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HomeMy WebLinkAbout222397 QUEST INC - PURCHASE ORDER - 9142150Fort Collins Date: 04/16/2014 Vendor: 222397 QUEST INC PO BOX 459 BRIGHTON CO80601 PURCHASE ORDER PO Number Page 9142150 1of2 This number must appear on all invoices, packing sli s and labels. Ship To: ELECTRIC UTILITIES CITY OF FORT COLLINS 700 WOOD ST FORT COLLINS CO 80521 Delivery Date: 04115/2014 Buyer: PAT JOHNSON Note: Line Description Quantity UOM Unit Price Extended Ordered Price 8 Each - Bierer Wireless 1 LOT LS 27,400.00 Phasing Meter w/ adapters and case. Quotation # GW 40714 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@fogov.com Total $27,400.00 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. COMMERCIALDETAILS. Tax exemptions. By statute the City of Fan Collins is exempt from state and local taxes. Our Exemption Number is 11. NONWAIVER. 98-04503. Federal Excise Tax Exemption Certificate of Registry 84-6000587 to registered with the Called, of Failure of the Purchaser to insist upon strict performance of the terms and conditions hereof, failure or delay to Internal Revenue, Denven Colorado (Ref. Colorado Revised Shouted 1973. Chapter 39-26. 114 (M. execme any rights or remedies provided herein or by law, failure to promptly notify the Seller in the event of a breach, the acceptance ofm payment for goods hereunder or approval of lm design, strait not release the Sella of Goad Rejected. GOODS REJECTED due to failure to men specifications, either when shipped or due to defect, of say of the warranties or obligations of Nis purchase order sal shall nor be deemed a waiver of say right of the damage in finish, may be removed to you for trait and aR Out to be replaced except upon receipt of wrinrn Purchaser to imisl upon shad performance hercofor any of its rights an remedies as to any such good, regardless imwchom from the Cry ofFort Collins. of when shipped, received or accepted, as to my print or subsequent default hereunder, nor shall any puryoned oral modification or rescission of Nis purchase order by the Purchaser operate as a waiver of any of the terms Inspection. GOODS are subject to the City of Pon Collins inspection on arrival. hereof. Fiml Acceptance. Receipt of the merchandise, services or equipment in response to this order can result in 12. ASSIGNMENT OF ANTITRUST CLAIMS. authorized payment on the pan of the City of Fort Colliass. however, it is to be understood Nat FINAL Seller and the Purchaser recognize that in actual ec matie pandim, overcharge watching form antitrust ACCEPTANCE is dependent upon completion of all applicable required impecfiaa procedums. violations are in fact home by the Purchaser. Theretofore, for good souse and as, consideration for executing this purchase Of, the Seller hereby assigm to the Purchaser my and all claims it may now have or hereafter Freight Terms. Shipments mast be F.O.B., City of Fort Collins, 700 Wood SL, Fort Collins, CO 90522, unless enquired under Rand or site mantrmast laws for such overcharges reining m the particular goads or services otherwise specified oa this order. If permission is given to prepay, freight and charge separately, the ongiaal freight puachowd or acquired by the Pmchuer pursuant to this purchase orden bill most accnmmnv invoice. Additional eharees for nankin will not be oriental. Shipment Distance. Where manufacturers have distributing points in various pans of the country, shipment is expected from the nearest distribution paint to destination, and excess freight will be deducted from Invoice when shipments are made from &eater distance. Permits. Sella shall procure in sellers sole cost all necessary pmnias, a nifcatn and llama requires by all ."],able I., regulations, ordars. and roles of the shade, munielpalim. t, ,a., or political subdivision where the work a performed, or required by my other duly constituted public authority havingjoaisdiction over the work of vendor. Seller further agrees to hold the City of Fort Collins harmless from and against all liability and loss arts by them by reason of an asserted or established violation of any such laws, regulations, ordinances, roles and mr aticandw Authomation. All ponies to BILLS contract agree that the w,com htives are, in f L born fide and possess full and complete amhonty to bind said parties. LIMITATION OF TERMS. This Purchae Order expressly limits acceptance b the terms as downwas stated herein set foal and any supplementary or additional rertns and conditions mmexal hereto or incorporated herein by relErence. Any additional or different terms and conditions propned by wild are objected to and hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately ifyou cannot make complete shipment to come on your promised delivsry date m rota. Time u of the essence. Delivery and ra firm rnce rant M ellecmd within hie time stated on the purchase order and the documents arched hereto. No acts of the Purcha including, without formation, ord nano of pmul late deliveries, shall operate as a waiver ofthis prevision In the event army delay, the Purchaser shall have, in addition to other legal and der iable remedies, the option ofplacing this order elsewhere and holding the Sella Gable for damages however, the Seller shall not be liable for damages m a result of delays due to causes not reasonably foreseeable which art beyond its reasonable control and without its fault of negligence, such acts of Goal, acts of civil or military authorities, governmental pounds , fires, strikes, fond, epidemics, wars or er hots provided that notice of the conditions causing such delay is given to the Purcho within five (51 Jaya of the time when the Seller first received knowledge therm(. In hie event of any such delay, the date of delivery shall be extender for the period equal b the time mmally lost by reacen of the delay. 