Loading...
HomeMy WebLinkAbout425774 ESRI INC - PURCHASE ORDER - 9141560Fort Collins Date: 03/14/2014 Vendor: 425774 ESRI INC ONE INTERNATIONAL CT BROOMFIELD CO 80021-3200 PURCHASE ORDER PO Number Page 9141560 1of2 This number must appear on all invoices, packing sli s and labels. Ship To: MIS CITY OF FORT COLLINS 215 N MASON, 3RD FLOOR FORT COLLINS CO 80524-4408 Delivery Date: 03/13/2014 Buver: DAVID CAREY Note: Line Description Quantity UOM Unit Price Extended Ordered Price 1 ESRI ELA ANNUAL PAYMENT TERM: 6/l/14-5/31/15 Enterprise License Agreement (ELA) Annual Payment. Per Pro Forma Invoice# 96334597 dated 03/05/14. 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.00m 1 LOT LS 108,000.00 Total 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. COMMERCIAL DETAILS. Tax exemption, By suture the City of Fort Collins is exempt from sum and local taxes. Our Enomptlon Number is 11. NON WAIVER. 984I4502. Federal Excise Tax Exemption Certificate of Registry M-6000587 u registered with the Collector of Failure of the Formation to insist upon strict Performance of the tomes and condiriom hereofure , failor delay to Lncral Revenue, Dense, Colorado (Ref Colorado Revised Sums 1973. Chapter 39-26,114 (M. initiative any rights or remedies provided herein or by law, failure sa promptly notify the Seller N the east of a breach. the mceptance of or payment far goods hereunder or eppomA ofthe design, shall not releae the Seller of Good Rejected. GOODS REJECTED due to failure to men specifications, either when shipped o due to defials 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 omit may ha resumed Ir you for credit end arc at m be opined except upon receipt of written Purchaser to insist upon so-ict performance hereafor any of its rights or remedies as to any such good, regardless instructions from the City of Fan Collins. of when shipped, received or worries, as to any prior or subsequent default remember, nor shall my ptupaned am[ modification or rescission of this purchase Omer 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. Receipt of the merchandise, services or equipment in response to this order can result in 12. ASSIGNMENT OF ANTITRUST CLAIMS. th mabl cad paynn.a an e part of he City of Fort Collins. However, it is to be underacial he, FINAL. Seller and the Prrchn,e recognize that in actual economic practice, overcharges resulting from ontioto ACCEPTANCE is dependent upon completion of all applicable required inspectlonprocedures, violations are in fact home by the Purchaser.'I ficasof'ore, for good cause and as consideration for executing this purchase order, the Sella hereby assigns to the Purchaser any and all claims it may now have ar hereafter Freight Terms. Shipments must be F O.D., City of pan Collins, 700 Wood St., Fan Collins, CO 90522, unless acquired under federal or state antitrust laws for such overcharges relating to he particular goods Or services otherwise specified on this order. If p.i,,i.n is given to prepay freight and charge separately, the original freight purchased or acquired by the Purchaser pursuant to this purchase occur, hill must aecnmnanv invoim. Additional charges for raking will not be accented. Shipment Distance. Where manufacturers have distributing points in various pans of no country, shipment is expected than the nmrat distribution point to destination, and excess freight will ha deducted from Invoice when shipments are made fmm greater distance. Permits. Sella shall procure at sellers sole beat all nmamry perms, certificates and licenses required by all applicable laws, regulations, omimntts and rules of the sole, municipality, tammry m political subdivision when the work is performed, or required by my other duly, comlimted public ash array having jurisdiction over the wok of vendor. Seiler further agrees to hold the City of Fan Collin, hmmlas form and against all liability old loss minimal by them by reason of an asserted or established violation of any such laws, regulations, ordinances, cola and requirements. Authorization. All panic to this contract agree that the representatives are, in fact, brat fide and possess full and o a,lec:mthenty to bind said parties. LIM 11 AT ION OF IFIRMS. This Push. Order cracaly limits acceptance to the toms and conditions aimed herein act halt and any supplementary or additional semis and conditions annexed hereto or incorporated herein by refstntt. Any addiumal or different w— 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 dre us noted Time is of the intoner. Delivery and Panammce mot be effected within the time sated on the purchase order and the documents attached hereto. No acts of the Purchasers including, without limitation, mce,ptance of partial late deliveries, shall opiate in a waiver of this provision. In the avant of my delay. the Purchaser, shall have, in aJditon to other legal and equitable remedies, the opd.. ofpilem, this Omer elsewhere and holding the Seller liable for damages. However, the Sella shall not M liable for damages as a rains Of delays due la tames Out reasonably buncombe, which are beyond is remmable control and Oithoul is fault of mgligmce, such acts afGoL acts ofst or military authorities, governmental priorities, fines, mikes, Bond, epidemic, wars or riots provided that notice of the conditions causing such delay is given to the Purchaser within five (5) days of the time when the Seller first received knowlNge thereof In the event of any such delay. the dare of delivery shall be extended for the pent equal to the time actually lost by reason afthe delay. 