HomeMy WebLinkAbout509360 ENERGYSMART PARTNERS LLC - PURCHASE ORDER - 9141452Fort Collins
Date: 03/07/2014
Vendor: 509360
ENERGYSMART PARTNERS LLC
330 S COLLEGE AVE SUITE 400
FORT COLLINS CO 80524
PO Number Page
9141452 1 1of2
This number must appear
on all invoices, packing
sli sand labels.
Ship To: ELECTRIC UTILITIES
CITY OF FORT COLLINS
700 WOOD ST
FORT COLLINS CO 80521
Delivery Date: 03/07/2014 Buyer: PAT JOHNSON
Note:
Line Description Quantity UOM Unit Price Extended
Ordered Price
I CUSTOMERS LOAN RECEIVABLE
loan funding - Morgan
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@fogov.com
1 LOT LS
6,413.50
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. COMMERCIAL DETAILS.
Tax exemptions. By indoor the City of Pon Collins is exempt from satcand local lairs. On, Exemption Number is
II.NONWAIVER.
98-04502. Federal Excise Tax Exemption Complicate of Registry g4-6000589 is registered with toe Collector of
Failure of the Purchaser
to must upon strict Performance of dterm en teand conditions hereof, failure or delay inInternal
Revenue, Denver, Colorado (Ref. Colorado Revised Succum 1923, Chapter 39-26, 114 (a),
exercise my rights or remedies provided herein or by law, failure to promptly notify fe Sella in the event of a
breach, the accapaace of or payment far goads heneunder or appmal of the design, shall viol release the Seller of
Goods Rejected, GOODS REJECTED due To failure to racer speafieations, Titer when shipped or due to defects of
any of the warranties or obligations of This purehase order and shall not be deemed a waiver of my right of The
damage in transit, may be mumed to you fro credit and are not To be replaced except upon receipt of written
Purchaser to insist upon strict pafomance hemofor any of its rights or remedies as to my such goods, regardless
insauctions from the City of run Collins.
Of when shipped received or accepted, az to any prior or subsequent default hcremda, nor shall any ptuponed
cal modification or rescission of This purchase order by the Purchaser mad, as a waiver of my of the menu
Impaction. GOODS am subject a the City offrom Colons inspection on arrival.
hereof.
Final Acceptance Receipt of the merchandise, services or ampment in respmrse to this order can result in
12. ASSIGNMENT OF ANTITRUST CLAIMS.
mthoriaed payment on the pan of The City of Fort Collins. However, it is to so understood that FINAL
Sella and the Purchaser recognize Nat in actual airman, pmetice, overcharges resulting from antitrmt
ACCEPTANCE is dependent upon completion ofall applicable required inspection procedures.
violations are in fact home by The Purchaser. Thera dfce, for good cause and as consideration for executng This
purchase order, the Seller hereby assigns to the Purchaser any and all claims it may now have or haeafler
Freight Terms. Shipments must Ise F.O.R., City of Pon Collins, 700 Wood ST, Fort Collins, CO 80522, unless
acquired under (demo or state antitrust laws for such overcharges relaing To the 'meet- 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 Puehasor pursuant o this purchase order.
bill most accommov invoice Additional charges for machine will not be accented.
Shipment Distance. Where mnnnfanucrs have distributing Points in various pans of the country, shipmoul is
expected from ,he nearest distribution point lac destination, and excess freight will be dedumed from Invoice when
shipments are made from granter distance.
Permits. Seller shall procure at sellers sole cost all necessary permits, cenificates and lieensca mgnired by all
applicable laws, regulations, ordinances and rates ofthe state, municipality, Territory ar political subdivision where
the work is performed, or required by any other duly attempted public authority having jurisdiction over the work
of vendor. Seller further agrees W hold The City of Fort Collins banal. from and against sl liability and loss
incurred by them by reason of an asserted or established violation of any such laws, regulmiona, andmances, roles
and requirements.
Authoricatim. All parties to this conga agree Them the representatives are, in fact, bow fide and possess full and
omplete authority to bind said panic.
LIMITATION OF TERMS, This Purchase Order expressly limits acceptance to The mmm and conditions stated
herein set tooth and any supplementary or additiowl mans and conditions frommad hereto or incorporated herein by
reference. Any additional or Jlfferent mom and conditions proposed by seller are objected to and hereby jaded.