3. WARRANTY. The Sella warrants that all good, anick s, mammals and work covered by this order will conform with applicable drawings, specificmions, samples mNor other descriptions given, will ha 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 hamles from any loss, damage or expense which the Purchrea may suffer or incur on account of the Sellers bremh of waranty. The Seller shall replace, repair or make good, without con to the purchase, my deficits or Bo is wising within one (1) year or within such longer period of done as may be presented by law or by die Laws ofany applicable waraary provided by aM Sella add the date of acceptance of But good fished hereuMn (acceptance not to he unreasonably delayed), culling Eon imperf ct or defecrive work done or mammals f ishal by the Sella Acceptance or use of goods by f Purddead shall not conatimm a waiver of my 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 my 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 Founder may make changes to legal lersm by written change order. 5. CHANGES IN COMMERCIAL TERMS. The Pumhaa may make any changes to the temp, other than legal tamers, including addition, to or deletions farm the quicamnes originally ordered in the specifications m drawings, by verbal or written change order. If any such change affects the amount due or the time of somrma ve hereunder, on equitable ajustment shall be made. 6. TERNTINATIONS. The Purchaser may at my time by wnaen change said, terminate Nis agreement as to any err all Poniam of the good then not shipped, subject to any equitable adjustment behown the pries as to any work or mammils then in prvgress provided that the Pmcbma shall at be liable for my claims fin, snficipted Profu an the uncompleted portion of the goods andfor work, for incidental or consequential damages, and that no such ndjntman be made in favor of the Seller with respect or, any good which are the Seller standard stock. No such tamindium shall relieve the Purchaser or the Seller ofany oftheir obligmtions a to any good delivered hereunder. T. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must b, asserted within thirty (30) days from But date the change or termination is mdeonL 8. COMPLIANCE WITH LAW. The Sella warrants fast all goods sold hereunder shall have ban produced, sold, delivered and f ished in unit ompliana with all applicable laws and regulation in which the goods me subject. The Seller shall execute and deliver such documents as may be required to effect or evidence compliance. All laws and regulations required to be incorporated in agreements of this character me hereby unmounted herein by this reference. The Seller agrees to indemnify and hold the Purchaser hamlcss from all costs and damages suffered by the Purchaser as a cult of the Self fmlure to comply with such law. 9. ASSIGNMENT. Neither party shall assign, transfer, or convey this order, or my monies due or to become due hereunder without fie prior women consort ofthe other party. 10, TITLE. The Seller warrants full, clear and mmctricted title to the Purchaser for all equipment, materials, and items furnished in perfonmame of this agreement, free and clear of any and all lien, comimoau, nxemtiona, scrawny interest marchioness; and calms of others. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. If the Purchasa directs the Seller to correct nonconforming or defective good by a date to be agree upon by the Purchaser and the Sella, anat the Seller thereafter indicates its inability or unwillingness to comply, the Purchaser may cause the work to be performed by the most expedition mean available to it, and the Seller shall pay all costs associated with such work. The Sella shall release hie Purchaser and to contractors of my tier from all liability and claims of my nottue modumg from the performance ofsuch work. This release shall apply even in the event of fault of negligence of the parry released and shall extend to the directors, affcers and employes crunch party. The Sellers contmdml Obligations, including warramly, shall not be dttmed to be, reduced, in any way, became such work es performed or coma as be performed by the Purchase. 