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HomeMy WebLinkAbout304842 GALVANIC APPLIED SCIENCES USA INC - PURCHASE ORDER - 9142892Fort Collins Date: 05/21/2014 PURCHASE ORDER Vendor: 304842 GALVANIC APPLIED SCIENCES USA INC 41 WELLMAN ST LOWELL MA 01851 PO Number Page 9142892 1 °f 2 This number must appear on all invoices, packing sli s and labels. Ship To: WATER TREATMENT PLANT #2 CITY OF FORT COLLINS 4316 W LAPORTE AVE FORT COLLINS CO 80521 Delivery Date: 05/21/2014 Buyer: PAT JOHNSON Note: Line Description Quantity UOM Unit Price Extended Ordered Price i Sentinel Potentiometric 1 LOT LS 14,450.00 Titrator, dual endpoint, single stream to measure 0-50 mg/I Total Alkalinity with an additiona 115AC peristaltic pump to used as a sample 2 external device (no second valve required) to be operated through relay 5. Part 2 pH Double Junction Electrode Part Number 300-302 3 Universal Sentinel ISE S Maintenance Kit; Part Number UNKSEN-ISES; 4 @ $173.00 EA 4 Shipping 1 LOT LS 1 LOT LS 1 LOT LS PER QUOTE # SS20140519-T-CO-CFCWU; DATED 5/19/14; ATTN: Steve Stodulski PO # 9133682 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 101-1111111111 200.00 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 exemptions. By atomic the City of Fort Collins is exempt from state and local taxes. Our Exemption Number is ILNONWAIVF.R. 98-04502. Federal Excise Tax Exemption Certificate of Registry 84-6000587 is anada red with the Collector of Failure of the Purchaser to insist upon stet performance of the terms and conditions hereof, failure or delay to Internal Revenue, Denver, Colorado (Ref. Colorado Revised Strauss 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 ofthe design, shall not release the Seller of Goods Retorted. GOODS REJECTED due to ai lure to meet specifications, either when shipped or due to defects of any of the warranties or obligations of Nis purchase order and shall not be deemed a waiver of any right of the damage in transit, may be rearmed to you for credit and are not so be replaced except upon receipt of written malsom to insist upon street performance hereof or any of its rights or remedies as a any such goods, regardless instructions from the City of Fort Collins. of when shipped, received or accepted, as to any prior or subsequent default hereunder, nor shall any purported oral modification or rescission of this popoles. order by the PeoJ acer.perm, as a waiver of any of the terns Inspection. GOODS me sobject to the City of Fort Collins inspection oa arrival. hereof, Final 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 part of the City of Fiat Collins. However, it is ,o be understood that FINAL Seller and the Punchers re ern ize In. in actual economic practice, overcharges resulting from antitrust ACCEPTANCE is dependent upon completion of all applicable required inspection procedures. violations are in fact home by the Purchaser. Thereofore, for good cost, and as wmidemtion for executing this purchase order, the Seller screw assigns In the Purebaser any and all claims it may now have or hereafter Freight Terms. Shipments must be FOR, City of Fort Collins, 700 Wood St., Eon Collins, CO 90522, unless acquired under federal or sate antitrust laws for such overcharges relating to the particular goods or services otherwise specified on this order. If permission is ,,an 1. prepay freight and charge separately, Ne original freight purchased or acquired by the Purchaser pursuant an this purchase oMer. bill most accompany invoice. Additional chances by parkin¢ will not be accepted. Shipment Distance. Where mamfacvurers have distributing points in various parts of the country, shipment is expected from the nearest distribution point to destination, and excess freight will be dwlieed from Invoice when shipments are made from grouter distance. Pannier Seller shall procure a1 sellers sole coal all necessary permits, cenificutes and licenses inquired by all applicable laws, regulations, -di ... res and miss of the sate, mmnicipallry, territory or petition] subdivision where the bark is perfmtned, or required by any other duly constituted public authority having jurisdiction over the work of vendor. Seller further agrees to hold the City of Fiat Collins hornless from and against all liability and loss incerned by them by reasn of an asserted or esablisbed violation of any sneh laws, regulations, ordinances, roles and rescupwmene. Authorization. All probes to this contract agree that the representatives are, in fact, bona fide and possess full and complete authority to and said parties LIMITATION OF TERMS- This Pumhear OMer expressly limits acceptance to the terms and conditions soled heroin se, fotth and any supplemencIry or additional terms and conditions annexed hereto or incorporated herein by reference. Any additional or different lams and conditions proposed by sellerare objected to and hereby rejected 2. DELIVERY. PLEASE ADVISE PURCHASING AGED immediately if you cannot make complete shipment to arrive on your promised delivery date as acted. Time is c f the essence Delivery and performance most be effected within the time stated on the purchase omet and the documents attached hereto. No ads of the Purchasers including. without limitation, accept-ce of partial late deliveries, shall operate as a waiver of this provision. In the event of any delay, the Pumhaer 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 not be liable for damages as a result of delays due to causes not reasonably foreseeable which are beyond its reasonable central and without its fault of negligence, such acts of Gad, is of civil or military autboratis, mores ental p,iottiew fires, strike, flood, epidemics, wers or nots provided that notice of the conditions causing such delay is given to the Purchases within five (5) days ofthe time when the Seller first received knowledge thereof. In rite event of any curb delay, the date of delivery shall be extended for period equal to the time actually lust by reason ofthe delay. 