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HomeMy WebLinkAbout365107 EPC USA INC - PURCHASE ORDER - 9125335Fort Collins Date: 10/05/2012 Vendor: 365107 EPC USA INC 6463 S PRESCOTT ST LITTLETON Colorado 80120 PURCHASE ORDER PO Number Page 9125335 1of7 This number must appear on all invoices, packing slips and labels. Ship To: MIS CITY OF FORT COLLINS 215 N MASON, 3RD FLOOR FORT COLLINS Colorado 80524-4 Delivery Date: 10/05/2012 Buyer: ED BONNETTE Note: Appendix A under Standard Terms and Conditions for DIR-SDD-853 says: state agencies and political subdivisions of other states as authorized by Section 2054.0565, Texas Government Code Quoted at 10% off the Alert Logic list price per DIR-SDD-853 contract with the State of Texas. FEDERAL REQUIREMENTS To the extent applicable, the terms and conditions under federal law listed below are incorporated into this Agreement. No Obligation by the Federal Government (1) The Purchaser and Contractor acknowledge and agree that, notwithstanding any concurrence by the Federal Government in or approval of the solicitation or award of the underlying contract, absent the express written consent by the Federal Government, the Federal Government is not a party to this contract and shall not be subject to any obligations or liabilities to the Purchaser, Contractor, or any other party (whether or not a party to that contract) pertaining to any matter resulting from the underlying contract. (2) The Contractor agrees to include the above clause in each subcontract financed in whole or in part with Federal assistance provided by DOE. It is further agreed that the clause shall not be modified, except to identify the subcontractor who will be subject to its provisions. Federal Changes Contractor shall at all times comply with all applicable DOE regulations, policies, procedures and directives, including without limitation those listed directly or by reference in the Grant Agreement between the City of Fort Collins (the City) and DOE, as they may be amended or promulgated from time to time during the term of this contract. Contractor's failure to so comply shall constitute a material breach of this contract. Termination a. Termination for Convenience The City may terminate this contract, in whole or in part, at any time by written notice to the Contractor when it is in the Government's best interest. The Contractor shall be paid its costs, including contract close-out costs, and profit on work performed up to the time of termination. The Contractor shall promptly submit its termination claim to the City to be paid the Contractor. If the Contractor has any property in its possession belonging to the City, the Contractor will account for the same, and dispose of it in the manner the City directs. b. Termination for Default If the Contractor does not deliver supplies in accordance with the contract delivery 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 The vendor is in the last hours of its fiscal year and needs the PO to secure the commitment we made to them more than a month ago. It's not fatal one way or another ... just a matter of professional courtesy. Thanks! Paul From: Ed Bonnette Sent: Wednesday, September 26, 2012 5:42 PM To: Paul Folger Cc: Ed Bonnette Subject: FW: Log Management Services Quote Hi Paul, Funny you should mention Alert Logic; I was just wondering last night what had become of this. I have been waiting for Shannon Gallegos to put in the req per the instructions I gave her back on 8/31 (i.e., use ship -to #27 and buyer #5 (me). Vendor is #365107 EPC USA.). That's all I'm waiting on. Can you advise status? Thanks, Ed From: Paul Folger Sent: Friday, August 31, 2012 1:58 PM To: Ed Bonnette; Shannon Gallegos Cc: Michelle Carr Subject: RE: Log Management Services Quote Ed ... these are monthly charges. The 151 month ($3.799) includes hardware, setup, and training. So, in the first year the PO will define monthly or quarterly service expenditures totaling $25,480. If service costs do not increase, the 2"d year PO would be for $23,652. I recommend quarterly billing to ease the administrative burden. If for some reason we want to discontinue this service, I would not want to be trying to get cash back on an annual purchase. Paul From: Ed Bonnette Sent: Friday, August 31, 2012 10:52 AM To: Paul Folger; Shannon Gallegos Cc: Michelle Carr; Ed Bonnette Subject: RE: Log Management Services Quote Shannon, are you going to put the req in for this? If Yes, use ship -to #27 and buyer #5 (me). Vendor is #365107 EPC USA. I will add the ARRA language and the info about the State of Texas contract pricing when I convert the PO, so don't worry about any of that. It needs to be a PO as opposed to a mini -order because I need to add all this language to it, print, and send it to the vendor. Paul, am I understanding correctly from this quote that the "first payment" of $3,799 is for Year 1; and subsequent payments of $1,971 will be for subsequent years that we use this service? In other words, the initial req Shannon will enter is for $3,799; and we will do addenda to the original PO to pay for Year 2, and beyond? Can you please confirm. Thanks, Ed From: Paul Folger Sent: Wednesday, August 29, 2012 2:34 PM To: Tom Vosburg Cc: Shannon Gallegos; Michelle Carr; Ed Bonnette; Steve Catanach Subject: