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HomeMy WebLinkAbout113129 FORT COLLINS CONVENTION AND VISITORS BUREAU - PURCHASE ORDER - 9123739Fort Collins PURCHASE ORDER PO Number Page 9123739 1of2 This number must appear on all invoices, packing slips and labels. Date: 06/29/2012 Vendor: 113129 Ship To: CITY MANAGER FORT COLLINS CONVENTION AND CITY OF FORT COLLINS VISITORS BUREAU 300 LAPORTE AVE 19 OLD TOWN SQUARE #137 CITY HALL WEST - 1ST FLOOR FORT COLLINS Colorado 80524 FORT COLLINS Colorado 80521 Delivery Date: 06/29/2012 Buyer: JAMES O'NEILL Note: Line Description Quantity Ordered UOM Unit Price Extended Price FCCVB Lodging Taxes Distributi 1 LOT LS 145,407.00 Total $145,407.00 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 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 exemption& By statute the City of Fort Collins is exempt fmm %talc and local taxes. Our Exemption Number is 11. NONWAIVER. 95-04502. Federal Excise Tax Exemption Certificate of Registry 84 6OM587 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 Statutes 1973. Chapter 39-26, 114 (a). exercise any rights or remedies provided herein or by law, failure to promptly notify tlm Seller in the event of a breach, the acceptance ofor payment for goods hereunder or approval of the design, shall not release the Seller of Goods Rejected. GOODS REJECTED due to failure to mod specification, either when shipped or doe to defects of any of the wamntics or obligations of this purchase order and shall not be deemed a waiver of any right of the damage in transit, may be returned to ,you for credit and arc not to be replaced except upon receipt of written purchaser to insist upon strict performance herenfor any ofits rights or remedies as to any such good&, regardless instruction form the City of Fort Collins, of when shipped, received or accepted, as to any prior or subsequent default hereunder, nor sholl any purported oral modification or rescission of this purchase order by the Purchaser operate as a waiver of any of the tem, Inspection. GOODS arc subject to the City of Fort Collins inspection on arrival. hereof. Final Acceptance. Receipt of the merchandise, services or equipment in response to this order can resell 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 ofall applicable required inspection preccdurcs. violation arc in fact home by the Purchaser. Theretofore for good cause 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 Terms. Shipments most be F.O.B., City of Fen Collins, 700 Wood St., Fort Collins, CO 90522. unless m quird under federal or state antitrust laws for such overcharges relating to the particular goods or services othemise specified on this order. If permission is given to prepay freight and charge separately, the original freight purchased or acquired by the Purchaser pursuant to this purchase order. bill most 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 country, shipment is Ifthe Purchaser directs the Seiler to correct nonconforming or defective goods by a date to beagmed upon by the expected fmm the nearest distribution point to destination. and excess freight will be deducted from Invoice when Purchaser and the Seller, and the Seller thereafter indicates its inability or unwillingness to comply, the Purchaser shipments arc made from greater distance. may cause the work to be performed by the most expeditions means available to it, and the Seller shall pay all cnsts as,ceiated with such work. Permits. Seller shall procure at sellers sole cost all nccc,mty permits, certificates and licenses required by all applicable Imes, regulations. ordinances nad rules of the state. municipality, terrimry or political subdivision where the work is performed. or required by any other duly constituted public authority having jurisdiction over the work of vendor. Seiler Further agrees to hold the City of Port Collins harmless From and against all liability and loss incurred by Them by reason of an asserted or established violation of any such laws, regulations, ordinances, odes and rcquimmcnts. Authorization. All ponies to this contract agree that the representatives are. in fact, bona fide and possess fill] and complete authority to bind mid parties. LIMITATION OF TERMS, This Purchase Order expressly limier acceptance to the terms and conditions stated herein set forth and fry suppicmcntary m additional tans and conditions annexed hereto or memperated herein by reference. Any additional or different terms and conditions proposed by seller arc objected to and hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately if you cannot make complete shipment to arrive on your premised delivery date as noted. Time is of the essence. Deliver 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 prevision. In the event of any delay. the Purchaser shall have, in addition to other legal and equitable remedies, the option of placing this order elsewhere and holding the Seiler liable for damages. However, the Seller shall not be liable for damages ns a result of delays due to causes not reasonably foreseeable which arc beyond its reasonable control and without its fault ofnegligence, such acts of God, act ofeivil or military authorities. governmental priorities, fires, strikes. need, epidemics, wars or riots provided that notice of the conditions causing such delay is given to the Purchaser within fve (5) days of the 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 Seiler warrants that all goods, articles, materials and work covered by this order will conform with npplicnble drawings, specifications, samples and/or other description given, will be fit for the purposes intended. and performed with the highest degree of cam and competence in accordance with accepted standards for work of f similar noture. The Seller agrees to hold the purchaser harmless from any loss, damage or expense which the Purchaser may suffer or incur on account of the Sellers breach ofwarranty. The Sellershall replace, repair m make good. without ecsl lathe purchaser. any defects nr faults arising within one(]) year or within such Inager period of time as maybe prescribed by Ian' or by the terms ofany applicable wamnty provided by the Scllcr aRcr the date of acceptance of the goods furnished hereunder (acceptance not lobe unreasonably delayed), resulting from inmerect or defective work done or materials famished by the Seller. Acceptance or use of goods by the Purchaser shall not constitute a waiver crony claim under this wins my. Except as otherwise provided in this purchase order, the Sellers liability hereunder shall extend to all damages proximately caused by the breach of any of the foregoing warranties or guarantees, but such liability shall in no event include loss ofprofits or loss cruse. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY, 4. CHANGES IN LEGAL TERMS. The Purchaser may make changes to legal terms by Tmen change order. 5. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any changes to the tans, other than legal terms, including additions to or delclions form 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 grads then not shipped, subject to any equitable adjustment between the panics as to any m ork 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 respect to any goods which arc the Sellers; standard stock. No such termination shall relieve the Purchaser or the Seiler orally of their obligations as to any goods delivered hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment most he asserted within thirty (30) days fmm 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 requited to be incorporated in agreement, of this character are hereby incorporated herein by this reference. The Scllcr agrees to indemnify and hold the Purchaser hfm]ess from all costs and damages suffered by the Pierhner as a result of the Scllcrs failure to comply with such law. 9. ASSIGNMENT. Neither party shall nmign, transfer, or convey Ibis order, or any monies due or to become due hereunder withmn the prior written consent of the other party, 10. TITLE. The Seller mamas fill], clear and unrestricted title to the Purchaser for all equipment, materials. and items famished in performance of this agreement. free and clear of any and all liens. restrictions, reservations. security interest encumbrances and claims ofothcm. The Seller shall release the Purchaser and its commerce, of any tier from nil liability fact claim% of any nature resulting from the performance ofsach work. This release shall apply even in the event of fault of negligence of the parry released and shall extend to the directors, nlBecrs and employees of such party. The Sellers contmetnal obligations. including wamnty, shall at be deemed to be reduced, in any way, 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 letter, patent trademark or copyright, the Scllcr 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 pmcec in connection with the contract, and shall indemnify the Purchaser for any cost, expense or damage which it may be obliged In pay by reason ofsach infringement at any time during the persecution or after the completion of the work. In cast, said equipment, re any pan thereof or the intended use of the goods, is in such suit held to constitute infringement and the use of mid equipment or pan is enjoined. the Seller shall, at its own expense and at its optinn, either pmcurc for the Purchaser the right to continue using mid equipment or pans, replace the same with substantially equal but noninfringing equipment, or modify it so it becomes noninfringing. 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 fnnhwith be canceled by the Purchaser without liability. 16. GOVERNING LAW. The definition after¢ used or the interpretation of the agreement and the rights ofall panics heromder shall be constred under and governed by the laws ofthe State of Colomdo. USA. The following Additional Conditions apply only in cases where the Seller is to perform work hereunder, including the services of Sellers Representative(s), on the premise, efothms.. 17. SELLERS R FS PONS IBILITY. The Seller shall carry on said work at Seller's 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 Seller's nnnl completion and .acceptance, eareplete the work at Seller's own expense and to the satisfaction of the Purchaser. When materials and equipment are famished by others for installation or erection by the Seller, the Seller shall receive, unlaad. ,store and handle same at the site and become responsible therefor as though such materials and/or equipment were being furnished by the Scllcr ender the order. 19. INSURANCE. The Seller shall, at his own expense, provide for the payment of workers compensation, including ocmpntional disease hencfts, 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 he done. The Seller shill also carry comprehensive gencml liability including, but not limited to, contractual and automobile public I mloIity insurance with bodily injury and death limits of at Icast S300.000 for any one person. S500.000 for any one accident and proper damage limit per accident of S400,000. The Seller shall likewise require his contractors, if any, in provide for such compensation and insurance. Before any tittle Seller, or his contactors cnmloyccs shall do any work upon the premises of ethers, the Seller shall famish the Purchaser with a ecni0catc that such compensation and insurance have been provided. Stich certificates shall specify the date when such compensation and insumncc have bcen provided. Such certificxtes.shall specify the dam when such compensation and irramnee expires The Scilcr agrees that such comprnmtion and insurance shall be maintained until after the entire work is completed and accepted. 19, PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Seller hereby issues the entire responsibility and liability for any mad all damage, Inns or injury orally kind or manure w$ntsievcr to persons or property caned by or resulting from the execution ofthc work pmvided far in this purchase order or in connection herewith. The Seller will indemnify and hold hamdec 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 mfv 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 Porch tscq or its odfiecrs, 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 oRecm. agents or employees as aforesaid, the Seiler hereby ngrecs to nssumv the dcfcnse thencef and to defend the mine at the Sellers mvn 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 ease judgment or other limn be pined apen or obtained against the property of the Purchase, or said parties 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 inhere ise. The Seiler and his contractors 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 u'itheut limitation, the Occupational Safety and Health Act of 1970 and all roles and regulations issued pursuant thereto. Revised 0312010