HomeMy WebLinkAbout516565 MAICO INDUSTRIES INC - PURCHASE ORDER - 9131304Fort Collins
Date: 03/12/2013
Vendor: 516566
MAICO INDUSTRIES INC
936 HIGHWAY 14
ELLSWORTH Kansas 67439
PURCHASE ORDER
PO Number Page
9131304 1 of 4
This number must appear
on all invoices, packing
slips and labels.
Ship To: TRAFFIC OPERATIONS
CITY OF FORT COLLINS
626 LINDEN STREET
FORT COLLINS Colorado 80524
Delivery Date: 03/11/2013 Buyer: JOHN STEPHEN
Note:
Line Description
Quantity
UOM
Unit Price
Extended
Ordered
Price
1 Traffic Signal Pole S-614-40A
1
LS
8,219.0000
8,219.00
15' Arm Length
Galvanized
PER TERMS AND CONDITIONS OF BID 7469.
DELIVERY OF POLES IS 12-14 WEEKS AFTER RECIEPT OF ORDER
DELIVERY OF BOLTS AND BOLT TEMPLATE IS 10 DAYS AFTER RECEIPT OF ORDER
2 Traffic Signal Pole S-614-40A
2
LS
8,410.0000
16,820.00
25' Arm Length
Galvanized
3 Traffic Signal Pole S-614-40A
1
LS
8,702.0000
8,702.00
30' Arm Length
Galvanized
4 Traffic Signal Pole S-614-40A
1
LS
8,805.0000
8,805.00
35' Arm Length
Galvanized
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
implementing requirements FTA 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 FTA may issue.
(3) The Contractor also agrees to include these requirements in each subcontract financed in
whole or in part with Federal assistance provided by FTA, modified only if necessary to identify
the affected parties.
7. DISADVANTAGED BUSINESS ENTERPRISE (DBE)
a. This contract is subject to the requirements of Title 49, Code of Federal Regulations,
Part 26, Participation by Disadvantaged Business Enterprises in Department of
Transportation Financial Assistance Programs. The national goal for participation of
Disadvantaged Business Enterprises (DBE) is 10%. The agency's overall goal for DBE
participation is 9.9 %. A separate contract goal [has not] been established for this
procurement.
b. The contractor shall not discriminate on the basis of race, color, national origin, or sex
in the performance of this contract. The contractor shall carry out applicable
requirements of 49 CFR Part 26 in the award and administration of this DOT -assisted
contract. Failure by the contractor to carry out these requirements is a material breach
of this contract, which may result in the termination of this contract or such other remedy
as City of Fort Collins deems appropriate. Each subcontract the contractor signs with
a subcontractor must include the assurance in this paragraph (see 49 CFR 26.13(b)).
The successful bidder/offeror will be required to report its DBE participation obtained
through race -neutral means throughout the period of performance.
c. The contractor is required to pay its subcontractors performing work related to this
contract for satisfactory performance of that work no later than 30 days after the
contractor's receipt of payment for that work from the City of Fort Collins. In addition,
[is required to return any retainage payments to those subcontractors within 30
days after the subcontractor's work related to this contract is satisfactorily
completed.]
d. The contractor must promptly notify City of Fort Collins whenever a DBE
subcontractor performing work related to this contract is terminated or fails to complete
its work, and must make good faith efforts to engage another DBE subcontractor to
perform at least the same amount of work. The contractor may not terminate any DBE
subcontractor and perform that work through its own forces or those of an affiliate
without prior written consent of City of Fort Collins.
8. INCORPORATION OF FEDERAL TRANSIT ADMINISTRATION (FTA) TERMS
Incorporation of Federal Transit Administration (FTA) Terms - The preceding provisions include,
BID 7345 Traffic Signal Poles Page 20 of 28
in part, certain Standard Terms and Conditions required by DOT, whether or not expressly set
forth in the preceding contract provisions. All contractual provisions required by DOT, as set
forth in FTA Circular 4220.1E, are hereby incorporated by reference. Anything to the contrary
herein notwithstanding, all FTA mandated terms shall be deemed to control in the event of a
conflict with other provisions contained in this Agreement. The Contractor shall not perform any
act, fail to perform any act, or refuse to comply with any (name of grantee) requests which
would cause (name of grantee) to be in violation of the FTA terms and conditions.