RE: Log Management Services Quote Thanks Tom. Shannon ... Ed Bonnette is the buyer for this service. He researched and confirmed eligibility for ARRA funding. Steve needs to decide whether or not he wants to tap that source. This will be an ongoing service with annual payments as described in the attached quote. There is computer hardware attached to this service, so please use code 27 for shipping to the IT Department. Thanks and let me know if you have any questions. Paul From: Tom Vosburg Sent: Wednesday, August 29, 2012 2:21 PM To: Paul Folger; Steve Catanach Subject: RE: Log Management Services Quote Paul — Please proceed with the purchase. I'm assuming that scheduling the actual work to set the gear up will be dependent on IT staff availability, but that we are targeting having it done by the end of this year. Sooner would certainly be better. Thanks again for your good work on this. Tom Vosburg, Policy and Project Manager Fort Collins Utilities Light and Power Operations 700 Wood Street PO Box 580 Fort Collins, CO 80522 970.221.6224 tvosburg(a)fcgov. com From: Paul Folger Sent: Wednesday, August 29, 2012 1:20 PM To: Steve Catanach; Tom Vosburg Subject: FW: Log Management Services Quote Steve, Torn —Alert Logic folks are following up. Are you ready to authorize the implementation? Thanks! Paul From: Paul Folger Sent: Tuesday, August 14, 2012 10:47 AM To: Steve Catanach; Tom Vosburg; Quentin Antrim; Tonkin, Adam (TonkinA(albv.com) Cc: Shannon Gallegos Subject: Log Management Services Quote Folks ... here is the updated quote for Alert Logic's Log Management and Review services. This is ARRA funding eligible but may not be the preferred Utilities source. just let me know how you want to proceed and I will work with Purchasing to get the ball rolling. I will have more information regarding project implementation to share later this afternoon Paul Fort Collins PURCHASE ORDER PO Number Page 9125335 2of7 This number must appear on all invoices, packing slips and labels. schedule, or, if the contract is for services, the Contractor fails to perform in the manner called for in the contract, or if the Contractor fails to comply with any other provisions of the contract, the City may terminate this contract for default. Termination shall be effected by serving a notice of termination on the contractor setting forth the manner in which the Contractor is in default. The contractor will only be paid the contract price for supplies delivered and accepted, or services performed in accordance with the manner of performance set forth in the contract. If it is later determined by the City that the Contractor had an excusable reason for not performing, such as a strike, fire, or flood, events which are not the fault of or are beyond the control of the Contractor, the City, after setting up a new delivery of performance schedule, may allow the Contractor to continue work, or treat the termination as a termination for convenience. c. Opportunity to Cure The City in its sole discretion may, in the case of a termination for breach or default, allow the Contractor 10 days in which to cure the defect. In such case, the notice of termination will state the time period in which cure is permitted and other appropriate conditions If Contractor fails to remedy to the City's satisfaction the breach or default of any of the terms, covenants, or conditions of this Contract within ten (10) days after receipt by Contractor of written notice from the City setting forth the nature of said breach or default, the City shall have the right to terminate the Contract without any further obligation to Contractor. Any such termination for default shall not in any way operate to preclude the City from also pursuing all available remedies against Contractor and its sureties for said breach or default. d. Waiver of Remedies for any Breach In the event that the City elects to waive its remedies for any breach by Contractor of any covenant, term or condition of this Contract, such waiver by the City shall not limit the City's remedies for any succeeding breach of that or of any other term, covenant, or condition of this Contract. Breaches and Dispute Resolution Disputes - Disputes arising in the performance of this Contract which are not resolved by agreement of the parties shall be decided in writing by the authorized representative of the City's Director of Purchasing. This decision shall be final and conclusive unless within ten (10) days from the date of receipt of its copy, the Contractor mails or otherwise furnishes a written appeal to the Director of Finance. In connection with any such appeal, the Contractor shall be afforded an opportunity to be heard and to offer evidence in support of its position. The decision of the Director of Finance shall be binding upon the Contractor and the Contractor shall abide be the decision. Performance During Dispute - Unless otherwise directed by the City, Contractor shall continue performance under this Contract while matters in dispute are being resolved. Claims for Damages - Should either party to the Contract suffer injury or damage to person or property because of any act or omission of the party or of any of his employees, agents or others for whose acts he is legally liable, a claim for damages therefore shall be made in