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HomeMy WebLinkAbout491280 ELSTER SOLUTIONS LLC - PURCHASE ORDER - 9141992Fort Collins Date: 04/08/2014 Vendor: 491280 ELSTER SOLUTIONS LLC 208 S ROGERS LANDE RALEIGH NC 27610 PURCHASE ORDERPO 914199er Page 141992 1of2 This number must appear on all invoices, packing sli s and labels. Ship To: UTILITY SERVICE CENTER - WA CITY OF FORT COLLINS 700 WOOD ST FORT COLLINS CO 80521 Delivery Date: 04/08/2014 Buyer: PAT JOHNSON Note: Line Description Quantity UOM Unit Price Extended Ordered Price I ELECTRIC METER; FORM 12S 90165540 90165540 192 EA 126.8800 24,360.96 METER, ELECTRIC REVENUE, ELECTRONIC, FORM 12S, NETWORK, TA30, CLASS 200, 96-144V, SERVICE DISCONNECT SWITCH RATED FOR 200A LOAD -BREAK OPERATION AT 108-144V, ZIGBEE RADIO FOR HOME AREA NETWORK APPLICATION, LEXAN COVER. FOR USE IN SINGLE PHASE RESIDENTIAL OR COMMERCIAL APPLICATIONS AND ABLE TO CUMMUNICATE WITH ELSTER ENERGY AXIS AMI SYSTEM ELSTER SOLUTIONS FC12Rex2Opt1 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 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. COMMERCW.DETAILS. Tax exemptions. By statute the City of Too Collins is exempt from state Card local taxes. Our Exemption Number is 11. NONWAIVER. 98-04502. Federal Excise Tax Exemption Conductor of Registry 84-6000587 is registered wiln the Collision, of Failure of the Purchaser to insist upon strict performance of the terns and conditions hereof, failure or delay to Internal Revenue, Denver, Colorado (Ref. COlomde, Revised Smmes 1973, Chapter 39-26, 114 (a). exemiseany rights or remedies provided herein or by law, failure to promptly notify the Seller in the event of a breach, the acceptance ofor payment for goods hereunder or approval ofthe design, shall not release me Seller of Goods Rejected, GOODS REIECTED due to failure to meet speci ficatiou, either when shipped or due to defects 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 transit, may be returned to you for modu and are not to be replaced except upon receipt of written purchaser to insist upon said performance hereof or troy of its rights or remedies to, to any such goods, regardless instructions from the City of Fan 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 u a waiver of my of the terms Inspection. GOODS are subject to the City of Fon Collins inspection on annot. hereof. Final Accepance. Receipt of the merchandise, services or equipment in reapome to this order canresult in 12. ASSIGNMENT OF ANTITRUST CLAIMS. authorized payment on the1. b pan of the City of Fon Collins. However, P is e understood ndeod thatFINAL Seller and the Purchaser recognize that in actml economic protect, o on cis as resulting from mtitcuct ACCEPTANCE is dependent upon completion of all applicable required impaction proceduresc violatiom are in fact bond, by arc Purchaser. Theretofore, for goad cause and as considermi et for executing this purchase order, the Seller hereby asaigm m the Purchaser any and all claims it may now nave or handle, Freight Tam¢. Md meita at be F.O.B., City of Fort Collins, too Wood St, Fort Collins. CO 80522, unless acquired under federel or sum aodtms laws for such ovetcharSes relativS m the particular Soods or services otherwise specified on this order. Upermission is given to POT, freight and charge separately, the original freight purchased or acquired by the Purchaser pursuanuo this purchase ordl bill most accompany invoice. Additional charges for puking will not be accepted. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. Shipmern Distance. Where manufacturers have distributing points in various pans of the country, shipment is Iftoe Purchaser directs the Seller to corrm nonconforming or defective goods by a&te to be agreed upon by the expected from the neatest distribution Point m destination, and excess freight will be deducted from Invoice when Purchaser and the Seller, and the Seller thereafter indicates its inability err unwillingness to comply, Re Purchaser shipments am made from greater distance. may came the work to be palmdrdi by the most expeditious means available to it, and no Seller shall pay of arms associated with such work. Permits. Seller shall procure at sellers sole cost all ..awry .its, maiGemes and lientms required by all applicable laws, regthm.na, ordinances and rules of the sale, municipality, territory or political subdivision where the work is Prrfanmed, err required by any other duly constituted public authority having jurisdiction over the work of vandor. Sella further agrees to held th, City of ran Collins handless fmm and attired all liability and loss incurred by them by reason of ed assured or established violation of my such laws, ¢gulatiore, ordinances, rules and quitanen i, Amlmvation. All parties to this comma agree that the rep eameadves are, in fact, bona fide and possess full and complete authority to bird said parries. LIMITATION OF TERMS. This Purchase Order espressly limits ataplance to the in. and coWin.. stated herein set fond and any supplementary or additional terms and mnditiom annexed herein or ineorpammd herein by referents. Any additional err different arms and canditiom proposal by seller are objected to and hereby rcjmed. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately if you cannot tyke complete shipment 10 duet Can your promised delivery date as noted. Time is of the essence. Delivery and prominence mint bo effected within the time stated on the purchase order and the documents attached ha e1o. No eels of the Purchasers including, without limiation, acceptance criminal lam deliveries, shall opada as a waives of this provisron In the ward of any delay, the Purchaser shall have, in addition to other legal and equitable remedies, the option ofplacing this order elsewhere and holding the Seller liable for damages. Howse u. the Seller shall not be liable for dameri as a result of delays due to wises not reasonably foreseeable which arc beyond its reawnable Control and without is fault of negligence, such acts of God. acts ofeivil or mllimry authorities, governmental priorities, fires, stakes, road, epidemic, wars or dots provided that notice of the conditions rousing such delay is given to the Purchaser within five (5) days of the time when toe Seller first received knowledge thereof In the event of any such delay, the date of delivery shall k extended for the pentad egml to the time actually lost by reason ofthe delay. 3. WARRANTY. The Seller wamnts that all goods, articles, mammals and work covered by this order will conform with applicable drwings, spaifiwlimu, samples ardor other deunptims given, will be, fit for the purposes intended, and performed with the highest degree of can and competence in accordance with accepted sundants far work of a similar nature. The Seller agrees to hold the purchaser hmmless from any loss, damage or expense which the Porcbxmr may suffer or incur on account of the Sellers breach of warranty. The Seller shall replace, repair or make good, without cost to the purchauv any defects or faults ansing within one (1) year or within such longer Penrod of time as may be prescribed by law or by the mans of my applicable warranty provided by the Seller after the date of acceptance of the goods f ished hereunder (acceptance not to be unreasonably delayed), resulting from imperfect or defective work done or materials fumishad by the Seller. Acceptance or use of goods by the Purchaser shall not constitute a waiver of any claim under this warranty. 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 lass of profits or loss of use. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHANGES IN LEGAL TERMS. The Pumhaaa may make changes to legal terms by wdnen change other. 5. CHANGES IN COMMERCIAL TERMS. The Pumh=r... mayke any changes o 1be terms, other than legit terms, including additiniu m or delnions from the quantities originally ordered in the speci0emions or drawings, by verbal or written change order. If any such change effects the amount due or the time of perfomance b,mundm an eq„imble adjustment shall be made. 6. TERMINATIONS. The Purchazer may at any time by written change order, terminate this agreement as to any or all portions of the goods then not shipped, subject to any equitable edjmtment between flat parties in to any work or materials then in progress provided that the Purohuc, shall no, be liable for tiny claims for anticipated prolix on the uncompleted! portion of the goods and/or work, for incidental or consequential damages, and that no such adjustment be made in favor of the Seller with respect o any goods which are the Sellers standard stock. No such terrine ion shall relieve the Purcbuer or the Seller of any of their able& reins as ro any goods delivered hereunder. V. CLAIMS FOR ADMSTMENT. Any claim for adjustment most be statement within thirty (30) days loom the date the change or temtimtion is ordered. 8. COMPLIANCE WITH LAW. The Seller warrants that all goods sold hereunder shall have been produced, sold, delivered and furnished in strict dompliance with all applicable laws and regulaiom to which the goods are subject The Seller shall execute and eliver such domm de, ex may be required to effect or evident compliance. All laws and regulations required to be firm,ammd in agreements of this character are hereby incorporated ban. by this reference. The Seller agrees to indemnify and hold the Purchaser harmless fraud all casts and damages suffered by the Purchaser as a result of the Sellers failure to comply with such law. 9. ASSIGNMENT. Neither perry shall aside, =,ufer, or convey this order, or any monies due or to becom due hereunder without the prior women couea, ofthe other party. I(h TITLE. The Sella warmnu full, clear and unresticmd tube to the Purchaser for all equipment, rmteoaLr, and items furnished in performance of this Canadian, fine and clear of any Caul all fires, rauictioru, reservations, security human mcmnbrdnces and claim of others. The Seller shall release the Purchaser and its contractors of my tier from all liability add claims of any nature resulting from Jon'slomance, ofsuch work. this release shall apply even in the event of fault of vegligmal of the Perry releasdd and shall extend 10 the din a mrs, oIBcers =d employees of Catch puny. The Settees contractual obligations, including warranty, shall rat be deemed to