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HomeMy WebLinkAbout492242 COLORADO WATER INNOVATION CLUSTER - PURCHASE ORDER - 9124307Fort Collins Date: 08/02/2012 PURCHASE ORDER Vendor: 492242 COLORADO WATER INNOVATION CLUSTER 320 E VINE DR SUITE 101 FORT COLLINS Colorado 80524 PO Number I Page 9124307 1of3 This number must appear on all invoices, packing slips and labels. Ship To: CITY MANAGER CITY OF FORT COLLINS 300 LAPORTE AVE CITY HALL WEST - 1ST FLOOR FORT COLLINS Colorado 80521 Delivery Date: 08/02/2012 Buyer: JAMES O'NEILL Note: Line Description Quantity UOM Unit Price Extended Ordered Price 1 Water Cluster MOU with RM12 Cluster Support 1 LOT LS 9,817.00 Background: Rocky Mountain Innosphere is a non-profit 501(c)(3) organization with a mission to enable and accelerate the success of high growth, high impact companies within our target industries: Clean Energy; Biosciences; Water Innovation; Software; Hardware; and unique Fort Collins businesses. The Innosphere' s goal is to support the regional innovation clusters as they grow, leveraging the 501 (c)(3) status of Innosphere. The Rocky Mountain Innosphere would like to help in providing the Colorado Water Innovation Cluster (CWIC) with administrative support, visibility in Innovation After Hours, Bookkeeping, Office Space and Meeting Space, as long as the CWIC is able to pay fair market value for those services. The City of Fort Collins also support regional clusters, such as the Colorado Water Innovation Cluster. The future of water safety, water supply and water management is a global issue. Fort Collins area companies and industry partners around the state are ready to take on challenges and discover solutions that are best for the planet, for business and our societies. Colorado State University' s expertise in water research and technology innovation is world-renowried. Combined, these companies and organizations contribute to the economic vitality of our area and beyond. In CWIC paying for the below services, CWIC is able to be administratively supported through having office space located at Rocky Mountain Innosphere, administrative support currently provided by Emily Wilson, financial management support currently provided by Beth Hutchinson, and have visibility in the community through the Innosphere' s Innovation After Hours month networking forum. Office Space - $5417.00 for 2012 Shared office space with two additional cluster organizations, furniture provided Office space, includes a dedicated phone line with VOIP service and voicemail Financial Management - $2,400 for 2012 Bookkeeping services A_ ' City of Fort Collins Director of Purchasing and Risk Management This order is not valid over $5000 unless signed by James B. O'Neill Il, CPPO City of Fort Collins Purchasing, IPO 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 City of �,.F.�o_rt Collins PURCHASE ORDER PO Number Page 9124307 2of3 This number must appear on all invoices, packing slips and labels. Line Description Quantity UOM Unit Price Extended Ordered Price -AP/AR services Monthly bank reconciliation Bank account management Administrative Support ($2,000 covers two Innovation After Hours events) Management of the CWIC board meetings - scheduling, minutes, etc. General meeting coordination/Executive Committee support Monthly updating the CWIC web site Coordinating the Innovation After Hours on behalf of the CWIC - Innovation After Hours is a monthly networking forum showcasing some of the region' s top business, academic and government leaders. Additional general administrative support as needed' Total 7.00 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 Purchase Order Tenns and Conditions Page 3 of 3 I. COMMERCIAL DETAILS. Tax exemptions. By statute the City of Fen Collins is exempt tram state and local taxes. Our Exemption Number is I I. NONWAIVER. 98-04502. Federal Excise Tax Exemption Certificate of Registry 84-6000587 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, Dem'er, 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 the 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 meet 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 any right of 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 heamfor any of its rights or remedies as to any such goods, regardless instructions from the City of Fan Collins. of when shipped, received or accepted, as to any prior or subsequent default hereunder, nor shall any purported oral modification or rescission of this purchase order by the Purchaser operate as a waiver of any of the acme, Inspection. GOODS are subject to the City of Pon Collins inspection on arrival. 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 pan of the City of Pon 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 are in fact home by the Purchaser. Theretofore, for good cause and as masidernion 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 mutt be F.O.O.. City of Fen Collins, 700 Wood St, Fan 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 freight purchased or acquired by the Purchaser pursuant to this purchase order. bill must 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 Seller to correct nonconforming or defective goods by a date to be agreed upon by the expected from the nearest distribution point to destination, and excess freight will be deducted from Invoice when Purchaser and the Seller, and the Seller theremer 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 casts associated 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 rules of the state, municipality, territoy or political subdivision where the work is performed, or required by any other duly constituted public authority hmvingjurisdicton over the work of vendor. Seller further agrees to hold the City of Fan Collins harmless from and against all liability and loss incurred by them by reason of an assened or established violation of any such laws, regulations, ordinances, roles and requirements. Authorization. All panics to this caramel 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 terns and conditions annexed hereto or 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 AGF.NIimmediately ifyou cannot make complete shipment to arrive on your promised delivery date as noted. Time is of the essence. Delivery and perfommnce must be effected within the time stated on the purchase order and the documents attached hereto. No nets of the Purchasers including, without limitation, acceptance of partial late deliveries, shall operate as a wnk er of this provision. In the event of any delay, the Purclucser shall have, in addition to other legal and equitable remedies, the option of placing Ili, 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 foreseeable which are beyond its reasonable control and Without its fault of negligence, such acts of God, acts ofeivil or military authorities, governmental priorities, fires, strikes, flood, epidemics, wars or riots provided 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 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 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 nature. 