of the City of Fort Collins. However, it is to he understood that FINAL Seller and the Purchaser recognize that in actual economic practice, overcharges resulting from antitrust ACCEPTANCE is dependent upon completion ofall applicable required inspection procedures. violations arc in fact borne by the Purchaser. Theretofore, for good cause and as consideration for executing this purchase onler, the Seller 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 Fort Collins, 700 Wood St. Fort Collins, CO 80522, unless acquired under federal or state tntimot 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 ar acquired by the Purchaser pursuant to this purchase order. hill must accompany invoice. Additional charges for packing will not be accepted. IJ. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. Shipment Distance Where manufacturers have distributing points in various pans of the country, shipment is tribe Purehaserdinects the Seller to correct nonconforming or defective goods by a date to be agreed upon by the expected fmm the twins t distribution point to destination, and excess freight will be deducted fmm Invoice when Purchaser tad the Scllcr.and the Seller thereafter indicates its inability or unwillingness to comply. the Purchaser shipments are made from greater distance. may cause the work to be performed by the most expeditious means available to it, and the Seller shall pay all costs associated with such work Permits. Seller shall procure at sellers sole cost all necessary pewits, certificates and licenses required by all applicable laws, regulations, ordinances and rules of the state, municipality, territory or political subdivision where the work is performed, or required by anv other duly constituted public authority having jurisdiction over the work of vender. Seller further agrees to hold the City of Fen Collins hamless from and against ull 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 arc, in fret bona fide and possess full and complete authority to bind said panics. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the tans and conditions stated herein set forth and any supplementary or additional .emu and conditions annexed herein or incorporated herein by reference. Any additional or diffcrcnt tows and conditions pmrawcd by seller arc objected to and hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately ifyon cannot make complete shipment to arrive on your Promised delivery date rs noted. Time is of the essence. Delivery and performance must be eflcetcd within the tins stated on the purchase order and the documents attached herein. No acts of the Purchasers including, without lintiutinn, acceptance of partial laic deliveries. shall operate ns a waiver of this prevision. In the event crony delay, the Purchaser shall 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 am beyond its reasonable control and without its fault of negligence, such acts ofGM, acts ofeivil or military authorities, governmental priorities, fires, strikes. Rood, epidemics. cam or rims 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 rcocivcd 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. I, WARRANTY. The Seller wamnts that all goods, articles, materials and work covered by this order will eonfem with applicable drawings, specifications, samples and/or other descriptions given, will be fit for the purposes intended, and performed with the highest degree arcane and competence in accordance with accepted stool.i for work of a similar nature The Seller agrees to hold the purchaser harmless fmm any loss, damage or expense which the Purchaser may suffer or incur on account of the Sellers breach of waranmy. The Seller shall replace, repair or make good, without cost to the purchaser, any defects or faults arising within one (1) year or within such longer peried of time as may be prescribed by law or by the tents ofany applicable wawnty provided by the Seller aver the date of acceptance of the goods famished hereunder (acceptance not to be unreasonably delayed), resulting fmm imperfect or defective work done or materials finished by the Seller. Acceptance or use of goats by the Purchaser shall not constitute a waiver ofany claim under this wamary. Excepl ns mhcrwise 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 gameance , but such liability shall in no went include loss ofprofits or loss erase. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSESHALL IALL APPLY. 4. CHANCES IN LEGAL TERMS. The Purchaser may make changes to legal terms by written change order. 5. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any changes to the terms, other than legal terms, including additions to or deletions from the quantities originally erdexd to the specifications or drawings, by verbal or written change order. If any such change affects the amount due or the time offs rfowanec hereunder, an equitable adjustment shall be made. 6. TERMINATIONS. The Purchaser may at any time by written change order, terminate this agreement as to any or all portions of the gunds then not shipped, subject to any equitable adjustment between the panics as to any work or materials then in progress provided that the Purchaser shall not be liable for any claims for anticipated prolix on the uncompleted portion of the goads mutter 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 Scllcrs standard stock. No such termination shall relieve the Purchaser or the Seller array of their obligations as to any goods delivered hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must be nesmed within thirty (30) days fmm the date the change err termination is ordered. S. COMPLIANCE WITH LAW. The Seller wamnts that all goods sold hereunder shall have been produced, sold. delivered and furnished 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 arc hereby incorporated herein by this reference. The Seller agrees to indemnify and hold the Purchanr harmless from all costs and damages suffered 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 written consent afthe other parry. 