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HomeMy WebLinkAbout454298 GARRISON MINERALS LLC - PURCHASE ORDER - 9140485 (2)Fort Collins Date: 02/27/2014 Vendor: 454298 GARRISON MINERALS LLC PO BOX 2940 DENVER CO 80201 PURCHASE ORDER PO Number Page 9140485 1of2 This number must appear on all invoices, packing sli s and labels. Ship To: DRAKE WATER RECLAMATION CITY OF FORT COLLINS 3036 ENVIRONMENTAL DRIVE FORT COLLINS CO 80525 Delivery Date: 02/26/2014 Buver: PAT JOHNSON Note: This Purchase Order is for the procurement of goods and/or services, as needed during the current calendar year. Dollar amounts specified are estimates and not a promise to purchase any minimum amount of such goods and/or services. Line Description Quantity UOM Unit Price Extended Ordered Price 2 Addendum to add addtl funds City of Fort Collins Director of Purchasing and Risk Management This order is not valid over $5000 unless signed by Gerry S. Paul 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 1 LOT EA 150,000.00 Total $150,000.00 Invoice Address: City of Fort Collins Accounting Department PO Box 580 Fort Collins, CO 80522-0580 Purchase Order Terms and Conditions Page 2 of 2 I. COMMERCIALDETAHS. Tan exemption. By statute the City of Fort Collins is exempt farm state mad Red taxes. Our Exemption NomM is 11. NONWAIVER. 9"503. Federal Excise Tax Exemption Cardinale inale of Registry 84-6000587 is registered with the Collector of Failure of the Pmchaser to insist upon stria performance of the terms and candition hereof, failure in delay to Internal Revenue, Denver, Colorado (Ref Colorado Revived Statures 1973, Chapter 39-26, 114 (a). exercise any rights or remedies provided herein in by law, failure to promptly notify the Sella in the event of a breach, the aerePeance of., payment for goods heram er or approval ofthe design, shall not ml. the Sella of Good R jec.ed. GOODS REJECTED due an failure to men specifications, either when shipped or due to def is of any of the warrenties or obligations of this purchase older and shall not be deemed a waiver of any right of the damage in tmmit, may be remmd in you for credit and art not to be replaced except upon receipt of written Purchaser to insist upon suet performance hemofor any or.. rights or remedies u to any such good, regardless instructions frvm the City of Too Collins, of when shipped, received or accepted, as to any poor or subsequent default hereunder, nor shall any puryoned anal modification or rescission of HIS purchase order by the Purchaser operate as a waiver of any of the temp Inspection. GOODS are subject to the City of Fort Collins inspection on arrival. hereof. Final Acceptance. Receipl of .he merchandise, se r equipment in response to this order can result in 12. ASSIGNMENT OF ANTITRUST CLAIMS. th auorized payment on the pan of the City of Fiat Collins. However, it is to be understood that FINAL Seller vend the Purchaser rec.gnim that in actual economic practice, overcharges moulting from aiititmst ACCEPTANCE is dependent upon completion of at l applicable required inspection procedures. violations are in fact boar, by the Purchase, Themmfimfor good cause and as consideration fir exami ng this purchase order, the Seller hereby assigns to the Purchaser any and all claims it may now have or hereafter Freight Terms. Shipments must IN F.O.B., City of Yon Collins, 70) Wood St., run Collins, CO 80522, unless acquired under federal or state antitrust laws for such overcharges relating to the particular goad 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 picking will Out be accepted. Shipment Disunce. Where manufacturers Ease dishibutm, points in various pats of the rouutry, shipment is expected from the reams. distribution point to findimtimt and execs freight will Ite deducted from Invoice when shipments am made farm greater distance. Permit, Seller shall procure at sellers sole cast all necessary permits, certificates and heaven, required by all applicable laws, regulations, onimances and roles strum sum, municipality, territory or political subdivision where the work u onfictmed, or required by any other duly constituted public authority having jurisdiction over Ore work of vendor. Seller prober agrees 1. hold the City of Fort Collins harmless farm mad against all liability and loss incurred by them by reason of an assured or established violation of any such laws, regulations, oolinaram, rules and requirements. Authrrizmio 1. All parties m this contract agree that the representatives are, in fact, bona fide and pusses full and complete m1limity m bind said panics. LINE I'I'ATION OF TERMS. This Purchase Order expressly limits :ticalcom to the terms and coedltions stated herein set forth and any supplementary or additional temts and conditions annexed hereto or incoryoroted herein by reference. Any additional or different terns and conditions proposed by seller me objected m and hereby rejednl. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately ifyou cannot make complete shipment f arrive on your promised delivery elm as noted. Time is of the essema. Delivery and performance must be edf red within the time stated on the purchase order and the documen s art hed hereto. No aces of the Purchssen including, without limitation, acceptance of partial late deliverer, shall operate as a waiver of this provision. In the ocnt ofany delay, the Purchaser shall have, in addition to other legal and equitable remedies, the option of placing this under elsewhere and holding the Sella liable for damages. However, the Sella shall not ed liable for damages n a result of delays due to causes not reasonably foreseeable which are bryoM is, reasonable annual and without am fault of negligence, such rams of God, acts ofavil or military mals,a .. guvemmenial priorities, fires, strikes, rood, epidemics, was or rio,, provided thm native of the condluon causing such delay is given to the Poorhouse within five (5) days of the time when the Seller first received knowledge thereof, In the event of any such delay, the date of delivery, shall be extended for the period equal to the time actually last by reason ofthe delay. 3. WARRANTY. The Serer warrants that an goods, anises, materials and work covered by this order will conform with applicable drawings, specifications, samples and/or other descriptions given, will be lit for the perform intended, and perforated with the highest degree of care and competence in accordnce with accepted standard for work of a similar nature. The Seller agrees to hold the purchaser harmless from any loss, damage or expense which the Purchaser may surer or incur on account ofthe Sellers breach of wamanry. The Seller shall replace, repair or make good, without con to the purchaser, any defects or faults arising within one (I) year or within such longer period of time as may be prascnbed by law or by the team of my applicable war amy provided by the Sella after the data of luminance of the goods famished hereunder govexance runt as be a masonably delayed), resulting farm imperil or defective work done or materials fiunishd by the Sella. Acceptance m use of goads by the Purchaser shall not wmlimte a waiver of my claim ender this warmly. Except as otherwise provided in this Franchise order, the Sellers liability heeunde shall exmed to all damages proximately caused by the breach of my of the foregoing wamandes or guaramm, but such liability shall in no event include loss ofprofrs or loss of use. NO IMPLIED WARMNTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHANGES IN LEGAL TERMS. The Purchaser may make changes to legal team by written change order. 5. CHANGES IN COMMERCIAL TERMS. The Pmchaser may make any changes to the terms, other .Lan legal mona, inchalm, add .... a, to Or d unions from the quantities origimally ordered in the specifications or drawings, by verbal or written change order. If any snob change areas the amount due or the time of performance hereutala, an equitable sdjnnment that be made. (t TERMINATIONS. The Purchaser may at any time by written change order, terminate this agreement as to any or all portions of the good then not shipped, subject to any equitable adjustment between the parties as to any work or materials then in progress provided that the Purebaser shall not be liable for any claims for anticipated profits on the uncompleted region ofthe goods ad/or work, for incidental or consequential damages, and Out no such adjustment be made in favor of the Seller with respect to any goods which arc the Sellers standard stock. No such m order ion shall relieve the Purchaar or the Seller ofany of their ubligalion as to any good delivered hereunder. ]. CLAIMS FOR ADJUSTMENT. Any claim for adjustment mast be assured within thirty (30) days floor the dam the change or Ventilation is oldeed. 8. COMPLIANCE WITH LAW. The Seller warrants that all good sold hereunder shall have been produced, sold, delivered and furnished in strict compliance with all applicable laws and regulations to which the goods are subject. The Seller shall execute and deliver such documents as may be required to erect or evidence compliance. All laws and regulations required to be ncoryomted in agreements of this diameter me hereby inwryomted herein by this maturate. The Sella agrees to indemnify and hold the Purchaser harmless from all cons and damages suffered by the Purchaser as a result of the Sellers failure to comply with such law. 9. ASSIGNMENT. Neither party shall assign, tranfer, or convey this order, or any monies due or to become due hereunder without the prior whiten cement oldie other party. 10. TITLE. The Seller warrants full, clear and hommuc ed tide to the purchaser for all equipment, materials, and items furnished in Mr... of this agreement free and clear of any and all lieu, rennctions, onervatimas, samity interest encumbrances and claims of ig hm. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. Ifthe Purchaser directs the Sella f correct nonconforming or defective good by a date to be agreed upon by the Purchaser and the Sella, and the Seller thereafter indices its liability m,willingness to comply, the Purchaa may cars, the work to be performed] by the most expeditious meats mailable to it, and the Seller shall pay all carts auwciated with such work. The Seller shall release the Purchaser and its contractors of any tier from all liability rand claims of any none resulting from the performance of such work. This release shall apply even in the event of fall of negligence of the party released end shall extend to the directors, officers and employees afsuch pony. 