writing to such other party within a reasonable time after the first observance of such injury of damage. Remedies - Unless this contract provides otherwise, all claims, counterclaims, disputes and other matters in question between the City and the Contractor arising out of or relating to this agreement or its breach will be decided by arbitration if the parties mutually agree, or in a court of competent jurisdiction within the State in which the City is located. Rights and Remedies - The duties and obligations imposed by the Contract Documents and the rights and remedies available thereunder shall be in addition to and not a limitation of any duties, obligations, rights and 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 ll, CPPO City of Fort Collins Accounting Department City of Fort Collins Purchasing, PO BOX 580, Fort Collins, CO 80522-0580 PO BOX 580 Phone:970-221-6775 Fax: 970-221-6707 Email:purchasing@fcgov.com Fort Collins, CO 80522-0580 PURCHASE ORDER PO Number Page City Of 9125335 3 of 7 Collins This number must appear Flirt ` 1�—J`-' ` J on all invoices, packing slips and labels. remedies otherwise imposed or available by law. No action or failure to act by the City or Contractor shall constitute a waiver of any right or duty afforded any of them under the Contract, nor shall any such action or failure to act constitute an approval of or acquiescence in any breach thereunder, except as may be specifically agreed in writing. DOE Requirements DOE requires specific contract terms for the purpose of making audit, examination, excerpts, and transcriptions. Contractor is required to retain all required records for three years after the City makes final payments and all other pending matters are closed. Contractor shall submit all records, data, information and reports to the City required in the Agreement containing Confidential Information which Contractor does not want disclosed to the public or used by DOE or any other Governmental Authority for any purpose other than in connection with this Agreement and the Project, marked conspicuously with the following notice or with a notice or label of substantially the same effect: " Notice of Restriction on Disclosure and Use of Data The data contained in pages ----of this [designate material] have been submitted in confidence and contain trade secrets or proprietary information, and such data shall be used or disclosed only for evaluation purposes, provided that DOE shall have the right to use or disclose the data here to the extent provided in the DOE Grant Agreement. This restriction does not limit the Federal government's right to use or disclose data obtained without restriction from any source, including Contractor." Intellectual Property Contractor may copyright any work that is subject to copyright and is developed by Contractor under the Agreement. To the extent specifically permitted under applicable law, DOE reserves a royalty -free, nonexclusive and irrevocable right to reproduce, publish or otherwise use any copyrightable work developed by Contractor under this Agreement for Federal purposes and to authorize others to do so. DOE has the right to: (1) obtain, reproduce, publish or otherwise use the data first produced under this Agreement; and (2) authorize others to receive, reproduce, publish or otherwise use such data for Federal purposes. Debarment and Suspension Contractor shall comply with requirements regarding debarment and suspension in Subpart C of 2 C.F.R. parts 180 and 901. Officials Not to Benefit Contractor shall comply with the requirement that no member of Congress shall be admitted to any share or part of this Agreement, or to any benefit arising from it, in accordance with 41 U.S.C. 22. Civil Rights Requirements The following requirements apply to the underlying contract: Nondiscrimination - In accordance with Title VI of the Civil Rights Act, as amended, 42 U.S.C. § 2000d, section 303 of the Age Discrimination Act of 1975, as amended, 42 U.S.C. § 6102, section 202 of the Americans with Disabilities Act of 1990, 42 U.S.C. § 12132, and Federal transit law at 49 U.S.C. § 5332, the Contractor agrees that it will not discriminate against any employee or applicant for employment because of race, color, creed, national origin, sex, age, or disability. In addition, the Contractor agrees to comply with applicable Federal implementing regulations and other implementing requirements DOE may issue. Equal Employment Opportunity - The following equal employment opportunity requirements apply to the underlying contract: (a) Race, Color, Creed, National Origin, Sex - In accordance with Title VII of the Civil Rights Act, as amended, 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 Fort Collins PURCHASE ORDER PO Number Page 9125335 4of7 This number must appear on all invoices, packing slips and labels. 