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HomeMy WebLinkAbout179020 AGILENT TECHNOLOGIES INC - PURCHASE ORDER - 9123462PO PURCHASE ORDER 912346er Page City Of9123462 t of z Flirt CThis number must appear ,�-,J`_' ` CollinsJ on all invoices, packing slips and labels. Date: 06/13/2012 Vendor: 179020 Ship To: AGILENT TECHNOLOGIES INC AGILENT TECHNOLOGIES INC NORTH AMERICAN CUSTOMER NORTH AMERICAN CUSTOMER CONTACT CEN 2850 CENTERVILLE RD BU3-2 2850 CENTERVILLE RD BU3-2 WILMINGTON Delaware 19808-16 WILMINGTON Delaware 19808-1610 Delivery Date: 06/13/2012 Buyer: OPAL DICK Note: Line Description Quantity UOM Unit Price Ordered Extended Price 1 MAINTENANCE CONTRACTS 1 LOT LS 7,044.00 GCMS 1 SERIAL NOS MAINT CONT 2 MAINTENANCE CONTRACTS 1 LOT EA 1,572.00 GC 1 GC Standalone Moduale Total $8,616.00 Invoice Address: 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 City of Fort Collins Purchasing, PO BOX 580, Fort Collins, CO 80522-0580 Accounting Department Phone:970-221-6775 Fax: 970-221-6707 Email:purchasing@fcgov.com PO Box 580 Fort Collins, CO 80522-0580 Purchase Order Terms and Conditions Page 2 of 2 I. COMMERCIAL DETAILS. Tax exemptions. By stature the City of Fort Collins is exempt from same and local taxes. Our Exemption Number, is 98-0,1502. Federal Excise Tax Exemption Certificate of Registry 84-6flR)0587 is mgistered with the Collector of Internal Revenue. Denver. Colorado (Ref. Colorado Revised Statutes 1973. Chapter 39 26, 114 (a). Goods Rejected. GOODS REJECTED due to failure to mca specifications, either when shipped or due to defects of damage in transit, may be trimmed to you for credit and arc not to be replaced except upon receipt of wrincn instructions from the City of Pon Collins. Inspection. GOODS am subject to the City of Fort Collins inspection on arrival. 11. NONWAIVER. Failure Of the Purchaser to insist upon Her performance of the terms and conditions hereof, failure or delay to exercise any right, or remedies provided herein or by law. failure to promptly notify the Seller in the event of a breach, the acceptance oforpayment for goods hereunder or approval ofhhe design, shall not release the Seller of any of the warmatics or obligations of this purchase order and shall not he deemed it waiver of any right of the purchaser to insist upon strict performance hcrcom f or any of its rights or remedies as In any such goods, regardless of when shipped, received or accepted, as to any prior or subsequent defnu It hereunder, nor shall any putpoced oral rood i fiention ur rescission of this purchase order by the Purchaser opcalc as a waiver of any Of the terms hcrcof. Final Acceptance. Receipt of the merchandise, services or equipment in response to this order can result in 12, ASSIGNMENT OF ANTITR UST CLA I M S. 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 rental economic practice, overcharges resulting from antitmst ACCEPTANCE is dependent upon completion ofall applicable required inspection procedures. violations are in fact borne by the Purchaser. Theretofore, for good cruse and as considcation for executing this purchrw artier, the Seller hereby assigns to the Purchaser any and all claims it may now have or hereafter Freight Teats. Shipments must be F.O.B.. City of Fun Collins, 7M Wood St.. Fan Collins. CO 80522. unless acquired under federal or state antitrust 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 or acquired by the Purchaser pursuant io this purchase enter. bill must accompany invoice. Additional charges for packing will not be accepted. 13. PURCUASERS PERFORMANCE OF SELLERS OBLIGATIONS. Shipment Distance. Where manufacturers have distributing points in various parts of the country, shipment is If the Purchaser directs the Scllcr m correct nonconforming or dcfcctivc goods by a date to be agmed upon by the expected from the nearest distribution point to destination. and excess freight will be deducted from Invoice when Purchaser and the Scllcr, and the Seller thereafter indicates it, inability or unwillingness to comply, the Purchaser shipments arc made from greater distance, may cause the work to be performed by the most cxpcditioas mean, amilablc to it and the Scllcr shall pay all .,is associmad with such work. Permits. Seller shall procure at sellers sole cost all necessary permits. certificates and licenses required by all applicable laws, regulations, ordinances and roles of the state, municipality, territory or political subdivision where the work is pMormed, or required by any other duly constituted public authority having jurisdiction over the work of vendor. Seller further agrees to held the City of Fort Collins harmless from and against all liability and In„ incurred by them by reason of an asserted or established violation of any such laws, regulations, ordinances. rules and requirements. Authmizvion. All panics to this contract agree that the representatives are. in fact, bona fide and pc scss 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 Inch and any supplementary or additional terms and conditions annexed hereto or incorporated herein by reference. Any additional or different teat, and conditions proposed by seller arc objected to and hereby rejected. 2. DELIVERY, PLEASE ADVISE PURCHASING AGENT immediately ifyou 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 hereto. No acts of the Purchasers including. without limitation, acceptance ofpanial late deliveries, shall opcatc as a waiver of this provision. In the event ofany delay. the Purchascr shall have, in addition to other legal and equitable remedies, 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 delays due to causes not reasonably foreseeable which am beyond its masenable control and without its fault ofnegligenee. such acts fGod. acts oFci,il or military authorities, govcmmcatal priorities, fires, strikes. Bond, epidemics, wars or riots provided that notice of the conditions causing such delay is given to the Purchascr within five (5) day, of the time when the Seller first revived 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 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 he fit for the purposes intended, and Performed with the highest degree of care and competence in accordance with accepted standards for wort: of a similar nature. The Seller agrees to hold the purchaser homlec from any loss, damage or expense which the Purchascr may suffer or incur on account of the Sellers breach of warranty. The Seller shall replace, repair or make good, without cost to the purchaser, any defects or faults arising within one (II year or within such longer period of time as may be Prescribed by law or by the terms array applicable warranty pmvided by the Seller after the date of acceptance of the grind, famished hereunder (acceptance not to be unreasonably delayed), resulting from imperfect or defective work