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HomeMy WebLinkAbout220792 UPHAM UNLIMITED - PURCHASE ORDER - 9123171PURCHASE ORDER PO Number Page City of 9123171 1 of z ' `t Collins This number must appear ` on all invoices, packing slips and labels. Date: 06/01/2012 Vendor: 220792 Ship To: PARK MAINTENANCE UPHAM UNLIMITED CITY OF FORT COLLINS dba FLASH WELDING 413 S BRYAN 207 E VINE DR FORT COLLINS Colorado 80521 FORT COLLINS Colorado 80524 Delivery Date: 06/01/2012 Buyer: JOHN STEPHEN Note: Line Description Quantity UOM Unit Price Extended Ordered Price Replace/Fix drain covers 1 LOT LS 5,000.00 City Park U 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 Total 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 statute the City of Fan Collins is exempt free state and local taxes. Our Exemption Number is 98-04502. Federal Excise Tax Exemption Certificate of Registry 84-6000587 is registered with the Collator of Internal Revere, Denver, Colorado (Ref. Colorado Revised Statutes 1973. Chapter 39-26. 114 (n). Goods Rejected. GOODS REJECTED due to failure to meet specifications, either when shipped or (Inc to defects of damage in transit, may be rerouted to ,you for credit and arc not to be replaced except upon receipt of written instructions from the City of Fort Collins. Inspection. GOODS are subject to the City of Fort Collins inspection on a ival. 11. NONWAIVER. Failure of the Purchaser to insist upon strict performance of the terms and conditions hereof. failure or delay to exercise any rights or remedies provided herein or by law, failure to promptly notify the Seller in the event of a breach, the acceptance ^for payment for goods hereunder or approval ofthe design, shall not release the Seller of any of the xvartanties ar obligations of this purchase order and shall not he deemed a waiver of any right ofthe purchaser to insist upon strict performance hereefor any of its rights or remedies as to anv such goods, regardless of when shipped, received or accepted, as to any prior or subsequent default hereunder. nor shall any purported nml modifiuntion or rescission of this purchase order by the Purchaser operate as a waiver of any of the Icma hacof. 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 be understood that FINAL Seller and the Purchaser recognize that in actual economic practice overcharges resulting from antitnrust ACCEPTANCE is dependent upon completion ofall applicable required inspection procedures. violations are in fact borne by the Purchaser. Thadeforc, for grad cause and as consideration for executing this purchase order, the Seller hereby assigns to the Purchaser now and all claims it may now have or hconfier Freight Terms. Shipments most be F.O.B.. City of For: Collins, 700 Woad St., Fort Collins, CO 80522, unless acquired under federal or state antitrust laws for such overcharges relating to the particular goods or services otherwise specified on this order. If prnnission 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. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. Shipment Distance Where manufacturers have distributing points in various pans of the comury, shipment is If the Purchaser directs the Seller to correct nonconforming or defective goods by a date to be agreed upon by the expected form the nearest distribution point to datinmion, and excess freight will he deducted front Invoice when Purchaser and the Scllen and the Seller thereafter indicates its inability or unwillingness to comply, the Purchascr shipments arc 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 emus associated with such work. Permits Seller shall pmcurc at sellers sole cast all necessary permits, cenifieams and licenses required by all applicable laws, regulations, ordinances and rules of the state, municipality, territory or political subdivision where the work is perforated, or required by any other duly constituted public authority having jurisdiction over the work of vendor. Sella Amba agrees to hold the City of Fair Collins harmless from and against all liability and ]us, incurred by them by reason of an asserted or established violation of any such laws, regulations, ordinances. rules and requirements. Autho iration. All panics to this contract agree that the represendtives arc, in fact, bona fide and passers full and complete authority to bind said panics. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the terms and conditions stated herein set faith and any supplementary or additional tamers and conditions annexed hereto or incorporated herein by reference Any additional or different terms 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 an your promised delivery date as noted. Time is ofthe essence. Delivery and performance must he effected within the time stated on the purchase order and the documents attached heron. No acts of the Purchasers including. without limitation. acceptance of Jorind late deliveries, shall operate as a waiver ofthis provision. In the event of any delay, the Purchaser shall have, in addition to other legal and equitable remains. the option of placing this order elsewhere and holding the Seller liable for damages. However. the Sella shall not be liable for damages as a result of dclay:s due to causes not reasonably foreseeable which arc beyond its reasonable control and without its fault ofnegligence, such acts Wind, d, acts ofcivil or military authorities governmental priorities, firer strikes, flood, epidemics, wars or riots Provided that notice of the conditions causing such delay is given to the Purchascr within five (5) days ofthe time when the Seller first received knowledge thereof. In the event crony such delay, the date of delivery shall be extended for the period equal to the time actually lost by reason ofthe dclay. 3. WARRANTY. The Seller warrants that all goods, articles, materials and work covered by this order will conform with applicable drawings, specifications, samples and/or other descriptions given, will be fit for the purposes intended, and performed 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 harmless Two any loss damage or expense which the Purchaser may surfer or incur on account of the Sellers breach of warranty. The Sella shall 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 as may he prescribed by law or by the corms crony applicable warranty provided by the Scllcr nfter the date of acceptance ofthe good famished hereunder (acceptance not to be unreasonably delayed), resulting from imperfect or defective work done or materials furnished by the Sella. Acceptance or use of goods by the Purchaser shall not constitute a waiver crony claim under this on ra nry. Except as otherwise Provided in this purchase order, the Sellers liability hereunder shall extend to all damages proximately caused by the breach crony ofthe foregoing wamnties or guarantees, but such liability shall in no event include loss ofpmfits or loss of use. