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HomeMy WebLinkAbout125038 H & H DATA SERVICES INC - PURCHASE ORDER - 3214383Fort Collins Date: 04/17/2014 Vendor: 125038 H & H DATA SERVICES INC 1310 WEBSTER AVE FORT COLLINS CO 80524 Date: 04/16/2014 PURCHASE ORDER PO Number Page 3214383 1of2 This number must appear on all invoices, packing sli s and labels. Ship To: TRAFFIC OPERATIONS CITY OF FORT COLLINS 626 LINDEN STREET FORT COLLINS CO 80524 Note: Line Description Quantity UOM Unit Price Extended Ordered Price Traffic Signal Communications Annual 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 5,000.00 Total Invoice Address: City of Fort Collins Accounting Department PO Box 580 Fort Collins, CO 80522-0580 Purchase Order Tenting and Conditions Page 2 of 2 1. COMMERCIAL DETAILS. Tax exemptions. By statute the City of Fort Collins is exempt been slate and local taxes. Our Exemption Number is I L NONWAIVER. 984H503. Federal Excise Tax Exemption Certificate of Registry 84-6000587 is registered with the Collator of Failure of the Purchaser to insist upon strict performance ofthe terms need mndiuons hereof, failure or delay to In4mal Revenue. Deaver, Colorado (Ref Coloado Revised Statutes 1973, Chapter 39-26, 114 (a). exercise any rights Or remedies pmvided herein ar by law, failure to promptly ratify the Seller in the event of a breach, the secepmnce arm payment for goods hereunder or approval ofthe design, shall mt release the Seller of Goods Rejected GOODS REIECfED due as failure to meet specifications, either whin shipped or due to defects of any of the warranties or obligations of this purchase order and shall not be domed a waiver of my right of the damage in oansil. may be rowed to you for credit and arc not to be replaced except upon receipt of write pureM1ser to insist upon stein performance hereof or any of its rights or remedies as to my such goods, regardless instructions from the City of Fort Collins. of whm shipped, received or accepted, as to any prior Or subttquenr default M1ee rda, we shall my purposed oral modification or rescission of this purchase order by the purchaser operate as a waiver of my of the terror Inspection. GOODS arc subject to me City of Fan Collins in autim on t rival. hereof. Final Acceptance. Receipt of the merchandise, wricie. or equipment in response to this offer can result in 12. ASSIGNMENT OF ANTITRUST CLAIMS, authorized payment on the pan of the City of Four Collins. However, it is to be understood but FINAL Seller and the Purchaser recognize that in actual economic prac0aeem , overcharges resulting from anth, ACCEPTANCE is dependectuponcompletlon ofall applicable required inspection procedures. violations are in fact home by the Purchaser, Theretofore, for pod caau 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 Trans. Shipments must be F.O.B., City of Few Collins, 700 Wood St., Pon Collins, CO 80522, unless acquired under federal or sate maitmst laws for such overcharges relating to the particular goods or services otherwise specified on this order. If permission is given to prepay freight and charge separately, the onglaul freight purchased or acquired by the Purchaser pursmet to this purchase order. bill must accompany invoice. Additional charges for parking will not be accepted. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. Shipment Distance. Where manufacturers have distributing points in various pans of the country, shipment is If the Purchaser directs the Seller to comet nonconforming or defective goods by a date to be agreed upon by the expected from the nearest distribution point to destination, and excess freight will be deductml from Invoice when Purchatt and the Seller, and the Sella thereafter indicates its inability or unwillingness to comply, the Purchase shipments arc made from greater distance. may caau the work to be performed by the most expeditious meets vvvilable la iL and the Sella shall Pay all cents assacuted with such work. Permits. Seller shall procure at sellers sale cost all mcessary permit. cenifiwles and It. arrow] by all applicable laws, regulations, ordinances and rules of the star,, municipality. lerlary or political subdivision when the work is performed, or regional by any other duly motional public authority having jurisdiction over the work of vendor. Seller fuser agrees a hold the City of Fon Collins hmmless from and against all liabdie, and lass curtcd briar. by reason of m asserted or esablishN violation of any such laws, regulations, oMimnces, rvIm and requirements. Authorization. All panics to this .,met agree tom the repreuntaivrs are, is fact, bons fide and possess full and omplew alhodry to hind said ponies. LIMITATION OF TERMS. This Purchase Order expressly limit mccpance to the corms and conditions stated herein set forth and any supplementary or additional terms and conditions annexed hereto or incorporated herein by rcfarmcc. Any nddiliaaal or difam, it. and conditions proposed by seller are objected to and hereby rejected 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately ifyou cannot make complete