be reduced, in my way, beaus such work is Performed or.unit 1P be palmor M by the PI=hasm. 14. PATENTS. Whenever the Seller is rryuirW m rue =y design, device, macro] or pma. covered by lamer, parent, trademark or copyright, the Seller shall indemnify and save hmmless the Purchaser from any and all claims for infringement by mason of the use of such patented design, deuce, maternal or p.. to m=enom with the mnuact, 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 during the poeverution or after the completion of the work. In case said aryipmem, or Cray pan thereof of the Intended use of the goods, Is In such suit held P. con fear, Infnngement it the use of said equipment or pan is enjoined, the Seller shall, at its own expense and err its option, either procure for the Purchaser the right to continue using said exruipromt or pans, replace the same with subsermally equal but noninGnging equipment, or modify it so it becomes noninGnging. IS. INSOLVENCY. If the Seller shall become insolvent or bankrupt, make an assigrunen, for the benefit of creditors, appoint a receiver Car trustee for my of the Sellers property or business, this order may forthwith be canceled by the Puahaser without liability. 16. GOVERNING LAW. The definitions of menu reed or the interpretation ofthe agreement and the rights of all parties hereunder shall be onslrued under and govemed by the Incas of the Sam ofColomdo, USA. The following Additional Conditions apply only in cases where the Sella is In perform work hereunder, including the services of Sellers Reprd enative(s), on the premises ofodiers. 17. SELLERS RESPONSIBILITY. The Seller shall carry on said work or Sellefs own risk until the same is fully completed and accepted, and shall, in se of my accident, deetuction or injury in the work and/or materials before Seller's final completion =d acceptance, complete the work at Seller's own expos, and to the satisfaction of the Purchaser. When materials and equipment arc famished by others for installation or erection by the Seller, the Seller shall receive, =load, store and handle same at the site and become responsible therefor ed though such materals andor equipment were being famished by the Seller undo, the order. 18. INSURANCE. The Seller shall, at his own expense, provide for the payment of workers compensation, including occupational disease benefits, to its employees employed on or in connection with the work covered by this purchase oMet, and/or to their dependents in accordance with the laws of the state in which the work is to be done. The Seller shall also cony comprehensive general liability including, but not limited m, contractual and autamobile public liability insurance with bodily injury and death limits of a, leas, $300000 for any one person, $300,000 for any aoccident and prapeny damage limit per accident of $400,000. The Seller shall likewise require his omnmmrs, If any, m provide for such compensation and insurance. Before any of the Sellers or his contactors 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 certificates shall specify the date when such compensation and insurance have been provided. S=h certificates shall specify the date whin such compensation and insunince expires. The Seller agrees that such compensation and insurance shall be maintained until oiler the ,mire work is completed and accepted. 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 or nature whatsoever to persons or property 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 bold harmless the Parchouner and any r all of the Purchasers officers, agents and employes frvm and against any =d all claims, losses, damages, charges or expemes, whether direct or indirm, and whether to persons or property to which the Purchaser duty be put or subject by reason of any am, action, neglect, omission or default on the Part of the Sella, any of his contractors, or my of the Sellers or comrazmrs officers, agents or employees. In aw any suit or other proceedings shall be brought against the laucbasev or its officers, agents or employes at any time on acmum a by reason of any act, action, neglat, omission or default of the Seller of my of his contractors or any of its or their officers, agents or employees as aforesaid, the Sella hereby agrees to assume the defense thereof and to defend the same, at the Sailers awn expense, to Pay my and all coca, charges, moneys fees =d other expenses, any and all judgments Nat Pay be incurred by or Obtained against the Purchaza or any of its Co their oIBcers, agents or employes in such suits or other pmceedmgs, and m case judgment or other lien be placed upon or obtained against the propmy of the Purchaser, or said Partin Or or as a result of s=h sides or other proceedings, the Seller will at once cause the same to be dissolved and disobarged by giving band or otherwise. The Sella and his contractors shall take all safety precautions, friends and install all gaanis naessary for the prevention of accidents, comply with all laws and regulations with regard on safety including, but without limiafn, the Occupational Safety and Health Act of 1970=d all rules and ne dariond issued pursuant Nerem. Revised (UQ010