HomeMy WebLinkAbout536569 TOTAL TRAFFIC NETWORK - PURCHASE ORDER - 3214384City of
Fort Collins
Date: 0412512014
PURCHASE ORDER
Vendor: 536569
TOTAL TRAFFIC NETWORK
62301 COLLECTIONS CENTER DRIVE
CHICAGO IL 60693-0623
Delivery Date: 04/25/2014
PO Number I Page
3214384 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
NTSP Traffic Spots
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 $5,000.00
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 exemption. By stand, the City of Fort Collins is exempt form slap and local taxes. Our Exemption Number is
11. NON WAIVER.
984c$502. Federal Excise Tax Exemption Certificate of Registry 84-6000589 is regemrl with the Collector of
Failure of the Pumhnef to insist upon strict pelfomtance of the terms and ...&Boll hereof. failure or delay an
Internal Revenue, D mar, Colombo (Ref. Colorado Reiaed Scone. 1973. Chapter 39-26, 114 (a).
exercise any rights or remedies provided herein or by law, failure to promptly notify the Seller in the event of a
breach. the acceptance of or payment for goods hereunder or approval of the deign, shall not refuse the Seller of
Goods Rejected. GOODS REJECTED due on failure m meat spalficatiom, either when shipped or due to def is of
any of the warranties or obligations of this purstrae, order and shall not ba Beamed a waiver of my right of the
damage in transit, may be reamed to you for credit and arc act to be replaced except upon macqu of written
purchaser to insist upon stria performance hereofar any of ins rights or families as in any such good, regardless
instructions for the City ofFort Collins.
of when shipped, received or accepted, as to any prior or subsequent default hereunder, nor shall any pur,oned
oral modification or rescission of this purchase order by the Purchaser operate as a waiver of any of the terms
Imposition, GOODS am subject n the City effort Collins inspection an arrival.
hereof
Final Aaepmrme. Rmeipt of the metclu diae, services or equipment in respecom to this order an result in
12, ASSIGNMENT OF ANTITRUST CLAIMS
aiffimmd payment as the pan of the City of Fort Collins. However, it is to be understood Out FINAL
Seller arm the Purchaser recognize that in aeTml ecornmic Practice, exemhadges resulting for antitrust
ACCEPTANCE is dependent upon ma,latimi of all applicable rtyuifed inspection procedures.
violations are in fact boom by the Purchaser, Theretofore, for good cause and as consideration for executing this
pumhau order, the Seller hereby assigns to the Purchaser any and all claims it may now have or hereafter
Freight Terms. Shipments most be TOM,, City of Fon Collins, 70 Wood St., Fan Collins, CO 90522, unless
evaluated under federal or state wrimant laws for such overchmges relating to the particular goods or services
otherwise specified on this order. If,andssim is given a prepay freight and charge separately, the original freight
purchased or acquired by the Purchaser pursuant n this purchase order.
hill mna aceamtvnv mvrnce Addilmnal cherees for nmkine will not be true mted.
Shipment Distance. Where manufacturers have distributing points in various pans of the country, shipment is
expeaed form the nearest distribmim point to daliratian, add excess freight will be dluctl from Invoice when
shipments are made from greater distance.
Permits. Seller shall p.am in sellers sole cast all necessary pnmits, radicals, and licenses required by ail
applicable laws, regulations, ordinances and rules of the stem, municipality, ind or, or political subdivision where
the work is performed, or mr m l by any other duly oration public authority bardegjurodiction over the work
of color. Seller former agrees to hold the City of Fort Collins hzrnlras from and against all hidiri ry said loss
incurred by them by reason of an asserted or esmblished violation of any such laws, regulations, ordinances, rates
and mluimments.
Authorization. All panics to this contract agree that the representatives arc, in fact, bona fide and possess full and
complete anhonry to bind said parity.
LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the It. and conditions stated
bereia set fort and any supplementary or additional mans and condition amexl heron or incorporated herein by
reference. Any additional or different it. and condition proposal by seller am objected Ir and hereby rejated.