shipment as arrive on your promised delivery date as noted. Time is of the essence. Delivery and performance must be efecled within the time sated on the purchase order and the documents attached hereto. No acts of the Purchasers including, without limitation, acceptance of ner ial late deliveries, shall operate m a waiver of this provision. In the event ofany, delay, the Purchaser 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 war be liable for damages as a result of delays due to causes mat reasonably forewcable which are beyond its ¢amiable control and without its fault ofnegligence, such act of God, acts ofcivil or military malooses, govemnenal pramities.f s, aWkcs, food, epidemies, wars or hors provided that notice of the conditions causing such delay is given to the Purchaser within five (5) days of the time what the Sella first received knowledge thereof In the event of my such delay, the date of delivery shall be extended for the resod equal to the time actually lost by reason of the delay. 3. WARRANTY. The Seller warrants that all goods, articles, materials and week covered by this order will cant with applicable drawings, specifications, samples and/or other descriptions given, will be fit for the purposes intended, and perfomed 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 warmnly. The Seller shall replace, repair or make good, without cost to the purchnsee any defects or faults arising within one (1) year or within such longer period of time.ss may be prescribed by law or by the terms of any appalwadda warranty provided by the Sella after the date Of acceptance of the goods famished hereunder (acceptance not to be unreasonably delayed), resulting from imperfect or defective work done or materials famished by the Seller . Acceptance or use of goods by the Purchaser shall not constitute a waiver of any claim under this warranty. Except s otherwise provided in this purchase order, the Sellers liability hereunder shall extend to all damages proximately aimed by the breach Of my Of the foregoing warranties or guarantees, but such liabil iry shall in no event include loss ofpmfit 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 terms by wrium change order. S. CHANGES IN COMMERCIAL TERMS. The Purchaser may make my clangs do the trot, offer than legal Trans, including additions to or deletions fmm the quantities callosity ordered in the specifications or drawings, by vernal or women change order. If any such change afree. the amount due or the time cfperfican cehereunder, an equitable adjustment shall be made. 6. TERMINATIONS. The Purchaser may at any time by wnmm change Order, terminate this agreements in my or all portions of the goods then not shipped, subject to any equitable adjustment between the panics w to any work or materials fen in progress provided that the Purchaser shall not be liable for any claims for anticipated profits 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 Sells, with respect to any goods which are the Sellers standard slack. No such lamentation shall relieve the Purchaser or the Seller of any ofthei, obligations w to my goods delivered hereunder. t. CLAIMS FOR ADJUSTMENT. Any claim for adjustment most be awned within thirty (30) days from ffe date the change or connotation is ordered. I. COMPLIANCE WITH LAW. The Seller wcummta that all goods sold heteuMer shall have been produced, sold, delivered and f shed in strict compliance with all applicable laws and regulations a which the goads are subject. The Seller shall execute and deliver such derament u may be required to effect in evidence compliance. All laws and regulatios required to be incorporated in agreements of this,Issas are herby U.,pamted herein by this reference. The Seller agrees in indemnify and hold the Purchaser harmless for all cost and damages sufered by the Purehasa as a It of the Sellers failure in comply with such law. 9. ASSIGNMENT. Neither parry shall wri,a, wrefen or convey this ordeq or any monies due or to become due hereunder without the Iowa written amoral of the coba pm y 10. TITLE. The Sella warrants full, clear and unrestricted title to fie Purchaser for at I equipment, materials, and items famished in performance of this agreement, free and clear of any and all liens, wimetions, reservations. security interest mcumbances and claims of others. The Sella shall relearn the purchase and its wore ems of any tier, from all liability and claims of my ruture resulting from the performance of such work. This release shall apply even in the event of fault of negligence of the party released and shall extend to fie directors, officers and car oyresof such party. The Seller's contactual obligations, including warranty, shall not be demand to be reduced, in any way, nature such work is performed or caused to be performed by the Purchaser. 