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HomeMy WebLinkAbout518297 SLATE COMMUNICATIONS - PURCHASE ORDER - 9136054 (2)PO PURCHASE ORDER 913605er Page City of PURCHASE 9136054 ' °' z F6r} Collins This number must appear ,��—J`-' ` ` on all invoices, packing sli s and labels. Date: 11/0712013 Vendor: 518297 Ship To: TRANSFORT BUS FACILITY SLATE COMMUNICATIONS CITY OF FORT COLLINS 425 W MULBERRY ST #205 6570 PORTNER ROAD FORT COLLINS CO 80521 CITY OF FORT COLLINS CO 8052 Delivery Date: 11/07/2013 Buyer: ED BONNETTE Note: PER CONTRACT WITH SLATE COMMUNICATIONS FOR 7551 TRANSFORT BRANDING AND MARKETING SERVICES. Line Description Quantity Ordered UOM Unit Price Extended Price Transfort Marketing & Branding 1 LOT LS 27,997.00 Per RFP 7551 contract award 2 Transfort Marketing & Branding 1 LOT EA 111,988.00 PerR6 7551 c ntract award 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 Total $139,985.00 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 1. COMMERCIAL DETAILS. Tax exemptions. By statute the City of Fort Collins is exempt from state and local taxes. Our Exemption Nmnbw is I I. NONWAIVER. 98-04502. Federal Excise Tax Exemption Certificate of Registry 84-6000587 is registered with the Collector of Failure of the Purchaser to insist upon strict perfosmantt of the terms and conditions hereof, failure or delay to Internal Rwevv, Denver, Colorado (Ref Colorado Revised Stamens 1973, Chapter 39-26,114 (a). exercise any rights or remedies provided herein or by law, filme to promptly notify the Seller in the event of a breach, the acceptance of or payment for good, hereunder or approval ofthe design, shall not releam the Seller of Goods Rejected. GOODS RD ECTED due to failue to meet ,or fiesomy, either when shipped or due m defcea 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 trends, may be rearmed to you for credit and me not to be replaced except upon receipt of written purchaser to insist upon strict performance herewfor any wits rights or remedies as a any such goods, regardless instructions from the City of Fort Collins. of when shipped, received or accepted, as to any prior or subsequent default hereunder, nor shall any purported oral modification or rescission of this purchase order by the purchaser operate as a waiver of any of the terms Inspection. GOODS are subject to the City afford Collins inspection on comnal. hereof Final Acceptance. Receipt of the merchandise, services or equipmem it respoam to this Omer am nesuh in Ii ASSIGNMENT OF ANTITRUST CLAIMS. aneherized payment on the pan of the City of For Collins. However, it is to be understood that FINAL Seller and the Purchaser recognize that in actual economic practice, overcharges resulting from antitrust ACCEPTANCE is dependent upon completion of all applicable required inspection procedures. violations are in fact home by the Purchaser. Theretoforenforr good cause and as consideration for executing this purchase order, the Seller hereby assigns to the Purchaser any and all claims it may now have or hereafter Freight Terms. Shipments must be P.O.B., City of Fort Collins, 900 Wood St, Pon Collins, CO 80522, unless acquired under federal or sate antitrust laws for such overcharges toddling to the particular goods or services otherwise specified on this order. If perm is given to prepay freight and charge separately, the original freight purchasd or mquird by the Purchaser pursuant or this purchase order. bill most accompany invoice. Additional obtained for packing will not be accemd. Shipment Distance. Where manufacturers have distributing points in various parts of the country, shipment is expected from the nearest distribution point to destination, and excess freight will be deducted from Invoice when shipments are made ham grower distance. Permits. Seller shall procure at sellers sole cost all necessary permits, certificates and licenses required by all applicable laws, regulations, ordinances and rules of the sate, municipality, territory or political subdivision where the work is performed or required by any other duly constiard public authwiy having jurisdiction over the work of vendor. Seller further agrees to bold the City of Fort Collins harmless from and against all liability and loss incurred by them by reason of an asserted or established violation of any such laws, regulations, ordinances, rules and requirements. AuNoneation. All parties to this contract agree that foe representatives are, in fact, bona fide and possess bill and complete authority to bind said parties. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the terms and conditions stated herein set buff and any supplementary or additional terms and conditions annexed herein 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 ifyou cannot make complete shipment or arrive on your promised delivery date as noted. Time is office essence. Delivery and performance most be edecred within the time stated on the purchase order and the documents attached hereto. No acts of the Purchasers including, without limitation, anceplance effectual late deliveries, shall operate W a waiver ofthis provision. In the event of any delay, the Purchaser shall hard, in addition to other legal ad equitable remedies, the option ofplaciW this order elsewhere and holding the Seller liable for damages. However, the Seller shall not be liable for damages m a result of delays due to causes not reasonably foreseeable which are beyond its reasonable control and without its fault of negligence, such acts of God, acts ofcixil art military authorities, gummmemal priorities, fires, strikes, flood, epidemics, were or riots provided but 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 peril equal to the time wholly lost by reason of me delay. 3. WARRANTY. The Seller warrants Char all goods, articles, materials and work covered by this order will conform with applicable drawings, specifications, samples author other descnpdons given, will be fit for the purposes intended, and performed with the highest degree of care and competence in accordance with accepted standard for work of a similar nature. The Seller agrees to hold the purchaser harmless Isom any loss, damage m expense which the Purchaser may suffer or mouton were m office Sellers breach of warranty. The Seller shall replace, repair or make good, without cast to the purchaser, any defects or faults arising within one 0) year or within such longer period of time as may be presented by law or by the tears ofeny applicable warranty provided by the Seller after the date of acceptance of be goods finished hereunder (acceptance not to be unreasonably delayed), resulting Gam imperfect or defective work done or materials famished by the Seller. Acceptance or use of goods by the Purchaser shall nor constitute a waiver of any claim under this warranty. Except as otherwise provided in this purchase order, the Sellers liability hereunder shall extend to al I damages pmximmely caused by the breach of any of the foregoing warranties or guarantees, but such liability shall in no event include lass 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 make changes to legal forms by wagon change order. 5. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any changes to the terms, other than legal terms, including additions m or deletions from the quantities originally ordered in the specifications or drawings, by verbal or waidao change order If any such change afeets the amount due or the time ofperfrmance hereunder, an equitable adjustment shall be and, 6. TERMINATIONS. Ile Purchaser may at any time by written change order, Nominate this agreement as 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 Thar the Purchaser shall not be liable for any claims for anticipated profs on the uncompleted portion of the goods and/or work, for incidental or consequential damages, and that no such djastment be made in favor of the Seller with respect to any goads which are the Sellers standard sack. No such termination shall relieve the Purchaser or the Seller of any ofthelr obligations as to any goods delivered hereunder. T CLAIMS FOR ADJUSTMENT. Any claim for adjustment mast be asserted within thirty (30) days from the date the change or termination is ordered. S. COMPLIANCE WITH LA W. The Seller warrants that all goods sold hereunder shall have been produced, sold, delivered and famished in slriet compliance with all applicable laws and regulations to which the goads are subject. The Seller shall execute and deliver such dec mens as may be required to effect or evidence compliance. All laws and regulations required to be ncorporated in agreements of this character are hereby inew,onted herein by this reference. The Seller agrees to indemnify and hold the Pumhzsa harmless from all costs and damages suffered by the Purchaser as a result of the Sellers failure to comply with such law. 9. ASSIGNMENT. Neither party shall design, transfer, or convey this order or any monies due or he become due hereunder without the poor written consent of the other party. 10. TITLE. The Seller warrants full, clear and unrestricted tide ro the Purchaser for all equipment, materials, and items fmished in performance of this agreement, free and clear of any and all liens, restrictions, insinuations, security interest encumbrances and claims of others. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. Ifthe Purchaser directs the Sella to coned notemism itgofdefective goats by is dare to be agree upon by the Purchaser and the Seller, and the Seller thereafter indicates its inability or unwillingness to comply, the Purchaser may cause the work m be pvirfrmd by the most expeditious means available to it and foe Seiler shall pay all costs associated with such work. The Seller shall release the Purchaser and its contractors of any tier from all liability and claims of any nature resulting from the performance of such work. This release shall apply even in the event of fault of negligence of foe patty relensd and shall extend ro the directors, often, and employees ofxuch patty. The Sellers commercial obligations, including warranty, shall not be deemed No be reduced, in any way, because such wark 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 Seller shall indemnify and save harmless the Purchaser from any and all claims for infringement by reason of the use of such parented 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 an 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 be goods, is in such suit held to constitute infringement and the use of said equipment or pan is enjoined, the Seller shall, at its cum expense and at its option, either procure for the Purchaser the right to continue using said equipment or pans, replace the same with substantially equal but naninfringing equipment, or modify it so it becomes nounfiinging. 15. INSOLVENCY. If the Seller shall became insolvent or bankrupt, make an assignment for the benefit of anallrom, appoint a receiver or trustee for any of the Sellers property or business, this order may forthwith be canceled by the Purchaser witha tliability. 16. GOVERNING LAW. The definitions of arms use or the imeryretmlot of the agreement and the rights of all patties hereauda shall be ,..,it under and governed by the laws of the 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 Represent ione(s), on the premises of others. 17. SELLERS RESPONSIBILITY. The Seller shall carry on said work an Seller's own risk until the same is fully completed and accepted, and shall, in e of any accident, destruction or injury to the work motor materials before Seller's f 1 completion and acceptance. complete the work at Sellers own expense and to the smisfaction of the Purchaser. When materials and equipment are famished by others for installation or Wecdon by be Seller, the Seller shall receive, unload, stare and handle same at the site and become responsible therefor as though such materials anchor equipment were being finished by the Seller under the order. Its. INSURANCE. The Seller shall, at his own expense, provide for the payment of workers compensation, including occupational disease bents, to its employees employed on ter in comection with the work covered by this purchase order, anchor to their dependents in accordance with the laws of the state in which the work is to be done. The Seller shall also carry comprehensive General liability including but nor limited m, ...We] and automobile public liability insurance with bodily injury and death limits of at least S300,000 for any one person, S500)II0 for any one accident and property damage limit per accident of S400/00q. The Seller shall likewise require his contractors, if any, to provide for such compensation and insurance. Before any of the Sellers or his contractors employees shall do any work upon the premises of others, the Seller shall famish the Purchaser with a certificate that such compensation and insurance have been provided. Such cenifcates shall specify the time when such compensation and insurance have been provided Such certificates shall specify the date when such compensmim and insurance expires. The Seller 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 Seller hereby assumes the entire responsibility and liability for any and sill damage, loss or injury of any kind or nature whatsoever to persons or papery caused by or resulting from the execution of the work provided for in this purchase order or in connection herewith. The Seller will indemnify and hold harmless the Purchaser add any r all of the Purchasers 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 part of the Seller, any of his contractors, or any of the Sellers or contractors officers, agents or employees. In case any suit or am,, proceedings shall be brought against the Purchaser, or its officers, agents or employees at any time on account m by reason of any act, action, neglect, omission or default of the Seller of any of his contractors or any of its cr their allows, agents or employees as aforesaid, the Sella hereby agrees to assume the defense thereof and to defend the same at the Sellers awn 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 Purchaser or any of its m their officers, agents or employees in such suits or older proceedings, ad in case judgment or other lien be placed upon or obtained against the properly ofmc Purchaser, or said parties in or as a result of such .as art other proceedings, the Seller will at once cause the same to be dissolved and discharge by giving bond or othewim, The Seller and his contractors shall take all safety precautions, famish and install all guards necessary for the prevention of accidents, comply with all laws and regulations with regard to salty including, but without limitation, the Occupational Safety and Health Act of 1970 and all roles and regulations issued pursuant thereto. Revised 03R010