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 of warranty. The Seller shall replace, repair or make goad, 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 terms ofany applicable warranty provided by the Seller after the date of acceptance of the goods famished hereunder (acceptance not to be unreasonably delayed), resulting from imperfect or defective work done or materials furnished 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 pmx innately caused by the breach ofany of the foregoing warranties or guarantees, but such liability shall in no event include loss of profits or loss of use. NO IMPLIED WARRANTY OR hI ERCHANTABI LITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHANGES IN LEGAL TERMS. The Purchaser may make changes to legal terms by written change order. 5. CHANGES IN COMIMERCIAL TERMS. The Purchaser may make any changes to the temps, 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 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 Seller with respect to any goods which are the Sellers standard stock. No such termination shall relieve the Purchaser or the Seller ofany oftheir 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. 8. COMPLIANCE WITH LAW. The Seller warrants 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 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 am hereby incorporated herein by this reference. The Seller agrees to indemnify and hold the Purchaser harmless from all costs and damages sultered by the Purchaser as a result of the Sellers failure to comply with such law. 9. ASSIGNMENT. Neither party shall assign, transfer, or convey this order, or any monies due or to become due hereunder without the prior written consent of the other putty. 10. TITLE. The Seller warrants full, clear and uniconeted title m 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 of others. The Seller shall release the Purchaser and its contractors of any tier from all liability and claims of any nature resulting from the performance ofsuch work. Phis release shall apply even in the event of fault of negligence of the puny released and shall extend to the directors, officers and employees ofsuch party. The Sellers contractual obligations, including warranty, shall not be deemed to be reduced, in any way, because such work is perfommd 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 Seller shall indemnify and save hannles's 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 rifler the completion of the work. In case said equipment, or any part thereof or the intended use of the goods, is in such suit held to constitute infringe ncut and the rise of said equipment or pan is enjoined, the Seller shall, at its own expense and of its option, either procure for the Purchaser the right to continue Using said equipment or parts, replace the same with substantially equal but noninfringing equipment, or modify it so it becomes noninfr aging. 15. INSOLVENCY. If the Seller shall become insolvent or bankrupt, make on assignment for the benefit of creditors, appoint a receiver or trustee for any of the Sellers property or business, this order may forthwith be canceled by the Purchaser without liability. 16. GOVERNING LAW. The definitions i ftmanx used or the interpretation of the agreement and the rights ofall panics hereunder shall be constmed 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 Sellers Representative(s), on the premises ofolhans 17. SELLERS RESPONSIBILITY. The Seller shall carry on said work at Seller's own risk until the same is fully completed and accepted, and shall, in case ofany accident, destruction 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 Purchaser. When materials and equipment are famished by others 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 famished by the Seller under the order. 18. INSURANCE The Seller shall, al 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 Seller shall also tarty comprehensive general liability including, but not limited to, contractual and automobile public liability insurance with bodily injury and death limits of at least $300,000 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 Upon the premises of others, 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 cenifientes shall specify the date when such compensation and insurance expires. The Seller agrees that such compensation and insurance shall be nuintained until after the entire work is completed and accepted. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Seller hereby assumes the entire responsibility and liability for any and all damage, loss or injury ofany kind or nature whatsoever to persons or property caused by or resulting fmm the execution ofthe work provided for in this purchase order or in connection herewith. The Seller will indemnify and hold harmless the Purchaser and any or all of the Purchasers officer, 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 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 contactors officers, agents or employees. In case any suit or other proceedings shut[ 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 tiny any mad 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 ofthe Purchaser, or said parties in or as a result ofsuch 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 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 Safety and Health Act of 1970 and all tales and regulations issued pursuant thereto. Revised 03/2010