2. DELIVERY.
PLEASE: ADVISE PURCHASING AGENT immediately if you cannot make complete shipment to arrive on your
Promised delivery date as noted. Time is of the essence. Delivery and performance most be a eecnd within the time
smtl on the purchase order artd the dramas anot hnd harem. No acts of the Purchasers including, without
limitation, acceptor¢ ofpmial late deliveries, shall operate n a waiver of This provision. In the event of any delay.
the Purchaser shall have, in addition e, other legal and equitable mnedim the option ofplacing Nis order elsewhere
and holding the Sella liable for damages. However, the Seller shall not he liable for damogas as a mull of delays
due to causes not reasonably foreseeable which are beyond its reasonable control and without its fault of negligence,
such acts ofG W, acts of civil or military auffindies, governmental priorities, fires, strikes, Ruud, epidemics, wars or
dots provided that notice of the conditions caning 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 he
emandl for the period equal o the time normally Ion by Towne Ofhe delay.
3. WARRANTY.
The Seller warrants that all goods, articles, materials and work covered by this order will conform with applicable
drawings, speci ,mmod, samples and/or other descriptions given, will be fit for the purposes intended, and
performed with late highest degree of rare and competence in accordance with accepted standards far work of a
similar nature. The Sella agrees to hold the purchaser harmless form my loss, damage or expense which the
Purchaser may suRer of incur on me ., offset Sellers branch of wamnty. The Seller shall replace, repair or make
good, without cart m the purchaser, my defects Or faults arising within one (1) year or within such larger peril of
nme as may be prescribed by law or by the Terms army applicable womanly provided by The Sella after the date of
acceptance of the goads fumiahal hereunder (accepance not to be vocationally delayed), reulting from imperfect
or defective work done or materials famished by the Seller. Acceptance or me of good, by the Purchaser shall not
ontinte a waiver of my claim under this warmly. Except as otherwise provided in this purchase order, the Sellers
liability hereunder shall extend to all damages proximately caused by the branch of my of the foregoing warranties
or guamntas, but such liability shall in an even 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 Purchaser may make changes to legal term by written change order
5. CHANGES IN COMMERCIAL TERMS.
The Purluver may make any changes On me temw, other tlun legal terms, including additions to or deletions from
Ne quantities originally ordered in the s,drificalmot or drawings, by verbal or some. change order, If any such
change affects the amount due or rise time ofperfomance hereunder, an equitable adjnmrent shall he role.
6. TERMINATIONS.
The Purchaser may at any time by written change order, temtiaate this agreement as to any or all ponions .1 the
goods then not shipped, subject to any equitable adjustment between the parties as In any work or materials Ned in
progress provided that the Purchaser shall not be, liable for any claims for anticipated profits tan the uncompleted
portion of the goof andrm work, for husband or consequential damages, and that rum such edjushn. be made in
Favor of the Seller with respect to my goods which are the Sellers srmdard stack. No such mrmlnarmer shall mlieve
the Purchaser or the Sella of any aftheir obligation as to my goods delivered hereunder.
i. CLAIMS FOR ADJUSTMENT.
Any claim for adjustment must be asserted within thirty (30) days from the date the change or termination is
ordered.
8. COMPLIANCE WITH LAW.
The Seller warrants than all good sold hereunder shall have been produced sold, delivered and famished in strict
compliance with all applicable laws and regulation to which the goad sm subject. The Seller shall execute and
deliver such documents as may be required to effect or evidence compliance. All laws and vgulalons required to be
incorporated in agreements of this character are hereby incorporated herein by this reference. The Seller agrees to
indemnify and hold the Purchaser harmleas Item all coos and damages sufferal by the Purchaser as a result of the
Sellers failure to comply with such law.
9. ASSIGNMENT.
Nsther parry shall assign, banfee, Or convey this Orden, or my mania due or to beome due hereunder withbut the
prior wdnen consent ofthe other parry.
10. TITLE.
The Seller woman. FOR, clwr and unmtricrl title no Ran Purchaser for all eau finical, materials, road iter t furnished
in perform ea of Nis agreement, foe and clear of my and all lien, mtriaion, resmretion, security blamed
encumbrances and claims of.thers,
U. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS.
Ifte Purchaser directs the Seller to correct nonconforming or defative goods by a done o be signal upon by the
Purchaser and the Seller, and the Seller therreRer indiatts its inability or unwillingness o comply. the Purchaser
may cause the work to be Performed by the most expeditious means available to it, and the Seller shall pay all
costs associated with such work.
The Seller shall release she Purchaser and its contractors of any tier from all liability and claims of any nano
resulting form die pnformmtt of such work.
This release shall apply erect in the event of fault of negligence of the Ism, releai d and shall extend to the
directors, officers and employees of such party.
The Sellers contractual obligalimm, including wmanty, shall not be deemed to be rNuced, in any may, because
such work is Performed or exceed to Be performed by the Purchaser.
