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HomeMy WebLinkAbout292454 THERMO ELECTRON NORTH AMERICA LLC - PURCHASE ORDER - 9142456Fort Collins Date: 05/02/2014 PURCHASE ORDER PO Number Page 9142456 loft This number must appear on all invoices, packing sli s and labels. Vendor: 292454 Ship To: WATER QUALITY LAB THERMO ELECTRON NORTH AMERICA LLC CITY OF FORT COLLINS 5225 VERONA RD 4316 W LAPORTE MADISON WI 53711 FORT COLLINS CO 80521 Delivery Date: 05/02/2014 Buyer: PAT JOHNSON Note: Line Description Quantity UOM Unit Price Extended Ordered Price MAINTENANCE CONTRACTS 1 LOT LS 4,228.75 069275 PREMIER CARE SERVICE AGREEMENT COMPLETE PER QUOTATION 20437222 / ICS-1600 SN 11060543 AND TOP ASSEMBLY SN 11060792. CUSTOMER NO 2030. 29-JUN-2014 TO 28-JUN-2015. 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 Total $4.228.75 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 I. COMMERCIAL DETAILS. Tax exemptions. By same the City of Fort Collins is exempt fmm state and local taxes. Our Exemption Number is I I. NONWANER. 98-0450I. Federal Excise Tax Exemption Candidate of Registry 84-6000587 is registered with the Collector of Failure of the Purchaser to insist upon strict performance of the terms and conditions hence( failure or delay to Internal Revenue, Denver, Culomdo (Ref Colorado Revised Sumter 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 good hereunder or approval of the design, shall not release the Seller of Good Rejected. GOODS REJECTED due to failure or meet specifications, either when shipped or due to defects of MY of the warranties or obligation of this purchase order and shall not be deemed a waiver of any eight of the damage in tmmit may be remmd to you for could and are not to be replaced except upon receipt or written purchaser in insist upon strict performance hereof or any of its rights or remedies as to any such goods, regardless instructions form the City of Fort Collins. of when shipped, received or accppted, as to say prior or subsequent default heeunder, nor shall any imported am] modification or rescission of this purchase order by the Purchaser operate as a waiver of any arms terms Inspection. GOODS arc subject to the City of Fort Collins inspection on arrival. hereof. Final Acceptance. Receipt of the merchandise, se or equipment in response to this order can result in 12. ASSIGNM ENT OF ANTITRUST CLAIMS. authorised payment oa [M1e pan of the City of I'no Collins. However, it is to be understood that FINAL Seller and the Purchaser recognize that in actual economic practice, overcharges resulting from Moment ACCEPTANCE is dependent upon completion of all applicable required inspection procedures, violations are in fact home by the Purchaser. Theretefore,for good cause and as consideration for executing this purchase older, the Seller hereby assigns to the Parabola any and ell claims it may now have or hereafter Freight Terms. Shipments most be F.OL., City of Fort Collins, 700 Wood St, Fort Collins, CO 80522, unless acquired under Ireland or sure actions, laws for such overcharge relating to the panimlar good or service otherwise specified on this order. if permission is given to prepay fight and charge separately, the original freight purchased or acquired by the Purchaser pursuant to this pmchax most. bill most accompany invoice. Additional chmges for Picking will not he accepted. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. Shipment Deduced. Where manufacturers have eliminating poi.. A vMiom parts of the country, shipment is Huge Purchaser diract the Seller to dome[Imnconf.coma or defective good by a date to be, agreed upon by the expected from the nearest distribution point to dedinsoup. and excess freight will be deducted from Invoice what purchaser and the Seller, and the Seller thereaRa indicates its inability or unwillingness an nearly, the Purchaser shipments are made Eons greater distance. may cause the work to be performed by the most expeditions means available to it, and the Sella sbull pay al I costs msocimd with such work. Pencils. Seller shall procure at sellers sole cost all necessary permits, certificates and licenses required by all applicable laws,regulations, ordinances and rates of the state, municipality, territory or political subdivision where the work is performed, or required by airy other duly constituted public authority having jurisdiction over the work ol'vundcr. Seller further agrees Ire hold the City of Fan Callim' hurmlms Eons and againsa all liability and loss reed by them by reason of M asserted or established violation of any such laws, regulations, ordinances, rules incurred no requirements. Authorization. All parties to this contract agree that the rryreuntadves are, in fact, bona fide and process full and complete authority to bind said Patties. LIMITATION OF TERMS. This Purchase Olds expressly limits areepunre m the rams and coditions surd herein set forth and any supplementary or additional icons and corNitiom annexed hereto or incorporated herein by memove. Any additional or dilTerem terns orb conditions proposed by seller arc objected to and hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGEM' immediately ifyou cannot make complete shipment to arrive on your promised delivery data as mold. Time is rf the essence Delivery and perfomlanc, must be efeded within the