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HomeMy WebLinkAbout473571 DIRSEC INC - PURCHASE ORDER - 9141535PURCHASE ORDER PO Number Page City. of PURCHASE 41535 1 of z ' `tCollins/ Vhis number must appear ` 1 , on all invoices, packing sli s and labels. Date: 03/13/2014 Vendor: 473571 Ship To: ELECTRIC UTILITIES DIRSEC INC CITY OF FORT COLLINS PO BOX 6247 700 WOOD ST BROOMFIELD CO 80021-0005 FORT COLLINS CO 80521 Delivery Date: 03/12/2014 Buyer: PAT JOHNSON Note: Line Description Quantity Ordered UOM Unit Price Extended Price i SOFTWARE MAI NT & SUPPORT 1 LOT LS 45,454.72 FIREWALL SRVCS FOR AMFC 4 2 COMPUTER HARDWARE 1 LOT LS 3,196.04 NON-SGIG GRANT ELIGIBLE 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 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 1. COMMERCIALDETAIIS. Tax exemptions. By sutme the City of Tom Collins is exempt room state and local taxes. Our Exemption Number is II.NONWAIVER. 98-04502. Federal Excise Tax Exemption Certificate of Registry 84-6000587 is registered with the Collector of Failure of the Purchmd to insist upon strict parliament. of the terns and conditions bereaf, failure or delay to Internal Revenue, Deny, Colomdo (Ref Colomdo Revised Swum 1973, Chapter 39-26, 114 (a), exercise any rights or mmdirs provided herein or by law, failure to pmmply notify the Seller in the evem of a breach, the acceptance ofor payment for goods hectometer or approval ofthe design, shall not release the Seller of Goods Rejected. GOODS REJECTED due to failure m meet specifications, either when shipped or due to defects of MY of the esemulies or obliprom of this purchase order and shall not be deemd a waiver of any right of the damage in mania, may be resumed to You for credit and are rut to be "Iferd except upon receipt of written Purchaser to inset upon strict pert ern henmfor any of its rights or ran dies as to any such goods, regardless imwctions f the City of Fart Co11im. of when shipped, received or unearned, or to any prior or subsequent default hereunder, nor shall any ptrrpaned oml imbrication or rescission of this purchase order by the Purchaser operate to a waiver of any of the terms Imported. GOODS are subject to der City of rod Collin inspection on arrival. hereof. Final Accelerate. Receipt of the merchandise, services at equipment in mueme to this order can result in 12. ASSIGNMENT OF ANTITRUST CLAIMS. authorized payment on the pan of the City of Top Collins. Hmeeear, it is to be understood but FINAL Seller and the Purmhorefir recognize that in actual eximargair practice, overcbargs resulting from showed ACCEPTANCE is depeden upon compleion of all applicable mquimd impaction peace darof violation mo in fact home by tho Pumhmer. Themofare, for good cause and m amsidemtion fro executing this purchase order, the Seller hereby assign to the Purchaser any and all claims it may now have or hreafter Freight Tram, Shipments meat be F.O.D.. City of Fort Collins, 700 Wood St, Fort Collins, CO 80522, unless acquired miler federal in .at antiamt Hwa for such moscharm, relating as the particular goods or sinters 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 under. bill most accompany invoice. Additional charges for packing will not be scatted. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. Shipment Distance. Where manufacturers have distributing points in variom pans of the country, shipment u If the Purchaser dimcts the Seller to correct nonconforming or defective good by a date to be agreed upon by the expected fun nor nearest distribution pain to damnation, and exerts freight will be dductd form Invoice when Ptmlacer and the Seller, and the Seller thereafter indicates its irmbiliry or unwillingness a comply, the Purchaser shipments art made from greener distance. may cause the weak to be perfomrd by the mour expeditious memos available 10 it, and the Sella shall pay all casts associated with such work. Permits. Seller shall proved, at sellers sole cost all necessary permits, eanficatrs and litemm mloiad by all applicable laws, regulation, ordinances and rules of the stare, municipality, tam,ory or political subdivision where the work is perfumed, or required by any other duly constituted public authority laving jundiclim aver the work of vendor. Seller further agrees to hold the City of Fen Call ins; harmless from and against all liability and loss incurred by them by reason of an asserted or established violation of any such laws, regulation, ordinances, roles and rryuiminsa ts. Authorization. All parties In this conduct agree that the representatives are, in fact, bona fide and possess full and remittent authority to bind said parties. LIMITATION OF TERMS, This Purchnse Order espressly limits acceptance to the terms and conditions stated herein set forth and any supplementary or additional tents and conditions annexed hereto or incorporated herein by reference. Any additional or bigarent dents and conditions proposed by seller are objected to and hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately ifyou cannot make complete shipment to arrive On