HomeMy WebLinkAbout342049 WIDNER MICHOW & COX LLP - PURCHASE ORDER - 9132585PO
PURCHASE ORDER 913258er Page
i'.117/ of PURCHASE
32585 1 of z
`t Collins( his number must appear
V "' 1 on all invoices, packing
sli s and labels.
Date: 04/17/2014
Vendor: 342049
WIDNER MICHOW & COX LLP
13133 E ARAPAHOE RD SUITE 100
CENTENNIAL CO 80112
Ship To: CITY CLERK
CITY OF FORT COLLINS
300 LAPORTE AVE
CITY HALL WEST- 1ST FLOOR
FORT COLLINS CO 80521
Delivery Date: 05/20/2013 Buyer: ' JOHN STEPHEN
N ote:
Line Description Quantity UOM Unit Price Extended
Ordered Price
3 Med MJ Licensing Authority
ADDENDUM TO PO
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
il[iS��1
Total $20,000.00
Invoice Address:
City of Fort Collins
Accounting Department
PO Box 580
Fort Collins, CO 80522-0580
Purchase Order Tends and Conditions
Page 2 of 2
1. COMMERCIAL DETAILS.
Tax exemptions. By Saturn, the City of Fort Collins is exempt from state and local taxes. Our Exemption Number is
11.NONWAIVER.
I L NO
98-04502. Federal Excise Tax Exemption Co rifican of Registry M-6000587 is registered with the Collector of
of the PER. to inat u trier performance of the terms and condition hereof, failure or delay t0
upon x p y
Internal Revenue, Damn, Colorado (Ref. Colorado Revised Stannew 1973, Chapter 39-26, 114 (a).
exem{se any rights or remedies provided herein or by law, failure W promptly notify the Seller in the evert of a
breach, the acceptance afar payment for good hcresuWer or approval of the design, shall nor not. the Seller of
Goods Rejected. GOODS RETEC TD due W failure on or speeifwoons, endear when shipped or due 10 defects of
any of Use exanamies or obligations of Nis porelow, order utd shall not So deemed a waiver of any right of the
damage in oarait. may Is, m=t an you for credit and are not N be replaced except upon receipt of winners
purchuer to insist upon strict performs heraofor any of its rights or remedies as W any such good, regardless
connections from the City of Fort Collins.
of when shipped, received or accepted, as to any prior or submqumt default hereunder, we shell my parmated
am] modification or rescission of this purchase order by the Purchaser operate as a waiver of my of me rams
Inspection. GOODS arc subject W the City of Fort Collins impection on arrival.
hereof.
Final Acceptance. Receipt of me merchandise, services in equipment in response to this order can result in
12. ASSIGNMENT OF ANTITRUST CLAIMS,
authorized payment an the pan of the City of Fog Collins. However, it is to be understood that FINAL
Seller and the Fumhan recognize slut in actual economic practice, Overcharge resulting from mtimst
ACCEPTANCE is defendant upon completion of all applicable required important procedures.
violations art in fact boom by be, Purchaser. Theretofore. far most muse and as conidemoo , for executing this
purchase order, the Seller hereby regigrs to the Purchaser my and all claims it may ww have or hereafter
Freight Tema. Shipments most be F.O.B., City of Fog Collins, 700 Wood St., Fort Collin, CO 90522, mi%
acquired under federal or .to antitrust laws f such overcharges relating to the particular good or services,
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 [o this purchase Omer.
bit most accompany invoice. Additional charges for packing will not be accepted.
13. PURCHASERS PERFORMANCE OF SELLERSOBLIGATIONS.defective
Shipment Distance. Where manufacturers have distributingnand Pointsinus pegs Of the shipment is
Ifine Purchaser Seller W by a dategness W be on byme
nonconforming or inability
d from I voce
expected from the neatest distribution point to dmimution, and excess freight will be deducted from Invoice when
the Sella, or W comply. the Puchaer
PNchan and the Seller, and the Sellery
a Seller the ply, Um
is inability or cable
shipments are made from granter damme,
may cause the work m ch performed by me most expeditions mans available W it, and the Seller s1e11 pay all
the most to
cants arsaeiated with such work.
Pemdts. Seller shall procure at sellers role cast all necessary permits, tdfmte licensss mdquired all
r p w
regulations, mJ rules state, municipality, territory or political subdivision where
applicable f y,
The Seller release the pdchaer and its mntranors of any her from all liability and claims of any nature
required by a duly public arguing, having jurisdiction over the work
the work is performed, or any other duly
erf
t
mounting from the performance ofsuch work.
r from
held the City of Fog Collins harmless from and against all liability mJ loss
grew t h Fort
vendor. Seller further agrees
s
in vged by them by reason of an averted Or established violation of any such laws, regulations, ordinances, into
This shall apply even in the event of foul[ of negligence of the parry rca leed and shall extend to the
and requirements.
nw
directors,. ofw ficers and employtts ofsuch party.