time stored an the purchase order and the documents attached hereto. No acts of the Purchasers including, without limitation, acceptance of partial late deliveries, shall operate as a waiver ofthis provision. In the event of any delay, the Purchaser shall have, in addition to Other legal and equitable remedies, the option ofpkming this order elsewhere and holding the Seller liable for damages. [however, time Seiler shall not be liable far damages as a result of delays due to canes not reasonably fmmeeable which are beyond its reasonable cemm] and without its Luck of ncgligmre, such acts of God, acts ofeivil or military authorities, govemmenal priorities, fires, strikes, flood, epidemics, wars or riots provided that notice of the conditions causing such delay is given to the Purchmer within five (5) days of the time when the Seiler rest received knowledge, thereof. In the event of any such delay, the duly of delivery shah W extended for the period equal to the time actually lost by reason ofthe delay. 3. WARRANTY. The Seller warrants that all goods, anion, materials and work covered by this order will conform with applicable drawings, specifications samples snNor other descriptions given, will be fit for the purpone, intended, and Performed with the highest degree of rare m l competence in accordnre wish accepted samlard for work of a similar random. The Seller agree to hold the ponderer harmless fmm any loss, damage of expense which the Purchaser may suffer m i.em an accowl of the S<Ilars breach of w.,,. The Seller shall replace, repair or make good, without cast to the purchase, any defcts or faults arising within one (1) year or within such longer peril of time re may be presented! by law or by the terms orally applicable warranty provided by the Seller alter the date of compliance of the good furnished hereunder (acceptance not to be unreasonably delayed), mulling from imperfect or defective work done or materials famished by the Seller. Acceptance or nse of goods by the Purchaser shall not institute a waiver of any claim under this warranty. Except as otherwise provided is Nis purchase order, the Sellers liability hereunder shall extend to all damages proximately caused by the breach of any of the foregoing warranties Or gnaranlye, but such liability shall in no event include loss ofpro ms Or loss of me. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHANGES IN LEGAL TERhfS. The Purchases may all changes to legal isms by wardmn change order. S. CHANGES IN COMb1ERCIN, TERMS. The Purchaser may make any changes to the terms, other than legal terms, including additions to an deletions fmm the quantities (.gically ordered in me specifications or drawings, by verbal or woman change olds. If any such change aBecls the amount due or the time of,rabomance hereunder, an equitable adjustment shall be made. 6. TERMINATIONS. The Purchaser may at My time by fthat change alder, urmimte this agreemem as to any or all portions of the goods then nut shipped, subject to any equitable adjmMent between the partial as to any work or materials then in progm,s provided that the Purchmer shall not be liable Jet any claims for anticipated profits on the uncompleted portion of the goods ardor work, for incidental or consequential damage, and that no such adjustment be made in favor of the Seller with respect to any gouit, which are the Sellers standard stock. No such termination shall relieve the Purchaser or the Seller of my oftheir obligations as to any goods delivered hereunder. y. CLAIMS FOR ADJUSTMENT. Any claim for colloquial muss be asserted within thirty (30) days f the dam the change or mrtniucaion is ordered. 8. COMPLIANCE WITH LAN. The Seller warrants Nat all goods sold hereunder shill have been produced, sold delivered had ftlmishd in stet compliance with all applicable laws and regulation to which the goods are subject. The Sella shut) execute art deliver such lineaments as may he required to effect or evidence compliance. All laws and reguation, required to he incorporated in agreements of this character are hereby noncriminal herein by this reference. The Seller agrees to indemnify and hold the Purchaser harmless Eons all casts and damages su1Tre by the purcbme, as a result of the Sellers failure to comply with such law. 9. ASSIGNMENT. Neither party shall assign, transfer, or convey this Order, or any monim due or to become due hereunder without the prior written consent ofth, older parry. 10. TITLE. The Seller warrants full, clear and mu cted title to the Purchases for all equipment materiais, and items famished in performance of this agreement face and clear of any and all Item, reroiaims, rem dons. security interest mcumbmnca mad claims of others. The Seller shall release the Purchaser and us confdors of any tier from all liability and claims of any named resulting from the performance ofsuch work. This release dull apply es'en in the event of fault of negligence of the party released and shall exend an the directors, oRcers and employees fsuch party. The Sellers communal obligations, including warranty, shall not be deemed to be reduced, in any way, because such work is performed ar mused to be performed by the Purchaser. Id. PATENTS. Whenever the Seller is required in use any deign, device, —renal Or process covered by letter, patent tradenurk or copyright, the