2. DELIVERY.
PLEASE ADVISE PURCHASING AGENT immediately tryout wmoT make complete shipment to move on your
promised delivery dam as noted. Time is of the immense. Delivery and performance must be effected within the time
staled on the purchase order and the documents attached hereto. No acts of the Parliament including, without
limimtion, acceptance i f partial late deliveries, shall operate as a waiver of Nis prm'isim. In the event of any delay,
The Purchaser shall have, in addition to offer legal and equitable families, the option ofplacing this order elsewhere
and holding the Seller liable for damages. However, the Seller shall tot be liable for damages as a r¢ulT of delays
due to causes not eeuwbly foreseeable which we beyond its reasonable conuol and willout is fault of negligence,
,such acts; of God, acts of civil or military authorities, govermnentsl priorities, Gres, strikes, rood, epidemics, wars or
riots provided that notice of the conditions causing such delay is given to The Purchase, within five (5) days of the
time when the Seller find received knowledge thereof In fe even, of my such delay, The date of delivery shall be
extended for the period equal to the time proully lost by reams, of The delay.
3. WARRANTY.
The Seller warrants that all goods, articles, materials and work covered by this order will conform with applicable
drawings, specifications, samples armor other descriptions given, will be fit for the purposes intended, and
performed with the highest degree of care and competence in accordance with accepted aandards for work of a
similar nature. The Seller agrees to hold the parchoom harmless from any lass, damage or expense which the
Purchaser may same, or incur on account of the Sellers breach of warranty. The Seller shall replace, repair or make
goad, without cost IT, the purchase,, any defects or faults arising within one (I) year or within such longer peril of
time us may be prescribed by law or by the tome, of my applicable warranty provided by the Sella after the dam of
acceptance of the goods furnished hereunder (accepance not to be unreasonably delayed), resulting from imperfect
or detective work done or mnerials Finished by The Seller. Acceptance or we of goods by the Purchaser shall not
wwtiam a waiver of my claim under this wapnty. Except as otherwise provided in this purchase order, The Sellers
liability hemwM shall extend to all damages proximmely caused by the breach of any of The foregoing warranties
of guaratees, but such liability shall in no at, include loss of profits or lass of use. NO IMPLIED WARRANTY
OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY.
4. CHANGES IN LEGAL TERMS.
The Purchaser may nuke changes to legal terms by wrinen change order.
5. CHANGES IN COMMERCIAL TERMS.
The Purchuer may make any changes To The terms, other than legal term, including additions to or deleliom from
The quantities originally ordered in the specifications or drawings, by verbal or wntmn change order. If any such
change offices the amount due or the Time ofpedhmmu hereunder, an a t iable adjuper nt shall be made.
6.'IERMINATIONS.
The Purchaser may at any time by written change Order, temhorm This agreement as to any or all portions of the
goods then not shipped, subject to any equitable adjunmrnt between the parties as to any work or materials then in
progress provided that the Purchaser shall not In liable for any claims for anticipated profits On the uncompleld
portion of The goods anmor work, for incidental or consequential damages, and that no such adjunment be made in
favor of the Seller with respect to any goods which are the Sellers standard stack. No such termination shall relieve
the Purchaser or the Seller ofany of their obligations a in any goods delivered hereunder.
V. CLAIMS FOR ADJUSTMENT.
Any claim for adjustment must be asserted within thirty (30) days from the date the change or tcmination is
ordered.
S. COMPLIANCE WITH LAW.
The Seller warrants that all grads sold hereunder shall have been produced, sold, delivered and fumishd in side,
compliance with all applicable laws and regulations to which The goods are subject. The Seller shall execute and
deliver such documents as may ho required to effect or evidence compliance. All laws and regolaions remained to be
incorporated in agreements of This character are hereby incur peed herein by this reference. The Seller agrees a
iMemnify and hold the Purchaser hamless from all casts and damages suRered by One Purchaser as a result of the
Sellers failam to comply with such law.
9. ASSIGNMENT.
Neither party shall assign, number, or convey this order. a my monies due or to become due hertanda without The
prior wrnnm consent of the older pu y.
10. TITLE.
The Sella warrants full, clear and uncestricad tide to The Purehaser for all equipment, materials, and items fTTmdshd
in pectiourearce of this agreement face and clear of any and all liens, resrictimrs, reservetions, security interest
encumbrances and claims of o0 .
13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS.
Ifthe Purchaser directs the Seller Ins conent ism anfunning ar defective goods by a date to be agreed apart by the
Purchaser and the Seller, and the Seller depositor indicates its inability of unwillingness in comply, the Purchaser
my onum the work In is, performed by the mcar expedhiaux maims available to it, and the Seller shall pay all
coats ase,tand wif such whale.
The Seller shall release the Purchaser and its contractors of any tier from all liability and claims of any nature
resulting from the pert rmance of such work.
Ibis release shall apply even in The event of fault of negligence of the parry released and shall extend to The
directors, olncers and employees of such Party.
