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HomeMy WebLinkAbout436804 A-TRAIN MARKETING COMMUNICATIONS INC - PURCHASE ORDER - 9136822 (2)PO PURCHASE ORDER 913682er Page CI'�/ of PURCHASE 36822 t of s ' `t Collins( hisnumber must appear V 1 1 on all invoices, packing sli s and labels. Date: 12/20/2013 Vendor: 436804 Ship To: A -TRAIN MARKETING COMMUNICATIONS INC 215 W OAK SUITE 800A FORT COLLINS CO 80521 CITY MANAGER CITY OF FORT COLLINS 300 LAPORTE AVE CITY HALL WEST - 1ST FLOOR FORT COLLINS CO 80521 Delivery Date: 12/20/2013 Buyer: ED BONNETTE Note: PER RFP 7572 AWARD & CONTRACT TO A -TRAIN MARKETING. Line Description Quantity UOM Unit Price Extended Ordered Price FortZED Marketing & Community 1 LOT LS 52,000.00 Engagement 2 FortZED Marketing & Community Engagement 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 LS 10,000.00 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 L COMMERCIALDETAILS. Tax exemptions. By statute the City of Fort Collins is exempt from state and local taxes. Our Exemption Number is I I. NONWAIVER. 98-04502, Federal Excise Tax Exemption Cenifcate of Registry 84-6000587 is registered with the Cialletlor of Failure of the Purchaser to insist upon strict performance of the terms 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 ofthe deal,, shall not release the Seller of Goods Rejected. GOODS REJECTED due to failure to net sped fellow, either when shipped or due to defwts of any of the warranties or obligations of this Jobless, order and shall not be deemed a waiver of any right of the damage to trared. may be returned to you for credit and are not 10 be replaced warm upon receipt of written Fracture' 'I insist upon strict performance hereofor any of in rights or remedies as to any such goods, regardless ioshudions from the City of Fort Collins. of when shipped, received or accepted, as to any pnor or subsequent default hereunder, nor shall any purpored oral modification or rescission of this purchase under by the Purchaser operate as a waiver of any of the terms Inspection. GOODS are subject to the City of Fort Collins inspection on arrival hereof. Final Acceptance. Receipt IF the merchandise, service s or equipment in response to this order am 'esult in 12. ASSIGNMENT OF ANTITRUST CLAIMS. authorized payment on the pan of the City of FortCollins. However, it is to be understood that FINAL Seller and the Purchaser recognize that in actual economicptice, overcharges resulting from antitrust ACCEPTANCE is dependent upon completion of all applicable required inspection procedures. violations are in fact home by the Purchauc Theretofore, for good cause and w consideration for executing this purchase order, the Seller hereby assigns to the Purchaser any and all claims it cony, now have or hereafter Freight Terms. Shipmans most be F.O.B., City of Fort Collins, 000 Woad S1., Fell Collins, CO 80522, unless acquired under federal or slate warrant laws for such overcharges relating to the paniwler goods or services otherwise specified on this onda. Uparmission is given m 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 lucking will not be accepted. PERFORMANCE OF SELLERS OBLIGATIONS. 13.PURCHncr have stistction, is,i uspart of the untry, shipment is ShipmentDistant.rhea Wl¢rcmnnrition do the nonconformingordebilityve goods byadess to be the on byPurchaser Iftheaser itpoints expected from the nearest di poi d.al,d do n point to destruction, mad uwss freight will be Jedvcted Crom Invoice when termwrtect comply, the end the ler, and the Seller thereafter its inability or unwillingness to complye th Pomhaser and the Sel fter shipments aremede from greater disrvnce. shipments may cause the work 10 be performed by the most expeditious menus available to it, and the Seller shall pay ell may cause work to most costs associated with such work. Permits. Sella shall procure at sellers sole curt all permits, certificates and licenses required all Become w applicable laws, regulations, talcs the sate, municipality, political subdivision where She Seller shall release the and its contractors of any tins from all liability end claims of any nature l mi art ority ha in over the work required by any other duly the work is performed, aired by y o public aaxfrom g ain ce of such resul[ing from the performance of such work. oled t allilia from and against all liabimdri an and loss To and vendor Sella further to hold the City Tom Collins hammy byaceagrees li a incurred by them by reason If an asserted or established violation If racy such laws, regulatioaq ordinances, rates in this release shall apply even in the event of fault of negligence of the petty released and shall extend to the and requirements. Jirecmrs. Officers and employees of such party. Authorizerian. All parties to this contract agree that the representative, are, in fact, bona fide and possess full vnd complete rall oriry to bind said parties. LIMITATION OF TERMS, This Purchase Onto, expressly limits acceptance to the teams and conditions slated herein ad forth and any supplementary or additional terms 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 notice on your promised delivery date as noted. Time is of the essence. Delivery and performance must be effected within the time stated on the purchase aide, and the documents attached haem. No IN of the Purchasers including, without limitation, acceptance of partial late deliveries, shall operate w a waiver of this provision. In the event of any delay, the Producer 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 easonably foreseeable which are beyond its reasonable central and without its fault of negligence, such acts of God, sots ofeivil or military authorities, greemmenml prienties fires, strikes, flood, epidemics, wars or dots 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 knowledge thereof. In the event of any such delay, the date of delivery shall be extended for the period equal to the time actually lost by Mason ofthe delay. 3. WARRANTY. The Seller warrants Nat all goods, articles, materials and work covered by this order will conform with applicable drawings, opedficatiora, samples and/or other descriptions given, will be fit for the purposes intended, and performed with the highest degree of care and competence in accordance with accepted standards for work of a similar nature. The Seller agrees to hold the purchaser harmless from any loss, damage or expense which the Purchaser may suffer or incur on 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 as may be prescribed by law or by the terms of any applicable warm ry provided by the Seller after the date of acceptance of the goods furnished hereunder (acceptance not to be uaressonably delayed), resulting Gam imperfect or defective work done or materials furnished by the Seller. Acceptance or use of goods by the Purchaser shall not constitute a waiver of any claim under this warrunty. 