9. GOVERNMENT -WIDE DEBARMENT AND SUSPENSION (NONPROCUREMENT)
Background and Applicability
In conjunction with the Office of Management and Budget and other affected Federal agencies,
DOT published an update to 49 CFR Part 29 on November 26, 2003. This government -wide
regulation implements Executive Order 12549, Debarment and Suspension, Executive Order
12689, Debarment and Suspension, and 31 U.S.C. 6101 note (Section 2455, Public Law 103-
355, 108 Stat. 3327).
The provisions of Part 29 apply to all grantee contracts and subcontracts at any level expected
to equal or exceed $25,000 as well as any contract or subcontract (at any level) for Federally
required auditing services. 49 CFR 29.220(b). This represents a change from prior practice in
that the dollar threshold for application of these rules has been lowered from $100,000 to
$25,000. These are contracts and subcontracts referred to in the regulation as "covered
transactions."
Grantees, contractors, and subcontractors (at any level) that enter into covered transactions are
required to verify that the entity (as well as its principals and affiliates) they propose to contract
or subcontract with is not excluded or disqualified. They do this by (a) Checking the Excluded
Parties List System, (b) Collecting a certification from that person, or (c) Adding a clause or
condition to the contract or subcontract. This represents a change from prior practice in that
certification is still acceptable but is no longer required. 49 CFR 29.300.
Grantees, contractors, and subcontractors who enter into covered transactions also must
require the entities they contract with to comply with 49 CFR 29, subpart C and include this
requirement in their own subsequent covered transactions (i.e.. the requirement flows down to
subcontracts at all levels).
Clause Language
The following clause language is suggested, not mandatory. It incorporates the optional method
of verifying that contractors are not excluded or disqualified by certification.
Suspension and Debarment
This contract is a covered transaction for purposes of 49 CFR Part 29. As such, the
contractor is required to verify that none of the contractor, its principals, as defined at 49
CFR 29.995, or affiliates, as defined at 49 CFR 29.905, are excluded or disqualified as
defined at 49 CFR 29.940 and 29.945.
The contractor is required to comply with 49 CFR 29, Subpart C and must include the
requirement to comply with 49 CFR 29, Subpart C in any lower tier covered transaction it
enters into.
By signing and submitting its bid or proposal, the bidder or proposer certifies as follows:
The certification in this clause is a material representation of fact relied upon by {insert agency
BID 7345 Traffic Signal Poles Page 21 of 28
name}. If it is later determined that the bidder or proposer knowingly rendered an erroneous
certification, in addition to remedies available to {insert agency name}, the Federal Government
may pursue available remedies, including but not limited to suspension and/or debarment. The
bidder or proposer agrees to comply with the requirements of 49 CFR 29, Subpart C while this
offer is valid and throughout the period of any contract that may arise from this offer. The bidder
or proposer further agrees to include a provision requiring such compliance in its lower tier
covered transactions.
10. BUY AMERICA
The contractor agrees to comply with 49 U.S.C. 53230) and 49 C.F.R. Part 661, which provide
that Federal funds may not be obligated unless steel, iron, and manufactured products used in
FTA-funded projects are produced in the United States, unless a waiver has been granted by
FTA or the product is subject to a general waiver. General waivers are listed in 49 C.F.R. 661.7,
and include final assembly in the United States for 15 passenger vans and 15 passenger
wagons produced by Chrysler Corporation, and microcomputer equipment and software.
Separate requirements for rolling stock are set out at 49 U.S.C. 53230)(2)(C) and 49 C.F.R.
661.11. Rolling stock must be assembled in the United States and have a 60 percent domestic
content.
A bidder or offeror must submit to the FTA recipient the appropriate Buy America certification
(below) with all bids or offers on FTA-funded contracts, except those subject to a general
waiver. Bids or offers that are not accompanied by a completed Buy America certification must
be rejected as nonresponsive. This requirement does not apply to lower tier subcontractors.