42 U.S.C. § 2000e, and Federal.transit laws at 49 U.S.C. § 5332, the Contractor agrees to comply with all applicable equal employment opportunity requirements of U.S. Department of Labor (U.S. DOL) regulations, "Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor," 41 C.F.R. Parts 60 et seq ., (which implement Executive Order No. 11246, "Equal Employment Opportunity," as amended by Executive Order No. 11375, "Amending Executive Order 11246 Relating to Equal Employment Opportunity," 42 U.S.C. § 2000e note), and with any applicable Federal statutes, executive orders, regulations, and Federal policies that may in the future affect construction activities undertaken in the course of the Project. The Contractor agrees to take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, creed, national origin, sex, or age. Such action shall include, but not be limited to, the following: employment, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. In addition, the Contractor agrees to comply with any implementing requirements DOE may issue. (b) Age . In accordance with section 4 of the Age Discrimination in Employment Act of 1967, as amended, 29 U.S.C. § § 623 and Federal transit law at 49 U.S.C. § 5332, the Contractor agrees to refrain from discrimination against present and prospective employees for reason of age. In addition, the Contractor agrees to comply with any implementing requirements DOE may issue. (c) Disabilities . In accordance with section 102 of the Americans with Disabilities Act, as amended, 42 U.S.C. § 12112, the Contractor agrees that it will comply with the requirements of U.S. Equal Employment Opportunity Commission, "Regulations to Implement the Equal Employment Provisions of the Americans with Disabilities Act," 29 C.F.R. Part 1630, pertaining to employment of persons with disabilities. In addition, the Contractor agrees to comply with any implementing requirements DOE may issue. Subcontracts - The Contractor also agrees to include these requirements in each subcontract financed in whole or in part with Federal assistance provided by DOE, modified only if necessary to identify the affected parties. Cargo Preference Requirements To the extent required under the ARRA or other applicable law for this Project, the Contractor agrees: a) to use privately owned United States -Flag commercial vessels to ship at least 50 percent of the gross tonnage (computed separately for dry bulk carriers, dry cargo liners, and tankers) involved, whenever shipping any equipment, material, or commodities pursuant to the underlying contract to the extent such vessels are available at fair and reasonable rates for United States -Flag commercial vessels; b) to furnish within 20 working days following the date of loading for shipments originating within the United States or within 30 working days following the date of leading for shipments originating outside the United States, a legible copy of a rated, "on -board" commercial ocean bill -of -lading in English for each shipment of cargo described in the preceding paragraph to the Division of National Cargo, Office of Market Development, Maritime Administration, Washington, DC 20590 and to the DOE recipient ( through the contractor in the case of a subcontractor's bill -of - lading.); and c) to include these requirements in all subcontracts issued pursuant to this contract when the subcontract may involve the transport of equipment, material, or commodities by ocean vessel. Project Reporting and Information Requirements Contractor and its personnel shall cooperate with and provide all records, data, information and reports requested by the City, in the form and format and within the timeframes requested by the City, in order to enable the City to comply with the DOE Grant Agreement reporting and information requirements for the Project. Contractor shall also provide the City with any backup or additional documentation required by DOE or any other Governmental Authority. Final Cost Audit 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 Emaii:purchasing@fcgov.com PO BOX 580 Fort Collins, CO 80522-0580 PURCHASE ORDER PO Number Page C117/ Of 9125335 s of 7 F6 r►} This number must appear //r'r�<`J", ` " Collins I ns on all invoices, packing slips and labels. In accordance with Applicable Law and the Federal Assistance Reporting Checklist, DOE F 4600.2, DOE reserves the right under the DOE Grant Agreement to initiate a final incurred cost audit in connection with the City' s Project. Contractor and its personnel shall cooperate with, and make all necessary AMI System and Contractor cost data and documents available to the City and/or to any representative of DOE or any other Governmental Authority for purposes of such audit. Job Creation and Retention Reporting Contractor shall provide the City with all AMI System and Contractor information, in the format and within the timeframe, requested by the City to enable the City to complete and timely submit to DOE reports, information and data regarding the City' s Project job creation and retention, including without limitation, monthly and/or quarterly cumulative and/or current reports, as applicable, on AMI System and Contractor Services jobs created and retained at the " contractor" or " Contractor" level by Contractor, as required for the City to comply with the Federal Assistance Reporting Checklist, DOE F 4600.2 and the ARRA Section 1512 reporting requirements under the DOE Grant Agreement. Final Close -Out Report Contractor shall provide the City with all AMI System and Contractor information, in the format and within the timeframe, requested by the City to enable the City to complete and timely submit to DOE reports, information and data at the end of the DOE Grant Agreement performance period