Authonaation. All parties W this contract agree that the rryteunutives are, m ban, hots fide and possess full and
complete suflo iry to bind said panic.
LIMITATION OF TERMS. This Purchae Omer expressly limits acceptance to the tams and conditions stated
herein set forth and any supplementary or additional Nrms and cnditions 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 Ryon mount make complete shipment to arrive on your
promiu l delivery date as voted Time is of the esseme. Delivery and performance must bo elfecred within the time
stated on the purchase order and the documents amched hereto. No acts of the Foreigners including, without
limitation, acceptance ofpmim Ire deliveries, shall operaN as a waiver c fthis provision. In the evens plenty delay,
the Purchaer shall have, in addition to other legal and mandate remedies, the option mplacing this order elsewhere
and holding the Seller liable for damages. However, the Seller shall not be liable for damages a a result Of delays
due to causes not reasonably foreseeable which are beyond its reasonable control and without its fault of negligan o.
such aces of God, acts ofcivil or military authorities, govemmmul priorities, fires, strikes, Rand, epidemics, wars or
riots provided that notice infuse conditions causing such delay is given to me purchaser within five (5) days of the
time when the Seller first received knowledge tarrof. In me event of my such delay, the date of delivery shall be,
mended for the period equal to me Lima sureally lost by reawn of me delay.
3. WARRANTY.
The Sella warrants that all good, articles, materials and work covered by this Omer will conform with applicable
drawings, specifications, samples molar other descriptions given, will be BI fir the purposes intended, and
performed with the highest degree of care and competence in accordance with accepted sandaMs for work of a
similar nature. The Seller agrees to hold the purebaur harmless from any loss, damage or expense which the
Purchase may suffer or incur on account of the Sellers breach of wammry. The Sella shall replace, repair Unmake
good, without cost W the Purchaser, any &fe. Or fouls arising within ere (1) year or within such longer period of
Limit a may be prescnbd by law or by the tams of any applicable waranry povii by the Seller after the dale of
acceptance of the good fumkhed hereunder (acceptance not to be unreawnably delayed), resulting from imperfect
or defective work done or materials famished by the Seller. Acceptance Or use of good by the Purchaser shall not
constitute a waiver of any claim under this warranty. Except a otherwise provided in this purchase omen the Sellers
liability hereunder shall extend to all damages proximately caused by the breach Of my of the foregoing warranties
or guarantees, but such liability shall in no event include loss of pmOs or loss of tee. NO IMPLIED WARRANTY
OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY.
4. CHANGES IN LEGAL TERMS.
The N wbkxa cony make changes to legal to. by wrinen change order.
5. CHANGES IN COMMERCIAL TERMS.
The Parohnner may make any cousin to the terms, other than legal ternst including odditiom to Or deletions from
the quantities originally ordered in the specifications or drawings, by versed or written change order. If any such
change affetts the amount due or the time of performance hereunder, an equitable adjustment shall be made.
6. TERMINATIONS.
The Pembina may at any time by written change oMe, terminate this agreement a to any or all portions of me
good then not shipped, subject to any anieble adjustment between the parties a to any work Or materials than in
progress provided that the Purchaser shall not be liable for any claims for anticipated profits on the uncompleted
portion of the good and/or work, for incidental or consequential damages, and that no such adjustment be made in
favor of the Seller with respect W any gawk which are the Sellers standard stock. No such Nomination shall relieve
the Purchaser or the Seller of my oftheir obligations a to any good delivered hereunder.
9. CLAIMS FOR ADJUSTMENT.
Any claim for adjustment most be auncd within mum (30) days cam the date the change in tennintion is
ordered.
S. COMPLIANCE WITH LAW.
The Seller warrant mat all good sold hereunder shall have been produced, sold, delivered and famished in stria
compliance with all applicable laws and regulation to which the goods are subject. The Seller shall execute and
deliver such documents as may ho required 1. affect or evidence wmplianre. All laws and regulation requited 10 be
inemporaud in agreements Of this character are hereby incorporated herein by this reference. The Seller agrees 10
indemnify and hold the Purchan hvan ins from all oars and damages sufral by the Purchaser as a result of the
Severs failure to comply wins such law.
9. ASSIGNMENT.
Neither party shall assign, tmnsfn, or convey mis order, or any monies due or to become due hereunder without the
prior wrime convent of the other Pang.
10. TITLE.
The Seller warning full, clear and sear ument title to the Purchaser for all equipment, materials, and items Rinehart
in performance of mis agreement, free and clear of any and all lien, restrictions, reservation, snuriry imam'
mctunbtances and claims of others.
The Sellers nnlraemel Obligations, including warranty, shall not be named to be reducW, lu my way, because
such work is performed or canted to be performed by she Purchaser.