3. WARRANTY. the Seller wanes that all good, sides, materials and work covered by this order will conform with applicable drawings, specifications, samples sector other descriptions given, will be fit for the purposes intended, and performed with she highest degree of core and cumposence in accordance with accepted standard for work of a similar nature. The Sella agrees to hold the Purchaser hornless fmm any loss, damage or expense which the Purchaser may super or incur on account of the Sellers breach of waranty. 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 as may be prescribed by law or by the rams ofany applicable warranty provided by the Sella after the dare of acceptance of the good f on sher hamuMer (acceptance not as he unreasonably delayed), washing (ram imperial or defective work done or materials fomishad by the Seller. Acceptance or use of good by the Pabalmur shall not omtimte a waiver ofany claim under This warranty. Fxcept to otMwise provided in this purchase Order, the Sellers liability hereunder shall astend to d1 damages proximately causal by the breach of any of the foregoing wamntics in guarantees, but uch liability shall in no event include Inns of profits or loss of use. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHANGES IN LEGAL TER11S. The Purchase may make changes to legal tens by women change Order. S. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any changes W the terms. Other than legal terms, including additions to or deletions from the garmines originally ordered in the specifications or drawings, by verbal or written change order. If any such change affects the amount due or the time ofperfmvanee 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 cl'the Bard then not shipped, subject to my equitable adjustment between the parties as to my work or materials then in progress provided Nat the Purchaser shall not ha liable for my claims for anticipated Ponta on the uncompleted portion of the goods mNor woEs, for incidental or consequential damages, and that no such adjustment be made in favor of the Seller with career to any goods which art fc Sellers sundacc stock. No such eermiration shall relieve the Purchaser an the Seller ofany of their mligtious as to my goad delrvmed hmmda. T. CLAIMS FOR ADJUSTMENT. Any claim fur ndjustmmt most be asserted within shiny (30) dap frvm the date rate charge or termination is ordered. 8. COMPLIANCE WITH LAW. The Seller warrants that all goods sold Formula shall have been produced, sold, delivered and fumished in stria compliance with all applicable laws and miniboom to which the goods are subject. The Seller shall execute and deliver such documents as maybe required to effector evidence compliance. All laws and regulations acquired to be incorporated in agreements of this charecter me hereby incorporated herein by this reference. The Seller agrees to indemnify and hold the Purchaser harmless home all costs and damages suffered by the Purchaser m a result of the Sellers failure to comply with such law. 9. ASSIGNMENT. Neither party shall assign, ammfer, or convey this order, or any monies due or m became due hereunder without the parr, "aen comet,Rite other parry. 10. TITLE. The Seller warrants full, a]= and ucumtricted title m the Purchaser for all equipment, amtenls, and items furnished in performance of this agreement free aid elm of my and all lies, restrictions, reservations, security interest ercurnbrances and claims of others. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. If the Purchaser direct, ahe Sella 1. comet marsomfaming or defeat, good, by a dare to he agreed upon by the Purchaser and the Sella, and the Seller therea0er indicates its inability or unwillingness to comply, the Purchaser may no. the work to be perfomed by the most expeditious means mailable co it, and the Seller shall Pay all cows acacia rd with such work. The Seller shall release the Purchaser and is contractors of my tier fmm all liability and claims of any suture resulting from the purformmee of such work. This refuse shall apply aen in the event of fault of negligence of the parry relemel and dull extend to the directors, officers and employees ofsuch pony. The Sellers contmcwal obligations, including warranty, shall not be deemed to be reduced, in any way, because such work is perfomed err caused ro be performed by the Purchaser. 