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HomeMy WebLinkAbout450506 DITESCO LLC - PURCHASE ORDER - 9142394Fort of Date: 04/30/2014 Vendor: 450506 DITESCO LLC 1315 OAKRIDGE DR SUITE 120 FORT COLLINS CO 80525 PURCHASE ORDER PO Number Page 9142394 left This number must appear on all invoices, packing sli s and labels. Ship To: DRAKE WATER RECLAMATION CITY OF FORT COLLINS 3036 ENVIRONMENTAL DRIVE FORT COLLINS CO 80525 Delivery Date: 04/30/2014 Buver: PAT JOHNSON Note: Line Description Quantity UOM Unit Price Extended Ordered Price i WO # D-WRF-2014-4 DESIGN SERVICES DWRF ENTRANCE IMPROVE 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 21,898.00 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. COMMERCIALDETAILS. Tax exma,em.. By sbatme the City of Fan Collins is exempt from slam and local taxes. Our Exemption Number s 11. NON WAIVER. 98-04502. Federal Excise Tax Exemption Certificate of Registry 84-6000587 is registered with the Collector of Failure of the Purchuer to insist upon strict performance of the terms ad conditions hereof, failure or delay m Inmmal Revenue, Denver, Colorado fief. Colorado Revised Swarms 1973, Chapter 39-26. 114 (a). exercise any rights or remedies pmGded herein or by law, failure to Pm r tly notify the Seller in the event of a breach, the acceptaatt of or payment for good hereunder or approwl of the design, shall rot release am Seller of Goods R jested. GOODS REJECTED due W failure to mein specifwtioru, either when shipped or due to defects of any of the warranties or obligations of this purchase order and shall Out be deemed a waiver of my right of the damage in mamit, may be retumal to you for credit and are rot to be replaced except upon receipt of women p nclower m insist upon strict performance hereafer any trip, rights Intemaliet a to my such goad, regardless instructions from the City of Fort Collins, of when shipped, received or accepsod, as to any Or, or subsequent default hereander, nor shall my puryoned oral modification or rescission of this purchase order by the Proclaims operate as a waiver of any of We terns Inspection. GOODS are subject to the City of Fon Collins inspection an arival. bermf. Final Accepance. Receipt of the merchandise, services art equipment in respomc to Nis order con result in 12. ASSIGNMENT OF ANTITRUST CLAIMS. aumazcd payment on the pan of the City of Fort Collins. However, it is to be understood that FINAL Seller and the Pardoner mangnim that in .1m1 annowric practice, o erchmges resulting from antiate, ACCEPTANCE is depen art upon wmpletion of all applicable requirblim,abction procedures. violations are in fact home by the Purchase, Themofore. for good cause and as comidemtion for executing this purchase order, the Seller hereby assigns to the Purchaser any and all claims it may now have or hereafter Freight Tears. Shipments mint be F.O.B., City of Fort Collins, 700 Wood St, Fart Collins, CO 80522, unless acquired under faleml or sate mamou laws far such overcharges relating to the particular goods or services otherwise specified on this order. Irpermission is given to prepay freight and charge impound, the original freight purchased or acquired by the Purchaser pursuant m this pumbeem order. bill must accompany invoice. Additional charges for packing will not be accepted. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. Shipment Distance. Where manufacturers have dominating points in various pans of the country, shipment is I(the Purchaser directs the Sell,, to correct nonconfrming or defective good by a dam to be agreed upon by the expected from the mairest distribution point to destination, and excess freight will be deducted from Invoice when Purchaser and the Seller, and the Seller thereafter indicates its inability or unwillingness to comply, the Purchaser shipments arc made form grafter distance may cause the mark to be performed by the most expeditions morns available 1r it, and the Seller shall pay all casts associated with such work. Permits. Seller shall procure at sellers sole cost all necessary permits, ariifiames and licenses required by all applicable laws, regulations, ordinances and rates of the state, municipality, mrhory or political subdivision where the work is pert mud, Or required by any other duly awitlmted public authority having jurisdiction over the work of vendor. Seller further agrees to hold the City of Fart Collins harmless from and against all liability and loss incurred by them by reason of an ex arced or established violation of any such laws, regulations, on manses, roles requirements. Authorization. All parties to this contract agree that the representatives are, in fact, Who fide and pseass full and complete masonry to bind said parties. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the mrms and conditions sorted herein set forth and any supplementary or additional tames and conditions annexed hereto or incorporated herein by refmumm, Any additional or di@rear mars and conditions proposed by seller art objemed to and hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immederm ly if you cannot make complete shipment to arrive on your promised delivery date in noted Time is of the essence. Delivery and performance most be effected within the time stated on the purchase order and the document attached hereto. No acts of the Purchasrrs including, without limitation, acceptance of partial late deliveries, shall operate as a waiver of this prwisimn In the event of any delay, the Purchaser shall have, in addition to other legal and equitable remedies, the option of placing this baler elsewhere and holding the Seller liable for damages. However, the Sella shall not be liable for damages w a result of delays due to causes not reasonably foreseeable which are beyond its momoable control and without its fault of negligence, such acts of God, acts ofcivil or military authorities, govemmrnbal prionties, fires, strikes, Rood, epidemics, wars or riots provided that notice of the conditions moving such delay is given to the Purchases 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 be extended for the psiod equal to the time actually lost by reason of the delay. 3. WARRANTY. The Sella warrants that all goods, articles, mammals and work covered by this order will conform with applicable drawings, spocifierti a, samples and/or other descriptions given, will be 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 harmless from my loss, damage or expense which the Puncheon may suffer or incur oa account of the Sellers breach of waranty. The Seller shall replace, repair or make Rood, without cost to the purchaser, my defects or faults arising within one (1) year or within such longer penal of time as may be prescribed by law or by the tams, ofany applicable warranty provided by the Seller after the date of acceptance of the good famished hereunder (acceptance not to he unreasonably delayed), mulling from imperfect or detective work done or materials famished by the Seller. Acceptance or use of goods by the Purchases shall not consulate a waiver of any claim under this warranty. Except as otherwise provided in this pumhae order, the Sellers liability hereunder shall extend to all damages presumably caused by the breach of any of the foregoing warranties or gmmmees, but such liability shall in m event include loss of pmfis or loss of use. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHANGES IN LEGAL TERMS. The Purchaser may cake changes to legal tams, by wrieen change Order 5. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any changes 10 the mars, other Jars legal soma, including additions in or deletions from the quantities originally ordered in the specifications or dmwfgs, by verbal or written change order. If any such change agee. the amount due err the time of performance hereunder, an equitable o fi mend shall be made. 6. TERMINATIONS. The Purchaser ray at any time by wriurn change order, terminate this agreement as to any or all portions of the gook- then not shipped, subject to any equitable adjustment ber ncen the parties es to any work or materials then in progress provided that the Purchaser shall not be liable for any claims for anticipated prefix 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 refract to any goad which ere the Sellers standard stack. No such mrmiralion shall mlieve the Purchaser or the Seller crony of their Obligations as to any goods delivered hereunder. ]. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must be asserted within thirty (30) days from the date the change err termination is ordered. B. COMPLIANCE WITH LAW. The Seller warrants that all good sold hereunder shall have been produced, sold, delivered and famished in start compliance with all applicable laws and regulations to which the good are subject The Seller shall execute and deliver such documents as maybe required to effect or evidence compliance. All laws and regulations required to be incorporated in agreements of this character sum hereby incorporated herein by this reference. The Seller agree to indemnify ad hold the Pumhuer harmless tram all rose and damages suffered by the Purchaser m a result of the Sellers failure to comply with such law. 9. ASSIGNMENT. Neither parry shall assign, transfer, or convey this baler, or my months due or to became due Mcundes without We Prior woman consent of the other parry. HITITLE. The Seller warrants full, clear and untnuined title to the Pamhaur for all equipment, materials, and items famished is Mr.. of Nis ii,e omen, free and clear of my and all liens, rmnmimm, reservations, security interest encumbrances and claims o f others. The Seller shall release the Purchaser and its contractors of any tier from all liability and claims of any nature resulting from the performance ofsuch work. This release shall apply even in the went of fault of negligence of the may released and shall extend to We directors, olliens and employees ofsuch party. The Sellers contractual obligations, including worrant, shall Out be deemed to be reduced in any way, because such work is performed or caused to her performed by the Purchaser. 