HomeMy WebLinkAbout172842 XEROX CORPORATION - PURCHASE ORDER - 9120660 (2)PURCHASE ORDER PO Number Page
City of
9120660 1 of 2
' `t Collins This number must appear
1 ' on all invoices, packing
slips and labels.
Date: 06/15/2012
Vendor: 172842
XEROX CORPORATION
PO BOX 7405
PASADENA California 91109-7405
Ship To: NEIGHBORHOOD & BUILDING S
CITY OF FORT COLLINS
281 N COLLEGE AVE
FORT COLLINS Colorado 80521
Delivery Date: 01/31/2012 Buyer: DAVID CAREY
Note:
Line Description Quantity UOM Unit Price Extended
Ordered Price
3 Addendum to PO# 9120660 1 LOT EA 6,000.00
for Additional Estimated Costs
Authorized per Requisition# 42171.
Total $6,000.00
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 II, 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
Purchasc Order Terms and Conditions
Page 2 of 2
I. COMMERCIAL DETAILS.
Tax exemptions. By sturne the City of Fan Collins is exempt from state and local taxes. Our Exemption Number is
98-04502. Federal Excise Tax Exemption Certificate of Registry 84-6000587 is registered with the Collector of
Internal Revenue, Denver, Colorado (Ref. Colorado Revised Stamtce 1973. Chapter 39-26. 114 (a).
Gads Rejected. GOODS REJECTED due to failure to mart specifications, either when shipped or due to dcfcets of
damage in transit, may be nmrned to you for credit and an not to be replaced except upon receipt of written
instructions from the City of Fort Collins.
Inspection. GOODS an subject to the City of Fort Collins inspection on arrival.
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 pmvidcd herein or by law, failure to promptly notify the Seller in the event of a
breach, the acceptance of or payment for galls hereunder or approval ofthc design, shall not release the Seller of
any of the warranties or obligations of this purchase order and shall not be deemed a waiver of any right of the
purchaser to insist upon strict performance henofor any of its rights or remedies as to any such goods, regardless
of when shipped, received or accepted, as to any plot or subsequent default hereunder, nor shall any purported
mal modification or rescission of this purchase order by the Purchaser operate as a waiver of any of the terms
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 be 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 fad home by the Purchaser. Theretofore, for good cause all 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 Terms. Shipments must be F.O.B., City of Fort Collins, 700 Wood 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 permission is given to prepay freight and charge separately, the original fright purchased or acquired by the Purchaser pursuant to this purchase order.
bill most accompany invoice. Additional charges for packing will not be accepted.
Shipment Distance. Where manufacturers have distributing points in various parts of the country, shipment is
expected from the rarest distribution point to destination, and excess freight will be deducted form Invoice when
shipments arc made form greater distance.
Permits. Sella shall procure at sellers sole cost all necessary permits, certificates and licenses required by all
applicable laws, regulations, ordinances and mics 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. Sella further agrees to hold the City of Fort Collins harmless from and against all liability and loss
incurred by them by reason Man asserted or established violation of any such laws, regulations, ordinances, mles
and requirements.
Authouzation. All parties to this contract agree that the representatives are. in fact bona fide and possess full and
complete authority to bind said parties
LIMITATION OF TERMS, This Purchase Order expressly limits acceptance to the terms and conditions stated
herein set forth and any supplementary or additional tams and conditions annexed hereto or incorporated herein by
reference. Any additional or different tans and conditions proposd 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 ofthc awn". 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 of partial late deliveries, shall operate as a waiver of this provision. In the event ofany delay,
the Purchaser shall have, in addition to other legal and equitable remedies, the option ofplacing this order elsewhere
and holding the Sella liable for damages. However, the Seller shall not be liable far damages as a result of delays
due to causes not reasonably foreseeable which are beyond its reasonable eontrnl and without its fault of negligence,
such acts ofGod, acts fcivil or military authorities, governmental priorities, fins, strikes. Bond, epidemics, wars or
riots provided that notice of the conditions arcing such delay is given to the Purchaser within five (5) days of the
time when the Sella 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 swmnts that all goods, articles, materials and work covered by this order will conform with applicable
drawings, specifications, samples ardor 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 noun. The Sella agrees to hold the purchaser hamlcss from any loss, damage or cxpanc which the
Purchaser may suffer or incur on account of the Sellers breach of warranty. The Seller shall replace, repair or make
good, without cast 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 lams of any applicable wamnty, provided by the Seller ater the date of
acceptance of the good furnished hereunder (acceptance not to be unreasonably delayed), resulting from imperfect
ar defective work done at materials famished by the Sella. Acceptance or use of goods by the Purchaser shall net
constitute a waisa ofany claim under this wamnty. Except as otherwise provided in this purchase order, the Sellers
liability hveurder shall extend to all damages proximately caused by the breach of new of the foregoing wamanties
or guarantees, but such liability shall in no event include loss of profits 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 tams by written change order.