your promised delivery data m noted. lime is of the essence. Delivery send perfamance most be effected within the time stated on the purchase order mid the documents attachd hereto. No aces of the Purchasers including, without limitation, acceptance of partial late deliveriew shall operate m a waiver arms provision. In the event of any delay, the Purchaser shall have, in addition to other legal and equitable remedies, the option orphaning this order elsewhere and holding the Seller liable for damages. However, flr Seller shall not be liable for damages m a result of delays due to causes not reasonably foreseeable which ate beyond its reasonable oonml and without its fault of negligence, such roes of God, aces of civil or military redounds, governmental priorities, fires, strikes, Rood, epidemics, wars or rims provided thin notice of the conditions coming such delay is given to the Purchase within five (5) drys of the time when the Seller first received knowledge thereof. In the event of any such delay, the dam of delivery shall be rarw xf for the added equal to the time actually ]An by reason of the delay. 3. WARRANTY, The Seller warrants that all goods, misled, materials add work covered by this order will rumored with applicable drawings, specifications, smnpin ad/or otter desmptima given, will be fit for the puryascs intended, and pert d with the highest degree of arc will competence in aceddaace with accepted sandardv for work of a mmilar, nature. The Sella agrees to hold the purchaser harmless from any loss, dmwge or expense which the Incriminatory suffer or incur on armed of the Sellers breach of warranty. The Sella shall replace, dgair or make good, reinvent cost to the pasture, any defects or Battles nosing within men (1) ymr or within such longer prod of time m may be prescribed by law or by the wind army uppliable warranty provided by the Seller after she date of acceptance of the goods f ishd herunde (napemo a not to be umeowwbly delayed), resulting from imperfect or defective wort done or materials fumfihd by the Seller. Acceptance or use of goods by the Purchaser shall nos constitute a waiver of any <lalm coda this wamnry. Except as otherwise provided m this Medua order, the Sellars liability hereunder shall extend to all damages proximmely caused by the breach of any of she foregoing somataes or guarantees, but such liability shall in no event include loss of pmfits or loss of ere. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHANGES IN LEGAL TERMS. The Purchase, may make changes to Ic,l meats by he. change oiler. 5. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any changes m the terms, other than legal terms, including additions to or deletions from the quantities originally ordered in the specifications or drawings, by venial or written change order. If any such change offeces the amount due or the time of performance hereunder, an equitable adjosdmmd shall be made. 6. TERMINATIONS. The Purchaser may at any time by written change order, terminate this agreement in to any or all portions of the goods then not shipped, subject to any equitable adjustment between the parties as to any work or materials then in Progress provided that the Pumhascr shall not be liable for any claims for anticipated profits on the uncompleted portion of the goods andor work, for incidental or consdluernial damages, and that no such adjustment be made in favor of the Sella with respect to any gads which we the Sellers standard stock. No such termination shall relieve the Purchaser, or the Seller of any of their, obligation as to any goods delivered heemba. 2. CLAIMS FOR ADJUSTMENT. Any claim for adjustment mnt be asserted within thirty (30) days from the date the change or tdmiation is ordered. 8. COMPLIANCE WITH LAW. The Seller command but all goods sold hereunder shall have been produced, sold, delivered and fished in strict compliance with all a,liable laws end regulation to which the goods are subject. The Seller shall execute and deliver such documents as may he required to effect or evidence compliance. All lawn and regulations required to be incorporated in ag nsumb of this character am hereby incoryontd herein by this referrna. The Seller agrees to icAdrmify and hold $e Purchase harmless from ell costs and damages suffered by f Purchaser m a recall of the Sellers falure to comply with such law. 9. ASSIGNMENT. Neither parry shall assign, mmfe, or convey Nis order, many monies due or m become due he mu without the prior written cement ofthe other party. 