14. PATENTS. Whenever the Seller is requital to use any design, device. material or rumbas covered by lone, patent, trademark or copyright, the Seller shall indemnify and save harmless the Purchase, from any and all claims fro infringement by ramen of the use of such patented design, de, ice. mxteaal or process in connection with the comae, and shall indemnify the Purchaser for any cos, expense or dmage which it may be obliged to pay by reawn of such infringement at any time during We prosecurion or after the completion of the work. In cos said equipment, or any pan thereof of the Intended we of the good, is In such suit held to candimm infringement and the use of said equipment or pan is criminal, We Seller shall, at its own expense and at its option, either procure for the Purchaser the right to continue using said equipment or pans, replace the same with substantially equal but noninMnging cquipmen, or modify it on it becomes noninfiingiag. 15. INSOLVENCY. If the Sella shall became insolvent an bankrupt, make as assignment for the benefit of creditors, appoint a receiver or ss mee for my of the Sellers property or business, this order may forthwith be canceled by the purchaser without liability. 16. GOVERNING LAW. The definitions of,. used or the moo, remban of the agreement and the rights of al I parties hereunder shall be coauued under and governed by the laws of the State oFC.lmnih, USA. The following Additional Conditions apply only in where the Seller is to perform work hereunder, including $e sen'ices of Sellers Represenmtive(s), on thecases premixes ofethers. 17. SELLERS RESPONSIBILITY. The Salle shall carry Our said work at Sellers own risk until the same s fully completed and accepted, and shall, in u of my accident, destruction or injury to the work andtor materials before Sellers final completion and acceptance, complete the work at Sellers own expense mid to the satisfaction of doe Purehaser. When mamas and equipment am mouthed by others for installation or reaction by the Seller , the Seller shall remove, colonel, store and handle same at the site and becomm responsible therefor as though such mamas ad/or equipment were being famished by the Seller under the order. 18. INSURANCE. The Seller shall, at his man extreme, provide for the payment of workers compensation, fcluding exampaimusi disease heneft, to its employees employed on or in connection with the weak covered by Wits purchase nrdes, and/or to their dependents in accordance wind We laws of the state in which the work is to be done. The Seller shall also coney comprehensive general liability including. but not limited to, comractml and automobile public liability insurance with bodily injury and death limits of ed lout 5300,00J for any one person, $300,000 for any we accident and property damage limit per accident of S400,1100. The Seller shall likewise require his contractors, Barry, to provide far such compemmion and insurance. Before any of the Sellers or his contractors employces shall do my work upon the premises of ethers, the Shca shall famish the Purchaser wilt a certificate that such compensation and insurance have been provided. Such cenifemes shall specify the date when such onaMsetion and insurance have been provided. Such cmifcams shall specify the de,¢ when such compensation and insurance expires. The Seller agrees that such compensation and insurance shall be maintained until after the entire work is completed road accepted. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Seller hereby assumes the entire responsibility and liability for any and all damage, lass or injury ofany kind r 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 hold harmless the Purchaar and any r all of the Purchasers officers, agents and employees from and against any and all claims, losses, damages, charges or expenses, whether direct or indirar, and whether to marrow or property to which the Norman may be par or subject by reason of my at, action, neglac, omission or default on the pan of the Sell,, any of his cortmcmrs, or any of the Sellers or combustion officers, agents Or employces. In case any suit or other proceedings shall be Mought against the Purchaser, or its officers, agents or employees at my time on account or by reason of my act anion, neglen, omission or default of the Seller of my of his contractors or any of its or their officers, agents or employces as aforesaid, the Sella hereby agree to assume the defense thereof and to defend the same at the Sellers owns expense, to pay any and all now, charges, innomcys foes and riser expenses, any and all judgments that may be ineuri by or obtained against the Purchase or my of is or Weh officers, agents in employees an such suit or other proceedings, and in case judgment or other lien be placed upon or obmirmd against the property nfthe Purchaser, or said part in or as a basalt ofsuch suits or other proceedings, the Seller will ed Dare rum the sae to be dissolved and discharged by giving bond or otherwise. The Seller reel his contraceors shall bake all comay premiums, famish and install all guvd necessary far the pre cation of accidents, comply wind all laws and regulations with regard to safely including, bat amboaut limimfo, the Ompatioal Safety and Health Act of 1970 and all rules and regulations issued pursuant Wemos Revised OM010