Sella shall indemnify and save harmless the Purchaser from any and all claims for infringement by reason of the sex of such Patented design, device, material or process in cammdion with the contract. and shall indemnify the Prirchmer far any cost mpene or dmnage which it may be obliged to pay by reason of such infringement at any time during the prosecution or after rate completion of the work. In case said equipment, or any pan thereof or the intended use of the good, is in such suit held to consume, infringement and the use of said equipment or pan is enjoined, the Seller shall, at its own expense and at its option, either procure for the Pureh.. r the right to continue using said ryuipmeal or pans, replace the same with substantially equal but noninfnnging equipment, or modify it so it becomes noninfringing. 15. INSOLVENCY. If the Seller shall become insolvent or bankrupt make an assignment for the benefit of creditors, appoint a readiver or enable for any of the Sellers property or business, this order may forthwith be canceled by the Purchaserwithout liability. 16. GOVERNING LAW. The definitions reflects used an the interpa elation ofthe agreement and the rights affair panics hereunder shall be mruwed wader ad g.v.4 by the laws ofthe Sure of Colorado, USA. The following Additional Conditions apply only in cases where the Seller is to perform work hereunder, including the service fSall. Reprexnnewd(s), on the premise of others 17. SELLERS RESPONSIBILITY. The Seller shall any, oa said work at Sellers him risk until the same h fully completed and accepted, and shall, in x of any accident, devotation or injury to the work andar materials before Sellers final completion end acceptance, complete the work at Sellers own expense and to the satisfaction of the Purchaser. When materials and equipment are famished by others for instillation or auction by the Seller, the Seller shall receive, unload, store and handle same al the site and become responsible therefor as though such mate..], znNor equipment were being furnished by the Sella under the order. 18. INSURANCE. The Sella shall, at his own expense, provide for the payment of workm compensation, including accupatiorel disease besets, to in employees employed on or in connection will the work revered by this purchase order, an For to their dependents in accordance with rate laws of the sate in which the work is m be done. Tate Seiler shall also carry comprehensive general liability including, but not limited to, mntmbmal and automobile public liability insurance with bodily injury and dart limits of Y least S3m.W0 for my one pnsory S50n,nW for any one incident and property, damage limit per accident of S400,000. The Seller shall likewise require his r> if ant, m Orovide for such compensation and insurance. Bit any of me Severs m hit eonersaau employees shall do any work upon the premises of others, the Seller shall famish the Purehica with a certificate that such compensation and insurance ham, been provided. Such certificates shall specify the date when such compensation and insurance have been provided. Such cenificmes shall speciy the date when such compensation and insurance expires. The Seller agrees that such compensation and insurance shall be maintained until after the entire work is completed and accepted, 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Seller hereby assumes the entire responsibility and liability for any and all damage, less or injury ofany kind Or named whatsoever to persons or property mused by or resulting from the execution ofthe work provided for in this purchase order or in connection herewith. The Seller will indemnify and hold harmless the Pomhma and any or all of the Purchasers oRcers, agents and employees farm and against any rob all claims, I.., damages, charges or expenses, whether direct or indirect, and whether to persons or properly m which the Purchaser may be put or subject by reason of any act may, neglect omission or default on the prat of the Seller, any artist contractors, or any of the Sellers or comrzetors officers, agents or employees. In case any suit or other proceedings shall be brought epilot de Pmcluaer, or its oRcers, agents or employees at any time an account or by reason of any nut, action, neglect, omission or default of the Seller of any of his eontmemrs or any of its or their mincers, agents or employees or aforesaid, the Seller hereby agrees to assume the der Nercof and to defend the same at the Sellers own expense, to pay any and all costs, charge, atmmeys buys and other expenses, any and all judgmenu that may be incurred by or obtained against the Purehmer or any of its or their officers, agents or employees in such suits or other proceedings, and in case judgment or other lien by, placed upon or obtained against the property of the Purchaser, or said parries in or as a result of such suits or other proceedings, the Seller will at once cause the same to be dissolved and discharged by giving bond or otherwise. The Seller and his cantioctars shall take all safety precautions, furnish end mull old guard necessary for the pravallime of accidents, comply with all laws and regulation with regard to safety including, but without limimtion, the Ocom mimell Safety and Health Act of 1970 and all roles sad regulatms issued pursuant themes. Revised 03n010