Certification requirement for procurement of steel, iron, or manufactured
products
Cerfiflcate of Compliance, with 49 U.&C. 5323Q)(1)
The bidder or' offeror "hereby -certifies that it will meet the requirements
5323(j)(1) and the applicable regulations in 49 C.F.R. Part 661.5.
Date
Sign
Coml
Title
of 49 U.S.C.
Certificate of Non -Compliance with 49 U.S.C. 53236)(1)
The bidder or offeror hereby certifies that it cannot comply with the requirements of 49
U.S.C. 53230)(1) and 49 C.F.R. 661.5, but it may qualify for an exception pursuant to 49
U.S.C. 53230)(2)(A), 53230)(2)(B), or 53230)(2)(D), and 49 C.F.R. 661.7.
Vq\G
Signature
Company Name
Title
BID 7345 Traffic Signal Poles Page 22 of 28
Certification requirement for procurement of buses, other rolling stock and associated
equipment
Certificate of Compliance with 49 U.S.C. 53236)(2)(C).
The bidder or offeror hereby certifies that it will comply with the requirements of 49 U.S.C.
53230)(2)(C) and the regulations at 49 C.F.R. Part 661.11.
Date
Signature
Company Name
Title
Certificate of Non -Compliance with 49 U.S. C. 53236)(2)(C)
The bidder or offeror hereby certifies that it cannot comply with the requirements of 49
U.S.C. 53230)(2)(C) and 49 C.F.R. 661.11, but may qualify for an exception pursuant to 49
U.S.C. 53230)(2)(A), 53230)(2)(B), or 53230)(2)(D), and 49 CFR 661.7.
Date
Signature
Company Name
Title
11. 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 City's
[title of employee]. 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
[title of employee]. 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 [title
of employee] shall be binding upon the Contractor and the Contractor shall abide be the
decision.
Performance During Dispute - Unless otherwise directed by 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 therefor 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.
BID 7345 Traffic Signal Poles Page 23 of 28
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 remedies otherwise imposed or available by law. No action or
failure to act by the City, (Architect) 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.
12. LOBBYING
Modifications have been made to the Clause pursuant to Section 10 of the Lobbying Disclosure
Act of 1995, P.L. 104-65 [to be codified at 2 U.S.C. § 1601, et seq.]
- Lobbying Certification and Disclosure of Lobbying Activities for third party contractors are
mandated by 31 U.S.C. 1352(b)(5), as amended by Section 10 of the Lobbying Disclosure Act
of 1995, and DOT implementing regulation, "New Restrictions on Lobbying," at 49 CFR §
20.110(d)
- Language in Lobbying Certification is mandated by 49 CFR Part 19, Appendix A, Section 7,
which provides that contractors file the certification required by 49 CFR Part 20, Appendix A.
Modifications have been made to the Lobbying Certification pursuant to Section 10 of the
Lobbying Disclosure Act of 1995.
- Use of "Disclosure of Lobbying Activities," Standard Form-LLL set forth in Appendix B of 49
CFR Part 20, as amended by "Government wide Guidance For New Restrictions on Lobbying,"
61 Fed. Reg. 1413 (1/19/96) is mandated by 49 CFR Part.20, Appendix A.
Byrd Anti -Lobbying Amendment, 31 U.S.C. 1352, as amended by the Lobbying Disclosure
Act of 1995, P.L. 104-65 [to be codified at 2 U.S.C. § 1601, et seq.] - Contractors who apply
or bid for an award of $100,000 or more shall file the certification required by 49 CFR part 20,
"New Restrictions on Lobbying." Each tier certifies to the tier above that it will not and has not
used Federal appropriated funds to pay any person or organization for influencing or attempting
to influence an officer or employee of any agency, a member of Congress, officer or employee
of Congress, or an employee of a member of Congress in connection with obtaining any Federal
contract, grant or any other award covered by 31 U.S.C. 1352. Each tier shall also disclose the
name of any registrant under the Lobbying Disclosure Act of 1995 who has made lobbying
contacts on its behalf with non -Federal funds with respect to that Federal contract, grant or
award covered by 31 U.S.C. 1352. Such disclosures are forwarded from tier to tier up to the
recipient.