10, TITLE,. The Sellerwamits 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, resci ations, scanty interest cncumbmncrs and claims nfnthers. - The Seller shall release the Purchaser and its contractors of any tier fmm all liability and claims of any nature resulting from the performance o(sumh work. This release shall apply even in the event of fault of negligence of the patty released and shall extend to the directors, oRcers and employees of such piny. The Seller's contractual obligations, including warranty, ,shall not be deemed to be reduced, in any way, because such work is performed or caused to be perfumed by the Purchaser. 14. PATENTS. 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 mvc hamless the Purchaser fmm any 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 the Purchaser for any cost, expense or damage which it may be obliged to pay by reason of such infringement at any time during the pmseculiun or abet the completion of the work. In cast, said equipment, or any part thereof or the intended use of the goods, is in such suit held to constitute infringement and the use of said equipment err 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 ooninfringing equipment, or modify it so it becomes noniafringing. 15ANSOLVENCY. If the Seller shall become insolvent or bankrupt make an assignment for the bereft of creditors, appoint a receiver or trustee for any of the Sellers property err business, this order may forthwith be canceled by the Patch., without liability. 16. GOVERNING LAW. The dcfnitions oftcrnts used or the interpretation ofthc agreement anti the rights ofall panics hereunder shall be constraed 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 perform work hereunder, including the services of Sellers Reprcsenmtive(s), on the premises of others. 17. SELLERS RESPONSIBILITY, The Seller shall carry oa said work at Scllcrs own risk until the same is fully completed and accepted, and shall, in case of any accident, destruction or injury in the work and/or materials before Sellces final completion and acceptance, complete the work st Seller's own expense and to the satisfaction of the Purchawr. When materials and equipment ore famished by others for installation or erection by the Seller. the Scllcr shall receive, anlead, store and handle .same at the site and become responsible therefor as though such materials and/or equipment were being furnished by the Seller andcr the order. 19. INSURANCE. The Seller shall, at his own expense. provide for the payment of workers 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 laws 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 least 5300.0f10 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, if any, to pmvidc for such compensation and insurance. Before any of the Sellers or his contractors employees shill do any work upon the premises of others. the Seller shall furnish the Purchaser with a certificate that such compensation and inmmnee have been pmvidcd. Such eenificams shall .specify the date when such cumpensation and insurance have been 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 Seller hereby assumes the entire responsibility and liability for any and all damage. loss or injury ofany kind or nature whatscevcr to persons for rmpery caused by or resulting fmm the execution ofibe work pmvidcd for in this purchase order or in connection herewith. The Seller will indemnify aid hold harmless the Purchaser and any or all of the Purchasers officers, agents and employers from and against any and all claims, losses. damages, charge., 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 pan of the Seller, any of his emuraaas, or any of the Sellers or contractors officers, agents or employees. In case any suit or other proceedings shall be brought against the Purchaser, or its officers, agents or employees array lime on account or by ration of any act, action, neglect, omission or default of the Seller of any of his contractors or any of its or their effects. agents or employees as aforesaid, the Seller hereby agrees to assume the defense thereof and to defend the same at the Sellers own expense, to pay anv and all crisis, charges, incomes. fees and other expenses, any and all judgments that may be incurred by by or obtained against the Purchaser or any of its or their oRccm. agents or employers in such suits or other proceedings, and in case judgment or other lien be placed upon or obtained against the property of the Purchaser, or said panics in or as a result of such suits or other proceedings, the Seller will at once cause the same In be dissolved and discharged by giving bond or mhetwise. The Seller and his contractor, shall take all safety precautions, famish and install all gourds accessary for the prevention of accidents. comply with all laws and regulations with regard to safcty including, but without ]initiation, the Occupational Safety and HcAth Act of 1970 and all rules and regulations issued pursuant thereto. Revised 0312010