regarding Project completion. Contractor will complete a final close-out report which shall include such information and detail as the City, DOE or any other Governmental Authority shall request regarding the Project and Contractor services. If the AMI System and the Contractor services are completed or terminated prior to Project completion, Contractor shall provide the City with a final report of the AMI System and the Contractor services through the date of termination of this Agreement. Energy Policy and Conservation Act Contractor will comply with mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act (Pub. L. 94-163, 89 Stat. 871). American Recovery and Reinvestment Act of 2009 Buy American Source: OMB Circular "A Desk Guide to the Buy American Provisions of the Recovery Act- February 2011" Computer Hardware and Software Server virtualization software and energy efficiency software are not manufactured goods; and thus not subject to the Buy American provisions. Cables and connections are examples of types of hardware equipment that could fall within the Buy American Recovery Act provisions because their installation makes them a permanent fixture in the building, similar to electrical wiring and outlets. Specific examples include fiber optic, Cat-5, or other cabling when installed inside walls, ceilings, or flooring; conduit when installed inside walls, ceilings, or flooring; and RJ-45 and other connectors when affixed to a wall or floor. Computer equipment that is built into the building, such as computer systems that are wired into the HVAC system or used to create a " smart building" could fall within the Buy American provisions under the same theory. By contrast, personal computers, file servers, and networking hardware equipment are typically easily removable and not intended to be permanent fixtures. As such, these products are not covered by the Recovery Act Buy American provisions . Other examples of hardware components that likely are not covered are- laptops 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 PO Number Page City Of 9125335 1 s °f 7 ' `t CO�tins This number must appear on all invoices, packing slips and labels. or notebook computers, personal digital assistants, hand-held computers, and wireless communication devices; peripheral input/output devices - including keyboards, printers, etc. Economic Stabilization Contracting Employ American Workers Act (b) PROHIBITION.- (1) IN GENERAL. -Notwithstanding any other provision of law, it shall be unlawful for any recipient of funding under title I of the Emergency Economic Stabilization Act of 2008 (Public Law 110-343) or section 13 of the Federal Reserve Act (12 U.S.C. 342 et seq.) to hire any nonimmigrant described in section 101(a)(15)(h)(i)(b) of the Immigration and Nationality Act (8 U.S.C. 1101(a)(15)(h)(i)(b)) unless the recipient is in compliance with the requirements for an H-1B dependent employer (as defined in section 212(n)(3) of such Act (8 U.S.C. 1182(n)(3))), except that the second sentence of section 212(n)(1)(E)(ii) of such Act shall not apply. (2) DEFINED TERM. -In this subsection, the term " hire" means to permit a new employee to commence a period of employment. Wage Rate Requirements SEC. 1606. Notwithstanding any other provision of law and in a manner consistent with other provisions in this Act, all laborers and mechanics employed by contractors and subcontractors on projects funded directly by or assisted in whole or in part by and through the Federal Government pursuant to this Act shall be paid wages at rates not less than those prevailing on projects of a character similar in the locality as determined by the Secretary of Labor in accordance with subchapter IV of chapter 31 of title 40, United States Code. With respect to the labor standards specified in this section, the Secretary of Labor shall have the authority and functions set forth in Reorganization Plan Numbered 14 of 1950 (64 Stat. 1267; 5 U.S.C. App.) and section 3145 of title 40, United States Code. Line Description Quantity UOM Unit Price Extended Ordered Price 1 1st Month includes hardware, 1 LOT LS 3,799.00 setup and training. SGIG Grant ID# OE0000357 2 Subsequent Monthly Payments 1 LOT LS 21,681.00 of $1,971 per month City of Fort Collins Director of Purchasing and Risk Management This order is not valid over $5000 unless signed by James B. O'Neill ll, 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 Total Invoice Address: $25,480.00 City of Fort Collins Accounting Department PO Box 580 Fort Collins, CO 805.22-0580 Purchase Order Yerins and Cundilions Page 7 of 7 1. COMMERCIAL DETAIIS. Texexemptions By statute the City of fort Coll xemp, from state and least m : Our Ii.empticn, Number 11. NON'ADhR. 98 J450 . Federal Excise Tax Exempfon Certificate of Registry, 84 6000587 is orRatned wah tau Collector ,f Penlone "ffi rchase, in t upon inner perfunn„ce of the terms and conditions hereof, failure or delay to Internal Revenue, Denver, Colorado (Ref. Colorado Revised Smmes 1973, Chapter 39Q6, 114 (a). „ ciew any rights or remedies provided herein or by law, Oi lure to promptly notify the Seller in the event of t breach, the acceptance ,I ,, payment fin goods bereonder e, approval offhe design, all not wl-w the Seller of Goods Rejected. GOODS RFJ TIC I ED duem