APPENDIX A, 49 CFR PART 20--CERTIFICATION REGARDING LOBBYING
Certification for Contracts, Grants, Loans, and Cooperative Agreements
(To be submitted with each bid or offer exceeding $100, 000)
The undersigned [Contractor] certifies, to the best of his or her knowledge and belief, that:
(1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the
BID 7345 Traffic Signal Poles Page 24 of 28
undersigned, to any person for influencing or attempting to influence an officer or employee of
an agency, a Member of Congress, an officer or employee of Congress, or an employee of a
Member of Congress in connection with the awarding of any Federal contract, the making of any
Federal grant, the making of any Federal loan, the entering into of any cooperative agreement,
and the extension, continuation, renewal, amendment, or modification of any Federal contract,
grant, loan, or cooperative agreement.
(2) If any funds other than Federal appropriated funds have been paid or will be paid to any
person for making lobbying contacts to an officer or employee of any agency, a Member of
Congress, an officer or employee of Congress, or an employee of a Member of Congress in
connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned
shall complete and submit Standard Form—LLL, "Disclosure Form to Report Lobbying," in
accordance with its instructions (as amended by "Government wide Guidance for New
Restrictions on Lobbying," 61 Fed. Reg. 1413 (1/19196). Note: Language in paragraph (2)
herein has been modified in accordance with Section 10 of the Lobbying Disclosure Act of 1995
(P.L. 104-65, to be codified at 2 U.S.C. 1601, et seq.)]
(3) The undersigned shall require that the language of this certification be included in the award
documents for all subawards at all tiers (including subcontracts, subgrants; and contracts under
grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose
accordingly.
This certification is a material representation of fact upon which reliance was placed when this
transaction was made or entered into. Submission of this certification is a prerequisite for
making or entering into this transaction imposed by 31, U.S.C. § 1352 (as amended by the
Lobbying Disclosure Act of 1995). Any person who fails to file the required certification shall be
subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such
failure.
(Note: Pursuant to 31 U.S.C. § 1352(c)(1)-(2)(A), any person who makes a prohibited
expenditure or fails to file or amend a required certification or disclosure form shall be subject to
a civil penalty of not less than $10,000 and not more than $100 000 for each such expenditure
or failure.] N4,r/- �?c le C /U q/jlllf(1 eo /,-;
The Contractor, ( , certifies or affirms the truthfulness and accuracy of
each statement of its certification and disclosure, if any. In addition, the Contractor understands
and agrees that th pro ions of 31 U.S.C. A 3801, et seq., apply to this certification and
disclosur , if�]aan,y
a (w ZA- Signature of Contractor's Authorized Official
71
flame and Title of Contractor's Authorized Official
27~ Z6/ — l �, Date
13. CLEAN AIR
Clean Air—
(1) The Contractor agrees to comply with all applicable standards, orders or regulations
issued pursuant to the Clean Air Act, as amended, 42 U.S.C. §§ 7401 et seq. The
Contractor. agrees to report each violation to the Purchaser and understands and agrees
that the Purchaser will, in turn, report each violation as required to assure notification to FTA
BID 7345 Traffic Signal Poles . Page 25 of 28
PURCHASE
ORDER
PO Number
Page
Clt'�/ Of
9131304
2 of a
Fort Collins
This number must
on all invoices, packing
packing
slips and labels.