14. PATENTS. Whenever the Sella is required to use any design, device, material or process covered by lemen patent, trademark or copyright, the Seller shall indemnify and save harmless the Purchaser from any and all claims for management by ration of the use of such patented design, device, material or process in connection with the contract, and shall iadminify the Purchaser for any cost, expense or damage which it may be obliged to pay by reason of such inrrngement at any time during the prosecution or after the completion of the work. In case said equipment, or any pan thereof or the intended use of the goods, is in such suit held to co atiate infringement and the we of said equipment or pan is enjoined, the Seller shall, at its own expense and at its option, either procure for the Purchase the right to continue using said equipment or pinks, replace the sane with substantially equal but morning, equipment, or modify it so it becomes naninfringing. 15. INSOLVENCY. If the Seller shall become insolvent or boaddicatipt, make an assigmneat for the benefit of creditors, appoint a receiva or ouster far my of the Sellers property Or business, this over may foswid, be canceled by the Purchaser without liability. 16. GOVERNING LAW. The defnitiom ofterm, used or the interpretation ofNc agreement and the rights of all ponies hereunder shall be mmfed under and governed by the laws ofthe Sate of Colomdo, USA. The following Additional Conditions apply only in cases whore the Seller is to perform work thereunder, including the scorers of Sellers Reprewounive(s), on the premises ofothers. 17. SELLERS RESPONSIBILITY. The Seller shall carry on said work at Sellers Own risk until the same is fully completed and accepted, and shall, in case of any accident, destruction or injury to the work anther materials before Sellers final completion and acceptance, complete the work at Sellers own expense and to the satisfaction of the Purchasa. When materials and equipment are rumisheA by others for installation or erection by the Sella, the Seller shall receive. unload, state and handle same at the site and become responsible therefor w though such materials and/or equipment were being famished by the Seller under the ardor. 18, INSURANCE. The Selltt shall, at his own expense, provid, for the payment of workers wrap resection, including Occupational disease benefit, to its employees employed m Or in connection with the work covered by this purchase offer, anNm to their dependents in accordance with the laws of the stale in which the work is to be dine. The Sella shall also carry comprehensive general liability including, but rat limited to, covtruival and automobile public liability issuance with bodily injury and death limits of at least 5300000 for any one person, S500,000 for any one accident end property damage limit per accident of 5600,000. The Selltt shall likewise oupire his comma ors, if any, to provide for such compeacmtion and insurance. Before my of the Sellers or his o mtrwors employees shall do my week upon the premiss of others, the Seller shall famish the Purchaser with a cecular, that such compensation and insurance have been provided. Such cenifcates shall specify the date when such compensation and insurance have been provided. Such certificates shall specify the date whm such compensation and insurance expires. The Sella agrees that such compensation and insurance shall be maintained until afar the entire work is completed and accepted. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Seller hereby assumes the entire respmtibility and liability for any and all damage, loss or injury ofany kind or nature whateever to persons 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 m all of the purchasers of5cas, agent and employees from and against any and all claims, knows, damages. charges or expenses, whether direct Or indirect, and whether an persons or property to which the Purchaser may be put err subject by reason of any act, action, neglect, omission or default on the pan writhe Seller, my of his contractors, or my of the Sella or contractors oflcat, agent at employes. In case any suit or other proceedings shall be brought almost the Purch ser, or it olBcars, agent or employees at my time on account or by brown of my rat, action, neglect, omission or default of the Seller of my of his contactors in my of it Or Nei, oficas, agent or employees as of id, that Sells hereby agrees W assume the defense thereof nark to defend the same at the Sellers own expense, to pay my and all cost, charges, co omeys fees and other expernes, my and all judgments dial envy be, inured by or obtained against the Ptachse or any of it Or their affects, agent or employees in such suits or other proreefngs, and in case judgment or other firm be, placed upon or obtained against the property' ofthe Putchse, or said parties in or s a result of such suit or other proceedings, the Seller will at once couse the same to be dissolved and discharged by giving bond or otherwise. The Sells and his contactors shall cake all safety precaufiom, famish and insall all guards necessary for the prrvention of accidents, comply with all laws and regulations with regard to safety including, but without hariation, the Occupational Safety and Health Act of 1970 and all rates and regulations issued pursuant themo. Revised 0312010