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HomeMy WebLinkAbout506811 BW SYSTEMS / 430295 COLORADO SYSTEMS GROUP - PURCHASE ORDER - 9120911 (2)City of �,.F,.�ort Collins Date: 05/29/2012 PURCHASE ORDER Vendor: 430295 COLORADO SYSTEMS GROUP INC 1831 LEFT HAND CIRCLE SUITE B LONGMONT Colorado 80501 PO Number Page 9120911 1of2 This number must appear on all invoices, packing slips and labels. Ship To: TRANSFORT BUS FACILITY CITY OF FORT COLLINS 6570 FORTNER ROAD CITY OF FORT COLLINS Colorado Delivery Date: 02/14/2012 Buyer: JAMES HUME Note: Line Description Quantity UOM Ordered Unit Price Extended Price 1 7254, Phase 1 & 2 Pilot project & training 1 LOT LS 61,294.00 1 LOT 3 Additional 3-months maint. 1 LOT EA 3,000.00 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.com Total 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 from state and local taxes. Our Exemption Number is 11. NONWAIVER. 98-04502. Federal Excise Tax Exemption Certificate of Registry S444100587 is rcgislcrcd with the Collector of Failure of the Purchaser to insist upon strict performance afthe terms and conditions hcmof. failure or delay to Internal Revenue, Denver, Colorado (Ref Colorado Revised Statutes 1973. Chapter 39-26. 114 (a). exercise any rights or remedies provided herein or by law, Gilurc to promptly notify the Seller in the event Off, breach, the acceptance for payment far goods hereunder at approval ofthe 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 wurnnties or obligations of this purchase order and shall not be deemed a waiver of any right of the damage in transit, may be rcmmcd to you for credit and arc not to he replaced except upon receipt of written purchaser to insist upon strict performance hennforany of its rights or rcmcdics os to any such coals, regardless instructions from the City argon Collins. Of when shipped, received or accepted. as to any prior ar subsequent default hereunder. not shall any Pawned and modification or rescission of this purchase order by the Purchaser aperate as a waiver of any of the terms Inspection. GOODS arc subject to the City effort Collins inspection on arrival. hcoof 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 pan 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 antitrust ACCEPTANCE, is dependent upon completion efnll applicable required inspection procedures. violations arc in hint Aram by the Purchaser. Tberctnfore, for good cause and as mnsidcmtion for executing this purchase mdcr, the Scllcr hcrcby assigns to the Purchaser any and all claims it any now have or hcrconer Freight Temus. Shipments most be F.O.B., City of Fort Collins, 7M Woad St.. Fan Collins, CO 80522. unless acquired under federal or state antitnst lams for such overcharges relating to the particular grads or services otherwise specified on this order. If permission is given to pmpay freight and charge separately, the original freight purchased ar aequirel by the Purchaser pursuant to this purchase order. bill must accompany invoice. Additional charges for packing will not he ncecptcd. 13. PURCI LASERS PERFORMANCE OF SELLERS OBLIGATIONS. Shipment Distance. Where manufnctnrers have distributing paints in various pans of the country, shipment is If the Purchaser dints the Seller to correct nonconforming Or defective goods by a date to be agreed upon by the expected form the nearest distribution point to destination, and excess freight will be deducted from Invoice when Purchaser and 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 cons associated with such work. Pcmtits. Seller shall procure at sellers sole cast all necessary, permits, cerificaus and licenacs rcquircd 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 fordo agrees to hold the City of For Collins hamtic. from end against all liabiliy and loss incurred by them by reason of as asserted or established violation of any such laws, regulations, ordinances, rules and requirements. Authorization. All panics in 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 limit acceptance to the terms and conditions stated herein set forth and any supplementary or additional teats and conditions annexed hereto art 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 immediolcly if you cannot make complete shipment to arrive on your promised delivery date as noted. Time is ofthc essence. Delivery and performance must be effected within the time stated on the purchase order and the documents attached herein. No acts of the Purchasers including, without limitation, acceptance of partial late deliveries, shall operate is a waiver of this provision. In the event of any delov. the Purchaser shall have, in addition to other legal and equitable remedies, the option ofplaeing 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 foresccable which arc beyond its rcasonoble control and without its fault of negligence. such acts ofGod, acts Ofcieil or military authorities, governmental Priorities, fires, strikes, hood, epidemics. wars or riots pmvided 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 del ivery shall be extended for the period equal to the time actually lost by reason of the delay. d. 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 perfammed 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 from any lass, damage or expense which the Purchaser may suffer or incur on account of the Scllers breach of warranty. The Scllcr shall replace, repair or make good, withal cast to the purchaser, any defectsm faults arising within one (I) year tar within such longer period of time as maybe proscribed by law or by the temps Many applicable wnrmnty pmvided by the Seller after the date of acceptance of Ile goods furnished hereunder (acceptance not tube unreasonably delayed), resulting from imperfect or defective work done or materials furnished by the Seller. Acceptance arose of goads by the Purchaser shall not constitute a waiver crime claim under this warranty. Except is otherwise pmvided in this purchase order,the Shccrs liability hereunder shall extend to all damages pmximatcly caused by the breach offne of the foregoing svarmmics tar gummatces, bin such liabilityshall in no event include loss Of profits or Inc of use NO IMPLIED WARRANTY OR AIERCHANTABILITY OR OF FITNESS FOR PURPOSE, SILLLL APPLY. 4. CHANCES IN LEGAL TERMS. The Purchaser may make changes to legal tcma by written change order. 