HomeMy WebLinkAboutCORRESPONDENCE - PURCHASE ORDER - 9124384Req. # Wa 43(10
Entered by: RM/n
Date:
Purchase Order Requisition
Fort Collins Utilities
/79O20
Vendor: Agilent Technologies
Address: 2850 Centerville Road
Wilmington, DE 19808-1610
FAX: 302.633.8954
e-mail: agreements_lfssupport@agilent.com
Attn: Larry Crawford
e-mail: larry_Crawford@non.agilent.com
Phone: 615.733.2933
Qty
Description
Unit
Total
Charge Number
1
ICPMS-00619; Maintenance
Agreement from O1November2012 to
31 October2013 per quotation US-LC-
Cit of-167059 Dated:01-August-2012
15,192.00
15,192.00
Total:
$15,192.00
503-352000-
533340
Comments: Continue maintenance agreement for Agilent ICY -MS at the Pollution Control Lab
Requc.Weid by Date: Authorized by ate
ologies
AgilentTechn�' •
Quotation Number.
US-LC-Cityof-167059
Coverage Perm:
1-NOV-2012 - 31-0ct-2013
Quotation Data:
1-Aua-2012
Dhect To:
Direct Irlquldes To:
City of Fort Galin
Agpenl Technologies Ine.
4316 W Laporte Ave Water ouafiy Lab
2850 Cemenlle Road
FORT COLLINS. GO 80521.2153
Wilmington DE f 960&1610
United Slates
United States
-
Pnone: 1-8M227-9770 opt 1, then 5
E6ourd, KeIN
FaA1302.6�54
Ptmne: (970) 221-6691
Email: agreements-Ilssuppon@agilenlcbn
Email: kelm.W@icgov.co,n
Webslle: agilenl.enrNchem
Larry Crawford
Pbone: 6157332933
Rev. 1
Email: larry_crawfurdl@non.agilent.Wnn
dam Name Model Descqyfian Service Desorption Start Date . I� End Date 'EGS Tote) PI
IMS-00619 ICPMS 7700 System Advantage Silver 1-Nov-2012 31.00-2013 15,192
-End of Guaranteed Support far eadimt module
Total 15,19200 LISD
Billing Frequency Annual
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2850 eemerc4 Pmad
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UNird States
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Vlsh us at www-agnem-mn/chem
Page 1 of 1
Agilent Technologies
QUICK ORDER FORM
I" We offer our valued customers this Quick Order Form that we can use as your purchase order or letter of authorization.
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► Fax: (302) 633-8954 or Email: lscasupporyf L Ifs@agilent.corn
AGILENT TECHNOLOGIES — 2850 CENTERVILLE ROAD. - WILMINGTON, DE 19808
(800) 227-9770 (Option 1 then Option5)
Thank you for your order — we look forward to supporting you throughout the year! 10/11/10 Revised
Agilent Technologies
AGILENT SERVICE TERMS
These Agilent Service Terns ("Terns°) along with the applicable description of Service ("Service Exhibit") and the terms
indicated on the quotation govern the Service of Products and the license of software updates by Agilent Technologies, Inc.
and its subsidiaries ("Agilent). In the event of a conflict herewith, the Service Exhibit will prevail. °Product" means Agilent or
third party hardware or consumable that is supported by Agilent as described, if applicable, in any Service Exhibits.
"Service" means any standard service to support Products.'
1. PARTIES RESPONSIBILITIES
a) Agilent will perform Service in a professional and
workmanlike manner. Agilent will make reasonable
efforts to deliver Service in accordance with the
quotation or the applicable Service Exhibit and may
select qualified and reputable subcontractors to
perform Service.
b) Product must be at current specified revision levels
and may require Agilent's certification, at Customer's
expense, that Product is in good operating condition.
c) Product relocation may result in additional Service
charges, modified service response times and if
moved subject to availability.
d) Customer must remove products not eligible for
Service to enable Agilent to perform Service and may
incur additional charges for any extra work caused.
e) Service does not cover damage, defects or failures
caused by: use of non-Agilent media, supplies and
other products; site conditions that do not conform to
Agilenrs specifications; neglect, improper use, fire or
water damage, electrical disturbances, transportation,
work, or modification by non-Agilent employees or
subcontractors, or causes beyond Agilent's control.
f) Customer is responsible for maintaining a procedure
external to the Product to reconstruct lost or altered
Customer files, data or programs, and for having a
representative present when Agilent provides Service
at Customer's site. Customer will notify Agilent if
Product is being used in an'environment that poses a
potential health hazard. Agilent may require
Customer to maintain such Product under Agilent
supervision.