Gilme 1m meet specifications, either Moen shipped or due to defects err tiny of the warranties o, obllgmiuns if this purchase order and shall mat be deemed o waiver of tiny right of fhe damage in transit, may be returned to you for credit and me not to be replaced except upon receipt of written purchaser to insist upon out, perfirmnce hereof or any of its rights or ememes m many such goods, regardless inehumirns from the City effort Collins. of what shipped, received or resettled, as to any prior or subsequent default hereunder, nor shall any purported aril madilieation or rescission of this produce, did,, by the Purchaser mperme it, a waiver of any of the teens hope ... at, GOODS ere subjecuo the City of Fort Collins inspection on miwl. hereof: Final Acceptance. Receipt of the merchandise, u r equipmenl it respanin no this order cc result in 13.ASSIGNMENI' OFANTHRUSTCLAIMS. authorized payment on the part of the City of For Collins. However. it is to be understood that FINAL Seller and the Purchaser reemgni'¢ flan in actual c m c Practice, overcharges; resulting froantimast ACCEPTANCE is dependent upon completion of all applicable required inspection procedures. violafvnxmain fact home by the Purchaser. Therctnfora for good cause and as consideration for executing this purchase order, fhe Seller harcby, assigns m the Purchaser any and all claims it may now have or hereafter Freight Terms. Shipments must be F.O.B., City of Ever Collins, 7S) Wood St, [too Collins, CO 80522. unless ,acquired under Rdend or sure rntlwm lows for such overcharges relating In the particular prods or services otherwise specified on toffsorder. Ifp,mhission is green to prepay freight and charge wposind,, the original freight purchased or acquired by the Purchaser pursuant o this purchase Order. bill must accompany invoice. Additional charges for packing will not be accepted. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGAI IONS. Shipment Distance. When manofinforrs have disunion., points in versus pans of the eoumn', shipment is If the Purchaser dire,,fhe Seller to career nonconforming at defective goods by a date to be agreed upon by the expected from the nearest distribution point to destination, and excess freight will be deduced from justice Into Patch.,, and he Seller, and the Seller thereafter indicates its inability or unwillingness to comply, the Punjabi shipments are made fimm greaser defense. may cause the work to be performed by the limit expeditious meets available to it, and the Seller shall pay all casts associated difh such work. Permits, Seller shall procure at sellers sole cost all necessary permits, cenificates and licenses required by all applicable laws, regulations, ordinances and rules offhe seen, municipality, mrrituryor political subdivision where the work is performed, or required by any other rely cowitund public amhority having jurisdiction e'er the work of vendor. Seller fuller agrees a hold the City of pan Collins hamdess from and against all liability and lass incurred by them by reason of an asserted or established violation of any such laws, regulations, Ordinances, tales and rclairanents. Aul anco meo All parties m this commit, agree that Ibe representations are in fact. bans fide and possess full and complete nuhadty to bind said parties. LIMITATION OF TERMS. This Purchase Order expressly limits acceplance fo he berms and condition stated herein set for sad any supplementary or addilioml a,tuts and conditions omexed heeoo or too ...rateA herein by reference. Any additional or different erms and conditions proposed by seller arc objected to and hereby rejected. 2. DELIVERY. PLEASE. ADVISE PURCHASING AGENT immediately ifyou cannot make complee shipment to rave on your promised delivery data a noted. Time is f,he essence. Delivery and perfnmmance must be effected within the time sited on me pubchrse order and the documents machM hereof No ac¢ of the Purchasers including, without lurnmtion, acespi ante ofpenid On deliveries, shall operale no. a waiver of fin, pow into. In Ill evenwf airy delay, the Purchaser shall have, in addition to other legal and equitable remedies, the option of placing this made elsewhere and holding the Seller liable for damages. However, the Sell,, sball raft, be liable for damages as a basal of delays due to cattxs not reasonably foreseeable which are beyond its reasonable control and is ithort is Paull of negligence, such was official, acts ofcivil or military nomination, governmental pnorities, fires, strikes, fled, epidemic, war, or riots provided that notice offhe conditions musing such delay is given to the Purchaser within five (5) days of the time when Ire Seller first received knowledge thereof. In the event of any such delay, the clam of dch ary shall b, extended for fhe period equal an the time actually lost by reason afraid delay. 