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HomeMy WebLinkAbout506811 BW SYSTEMS / 430295 COLORADO SYSTEMS GROUP - PURCHASE ORDER - 9120911PO PURCHASE ORDER 912091Number Page City of 9120911 I of 2 FnrI f Collins 011'ns tuber mustappear] on all invoices, packing slips and labels. Date: 02/14/2012 Vendor: 430295 COLORADO SYSTEMS GROUP INC 1831 LEFT HAND CIRCLE SUITE B LONGMONT Colorado 80501 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 Unit Pride Extended Ordered Price 1 7254, Phase 1 & 2 110T LS 61,294.00 Pilot project & training 2 Three month maintenance per RFP 7254, and the related agreement. City of Fort Collins Director of Purchasing and Risk Management This order is not valid over $5000 unless signed by James B. O'Neill 11, 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 1 LOT LS 3,000.00 Total Invoice Address: City of Fort Collins Accounting Department PO Box 580 Fort Collins, CO 80522-0580 Purchase Order Tcmis and Conditions Page 2 of 2 1. COMMERCIAL DETAILS. Tax exemptions. Be statute the City of Fon Collins is exempt frem state and local taxes. Our Exemption Nambet is I I. NONWAIVER. 98-04502. Federal Excise Tax Exemption Certificate of Registry R4-0000587 is registered with the Collector of Failure of the Purchaser to insist upon strict performance of the terms and conditions hereof. failure or delay to Internal Revenue, Denver. Colorado (Ref. Colorado Revised Stamens 1973. Chapter 39-26. 114 (a), exercise any rights or remedies provided herein or by law, failure to promptly notifv the Seller in the event Of a breach, the acceptance ofor payment for goods hereunder or approval of the design, shall not release the Seiler of Goods Rejected. GOODS REJECTED due to failure to nmct 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 of anv right M the damage in Transit, may be returned to ,you for credit and are not to be replaced except upon receipt Of written purchaser to insist upon strict performance hercofor any of its rights or remedies as to an v such goods, regardless instructions front the City of Fort Collins. of when shipped, received of accepted, as to any poor or subscqucm default hereunder. nor shall any purponcd oral modification 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 mrival. hereof. Final Acceptance. Receipt of the merchandise. services or equipment in response to this aide, can result in 12. ASSIGNMENT OF ANTITRUST CLAIMS. authmzed payment on the pan of the City of Fort Collins. However, it is to be understood that FINAL Seller and the PumhaseT recognize that in netual economic practice, overcharges resulting fmm antimar ACCEPTANCE is dependent upon eomplelian ofall applicable required inspection preeedurcs. violations arc in fact berme by the Purchaser. Theretofore, for good come and as consideration for executing this purchase order, the Seller hereby assigns to the Purchaser any and all claims it may now have or hereafter Freight Tertns. Shipments most be F.O.A., City of Fan Collins, 700 Wood Si- Fan Collins, CO 80522, unless acquired under federal or state fruitful laws for such overcharges relating to the particular goods or servicesOtherwise specified on this order. If permission is given to prepay (might 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 Dill not be accepted. Shipment Distance. Where mannfmuners have distributing points in various parts 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 distance. Permit. Seller shall procure at sellers sole cost all necessary permits, certificates and licenses required by all applicable laws, regulation, ordinances and rules of the state, municipality, territory or political subdivision where the work is perfommd, or required by any other duly constituted public authority having jurisdiction over The work of vendor. Seller further agrees to hold the City of Fan Collins hmmlcss fmm and against all liability and Inns incurred by them by reason of an asserted at 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 limits acceptance to the Icons and conditions stated herein set forth wad any supplementary or additional terms and conditions annexed hereto or incorporated herein by reference. Any additional or i iRerat 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 on your promised delivery date as noted. Time is ofthe essence Delivery and performance must be effected within the time stated on the purchase order and the documents attached hereto. No acts of the Purchasers including, without limitation, acceptance ofpartial late deliveries, shall operate'as a waive of this prevision. In the event opany delay. the Purchasershall hm'crin addition to other legal and equitable remedies, the option ofplacing this order elsewhere and holding the Seller liable for damages. HmocvcT. the Seller shall not be liable for damages as a result of delays due to cities nor reasonably foreseeable which are beyond its reasonable control and without its fault ofnegligercc, such acts of Gad, acts ofeivil or military authorities, governmental priorities, fires, stokes, Rod, epidemics. wars or Tints provided that notice of the conditions caning such delay is given to the Purchaser within five (5) days ofthe time when the Seller first received 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. 3. WARRANTY. The Seller wamunts that all goods, articles, materials and work covered by this order will conform with applicable drawing, specifications, samples and/or other description given, will he 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 Tim Seller agrees to hold the purchaser harmless from any loss, damage or expense which the Purchaser may suffer or incur on account ofthe Sellers breach ofwartrnry. 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 period of time as may be prescribed by law or by the memo ofmty applicable warranty provided by the Seller be, the date of acceptance ofthe goods fumishcel hereunder (acceptance not to be unreasonably delayed), reading From imperfect or defective work done or materials famished by the Seller. Acceptance or use of goods by the Purchaser shall not constitute a waiver ofany claim under this warranty. Except as otherwise provided in this purchase order, the Sellers liability hereunder shall extend to all damages proximately caned by the breach of any of the foregoing warranties or guarantees, but such liability shall in no event include loss ofprofits or loss of use. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHANGES IN LEGAL TERMS. The Purchaser may make changes to legal tenet by wring change order. 5. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any changes to the tents, other than legal term, including additions to or deletions fmm the quantities originally ordered in the specification or drawings, by verbal or written change order. If anv such change offeota the amount due or the time nfperformancc hereunder. an equitable adjustment shall be made. 6. TERMINATIONS. The Purchaser may at any time by writla change order, terminate this agreement as to any or all potions of the goods then not shipped, subject to any equitable adjustment bcrvecn 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 goods and/or work, for incidental or consequential damages, and that no such adjustment be made in favor ofthe Seller with respect to any goods which are the Sellers standard stock. No such termination shall relieve the Purchaser err the Seller of any of their obligations as to any good delivered hereinafter. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must be asserted within thirty (30) days form the date the change or termination is ordered. 8. COMPLIANCE WITH LAW. The Seller warrants 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 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 Purchaser harmless from all costs and damages suffered by the Purchaser as a result of the Sellers failure to comply with such lam. _ 9. ASSIGNMENT. Ncilher parry shall assign. Transfer, or convey this oiler. or any monies due or to become due hereunder without The prior written consent of the other party. 10. TITLE. The Seller warrants full, clear and unn snicted title to the Purchaser for all equipment, materials, and items furnished in performance of this agice n al, free and clear of any and all liens, restrictions, reservation, security interest encumbrances and claims of others. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. If the Purchaser directs the Seller to correct nonconforming or defective goods by a date to be agreed upon by the Purchaser and the Seller, and the Seller thereafter indicates its inability or unwillingness to comp, the Purchaser may cause the work to be performed by the most expeditious means available to it and the Scllcr shall pay all costs associated with such work. The Seller shall TClcase the Purchase: end its connactors of any tier from all liability and claims of any nature resulting firm the performance ofmch work. This release shall apply even in the event of fault of negligence of the party released and shall extend in the directors, officers and employees ofsuch party. The Sellers Contrsrnal obligations. including warranty, shall not be docmed to be reduced, in any sway, because such work is performed or caused to be performed by the Purchaser. 14. PATENTS. Whenever the Seller is required to Use any design, device, material or process covered by IctIcr, patent, trademark or copyright, the Seller shall indemnify and save harmless the Purchaser from 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 prosecution or after the completion of the work. In case 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 enjnincd. the Seller shall. at its own expense and at its option, either procure for the Purchaser the Tight to continue using mid equipment or pans, replace the same with substantially equal but noninfringing equipment, or modify it so it becomes noninfringing. IS. INSOLVENCY. If the Seiler shall became insolvent or bankrupt, make an assignment for the benefit of creditors, appoint a receiver or mortice for any of the Sellers property or business: this order may forthwith be canceled by the Parchascr without hahilite. 16. GOVERNING LAW. The definitions ofterms used err the interpretation ofthc agreement and the rights ofall panics hereunder shall be construed under and governed by the laws ofthe State of Colorado. USA. The following Additional Condition apply only in cases where the Seller is to perform work hereunder. including the serices of Sellers Reprcscniative(s), an the premise ofolhers. 17. SELLERS RESPONSIBILITY. The Seller shall carp, on said work at ,SCIIela Own ask 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 Seller's final completion and acceptance. complete the work at Seller's man expense and to the satisfaction ofthe Purchaser. )Vhcn materials and equipment arc furnished by others for installation or erection by the Seller, the Seller shall receive, unload, store and handle some at the site and become responsible therefor as though such materials and/or equipment were being furnished by the Seller Under the order. 18. 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. andtor to their dependents in accordance with the laws of the state in which the mark is to be done. The Seller shall also carry comprehensive general liability including, but not limited to. comhactual and automobile public liability insurance with bodily injury and death limits of at (cast S300.000 for any one person, S500,000 for anv one accident and property damage limit per accident of S400.000. The Seiler 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 upon the premises ofothers. the Seller shall furnish the Purchaser with a certificate that such compensation and insurance have been provided. Such certificates shall specify the date when such compensation and insurance have been provided. Such certificates shall specify the date when such compensation and insurance expires. The Seller agrees mint such compensation and insurance shall be mainmined until after the entire work is completed and accepted. , 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Seiler hereby assumes the entire responsibility and liability for any and all damage, loss or injury of any kind or nature whatsoever to persons or property caused by or resulting from the execution of the work provided for in this purchase order or in connection herewith. The Seller will indemnify and hold hxtmless the Purchaser and any or all of the Purchasers oRncrs, agents and employees From and against any and all claims, losses, damages, charges or expcnes, whether direct or indirect, and whether to persons or property to which the Purchaser may be pm or subject by reason of any act, action, neglect, omission or default on the pan of the Scl let, any of his contractors, or any of the Shccrs or contractors officers, agents or employees. In Case any suit Or other proceedings shall be brought against the Purchascr, or its officers, agents or cmplmyas at any time on account ar by reason of any act, action, neglect omission or default of the Seller of any of his contractors or any of ils at their nfficcrs, 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 any and all costs, charges, attorneys fees and other expenses, any and all judgments that may be incurred by or obtained against the Purchaser or any of its or their officers, agents or employees 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 mid 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 Seiler and his contractors shall take all safety prccaulions, famish and install all gland accessory for the prevention of accidents, comply with all laws and regulations with regard to safety including, but without limitation, the Occupational Safcy and Health Act Of 1970 and all rules and regulations issued pursuant thereto. Revised 03/2010