'I he Seller's counsemal obligations, including warany, shill nut be deemed 1. be reduced, in tiny any. because such work is perforated or caused to be perforated by the Purchaser. 14. PATENTS. Whenever the Seller is required to use any design• device, mar,ol or process revered by lever, point, trademark or copyright, the Seller shall indemnify and save harmless the Purchaser farm any and all claims for infringement by reason of the use of such patented design. device, material or process in connection with the contract, and shall indemnify the Purchaser for any cost, expense or damage which it may be obliged to pay by reason of such infringement at any time during the prosecution or after the completion of the work. In case said equipment, or any pan therm( or the intended sue of the goods, is in such suit held to rontimte wfringement and the use of said m mmore. or pan is joined, the Sella shall, in its own exports, and . ifs option, either procule for the Purchaser the right to continue using said equipment of pans, replace the same with substantially equal but noninfdugmg equipment, or modify it so it becomes noninfringing. 15, INSOLVENCY. If the Seller shall become insolvent or bankrupt, make an nsignment far the benefit of creditors, appoint e receiver or trustee for any of the Sellers property or business, this order may forthwith be canceled by the Purchaser with., liability. is. GOVERNING LAW. Tic definitions of teens used or the intaponalion afthe agreement and the rights of all parties hereunder shall be construed under and governed by the laws ofthe State of Colorado, USA. The following Additional Conditions apply only in where the Sella is to perform work hereunder, including the services of Sellers RViesentativjs), oa hecases premises aromas. ❑. 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 ase of any accident, destruction or injury to the work and/or materials before Selleh feral eompinion and acceptance, complete the work at Sellers own expense and to the goisfction of the Purchaser. When materials and equipment are fimisbd by others for installation in election by the Sella, the Sella shall receive, unload, store and handle same xr the file and become responsible therefor as north such materials .Nor equipment were being fmishd by the Seller under the order. 18. INSURANCE. The Seiler shall, at his own expense, provide for the paymenl of worker compensation, including occupational disease better., .o its employees employed on or in connection with the work isoned by this purchase radar, andtor to their dependents in accordance with the laws of the slate in which the work is to be done. The Sella shall also cant' comprehensive general liability including, but not limited to, contractual and automobile public liability insurance with bodily injury and death limits of, mag 5300,000 for any one person, $5e10,000 for any one accident and property damage limit per accident of 5400,000. The Seller shall likewise require his contractors, if any, to provide for such compensation and insurance. Before any of the Sellers or his comrucmrs employees shall do any work upon the premises of others, the Seller shall famish the Pmchaser, with a certificate that such compensation and insurance have ban provided. Such cenifica.n shall specify the dam 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 eompauation and huurance shall ed maintained out nBe, the entire work is completed and accepted. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Sella hereby aearres the entire rnpomibility and liability far any and all damage, loss or injury of my kind r artare whatsoever 1. person or property caused by or resulting farm the erecufan ofthe work Provided for in this purchase cola or in connection herewith. The Seller will indemnify and hold harmless the Purchaser and any r all of the Purchuers officers, agents and employees from and again any end all claims, loom, damages, charges or expenses, whether direct or logical, and whether 1m person ne proper y to which the Pmchaser may be pm or subject by reason of any act, action, neglect, omission or default on the pan ofthe Sella, any of his commnors, or any of the Sellers or turnouts officers, agents or employees. In cuse any suit or other proceedings shall be, brought against the Purchaser, or its offers, agents or employees at any time on ,coral or by reason of any net, action, negfl, omission or default of the Sella of any of his contractors or any of its or their officers, agents or employees as aforesaid, the Sella hereby agrees at assume the defense thereof and to defend the same in the Sellers own expense, to pay any and all cos., 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 officer, agents or employees in such suits or other proceedings, and in case judgment or other lien be placed upon or obtained against the property ofthe Purchuer, or said parties in or as a result ofsuch suits or other proceedings, the Seller will at once cause the same to be dissolved and discharged by giving bond or otherwise. The Sella and his contractors shall take all safely precautions, famish and in all all guards necessary for the prevention of acciden., comply with all laws and regulations with exert b safety including, but without limitation, the Occupational Safely and Health Act of 1970 and all roles and regulanam, issued pursuant theeem. Revised 03n010