14. PATENTS.
Whenever the Seller is required to use any design, device, material or process covered by letter, pare, trademark
or copyright, the Seller shall indemnify and save harmless the Purchaser form any and all claims for infringement
by reason of the use of such patenmd design, device, material or process in connection with the contract, and
shall indemnify the Purchaer for any en4 expense or damage which it /nay be obliged to pay by reason of such
iNn-vgetmnt in my time during the prosecution or after the completion of the work. In case said equipmmL or
my pan mermf or the intended use of the goods, is in such suit held W coatimm infringement and the use of
said equipment or pm is captured, the Seller shall, at its own expe se and at its option, either passage for the
Purchan the right to continue using said raipment or pats, replace the mine with substantially equal but
noninfringing equipment, or modify it so it becomes naminfmging.
15. INSOLVENCY.
If the Seller shall become insolvent or bankrupt, nuke an assignment for the benefit of account, appoint a
mother or trustee f my of the Sellers property or busitiess, Us order may forthwith be, conaled by the
Purchaser without liabiliry.
16. GOVERNING LAW.
The definitions ofterns used or the menstruation Of the agrecoment and the rights of all parties hermnder shall be
comtrued under and governed by the laws of the State of Colorado, USA.
The following Additional Conditions apply only in rases where the Sella is in perform work hereunder,
including fe services of Sellers Repreargarike s), entire prerakept ofothers.
IZ SELLERS RESPONSIBILITY.
The Sella shall any an said work at SdINs own risk wIt[ the same is fully completed and acce ned, and shall,
in ease of any accident, damnation or injury to the work and/or materials before Seller's final completion and
acceptance, complete the work at Seller's own expense and to the satisfaction of the Purchaser. When materials
and equipment are punished by others for installation or marion by the Sella, me Seller shall receive, unload,
store and handle same at the site and become responsible therefor as though such materials andor equipment
were being famished by the Seller under the order.
18. INSURANCE.
The Seller shall, at his own expense. provide for the payment of ecorkm compnwtion, including pecupatioml
diseae benefs, to its employees employed on or in connection with the work covered by Jos purehaw order,
im or to their dependents in accordance with the laws of the state in which the work is W be done. The Sella
shall also so" comprehensive general liability including, but not limited to, contractual and anamo ubile public
liabiliry i emmake with bodily injury and death limits alat to., 530a.000 for any one person, S50R000 for any
one accident and prummy damage limit per woman of S400,000. The Seller shall likewise require his
contractors, if any, W provide for such compensation and insurance. Before my of the Sellers or his contractors
employees shall do my weak upon the premises Of omens. the Sella shall f ish the Purchaser wins a certifimre
Jet such compensation and insurance have bears provided. Such certificates shall specify the dam when such
mmpetwtion and insurance have been provided. Such cenifcate shall specifythe dte when such compac tion
and insurance expires. The Seller agrees that such compensation and insurance shall be maintained uart l after the
attire work is completed and accepted.
19. PROTECTION AGAINST ACCIDENTS AND DAMAGES.
The Seller hereby assturtn me more responibiliry, and liabiliry for my and all damage, loss or injury of any kind
r mature whatsoever W persons in property caused by or Buli ng from me exempton ofthe wank provided for in
this Purchsse timer or in rumeetin herewim. The Seller will indemnify and hold handles, Use Prommor and any
or all of the Purchasers officers, agent and employees from and against my and all claims, losses, damages,
charges or expenses, whether dims or indirect, and whether to persons or property to which me Purchaser nay
be put or subject by reuson of my sect, action, neglect omissian or default on the pan of the Seller, any of his
commorms, or any of me Sellers or commcmrs Officers, agents or employees. In case any suit in other
proceedings shall be brought againt the Pdchnser, or its officers, agents or employees at any time on amount or
by reawn of my aR action, Lugar, omission or default of the Seller of my of his contradors or any of it or
their oRcers, agents or employers a of said, the Seller hereby agree to Sane me def thereof and to
defend the same at the Sellers own expense. W pay any and all costs, charges, monaM fees and other expenses,
any and all judgment mat may be incurred by or magi ed against the Ptuchacr d any of its or their officers,
agents or employees in such Buis or other proceedings, and in cam judgment or other lien be placed upon or
Obtained against the property of the Purchaser, of said panics in or as a msull ofsuch suit or that proceedings,
me Seller will at once cause the same to be dissolved and discharged by giving banal or o ownsive. The Seller and
his contractors shall take all safety precautions, furnish and install all gmuch necessary for the prevention of
accidents, comply wins all laws and regulation with regain ro safety including. bur without limilatims, the
Occupational Safety and Hmlm Act of 1970 and all roles and regulations issued pursuant fcum.
Revised 03a010