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHANGES IN LEGAL TERMS. The Purchascr may make changes to legal terms by written change order. 5. CHANGES IN COMMERCIAL TERMS. The Purchascr may make any changes to the terms. other than legal terms, including additions to or deletions from the quantities originally ordered in the specification% or dmnings, by verbal or written change order. If any such change affects the amount due or the time ofpafornance hereunder, an equitable adjnttmem 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 good then not shipped, subject to any equitable tol ustnwm between the panics ns 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 good andfor.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 Sellers standard stock. No such rumination shall relieve the Purchascr or the Seller array of their obligations as to any goods delivered hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must be asserted within mire (30) days from the dare the change or tanumtion is ordered. S. COMPLIANCE WITH LAW. The Seller warrants that all goods sold hacunda shall have been produced, sold. delivered and furnished in strict compliance with all applicable laws and regulations to which the good are 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 Purchascr hamucss, fmm all costs and damages suffered by the Purchaser as a result of the Sellers failure to comply with such law. 9. ASSIGNMENT. Neither party shall assign, transfer. or convey this order, or any monies due or to become due hereunder without the prior written consent of the other party. 10. TITLE. The Seller ..at, 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, reservations, ,security interest cncumbmnces and claims ofothers. The Seller shall release the Purchascr and it contractors of any tier from Of liability and claims of any nature rcsidting from the performance ol'such work. This release shall apply even in the event of fault of negligence of the party released and shall extend to the directors. officers and employees of such party. The Scllcr's contractual obligations, including warranty, shall not be deemed to be reducer, in any way, because such work is perforated or caused to be perforated 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 save hamdss the Purchaser from any and all claims for infringement by mason of the use of such patented design, device, material or process in connection with the contract, and shall indemnify the Purchaser for any east, expense or damage which it may be obliged to pay by reason of such 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 suit held to constitute infringement and the use of said equipment or part is enjoined, the Seller shall, at its own expense and it its option, either procure for the Purchaser the right to continue using said equipment or pans replace the same with substantially equal but matinfringing equipment or modify it so it becomes noninfringing. 15. INSOLVENCY. If the Seller shall become insolvent or hankmpt 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 be canceled by the Purchascr without liability. I & GOVERNING LAW. The definitions oftemts used or the interpretation ofthe agreement and the rights ofall panics hacnnder shall be construed underand governed by the Imrs efthe State of Colomdo, USA. The following Additional Conditions apply only in cases where the Seller is to perform work hereunder. including the services of Scllcrs Rcprcsmonlive(s), on the premises of others. 17. SELLERS RESPONSIBILITY. The Seller shall carry on said work at Settees own risk until the same is fully completed and accepted, and shall, in case of any accident destruction or injury to the work and/or materials before Sellces final completion and acceptance, complete the work at Sellcr's own expense and to the satisfaction of the Purchaser. When materials mad equipment are furnished by others for installation or erection by the Seller, 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 Seller under the order. I R. 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 connecion with the work covered by this purchase order. and/or to their dependents in accordance with the laws ofthe 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 limit%of at least 5300,000 for any one person, 5500,00o for any one accident and property, damage limit per accident of S400.000. The Seller shall likewise require his contractors, irony, to provide for such compensation and insurance. Before any ofthe Sellers or his contractors employees shall do nay work upon the premises ofothers, the Sellashall furnish the Purchaser with a ecnifieatc that such compensation and insurance have been provided. Such certificates shall specify the date when such compensation and insurance have been pmvidcd. Such certificates shall specify the date when such compensation and insurance expires. The Seller 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 respansibility and liability for any and all damage, loss or injury ofany kind or nature whatsoever to persons or propcny caused by or resulting from the execution ofthe work provided for in this purchase order or in connection herewith. The Seller will indemnify and hold harmless the Purchaser and any or all of the Purchasers officers, agents and employees from and against any 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 mason crony act. action, neglect, omission or default on the part of the Seller, any of his contractors, or any of the Scllcrs or contractors oRcas. agents at employees. In case any suit or other proceedings shall be brought against the Purchaser, or its officers, agents or employees at any time on account or by reason of any act. action, neglect omission or default of the Seller of nay of his contractors or any of its or their officers, agents or employees as ilbrvotid. the Seller hereby agrees to assume the defense thereof and to defend the same at to Sellers own expense, to pay any and all costs, charges, mis mcys fees and other expenses. any and all judgments that may be incurred by or obtained against the Purchascr or any of its or their oficas. agents or employees in such suits or other proccedinge, and in case judgment or other lien be placed upon or obtained against the property of the Purchase. err 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 precautions, furnish and install all guards necessary for the prevention of accidents. comply with all laws and regulations with regard to safety including. but without limitation, the Occupational Safety and Health Act of 1970 and all talcs and regulations issued pursuant thereto. Revised 03/2010