Line Description
Quantity UOM
Ordered
Unit Price Extended
Price
5 Traffic Signal Pole S-61440A
1 LS
10,073.0000 10,073.00
45' Arm Length
Galvanized
6 Traffic Signal Pole S-614-40A
2 LS
9,971.0000 19,942.00
20' Arm Length
Galvanized + Powder Coat - Medium Bronze
7 Traffic Signal Pole S-614-40A
2
LS
10,144.0000
20,288.00
25' Arm Length
Galvanized + Powder Coat - Medium Bronze
8 Traffic Signal Pole S-614-40A
1
LS
10,836.0000
10,836.00
35' Arm Length
Galvanized + Powder Coat - Medium Bronze
s Traffic Signal Pole S-61440A
1
LS
12,237.0000
12,237.00
40' Arm Length
10 Traffic Signal Pole S-614-40A
1
LS
12,397.0000
12,397.00
45' Arm Length
11 Traffic Signal Pole S-614-40
1
LS
19,008.0000
19,008.00
Arm Length #1 = 50'
Arm Length #2 = 30'
Angle = 270
Galvanized
12 Traffic Signal Pole S-614-40
1
LS
21,360.0000
21,360.00
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
City of
�,.F,.�ort Collins
PURCHASE ORDER
PO Number Page
9131304 3 of 4
This number must appear
on all invoices, packing
slips and labels.
Line Description Quantity UOM Unit Price Extended
Ordered Price
Arm Length 1 = 45'
Arm Length 2 = 20'
Angle = 90
Galvanized + Powder Coat - Medium Bronze
13 Traffic Signal Pole S-614-40 1 LS 22,270.0000 22,270.00
Arm Length #1 = 45'
Arm Length #2 = 35'
Angle = 90
Galvanized + Powder Coat - Medium Bronze
14 Traffic Signal Pole S-614-40 1 LS 12,408.0000 12,408.00
Arm Length #1 = 25'
Arm Length #2 = 25'
Angle = 90
Galvanized + Powder Coat Medium Bronze
15 Traffic Signal Pole S-614-40 1 LS 13,192.0000 13,192.00
Arm Length #1 = 30'
Arm Length #2 = 30'
Angle 90
Galvanized + Powder Coat - Medium Bronze
C3. 011.As�Q /�
City of Fort Collins Director of Purchasing and Risk Management
This order is not valid over $5000 unless signed by James B. O'Neill 11, 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
Tota I
Invoice Address:
$216,557.00
City of Fort Collins
Accounting Department
PO Box 580
Fort Collins, CO 80522-0580
Purchase Order Terms and Conditions
Page 4 of 4
1. COMMERCIAL DETAILS.
Tax exemptions. By statute the City of Fort Collins is exempt from state and local taxes. Our Exemption Number is I I. NON WAIVER.
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 terns 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 the Seller in the event of a
breach, the acceptance of or payment for goods hereunder or approval of the design, shall not release the Seller of
Goods Rejected. GOODS REJECTED due to failure to meat 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 in be replaced except upon receipt of written purchaser to insist upon strict perfommance hereof or any of its rights or remedies m to any such goods, regardless
instructions from the City of Fort 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 terms
Inspection. GOODS arc subject in the City of Fort 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 part of the City of Fart Calling. 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 of all applicable required inspection procedures. violations are in fact borne 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 Terns. Shipments must be F.O.B., City of Fort Collins, 700 Wood SL, Fort Collins, CO 80522, unless acquired under federal or stoic antitrust laws for such overcharges relafing 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 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 parts of the country, shipment is If the Purchaser directs the Seller to correct nonconforming or defective goods by a date to be agreed 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 one 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
costs 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, territory or political subdivision where
the work is performed, or required by any other duly constituted public authority having jurisdiction over the work
of vendor. Seller further agrees to bold the City of Fort 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, mles
and requirements.
Authorization. All panics to this contract agree that the representatives are, in fact, bona Ede and possess full and
complete authority to bind said panics.