The Sellers contractual obligatiotu, including warranty, shall Out be damed To b, reduced, in any way, because
such work is performed or caused On be performed by the Purchao.
14. PATENTS.
Whenacr The Seller is required to use any design, device, material or process covered by leneq Patent tfadcmark
or copyright. the Seller shall indemnify mJ save harmless the Purchaser form my and all claims for irt(ringement
by reason of The use of such gatenled design, device, material or process in ..red n with the conmcl, and
most indemnify the Purchaser for any cost, expense or damage which it may he obliged Or Pay by reason of such
infringement at any time during the precaution or after the completion of the work. In case said equipment, or
any pat thereof err The Intended use of the goods, m to such suit held to cowdioto Infringement and The use of
said equipment or Pon is joined, the Seller shall. m its own expert¢ and at its option, rhea procure for The
Purchaser the right to continue using said equipment or parts, replace The same with sumandually equal but
noninfirmang equipment. or modify duombar mn noninfringing.
15. INSOLVENCY.
If the Seller shall become insolvent or bankrupt, make an assignment for the benefit of creditors, epprior 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.
no definitions oftarms used or the interpretation of the agreement and the rights mall parties hereunder shall be
construed under and governed by the laws ofthe State of Colorado, USA.
The following Additional Conditions apply only in cases where the Seller is to perform work hereunder
including the services of Sellers Represenative(s), on the premises of others.
17. SELLERS RESPONSIBILITY.
The Sella shall carry on said work at Sellers own risk until the same is fully complad and accepted, and shall,
in case of my accident, despctioa ar injury to the work from, .,met, ba Sellers Gnat .,late. and
acceptance, complete The work at Sellers own expose and to the satisfaction of the Purchaser. When materials
and agOi,mat are bomhhed by others fir installation or erection by the Sella, The Sella shall receive, unload,
store and handle same a The site and become responsible therefor as dough such roateriss and/or equipment
were being ficabl d by to Seller under floe order.
18, INSURANCE.
The Seller shall, at his awn expense, Provide for de payment Of workers compensation, including Occupational
disease benefits, to its employees employed not or in connection with The work covered by This purchase order,
anmor a their dependents in accordance with the laws of The sate in which the work is to be done. The Seller
shall also carry comprehensive general liability including, hot not limited a, compared and automobile public
liability insurance -ah bodily injury and death limits of in leaan s303,00n for any rune Person, s50CT%p for any
one accident and property damage limit per accident of S400,000. The Sella shall likewise require his
mmreclmrs, if any. To provide for such wmperuation and insurance. Before my of the Sellers or his pramracmrs
employees shall do any wank upon the premises of others, the Seller shall famish the Pmmaa with a cerdfiste
that such compenmtion and insurance have been provided. Such certificates shall specify The date when such
compensation and insurance have been provided. Such crmifica es shall specify the date when such compensation
and insurance expires. The Seller agrees Thot such compensation and insurance shall M maintained unfit after The
entire work is completed and aceepmd.
19, PROT ECTION AGAWST ACCIDENTS AND DAMAGES.
The Seller hereby assumes the entire responsibility and liability our any and all damage, loss or injury of any kind
or nature whatsoever to persons or property caused by or rearming from the execution of the work provided for in
this purchase order or in connection herewith. The Seller will indannify and hold harmless The Purchaser and any
r all of the Purchasers officers, agents and employees mum and against any and all claims, losses, damages,
charges or expenses, whether direct or Tolima, and whether to parsons or property to which the pardoner may
To put or subject by person of any act, action, neglal, omission or default on the pat of the Seller, any of his
renlmcmrs, or my of the Sellers or contractors oRcem, agents err employes. In case my suit or offer
proceedings shall be brought against the Puchasa, or its officers, agents or employees at my time on account or
by reason of Tiny act, action, noRem, omission or default of the Soler of any of his contractors or my of its or
their officers, agents or employees as aforesaid, the Sella hereby agrees to assume The defense thereof and To
defend the same al the Sellers awn speose, to Pay my and all costs, charges, attemeys fees and order expenses,
any and all judgments But may W incurred by or obaind against The Purchase or any of its or their officers,
agents or employees in such suite Of other proceedings, and in Time judgment or other lien be placed upon or
clamped against the property of the Purchaser, of said panics in or in a mutt of such suits or other procedivgs,
The Sella will at owe cause the same to be dissolved and dischergd by giving board or aberrance. The Sena and
his contractors shall take all safety precautions, famish and insall all guards nttesary for The pmamm of
accidents, comply wif all laws and regulations with round on safety including. but without limitaion, the
Occupational Safety and Hourb Act of 1970 and sl rules and regulation isricd pursuant thereto.
Revised 0 Dahl