2. ORDERS AND CANCELLATIONS
a) All orders are subject to acceptance by Agilent.
b) Unless stated otherwise in the Service Exhibit,
cancellation is subject to Agilent's prior consent and
any applicable fees, details of which are available
on request.
c) Upon sixty (60) days written notice, Agilent may
delete Product no longer included in Agilent's Service
offering or may cancel a Service Exhibit.
3. SHIPMENT, RISK OF LOSS AND ACCEPTANCE
a) Customer will pay all expenses for return of Product
to the Agilent service center. Agilent will pay
expenses for return of Product to Customer via
Agilent's standard shipping methods.
b) Risk of loss and damage for tangible deliverables will
pass to Customer at the location specified in the
quotation or order acknowledgment.
c) Acceptance of Service will occur upon performance.
4. PRICE AND PAYMENT
a) Prices exclude any applicable sales, value added or
similar tax payable by Customer.
b) Payment terms are per the quotation or order
acknowledgement and are subject to change if
Customer's financial condition or payment records so
warrants. Agilent may stop performance if Customer
fails to pay any sum due, or fails to perform under this
or any other Agilent agreement 'rf, after ten (10) days
written notice, the failure has not been cured.
5. WARRANTY
a) Agilent will replace, at no charge, defective parts used
in Agilent's repair of Product for ninety (90) days from
the date of Service.
b) Agilent warrants that software updates will not fail to
execute programming instructions due to defects in
materials and workmanship when properly installed
and used on hardware designated by Agilent. Agilent
warrants that Agilent owned standard software
updates substantially conform to specifications.
Agilent does not warrant that software updates will
operate in hardware and software combinations
selected by Customer, or meet requirements specified
by Customer. Agilent does not warrant that software
updates will be uninterrupted or error free.
c) Agilent Service may use remanufactured parts that
are equivalent to new in performance.
d) The above warranties do not cover defects resulting
from improper or inadequate maintenance,
installation, repair or calibration performed by
Customer or an unauthorized third parry; Customer or
third party supplied hardware or software, interfacing
or supplies; unauthorized modification; improper use
or operation outside of the specifications for the
Product; abuse, negligence, accident, loss or damage
in transit: or improper site preparation.
e) THE WARRANTIES IN THESE TERMS ARE
EXCLUSIVE AND NO OTHER WARRANTY,
WHETHER WRITTEN OR ORAL, IS EXPRESSED OR
IMPLIED. AGILENT SPECIFICALLY DISCLAIMS THE
IMPLIED WARRANTIES OF MERCHANTABILITY,
FITNESS FOR A PARTICULAR PURPOSE AND
NON -INFRINGEMENT.
6. LICENSES
Unless license terms are included with the software
updates, software updates licensed under these
Terms will be subject to the most current applicable
underlying license.
7. INTELLECTUAL PROPERTY CLAIMS
a) Agilent will defend or settle any claim against
Customer that any deliverable provided under these
Terms infringes an intellectual property right provided
Customer promptly notifies Agilent in writing and
provides control of the defense or settlement, and
assistance to Agilent.
b) In defending or settling an infringement claim under
Section 7(a), Agilent will pay infringement claim
defense costs, settlement amounts and court-
E16S Pagel / 3
Revision Date 01-November-2011 Version Number 7.1
Agilent Technologies
AGILENT SERVICE TERMS
awarded damages. If such a claim appears likely,
Agilent may, at its option, modify or replace the
affected deliverable, or procure any necessary
license. If Agilent determines that none of these
alternatives is reasonably available, Agilent will refund
Customer's purchase price.
Agilent has no obligation for any claim of infringement
arising from: Agilent's compliance with or use of,
Customer's designs, specifications, instructions or
technical information; modifications by Customer or a
third party; software update use outside the scope of
Agilent specifications or related application notes; or
use of the deliverable with products not supplied by
Agilent.
8. LIMITATION OF LIABILITY AND REMEDIES
a) In no event will Agilent, its subcontractors or suppliers
be liable for special, incidental, indirect or
consequential damages (including downtime costs,
loss of data, restoration costs, or lost profits)
regardless of whether such claims are based on
contract, tort, warranty or any other legal theory, even
if advised of the possibility of such damages. This
exclusion is independent of any remedy set forth in
these Terms.
b) The limitations set forth in Section 8 (a) above will not
apply to infringement claims under Section 7 above,
or to damages for bodily injury or death.
c) The remedies in these Terms are Customers sole
and exclusive remedies.