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 AGENT immediately if you cannot make complete shipment to arrive on your
promised delivery date as noted. Time is ofthe essence. Delivery and performance most be effected within the time
stated on the purchase order and the documents attached hereto. No acts of the Purchasers including, without
limitation, acceptance ofpartial late deliveries, shall operate as a waiver of this provision. In the event ofany delay,
the Purchaser shall have, in addition to other legal and equitable remedies, the option of placing this 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 ofnegligence,
such acts of God, act, ofcivil or military authorities, governmental priorities, foes, strikes, Rood, epidemics, wars or
riots provided that notice of the conditions coming such delay is given to the Purchaser within five (5) days of the
time when the Seller Just received knowledge thereof. In the event of any such delay, the date of delivery shall be
extended for the period equal m 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, sample and/or other descriptions given, will be fit for the purposes intended, and
performed with the highest degree of cart and competence in accordance with accepted standards for work of a
similar more. The Seller agree to hold the purchaser bar mless fmm any loss, damage or expense which the
Purchaser may suffer or incur an account of the Sellers breach of warranty. The Seller shall replace, repair or make
good, without cost to the purchaser, any defects or faults arising within one (1) year or within such longer period of
time m may be prescribed by law or by the terms of any 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 famished by the Seller. Acceptance or use of goods by the Purchaser shall not
constitute a waiver of any 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 any 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 MERCHANTABB,ITY 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 COMMERCIAL TERMS.
The Purchaser may make any changes to the terms, other than legal terms, including additions to or deletions from
the quantifies originally ordered in the specifications or drawings, by verbal or written change order. If any such
change affects the amount due or the time ofperformance 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 die 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 goads 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 temrination is
ordered.
8. 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 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 ere hereby incorporated herein by this reference. The Seller agrees to
indemnify and hold the Purchaser harmless fmm all toss and damages suffered 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 Perry.
10. TITLE.
The Seller warrants full, 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 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 of such work.
This release shall apply even in the event of fault of negligence of the party 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 performed or caused to be performed by the Purchaser.
14. PATENTS.
Whenever the Seller is required to use any design, device, material orprocess covered by letter, patent, trademark
or copyright, the Seller shall indemnify and save brimless 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 (lie Purchaser for any cost, expense or damage which it may be obliged to pay by reason ofsuch
infringement at any time during the prosecution or after Ore completion of the work. In case said equipment, or
any pan thereof or the intended use of the goods, is in such suit held to constitute infringement and the use of
said equipment or pan is enjoined, the Seller shall, at its own expense and at its option, either procure for the
Purchaser the right to continue using said equipment or parts, replace the same with substantially equal but
noninfringing equipment, or modify it so it becomes noninfringing.
15. INSOLVENCY.
If the Seller shall became 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 forthwith be canceled by the
Purchaser without liability.
16. GOVERNING LAW.
The definitions of terns used or the interpretation of the agreement and the rights of all parties hereunder shall be
construed under and governed by the laws ofthe State ofColomdo, USA.
The following Additional Conditions apply only in taus where the Seller is to perform work hereunder,
including the services of Sellers Represenative(s), on the premises ofothers.
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 of any accident, destruction or injury to the work and/or materials before Sellers final completion and
acceptance, complete the work at Sellers 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, at his own expense, provide for the payment ofworkers 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 carry 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, 5500,000 for any
one accident and property damage limit per accident of $400,000. 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 famish the Purchaser with a certificate
that such compensation and inuumnce have been provided. Such certificates shall specify the date when such
compensation and insurance have been provided. Such certificates shall specify the date when such compensation
and insurance expires. The Seller agrees that such compensation and insurance shall be maintained 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 persona or property caused by or resulting Goan the execution of the work provided for in
this purchase order or in connection herewith. The Seller will indemnify and hold hamdess the Purchaser and any
or all of the Purchasers officers. agents and employeas 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 part of the Seller, my 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 Purchaser, or its officers, agents or employees at any time an account or
by reason of any act, action, neglect, omission or default of the Seller of any of his contractors or any of its or
their officers, agents or employees as aforesaid, the Seller hereby agrees to assume the defense thereof and to
defend the same at the Sellers own expense, to pay any and all costs, charges, 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 of the Purchaser, or said parties in or as a mull of such suit or other proceedings,
the Seller will at once cause the sane 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 mles and mguladom issued pursuant thereto.
Revised OL2010
FEDERAL TRANSIT ADMINISTRATION
TABLE OF CONTENTS
Federally Required and Other Model Contract Clauses
1.
NO GOVERNMENT OBLIGATION TO THIRD PARTIES.................................................16
2.