14. PATENTS. Whenever the Sella is require to use any design, it,,., mama] or praess covered by laid, patent trademark or copyright, the Seller shall indemnify and save harmless the Purchaser Gom any and ell claims for inGingement by reason of the use of such patented design, device, material or process in induction with the contract, and shall indemnify the Producer for any cost, expense or damage which it may he obliged to pay by reason of such infringement at any time during the prosecution or after the complains of the work. In case said a nipment or any pan thereof or One indicated use of be good, is In such suit held Id comdme Infringement add the use of said equipment or Lou is dammed, the Seller shall, at its own expense and at its option, either procure for the Purchased the right to continue using said tyuipmem m part, replan the same with substantially equal but nartintr dung equipment, or modify it so it becomes noninfca,ing. 15. INSOLVENCY. If the Seller shall become insolvent or bmdrmp, make an assignment for rate benefit of creditors, appoint a hadiver or trustee for any of the Sellers property or business, this order may foMwith be canceled by the Pnrehxcer without liability. 16. GOVERNING LAW. The definition arm. user or the interpretation of the agreement and the rights ofall parties heretioder shall be rammed under and governed by the laws of the Same of Colorado, USA. The fallowing Additional Conditions apply only in cases where the Seller is to perform work hereunder, including the services of Sellers Represcnmive(s), on the premises of others. IT. SELLERS RESPONSIBILITY. The Sella shall merry on said work at Sellers own risk mil the come is fully complaed and accepted, and shall, rase of my sa idea, destruction or injury m the work uWm maumIx before Sellers final comple im and resonance, complete the work in Sellers own expense and m f satisfaction of flaw Purchaser. When materials and equipment am famished by others for instillation or doetim by the Seller, the Seller shall receive, unload, store and handle come at the site and become responsible therefor as though such materials author ryuipmmt were being famished by the Sella under the We,. 18. INSURANCE. The Seller shall, at his awn expeme, provide fur $e payment of workers coarrachoustion, including Occupational disease benefits, to its employees employed m or in dominant with the work coveml by this purchase order, andfor as their dependents in accordance with the laws of the state in which the work is to be done. The Sella shall also mrty comprehensive general liability including, but not limited an, contractual and automobile public habiliry insurance with bodily injury and death limits of at leant E300,00 for any one reason, 8500,000 for any one accident and property damage limit per accident of $400,000. The Seller shall likewise require his contractors, if any, to provide for somb compensation and r e. Before Sellers of the Sellor his contractors employees shall do my work upon the premises of others, the Seller shall forma the Purchaser with a ttnifcar e that such compereation and fnurance have been provided. Such anificata shall specify the date when such compensation as insurance have been provided. Such cenifeitex shall specify hie date when such compensation nM inmate expires. The Sella agrta dace such compessattion and insmsnce shall be maintinW .61 mer the moire work is completed anal accepted. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Seller hereby assumes the entire responsibility and liability for any and all damage, loss or injury ofany kind or wuare whatsoever to persons or property caused by or resulting from the execution of the work provided for in Lids purchase order or in connection herewith. The Seller will indemnify and hold hmmleas the Purchaser and any r all of the Purcbasen officers, agents and employes from and against any and ail claims, lasso, damages, charge or expenses, whether direct or indirect, and whefr to person or property to which the Purchaser may be Put or subject by reason of any cot, action, unless, omission in default on Ore pan of the Seller, my of his cmtradars, or my of the Sailers Or contractors officers. agents or employes. In case my suit or other proceedings shall ha brought against the Purchaser, or its officers, agents or employees at any time on account or by reason of any act, action, neglect, omission or default of the Sella of my of his contractors or any of its or their officers, agents or employees as aforesaid, the Seller hereby agrees to assume the defense thereof and to defend the same at the Sellers awn expense, to pay my and all costs, charges, attomeys fees and other expenses, any and di judgments that may be incurred by or obtained against the Purehasn or any of its a thew officers, agents or employees in such suits on other Proceedings, and in case judgment or other lien be placed upon or obtained against Jar property of the purchaser, or said pantie in or as a aault of such suits an other proceedings, the Seller will at once cause the same to be dissolved and discharged by giving band m otherwise. The Sella and his conaboad is shall take ell safely precaution, famish and install all guard madam, for the prevention of accidents, comply with all was and regulation with regard to safety including, but without Laudation, the Occupational Safety and Health Ad of 1970 and all roles and regulations issued pursuant thereto. Revised 03CO10