5. CHANGES IN COMMERCIAL TERMS,
The Purchascr may make any changes to the tans, other than legal tells, including additions to or deletions from
the quantities originally ordered in the specifications or drawings, by vestal 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
gads 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 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 of the Seiler with respcd to any good which are the Sellers standard stock. No such termination shall relieve
the Purchamror the Sella ofany of their obligations as to any grad delivered hereunder.
7. CLAIMS FOR ADJUSTMENT.
Any claim for adjustment must be asserted within thirty (30) days from the date the change or lamination is
ordered.
8. COMPLIANCE WITH LAW.
The Scllcr wamnts that all goods mid hereunder shall have been produced, sold, delivered and furnished in strict
compliance with all applicable laws and regulations to which the good ate subject. The Sella shall execute and
deliver such documents ai 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 Sella 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 law.
9. ASSIGNMENT.
Neither party shall assign, masfer, or convey this order, or any monies due or to become due hereunder without the
prior written consent of the other parry.
10. TITLE.
The Sella warrants full, clear and unrestricted title to the Purchaser for all equipment, materials, and items furnished
in perfomanec of this agreement, free and clear of any and all liens, restrictions, reservations, security interest
encumbrances and claims of ethers.
13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS.
If the Purchaser directs the Sella to correct nonconforming or defective goods by a date to be agreed upon by the
Purchaser and the Sella, and the Sella thereafter indicates its inability or unwillingness to comply, the Purchaser
may cause the work to be Performed by the most expeditious means available to it, and the Seller shall pay all
costs associated wish such work.
The Sella shall release the Purchaser and its contractors of any tier from all liability and claims of any nature
resulting from the perfomantt ofsuch work.
This release shall apply even in the event of fault of negligence of the parry relaxed and shall extend to the
directors, officers and employees ofsuch party.
The Sella', contractual obligations, including warm, my, shall not be deemed to be reduced, in any way, bcdmse
such work is performed or caused to be performed by the Purchascr.
14. PATENTS.
Whenever the Seller is required to use any design, device, material or process covered by Ictcr, patent, trademark
or copyright, the Sella shall indemnify and save hamlcss 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 ofsuch
infringement at any time during the prosecution or after the completion of the stork. In ease 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 Sella shall, at its own expense and at its option, either procure for the
Purchaser the right to continue using said equipment or parts, replace the same with substantially equal but
ooninfringing equipment, or modify it so it becomes noninfringing.
15. INSOLVENCY.
If the Sella shall become insolvent or bankrupt make on assignment for the benefit of creditors, appoint n
receiver or trustee for any of the Sellers property or business, this order may forthwith be canceled by the
Purchascr without liability.
16. GOVERNING LAW.
The definitions oftemzs used or the interpretation ofthe agreement and the rights ofall panics hereunder shall be
constmed under and governed by the laws ofthe State of Colorado, USA.
The following Additional Conditions apply only in cases whom the Seller is to perform work hereunder.
including the services of Sellers Repmscntativc(s), on the premises ofothem
17. SELLERS RESPONSIBILITY.
The Seller shall tarty on said work at Sellers 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 Sclices final completion and
acceptance, complete the work at Seller's own expense and to the satisfaction ofthe Purchaser. When materials
and equipment arc furnished by mhcrs 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.
19. INSURANCE.
The Scllcr 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 Sella
shall also carry comprehensive general liability including, but not limited to, contactual and automobile public
liability insurance .with bodily injury and death limits of at last S300.0o t for any one parson. S500,000 for any
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 ofthe Sellers or his contactors
employees shall do any .work upon the premises ofothem, 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 insumncc have been pmvidcd. Such certificates shall specify the dale .when such compensation
and insurance expires. The Scllcr agrees that such compensation and insurance shall be maintained until xficr the
entire work is completed and accepted.
19. PROTECTION AGAINST ACCIDENTS AND DAMAGES.
The Sella hereby nssumcx the entire responsibility and liability for any and all damage, loss or injury ofany kind
or nature whatsoever to persons or property caused by err resulting from the execution ofthe work provided for in
this purchase order or in connection herewith. The Sella will indemnify and hold handless the Purchaser and any
or all of the Purchasers officers, agents and employed, 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 Purchascr may
be put or subject by reason of any act, action, neglect, omission or default on the pan of the Seiler. any of his
contractors. or any of the Sellers or contractors officers, agents or employers. 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 any of his contractors or any of its or
their officers, 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, r tomcys fees and other expanses
any and all judgments that may be incurred by or obtained against the Purchaser or any of its or their effects.
agents or employees in such suits or other proceedings, and in axe judgment or other lien be placed upon or
obtained against the property of the Purchaser. or said parties in or as a result of such suits or other proceedings.
the Sella will al once cause the same to be dissolved and discharged by giving bond or othemise. 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 Safetyend Health Act of 1970 and all roles and regulations issued pursuant thad..
Revised 03/2010