PROGRAM FRAUD AND FALSE OR FRAUDULENT STATEMENTS AND RELATED
ACTS........................................................................................................................................16
3.
ACCESS TO RECORDS AND REPORTS........................................................................16
4.
FEDERAL CHANGES......................................................................................................17
5.
TERMINATION.................................................................................................................18
6.
CIVIL RIGHTS REQUIREMENTS.....................................................................................19
7.
DISADVANTAGED BUSINESS ENTERPRISE (DBE)......................................................20
8.
INCORPORATION OF FEDERAL TRANSIT ADMINISTRATION (FTA) TERMS.............20
9.
GOVERNMENT -WIDE DEBARMENT AND SUSPENSION (NONPROCUREMENT) .......
21
10.
BUY AMERICA.................................................................................................................22
11.
BREACHES AND DISPUTE RESOLUTION.....................................................................23
12.
LOBBYING.......................................................................................................................24
13.
CLEAN AIR......................................................................................................................25
14.
CLEAN WATER REQUIREMENTS..................................................................................26
15.
CARGO PREFERENCE REQUIREMENTS......................................................................26
16.
FLY AMERICA REQUIREMENTS....................................................................................26
17.
ENERGY CONSERVATION REQUIREMENTS................................................................27
18.
RECYCLED PRODUCTS.................................................................................................27
19.
ADA Access.....................................................................................................................27
20.
CITY OF FORT COLLINS BID PROTEST PROCEDURES..............................................27
BID 7345 Traffic Signal Poles Page 15 of 28
1. NO GOVERNMENT OBLIGATION TO THIRD PARTIES
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 FTA. It is further agreed that the clause shall not be
modified, except to identify the subcontractor who will be subject to its provisions.
2. PROGRAM FRAUD AND FALSE OR FRAUDULENT STATEMENTS AND RELATED
ACTS
Program Fraud and False or Fraudulent Statements or Related Acts.
(1) The Contractor acknowledges that the provisions of the Program Fraud Civil Remedies Act
of 1986, as amended, 31 U.S.C. § 3801 et seq. and U.S. DOT regulations, 'Program Fraud Civil
Remedies," 49 C.F.R. Part 31, apply to its actions pertaining to this Project. Upon execution of
the underlying contract, the Contractor certifies or affirms the truthfulness and accuracy of any
statement it has made, it makes, it may make, or causes to be made, pertaining to the
underlying contract or the FTA assisted project for which this contract work is being performed.
In addition to other penalties that may be applicable, the Contractor further acknowledges that if
it makes, or causes to be made, a false, fictitious, or fraudulent claim, statement, submission, or
certification, the Federal Government reserves the right to impose the penalties of the Program
Fraud Civil
Remedies Act of 1986 on the Contractor to the extent the Federal Government deems
appropriate.
(2) The Contractor also acknowledges that if it makes, or causes to be made, a false, fictitious,
or fraudulent claim, statement, submission, or certification to the Federal Government under a
contract connected with a project that is financed in whole or in part with Federal assistance
originally awarded by FTA under the authority of 49 U.S.C. § 5307, the Government reserves
the right to impose the penalties of .18 U.S.C. § 1001 and 49 U.S.C. § 5307(n)(1) on the
Contractor, to the extent the Federal Government deems appropriate.
(3) The Contractor agrees to include the above two clauses in each subcontract financed in
whole or in part with Federal assistance provided by FTA. It is further agreed that the clauses
shall not be modified, except to identify the subcontractor who will be subject to the provisions.
3. ACCESS TO RECORDS AND REPORTS
Access to Records - The following access to records requirements apply to this Contract:
A. Where the Purchaser is not a State but a local government and is the FTA Recipient or a
subgrantee of the FTA Recipient in accordance with 49 C.F.R. 18.36(i), the Contractor
agrees to provide the Purchaser, the FTA Administrator, the Comptroller General of the
BID 7345 Traffic Signal Poles Page 16 of 28
United States or any of their authorized representatives access to any books,
documents, papers and records of the Contractor which are directly pertinent to this
contract for the purposes of making audits, examinations, excerpts and transcriptions.