3. WARRANTY. The Seller wmmnls that all goods, articles, materials and work covered by this order will conform with applicable drawings, specifications, samples andfor other descriptions given, will be fit for the purposes intended, and pafoamed with due highest degree of can and competence in accordance with accepted standards for work of a -mile nature. The Seller agrees to hold the purchaser hmmless fmm any two damage or expense which the Purchaser may sufferer incur on account ardor Sellers breach of w'arrm,ty. The Seller shall replace, repair or mike good, without cost to the producer, any defects or faults arising within one (I) year or within such longer period of time as may be prescrnl by law an, by me teems crony applicable warranty provided by the Sella all the date of acceptance of the goals furnished Reminder (aceopmece not to be unreasonably delaydL resulting from imperfect or defective work done or materials famished by the Seller. Acceptance or use of goods by the Purchaser shall nor constitute a waiver of my claim under this warranty. Except as otherwise provided in this purchase order, the Sellers liability hereunder shall extend to all damages proximately caused by the breach of my of the foregoing warranties or goareaves, but such liability shall in no event include lass of profits or loss of use. NO IMPLIED WARRANTY OR MERCI IANTABILITY OR OF FITITESS FOR PURPOSE SHALL APPLY. 4, CHANGES N LEGAL TERMS. The purchaser may make changes to legal terms by wren change order. 5. C14ANGU N COMMERCIAL TERMS. The Purchaser may make any changes Io he berms, other than legal ems, including additions 1m or delaions fmm the quantifies ongiwlly ordered in the specifrmtions or drawings, by verbal or written change mate If any such change affects the amount due or the time ofEddidenance, hereunder, an equitable adjustment shall b, 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, cubjec a any equitable adjus nt between the Enables as to any work or materials then in progress Provided that the Purchase, shall not be liable for any claims for anticipated pubis on the uncompleted portion of the goods and/or work, for incidental or comet ucetial damages, and that no such adjustment be made in favor of me Seller with respect to any goods which are the Sel les standard stock. No such nationalist shall fulieve the Purchaser or the Seller ofany of their obligations of to any goals delivered hereunder. 7. CLAIMS FOR ADJUSTMEN I'. Any claim for adjustment all be asserted within thirty (30) days from the date the change or termination is ordered. 8. COMPLIANCE WITH LAW. The Seller warrants that all ponds sold hereunder shall have been produced, sold, delivered and fumidhed in strict compliance with all applicable laws and regulations to which the goods are subject. The Seller shall cGueuto and deliver such documents as may be required to effect or evidence compliance All laws and reformism required m be incorporated in agreements of funs Onown, are hereby inaugurated herein by this reference. [Re Seller agrees to indemnify and hold the Purchaser harmless front all costa and damages suffered by ,he Purchaser as a result of the Sellers failure to comply with such law. 9. ASSIGNMENT. Neither parry shall assign, transfbr, or convey this order, or any monies due or to become due hereunder avohvul the prior wailum coastal of the other entry. 10. TITLE:. The Seller warrants full, clear and transmitted title to the Purchaser for all equipment, materials, and items famished in performance of this agreement, free and clew of any and all liens, restrictions, reservations, security interest encumbrances and claims of others. The Seller shall release the Purchaser and its commcmrs oLmry net from all liability and claims of any nature resulting from the performance of such work. This reln'ru shall apply evert in the tv'at of fault of negligence of the piny released and shall extend m the directors, o03cce, and employees of such party. flat Sellers commcmel obligations, including similarly, shall not be dttmed to be reduced, in any way, harmse such work is perfom,ed or caused to be performN by the Purchaser. ill PAT'IiNTS. Whoever the Seller is required to use very design, device, mmenal or process covered by letter, patent trademark bydopyright. the Seller shag indemnify and save hamdeas the Purchaser and any and all claims for infringement remain of the we of such patented deign, device, mmenal or process In connmion with the comma, and shall indemnify the Purchaser for any cost, expense or damage which if may ba obliged to pry by reason ofsuch infringement at any time during the prosecution or after the completion of the work. In caw said equipment, or any pan therm( or the intended use of the goods, is in such suit held to constitute management and the use of said equipment or pan is enjoined, the Seller shall, at its own expense and at its option, either prtwure far the Purchaser the right to continue using said equipment or pans, replace the same with substantially equal but noninfringing equipment, or modify it u it becomes nrninfdnging. 15. INSOLVENCY, If the Seller shall become insolvent or wili make an essignmdnt for the benefit or creddors, appoint a receiver or bounce far any of flee Sellers pm,., or business, this order may' forthwithbe canceled by the foundation about liability. 16. GOVERNING LAW. The definitions afems used or the interpretation of the agreement and the rights of all panic hereunder shall be consmred under and governed by the laws arm, Sae ofColOmdo. USA. The following Additional Conditions apply only in exacts when the Sella is to perform work hereunder, including the services of Sellers Repreunmfivgsh on the premises of afters. 