done or matcrials furnished by the Seller. Acceptance or use of goods by the Purchascr shall not constitute a waiver ofany claim under this warranty. Except as otherwise provided in this purchase order, the Sifters liability hacunder shall extend to all damages proximately caused by the breach of any of the foregoing wamntic% or guznntces, but such liability ,ball in no event include loss of profits or loss of use. NO IMPLIED WAR PANTY 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 term,. other than legal terms including additions to or deletions from the quantities originally ordered in the specifications or drawings, by verbal or woven change oMe,. If any -,rich change affect the amount due or the time ofperformance hereunder, an equitable adjustment shall be made. 6. TP,RMINATIONS. The Purchascr may at any time by written change order. ruminate this agreement as to any or all portions of the goods then out shipped. ,object to any equitable adjmtmcni bet een the parties as to any work or materials then in progress provided that the Purchaser shall Out 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 In any needs which are the Scllcrs standard stock. No such termination shall relieve the Purchascr or the Seller of any of their obligations as to any goods delivered hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must be asserted within thirty (30) days from the date the change Or termination is ordered. S. 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 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 Purchascr hamilcss from all costs and damages suffered by the Purchascr as a result cf the Scllcrs failure to comply with such law. 9. ASSIGNMENT. Neither parry shall assign, taasfcr or convey this order. or any monies due or to become due hereunder without roc prior written consent of the other parry. 10. TITLE. The Seller warms full, clear and unrestricted title to the Purchnscr for all equipment, matcrials, and items furnished in performance of this agreement free and clear of any and all liens, restrictions. resen'mions, security interest encumbrances and claims of others. The Seller shall release the Purchaser and its contactors of any tier form 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 pary released and shall extend to the directors, officer, and employees of such parry. The Seller'., eontamml obligations, including warn ory, shall not be deemed to be reduced, in any way. because such work is performed or caused to be performed by the Purchnscr. 14. PATENTS. Whenever the Seller is required to asc any design, device, material or process covered by letter, patent trademark or copyright the Seller shall indemnify and save harmless the Purchnscr from any and all claims for infringement by reason of the use ofL.uch patentrd design, chwice, material or prices in connection with the contract, and shall indemnify the Purchascr for any cost, expense or damage which it may be obliged to pay by reason of such infringement at any time during the provocation 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 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 nnninfringing equipment, or modify it so it b¢omcs nnninfringing. 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 may forthwith he canceled by the Purchascr without liabilitv. 16. GOVERNING LAW. The definitions of terms used or the interpretation ofthc agreement and the rights ofall panics hereunder shall be cotntmed 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 Scllcrs Representative(s), on the premises troffers. 17. SELLERS RESPONSIBILITY. The Seller shall carry on said work at ScHer's own risk until the mate is fully completed and accepted, and shall, in case of any accident dcstmction or injury to the work and/or materials before Seller's final completion and acceptance, complete the work at Seller's own expense and to the satisfaction of the Purchascr. When materials and equipment arc furnished by others for installation or ercetion by the Seller. the Seller shall receive, unload. store and handle same at the site and become responsible therefor as though such matairls and/or equipment were being furnished by the Seller under the order. 18. INSURANCE. The Seller shall, m his awn expense, provide for the payment of winker, compensation, including occupational disease benefits, to it, employee, 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, contrachad and automobile public liability insurance with tmdily injury and death limits of at (cast S300.000 for any one person, S500.030 for any one accident and pmperry damage limit per accident of S400.W(L The Seller shall likewise require his contractors, if any, to provide for such compensation and insurance. Before any of the Sellers or his contactors cnmloyces shall do any work upon the premises of others, the Seller shall furnish the Purchascr with a cenificatc that such eompcnsmion and insurance have been provided. Stich 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 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 ns,umes the entire responsibiliry and liability for env and all damage. loss or injury ofany kind or fauuc whnt,oevcr st to persons or property caused by or mhing from the excenion of the work provided for in this purchase order or in connection herewith. The Seller will indemnify and hold harmless the Purchascr and any or all of the Purchasers officers. agents and employees from and against any and all claims, losses, damages, charges or expanses, whether direct or indirect, and whether to persons or property to which the Purchascr 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 Scllcrs or contractors officers, agents or employees. In case any suit or other proceedings shall he brought against the Purchascr, or its officers, agents or employees at any time on account or by reason of any net, action, neglect, omission or default of the Seller of any of his eonm<ters or any of its or their officers, agents or employees as aforesaid, the Seller hereby ngmes to assume the defense thereof and to defend the same at the Sellers own expense, to pay any and all costs, charges, attorneys (ces and other expenses. any and all judgments that may be incurred by or obtained against the Purchascr or any of its or their officers. agents or employers in such suits or other proccodings, and in case judgment or other lien be placed upon or obtained against the property of the Purchascr. or mid panics in or as a result Of such suit, err other proceedings. the Seller will at once cause the same to be dissolved and di.wbargcd by giving bond or otherwise The Scllcr and his contmdors shall take all safety precautions, famish 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 Oceupmional Safety and Health Act of 1970 and all roles and regulations issued pursuant Ihercto. Revised 03/2010