Contractor also agrees, pursuant to 49 C.F.R. 633.17 to provide the FTA Administrator
or his authorized representatives including any PMO Contractor access to Contractor's
records and construction sites pertaining to a major capital project, defined at 49 U.S.C.
5302(a)1, which is receiving federal financial assistance through the programs described
at 49 U.S.C. 5307, 5309 or 5311.
B. The Contractor agrees to permit any of the foregoing parties to reproduce by any means
whatsoever or to copy excerpts and transcriptions as reasonably needed.
C. The Contractor agrees to maintain all books, records, accounts and reports required
under this contract for a period of not less than three years after the date of termination
or expiration of this contract, except in the event of litigation or settlement of claims
arising from the performance of this contract, in which case Contractor agrees to
maintain same until the Purchaser, the FTA Administrator, the Comptroller General, or
any of their duly authorized representatives, have disposed of all such litigation, appeals,
claims or exceptions related thereto. Reference 49 CFR 18.39(i)(11).
D. FTA does not require the inclusion of these requirements in subcontracts.
Requirements for Access to Records and Reports by Types of Contract
Contract
Characteristics
O,; r_ U n
Service,,
Turnkey
FConstruction
Archdectural
Engineering
A q isdio
�ofdRolhng,
Profession-iT,' iced 1
®�
Contract
111
}
Stockj
i
I
I•�
I State Grantees
None
Those
None
None
None
None
a. Contracts below SAT
imposed on
($100,000)
k
state pass
None
thru to
Yes, if non-
None unless
None unless
None unless non-
b. Contracts above
unless'
Contractor
competitive
non-
non-
competitive award
$100,000/Capital
i
non-
award or if
competitive
competitive
Projects
}
competitive
funded thru2
award
award
award
5307/5309/5
31. 1
II Non State Grantees
{ ;
Those
a. Contracts below SAT
't, "'
Yes
imposed on
Yes
Yes
Yes
Yes
($100,000)
non -state
b. Contracts above
Yes3
Grantee pass
Yes
Yes
Yes
Yes
$100,000/Capital
thru to
Projects
(
•F
Contractor
Sources of Authority: 149 USC 5325 (a) 2 49 CFR 633.17 318 CFR 18.36 (i)
4. FEDERAL CHANGES
Federal Changes - Contractor shall at all times comply with all applicable FTA regulations,
policies, procedures and directives, including without limitation those listed directly or by
reference in the Master Agreement between Purchaser and FTA, as they may be amended or
BID 7345 Traffic Signal Poles Page 17 of 28
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.
5. TERMINATION
a. Termination for Convenience (General Provision) 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 [Breach or Cause] (General Provision) If the Contractor
does not deliver supplies in accordance with the contract delivery 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 (General Provision) The City in its sole discretion may, in the
case of a termination for breach or default, allow the Contractor [an appropriately short period of
time] 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.
e. Termination for Convenience (Professional or Transit Service Contracts) The
City, by written notice, may terminate this contract, in whole or in part, when it is in the
Government's interest. If this contract is terminated, the City shall be liable only for payment
under the payment provisions of this contract for services rendered before the effective date of
termination.
f. Termination for Default (Supplies and Service) If the Contractor fails to deliver
supplies or to perform the services within the time specified in this contract or any extension or if
BID 7345 Traffic Signal Poles Page 18 of 28
the Contractor fails to comply with any other provisions of this contract, the City may terminate
this contract for default. The City shall terminate by delivering to the Contractor a Notice of
Termination specifying the nature of the default. The Contractor will only be paid the contract
price for supplies delivered and accepted, or services performed in accordance with the manner
or performance set forth in this contract.
If, after termination for failure to fulfill contract obligations, it is determined that the
Contractor was not in default, the rights and obligations of the parties shall be the same as if the
termination had been issued for the convenience of the City.
6. CIVIL RIGHTS REQUIREMENTS
Civil Rights - The following requirements apply to the underlying contract:
(1) 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 FTA may issue.
(2) 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, 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 sec., (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 FTA 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
BID 7345 Traffic Signal Poles Page 19 of 28