10. TITLE. The Sella wanmnrs full, clear real muestricted title to the Purchaser for all equipment, materials and items burnished in perfomaoce of this agreement, face and clear of any add all Item, fi orknom, reservation, sccunry interest encumbra nee and claims of othem The Seller shall .1. the purchaser it its contmcrors of any it,, from al I liability and claims of any nature resulting from the performance ofsuch work. This release shall apply even in the event of fault of negligence of the parry released and shall extend to the directors, officers and employees ofsuch party. The Seller's 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 or process covered by letter, patent, trademark or copyright, the Sella shall indemnify and save hamilas the Pushover from any and all claims for infringement by must. Of the use of such pzmnmd 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 infringemenl at any time during the prosecution or after the completion of the work In case said equipment, or any part thereof or the intended use of the goods, is in such suit held 0 continue infringement and the me 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 1. continue using said gmino nt art parts, replace the same with substantially egnl be, noninfringing equipment, or modify it so it becomes noninfn'nging. 15. WSOLVENCY. If the Sella shall become insolvent or bankmlm, rake an assigmnen for the benefit of creditors, Musics a comeriver or dififire for any of the Sellers pmpeny or business, this order may forthwith be canceled by the Purehose, without liability. 16. GOVERNING LAW. The definitions of cram mid or the inleeprtation ofthe agreement and the rights of all ponies hereunder shall to ommcd under sad governed by the laws of rim State ofColomdo, USA. The following Additional Condition apply only in cases when, the Sella is to perform work hereunder, including the services of Sellers Represer ativgs), as de pantos.(others. It. SELLERS RESPONSIBILITY. The Sella &ball arty on said work at Seller's own risk until Use same is fully completed and accepted, and shall, in use of any aaident, destruction or injury to the work anal materials before Sellars find romple ion add acceptance, complete the work at Series own expense and to the satisfaction of the purchased. When macrials and equipment art famished by others for imullation or cnction by the Seller, the Sella shall receive, unload, store and handle wars, at the site and become responsible therefor as though such materials andor equipment were being famishd by the Sella under the order. IS. INSURANCE. The Seller shall, at his own expense, provide for the payment of workers compensation, including occupational disease benefits, to its employees employed an or in connection with the work covered by this purchase ceder, and/or to their depeodems in accordance with the laws of the state in which the work is to be done. The Seller shall also tarty comprehensive geneml liability including, but not limited to, comment and automobile public liability insurance with bodily injury and death limits Or. least S300,000 for any one pen n, $500.000 for any one accident and prapeny damage limit per accident of $400,000. The Seller shall likewise squire his contractors, if any, to provide for such compensation and insurance. Before any of the Sellers or his amonsctors employees shall der any work upon the premises of others, the Sella shall famish the Purchaser with a certificate that such compensation and insurance have been provided. Such erri5cates 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 Sella agrees that such compensation and Moment shall be demanded until after the atim work is completed and accepted. 19, PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Seller hereby warrants the entire responsibility and liability for any and all damage, loss or injury of any kind or nature whomever to person or property caused by or resulting from the exeati,n ofthe work provided for in this purchase order or in connection herewith. The Seller will iude fy and hold beardless, the Purchaser and any r all of the parchmers officers, agena and employees 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 lumberer may be put or subject by reason of any act, action, naglrm, omission or default on the pan of the Sella, any of his comparisons, or any of the Sellers or conditions officer, agents or employers. In case any suit or other proceedings shall be brought against the Purchaser, or its officers, agents or employees at any time on acaud in by moon of any art, action, neglect, omission or default of the Sella of my of his contactors or any of its in their officers, agents or employees m aforesaid, the Sella hereby agrees to assume the defense thermf and to defend the same in the Sellers own expanse, m pay any and! at costs, charge, attorneys fires and other expenses, any real all judgmems but may be incurred by or obtained again, the Purchmer or any of its or their once s, agents at employees in such fruits or other proceedings, and is case judgment or other had be placed upon or obe idd against fa pmpeny of the Purvhasn, or said parties in or as a result ofsuch suits or other pmcedings, the Seller will m.. ame be .,,a be, dissolve and discharged by is,, boM or underwrite. The Seller and his mntmctom shall take all safety precautions, famish of incall all guards wcessary for the prevention of accidents, comply with all laws and regulations with regard to safety including, but without liMWiON the Occupational Safety add Health Ace of 1970 and all roles and deposition, issued pursuant dam m. Revised 03n0i0