5. CHANCES 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 ordered in the specifications or drawings. by verbal or written change order. If any such change affects the amount due or the time of performance 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 goods then not shipped, subject to any equitable adjustment between the parties as to any work cr nnteriols then in progress pmvided 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 .atan fool stock. No ssmh termination shall relieve the Purchaser or the Seller crony of their obligations as to any goods delivered hereunder. 7. CLAIhIS FOR ADJUSTMENT, Any claim for adjustment must be assened within thing (30) days from the dart the change or trmuinition is ondercd. S. COMPLIANCE WITH LAW. The Seller wwmnts 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 ire subject. The Seller shall execute and deliver such documents as may be required to effect or evidence compliance. All laws and regulations required to he incorporated in agreements of this character are hereby incorporated herein by this reference. The Scllcr agrees to indemnify and hold the Purchaser hi m ics from all costs and damages suffered by the Purchaser oes a result of the Seller, failure to comply with such law. 9. ASSIGNMENT. Neither party shall assign, transfer, art convey this order, or any monies due or to became due hereunder without the prier written consent of the Other party. 10. TI TLE. The Seller warrants full, clear and unrestricted title to the Purchaser far all equipment. materials. and items furnished in perfomuancc of this agreement, free and clear of any and all liens, restrictions, reservations security interest encumbrances and claims of others The Scllcr shall release the Purchaser and its contractors of any tier gram all liability and claims of any nature resulting from the performance of 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 Seller's continental obligations, including o'am, t y, shall not be deemed to he reduecxl, in any nay, because such work is performed or caused to he performed by the Purchaser. 14. PATENTS. Whenever the Seller is required to use any design, device, material or process covered by letter, patent, trademark tar copyright, the Seller shell indemnify and save hormlcss the Purchaser Tram pry 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 nhligcd to pay by reason ofsxeh infringement at any time during the prosecution or after the completion of the work. In case said equipment, Or any Part thereof or the intended use of the goods. is in such snit held to consulate infringement and the use of said equipment tar pun 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 nonin Ringing equipment, or modify it so it becomes noainfringing. 15. INSOLVENCY. If the Seller shall became insolvent tar bankrupt, make in resig mical for the benefit of creditors, appoint a receiver or tmstec for any of the Shccn pmperty or business, this order may forthwith be canceled by the Purchaser without liability. 16. GOVERNING LAW. The definitions ofemta used or the interpretation offl c agreement and the rights off][ panics hereunder shall be contained under and gowned by the lazes ofthe State of Colmadr, USA. The following Additional Conditions apply only in cases where the Seller is to perform work hereunder. including the services of Sellcrs Rcprcscntativc(s), on the premises efmhcrs. 17. SELLERS RESPONSHIILI'TY. The Seiler sImI1 any on staid work at Seller's own risk until the same is fully completed and accepted, and shall. in ease of any azeident, deoraction or injury to the work and/or mmatcri:ds before Seller's final completion and acceptance, complete the work at Seller's own expense and to the satisfaction of the Purchaser. When materials and equipment are furnished by others for instalkmion or erection by the Seller. the Scllcr shall receive, nnlmd. store and handle sane al the site and become responsible therefor as though such materials and/or equipment acre being furnished by the Seller tinder the order. 19. INSURANCE. The Seller shol1. at his own expense. pmvidc for the payment of wnrkcm emnpersat ion. including necupational disease benefits, to its employees employed on or in connection with the work covered by this purchase order. and/err 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 hadlly injury nail death limits of at Icast S300.000 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 provide for such compensation and insurance. Before any of the Sellers or his contractors employees ,shall do any work span the promises of ahers, the Seller shall furnish the Purchaser with a certificate that such compensation and insurance have been pmvided. Such certificates shall specify the date when such compcnsalion and inuimnce have been provided. Such ecnifieate,a shall specify the date when such compensation and insurance cxpires. 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 Scllcr hcrcby sec ones the entire responsihility mad liability far any and all damxpc, Ins, or injury afony kind or nahtre whaT,mvcr to persons or proper caused by or resulting from the execution of the work pmvided for in this purchase order or in connection herewith. The Scllcr 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 m 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 contractors, 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 officem agents or employees at any time on account or by reason of any act, action, neglect, omission or default of the Seller of any of his contractors or any of its ar their omcca, agents or employees as aforesaid, the Seller hereby igrccs to assume the defense thereof and to defend the same at the Sellers own expense, to pay any and all costs, chargesannmcys fees and other expense,, any and all judgments that may he incurred by or obtained against the Purchoser or any of its or their olticcm. agents or employees in such suits or other proceedings, and in ease judgment or other lien be placed upon or obtained against the pmpcov of the Purchase, or said panics in or as a result of such 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 shill take all safety ptccoutions, furnish and install all guards necessary for the prevention of accidents, comply with all lases and regulations with regard to safety including. but without limitation, the Occupational Safey and Health Act of 1970 and all odes and regulations issued pnnuanl therein. Revised 0312010