9. INDEMNIFICATION
Agilent will indemnity and hold Customer harmless
from and against any third party claims for (i) bodily
injury or death, or (if) direct damage to tangible
property, to the extent caused by Agilent's negligence
or willful misconduct in performing its obligations
under these Terms, provided that Agilent is given
prompt written notice and the opportunity to control
the defense of the claim or settlement, and subject to
the limitation of liabilities set forth in Section 8.
10. INSURANCE
For Service provided by Agilent, Agilent will maintain
insurance providing, at a minimum, coverage as
follows:
a) Commercial General Liability insurance of US
$3,000,000 combined single limit for bodily injury and
property damage, per occurrence and annual
aggregate;
b) Business Auto Liability insurance of US $3,000.000
combined single limit for bodily injury and property
damage, per occurrence; and
c) Workers Compensation in amounts sufficient to meet
legal requirements in jurisdictions where work will be
performed. Employers' Liability of US $1,000,000 per
accident for bodily injury by accident, US $1,000,000
policy limit by disease, and US $1,000,000 per
employee for bodily injury by disease.
11. TERM AND TERMINATION
a) An order or a Service agreement may be terminated
immediately upon notice in writing (a) by either party,
for cause, unless the other parry cures the breach
within thirty (30) days of written notice of such breach
or (b) by Agilent if Customer fails to pay any sums due
as specified in Section 4(b) above.
b) Any order or Service agreement will terminate
automatically if either party is subject to a voluntary or
involuntary bankruptcy petition, becomes insolvent, is
unable to pay its debts as they become due, ceases
to do business as a going concern, makes an offer or
assignment or compromise for the benefit of creditors,
or there is a substantial cessation of its regular course
of business, or a receiver or trustee is appointed for
such parry's assets.
c) Upon termination in accordance with Ila) or b)
Customer will pay Agilent for all Service performed
and charges and expenses incurred by Agilent up to
the date of termination. If the sum of such amounts is
less than any advance payment received by Agilent,
Agilent will refund the difference within thirty (30) days
of receipt of an invoice from Customer. Customer will
receive all work in progress for which Customer has
paid.
d) Provisions herein which by their nature extend beyond
the termination of any Service will remain in effect
until fulfilled.
12. GENERAL
a) Customer may not assign or transfer a Service
agreement without Agilent's prior written consent,
which may be subject to applicable charges and
terms. Agilent may assign or transfer any of its rights
or obligations under these Terms and applicable
Service Exhibits upon notice.
b) Agilent will store and use Customer's personal data in
accordance with Agilent's Privacy Statement
available at—www.adilent.com/golorivacv. Agilent will
not sell, rent or lease Customer's personal data to
others.
c) The parties agree to comply with applicable laws and
regulations. Agilent may suspend performance if
Customer is in violation of applicable laws or
regulations.
d) Customer who exports, re-exports, or transfers
products, technology or technical data purchased
hereunder assumes all responsibility for complying
with applicable U.S. and all other laws and regulations
("Applicable Laws"), and for obtaining required export
authorizations. Customer expressly agrees not to sell
or otherwise transfer products, technology or technical
data to companies or persons on the Denied Panies
List and Specially Designated Nationals and Blocked
Persons List, or to any other prohibited parties or
restricted destinations listed in Applicable Laws,
unless properly authorized by the appropriate
government(s). Agilent may suspend performance if
Customer is in violation of Applicable Laws. Further
information on restricted destinations can be obtained
from -
http://www.bis.doc.gov/policiesandregulations/reciional
consideration s.him
e) Use, distribution or disclosure of Products by the U.S
Government is subject to DFARS 227.7202-3 (Rights
in Commercial Computer Software), DFARS 252.227-
E16S Page 2 / 3
Revision Date 01-November-2011 Version Number 7.1
' Agilent Technologies
AGILENT SERVICE TERMS
7015 (Technical Data — Commercial Items), and FAR
52.227-19 (Commercial Computer Software -
Restricted Rights).
f) Disputes arising in connection with these Terms will
be governed by the laws of the State of California.
g) To the extent that any provision or a portion of any
provision of these Terms is determined to be illegal or
unenforceable, the remainder of these Terms will
remain in full force and effect.
h) These Terms and any Service Exhibits attached
hereto constitute the entire agreement between
Agilent and Customer, and supersede any previous
communications, representations or agreements
between the parties, whether oral or written, regarding
transactions hereunder. Customer's additional or
different terms and conditions will not apply.