17. SELLERS RESPONSIBILITY. The Sell,, shall carry oa aid work m Sellch own risk mail the same is tally completed and accepted, and dull, in caw of any accident, destruction or injury to the work major materials before ScRas final completion and acceptance, complete the work at Settees own expense and to me satisfaction of the Purchssa.'Mom mannals and equipmef an famished by otters for installation or erection by me Seller, the Seller shall receive, unload, stare and handle same at the site and become responsible therefor as though such materials and'or equipment Wert being furnished by the Sella under the order. 18. INSURANCE. The Sella shall, at his own expeme, provide for the payment of workers compensation, including occupational dint benefits, to its employees employed on or in connection with the work covered by this purchase order, maker 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, communed and automobile public liability insurance with Wily injury and death limits of at least 53IXU100 for any one person, S500,000 far any one accident and property damage limit Per accident of S400.IX0. The Sella shall Iik wiw require his contracers, if any, to provide for such compensation and insurance. Before any of the Sellers or his commences employees shall do any work upon fire premises of orders, the Seller shall Pomkh the Purchaser with a cenifieme that such compmushom and insurance have been provided. Such candidates shall specify the date when such umpnesation and insurance have been provided Such cenificarc shall specify the date when such compensation and insmminc espums. [he Scller agrees that such compensation and assurance shall be maintained until alter the entire work is completed and accepted. 19, PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Seller hertby, assumes the ramie n.youibilay unit liability fur any and all damage lost ,, injury ofany kind cor wwre whatsoever to persons or properly mused by or resulting from the execution of the work provided for in this purchase order or in connection herewith. [Be Seller will indemnify and hold harmless the From— and any r all of the Purchasers officers, agents and employees from and againn any and all claims, it damages, charges or ex arcs, whether direct or indirect mid whether to persons or property to which the Purchaser may he put or subject by reason of any act, nation, neglect, omission or default an the part of the Seller, any of his contractors. o :my ofthe Sellers or contractors officers, agents or employees. In saw any suit or other proceedings shall he brought against the Purchuscq or its officers, agents or employees in any time oa accrual or by reamn of any act action, neglect omission or default of the Seller of any of his comracmts or any of its or their officers, agents or employees as aforesaid, the Seller hared, agrees I. assume the defense thereof and to defend the some at the Set lots own expense, to pay any and rill costs, charges, attorneys fees and other expenses, any and all judgments lout may be incurred by or obtained against the Purchaser or any of its or their officers. .gems or employees in such soil of other proceedings, and in caw 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 Seller will at once cause the came in be dissolved and discharged by giving bond or otherwise. The Seller and his contractors shall take all safety precautions, famish and install all gourds 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 mf 1970 and of I rules and regulmmas issued prrsaant thereto. Revised 0312010 _ > xcl'udedWarties,Li'stSystem j Search Results Excluded By Firm, Entity, or Vessel : EPC USA INC as of 05-Oct-2012 6:54 PM EDT Your search returned no results. Ed Bonnette From: Paul Folger Sent: Friday, September 28, 2012 11:21 AM To: Ed Bonnette Subject: Re: Log Management Services Quote Hi Ed ... the e-mail would go the address you have which I believe is the source of the quote. It would also be helpful to copy bcroom@alertlogic.com. Thanks for all your support! Paul From: Ed Bonnette Sent: Friday, September 28, 2012 10:44 AM To: Paul Folger Cc: Ed Bonnette Subject: RE: Log Management Services Quote Paul, It needs to not only get entered on their end but get approved as well. These are controlled on their end, not mine. I don't know if we will have anyone to print POs here today if it does get approved so I can convert it; I think Louisa will be over here in the afternoon and can do that. I'm not set up to print POs if she's not scheduled over here today. Converting the PO is the easy part if I get an approved req from Shannon; worst case PO would be printed on Monday if not today. Do you have an email address where the PO can be emailed once it is good to go? This will speed up getting it into the vendor's hands. And: use ship -to #27 and buyer #5. Is it this one at vendor #365107 EPC USA: tom.hinchsliff@epcusa.net Ed Ed Bonnette, C.P.M., CPPB Buyer City of Fort Collins Purchasing PO Box 580 Fort Collins, CO 80522 (970)221-6775 From: Paul Folger Sent: Friday, September 28, 2012 10:31 AM To: Ed Bonnette Subject: RE: Log Management Services Quote Hi Ed ... Shannon is stymied by indecision beyond her control. She is making another effort this morning. If she can get the requisition entered today, what is the potential for getting the PO released to the vendor today?