14. PATENTS. Whenever the Seiler is required to use any design, device, material or process covered by letter, patent, trademark copyright, lie Seller shall indemnify and save hatless the Purchaser from any and all claims for infringement by nation 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 dung the prmecution or after the completion of the work. In case said equipment, or any pan thermf or the intended use of tube good, is in such our held to commorm infringemmm aM she tow or said erylpm nt or pan is enjoined, the Seller shall, m its own expense and in is option, either procure for the Purchaser the right to continue using said equipment or pans, replace, the same with substantially equal bar matinfdngdg equipment, or modify it m it becomes cmninrdnging. 15. INSOLVENCY. If the Sella shall become insolvent or bankrupt, make as maigmnst for the benefit of creditors, appoint a receiver or tros¢e for my of the Sellers pro my or business, this Order may forthwith be canceler by the Purchaver without liability. 16. GOVERNING LAW. The di fi ifians of ferns used or she interpretation of the agreement and the rights of all parties hereunder shall be construed under and governed by the laws of the State of Colorado, USA. The following Additional Conditions apply only in cases where the Seller is in Perform work hereunder, including the services of Seller Re rewoutive(s), on the premises ofothers. 11. SELLERS RESPONSIBILITY. The Seller shall curry on said weak at Seller's own risk ..,it the same is fully completed and accepted, end shall, in eau of my accident, destruction or injury to Ilrc work m&or mmeri ns her Sellers foul completion and mraphow, complete the work at Sellers own expense and to the satisfaction of the Parehaur. When materials and cquipman 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 there(, as though such material ardor equipment were being famished by the Seller under the under. 18. INSURANCE. The Sella shall, at his own expense, provide for the payment of workers compensation, including Occupational disease benefits, m its employees employed on or in connection with the work covered by this purchase order, .Nor to their dependents in accordance walla the has of the sate in which the work is to be done. The Seller shall also carry comprehensive general liability including, but not limited to, conameaml ea d automobile public liability insurance with bodily injury and death limits of at newt $300 000 for any one person, 5500,000 for any one accident and property damage limit per accident of S400,000. The Seller shall likewise squire his contractors, if my, to provide for such compensation and insurance. Before my of the Sellers or his contractors employees shall do any work upon the premises of others, the Seller shall fiunish the Purchaser with a certificate that such compensation and insurance have been provided Such car ificams shall specify the data when such compensation and announce have been provided Such cenlfcares shall specify the date when such compensation and insurance expires. The Sella 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 Sella hereby assumes the enrire responsibility and liability fur any and all damage, loss or injury of my kind or nature whmscever in Persons or property mined by or resulting fmm the execution of the work pmvided for in this purchase order or in comic herewith. The Sella will indemniF anal hold hamless the Parohaur and my or all of the Ptmhmers oRcers, agents end employees final and against my, and all claims, novena, damage, ebarga on expernses, whether direct or indirect, and whether to pon am or property to which the Purchaser may be put or subject by reason of my act, action, neglect, omission or default on the pan of the Seiler, my of his Contractors, err any of the Sellers or contractors officers, agents or employees. In case my suit or other proceedings shall be brought against the Purchaser, or its officers, agents or employees at any lime on account or by reason of any net, action, neglect omission or default of the Seller of my of his contractors or any of in or their oRcers, clean or employes,, as aforesaid the Seller hereby agrees to assume the defense thereof and to defend the same 91 the Sellers an expense, to pay any and all costs, charges, amormys fees and other expenses, any and all judgments that may be incurred by or obtained against the Purchaser or my of ins or their officers, agents or employees in such suits or other proceedings, and in case judgment or other dim be placed upon or obtained against the property of the Purchaser, or said panics in or v a result of such suits Or other proceedings, the Sella will at once cause the same to be dissolved and discharger by giving bond or otherwise. The Seller and his contractors shall take dl safety precautions, famish and imull all guard necessary for the prevention of accidents, comply with dl laws and regulations with regard to safety including, but without limicaman, the Occupmioal Safety, and Health Act of 1970 and all tales and regulations issued pursumt themo. Revised 03a010