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 MERCHANTABILITY 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 lams, other than legal terms, Including additions to or deletions Crom the quantities originally ordered in the specifications or drawings, by verbal or written change order. If any such change affect the amount tine or the two or performance hereunder, an equitable adjustment shall be made 6. TERMINATIONS. The Purchaer may at any time by written change mile,, terminate this agreement as to any or all pariers of the goods then not shipped, subject to any equitable adjustment between the ponies as to any work or materials then in progress provided that the Purchaser shall not be liable for any claims for anticipated Firms on the uncompleted portion of the goods and/or work, for incidental or ceosequemial damages, and Nat no such adjustment be made in favor of the Seller with respect o any goods which are the Sellers standard stock. No such committed shall relieve die Purchaser or the Sella Ofany of their obligations as to any goods delivered hereunder. t. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must be asserted within thirty (30) days from the date the change or termination is ordered. 8. COMPLIANCE WITH LAW. The Seller warrants that all goods sold hereunder shall have been produced, sold, delivered and Nmisbed in strict compliance with all applicable laws and regulations to which the goads am subject The Seller shall execute and deliver such documents as may be required to effect of evidence compliance- All laws and regulations required to be incorporated in agreement of this character are hereby inempomred herein by this reference. The Seller agrees to indemnify and hold the Purchaser harmless from all cost and damages suffered by the Purchaser as a result of hie Sellers failure to comply with such law. 9. ASSIGNMENT. Nether party shall assign, transfer, or convey this order, or any monies due or to become due hereunder without the prior wnmen consent of the other party. IQ TITLE. The Seller warrants full, clear and gnwwdcwd tide to the Purchaser for at I equipment, materials, and items famished in performance of this agreement, free and clear of any and all liens, restrictions, reservations, security interest monochromes vnd claims of others. The Sellers contractual obligations, including warranty, shall not he deemed to be reduced, in any way, because such work is performed or used 1m be performed blithe Purchaser. 14, PATENTS. Whenever the Seller is required to use any design, device material we graces covered by lever, patent, trademark or copyright, the Seller shall indemnify and save hamdess the Purchaser been any and all claims for Infirm emem by reason of the use of each patented design, device, material or process in connection with the contract and shall indemnify the Puchaser 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 yuim ent or any part 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 oploan, either procure for the Purchaser the right to continue using said equipment or pans, replace the same with substantially equal but noninfringing equipment or modify it so it becomes noninGoging. 15. INSOLVENCY. If the Seller shall become insolvent or bankrupt, make an assignment for the benefit of creditors, appoint a or trustee foe any of the Shcea property or business, this order may f nhw lh be canceled by the Purchaser without liability. 16. GOVERNBJG LAW. The definitions Ofit., used or the inrerpretaton enthe agreement and the rights of all parties hereunder shall be concerned under and governed by the laws ofthe Stale of Colorado, USA. The following Additional Conditions apply only in cases where the Seller is to perform work hereunder, including the services of Sellers Representative(a), on the premises of orhers. ❑. SELLERS RESPONSIBILITY. The Seller shall carry on said work an Sellers own r¢k until the same is fully completed and accepted, and shall, in u of any accident, destruction or injury in the work and/or materials before Sellers final completion and integrated, complete the work at Sellers awn 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 of workers compensation, including occupational disease benefit, to its employees employed on or in connection with the work covered by this purchase order, marine m their dependents in accurdeace with the laws of the state in which the work is to he 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 far any one person, $500,00) for any one widen and property damage limit per accident of $400,000. The Seller shall likewise require his contractors, if any, be provide for such compensation and insurance. Before any of the Sellers or his commerce, employees shall do any work upon the premises of others, the Sella shall famish the Purchaser with a eenificalc that such compensation and insurance have been provided. Such certificates shall specify the data when such ompenmtion and insurance have been provided. Such eerfificares shall specify the date when such compensation and insurance expires. The Sella agrees that such compensation and insurance shall be monitored add apace the entire work is completed and madded. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Seller hereby assumes the entire responsibility and liability for any and all damage, loss or injury of any kind nature whatsoever to answers or property caused by or resulting fmm the execution of the work provided for in this purchase order or in connection herewith. The Seller will indemnify and hold harmless the Purchaser and any to all of the Purchase, officers, agents 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 Purchaser may be put or subject by reason of any act action, neglect, omission or default on the pan of the Seller, any of his contractors, or any of the Sellers or contractors omcers, agents or employees. In case any suit or office proceedings shall be brought against the Parchaser, or its officers, agent or employees at any lime on 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, agent or anployees 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 judgment that may be incurred by or obtained against the Prurience or any of it or their officers, agent or employees in such suit or other proceedings, and in case judgment or other lien be placed upon or obtained against the property ofthe Purchase, or said parties in or as a fe,ull of such suit or other proceedings, the Seller will at once an. the same to be dissolved and discharged by giving band or otherwise. The Seller and his contractors shall lake all safety precautions, filmish and install all guards necessnyr for the prevention of accident, comply with all laws and regulations worth regard to safety including, but without limitation, the Complicated Safety and Health AN of 1970 and all rules and begulations issued pursuant thereto. Revised 03I2010