14. PATENT&
Whenever the Seller is requital to use my design, device, material or process covered by later, prat, trademark
or copyright, the Seller shall indemnify and save hardi the Purehasa from any and all claims for infringement
by reason of the use of such parented design, device, material or process in coneection with the contrail, and
shall indemnify the Purchaser lot any cast, expense or damage which it may be obliged to pay by reason of such
infringement at any time during the prosecution or other Ne completion of the work. In case said equipment, or
any par Thereof or the wmndl use of the goods, is in such suit held to constitute infringement and the use of
said equipment or pars cultural. The Seller shall, at its own expene and at is option, either procure for dr,
Purchaser the right to continue using mid equipment or parts, replace the sane with substantially egnal but
matifnging equipment, or modify it so it becomes nonirfinnping.
15. INSOLVENCY.
If me Seller shall become insolvent or baN:rpt, make an assignment for the benefit Of creditors, appoint a
or trustee for my of the Sellers property in business, this order may forthwith be arrcell by thm
Parchment itlwut liability.
16. GOVERNING LAW.
The definition of terms used or the inta,mation of the agreement and fie rights ofall parties hereunder shall be
conuued under and governed by the laws ofthe Stnte of Colorado, USA.
The fallowing Additional Condition apply only in comes where the Seller is to perform work hereunder,
.led,, the services of Sellers Re onerativeB), an due premises ofothere.
❑. SELLERS RESPONSIBILITY.
The Seller shall carry on said work at Sellers own risk until the same is fully completed and acrid, road shall.
in case of any incident, destruction or injury to the work and/or materials before Sellers final completion and
cceprance, complete the work at Sellers own expense and to the satisfaction of the Purchaser, When mateduls
and equipment are famished by others for installation in erection by the Seller, she Sella shall receive, unload,
some and handle same at the an, and become On xvnible therefor as though such materials and/or equipment
were being famished by the Seller under the order.
18. INSURANCE.
The Seller shall, at his own expense, provide for the payment of workers compeommon, including Occupational
disease benefs, to its employees employed on or in connection an the work covered by this purchase order,
mdlor n their depeWents in acumdonec with me laws of the sore in which the work is to be done. The Seller
shall also car, comprehensive general liability including. but not limited to, contractual and automobile public
liability insurance w iN bodily injury end reach limits of at least S300.050 for any one person. S500,000 for any
are accident arm property damage limit per accideal of 5400,000. The Seller shall likewise require his
smanormoss, ifany, on Provide for such compassion and imurauce. Before my of the Sellers or his conTmcTars
employees shall do my work upon the premises of ethers, the Seller dull famish the Purchaser with a certificate
mar such c mprnsation and insurance have been provided Such ara frcales shall specify the date when such
compensation and insurance have been provided. Such certificates shall specify late dare when such compensation
and irtsumnec expires. The Seller ague s that such compenation and insurance shall be maintained until alter the
entire work u amplmed and accepted.
19, PROTECTION AGAINST ACCIDENTS AND DAMAGES.
The Seller hereby assumes the entim mponlbiliry and liability for any and all damage, loss or injury of any kind
or nature whatsoever to Remains 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 hold harmless the Purchaser and any
or all of the Purchasers of¢rs, agents and employees from and e,a. any and all claims, lasses, damages,
charges or expenses, whether direct or ivdidel, and whether to person or property to which the Purchaser may
In, pm or subject by meow. of any act, acSan, neglect, omission or default on the Ism of the Sella, any of his
corttm m , or my of the Sella or contractors officers, agars or mnployma. In case any nit or other
pmeelings shall be brought against the Purchases, or its officers, agents or employees in my time on account or
by reason of any ant, action, neglect, omission or default of the Seller of any 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 own expense, to pay any anti all coin, charges, atomeys fees and other expenses,
any and all judgments dal may be incurred by or obtained against in, Pmchaer or my of its or their officers,
agents or employees is such Buis re other p clings, and in au judgment or other lien be placed upon or
obtataned against Ne property of the Pumbasef, or said pries in Or as is mull of such suits or olher praeadings,
the Sella will in once cause the same to he dissolvl road discharged by giving band or Otherwise. The Seller and
his contractors shall rake all safety precaution, famish and inrall all guards necessary for the prevention of
accidents, comply with all laws and regulations with regard to safety including, but without Invasion, thm
Occupational Safety and Health Act of 1990 and all rates and regulations issued pnsuanl thereto.
Revised 03nOI0