3.WARRANTY. The Seller warrants that all goods, articles, materials and work covered by this order will common wish applicable drawings, specifications, samples amp., other descriptions given, will be fit for the purposes intended, and performed 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 hamless from any loss, dontage or expense which the Purchaser may suffer or incur on account of the Sellers breach of warranty. The Seller shall replace, repair or make good, without cost to the purchaser, any defects or faults musing within one (1) year or within such longer period of time as may be prescabed by law or by the toms of any applicable warranty provided by the Seller after the dam of acceptance of the goods furnished hereunder (acceptance not to be unreasonably delayed), resulting from imperfect or defective work done or materials famished by the Seller. Acceptance or use of goads by the Purchaser shall not surefire a waiver of any claim under this warranty. Except as otherwise provided in this purchase order, the Sellers liability hereunder shall extend to of damages proximately mused by the breach of any of the foregoing overruns, or g-r-teem but such liability shall in an event include loss of profits .1 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 10 legal terms by written change order. 5. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any changes to the temss, other than legal tears, including additions to or deletions from the quantities originally ordered In the specifications or dmwingc, by verbal or written change ender. Ifpay such change affects the amount due or the time ofpe lbour eve hereunder, an equitable adjustment shall be made. 6. TERMINATIONS. The Purchaser may at any time by written change order, geminate this agreement as to any or all portions of the goods then out shipped, subject to any equitable adjustment between the parties is to any work or materials then in progress provided that the Purchaser shall no, be liable fr, any claims for anticlpmed perfils on the nneomplegN portion ofthe goods protons work, for incidental or consequential damages, and that no such adjustment be made in favor of fire Seller with respect to any goods which are the Sellers standard stock. No such nomination shall relieve the Purchaser or the Seller of-y of that, obligations as to any geed& delivered hereunder. ]. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must be acsened within thirty (30) days from the done in, charge or temumion is ordered. 8- COMPLIANCE WITH LAW. The Sells, warrants than all goods old hereunder shall have bee. produced, sold, delivered -d finished in shas, compliance with all applicable laws and regulations to which the goods are 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 are hereby incorporated herein by this reference- The Seller agrees to indemnify and hold the Purchaser hamless Gom all costs and damages suffered by the Purchaser 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 monies due or to become due hereunder without she prior wren consent ofthe other parry. 10. TITLE. The Seller warrants full, clear and anrestricted title to the Purchuer for all equipment, materials, and items famished in perfom-co of this agreement, free and dear of my and all lieuc, restrictions, reservations, security inmrest encumbrances and claims plumbers. Id. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. Ifthe Purchaser directs the Seller to correct nonconforming or defective goods by a date to be agreed upon by the Purchaser and the Seller, and the Seller thereafter indvate, its inability or unwillingness to comply. the Purchaser may cause the work to be performed by the most expeditious means available to it, and the Seller shall pay all cask associated with such work. The Seller shall release the Purchaser and its contractors of any tier from all liability and claims of any nature 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 tine directors, officers and employees of such parry. The Seller's eomraelnal obligations, including wurrumy, shall not be deemed m be reduced, in any way, because such work is performed or caused to be performed by the Purchase,. 14. PATENTS. Wltcnever the Seller is required to use any design, device, material or process covered by letter, patent nademzrk or copyright, the Seller shall indemnify and save hamless the Purchaser from any and all claims for infringement by reason of the use of such oriented design device, material or process in connection with the contract, and shall indemnify the Purchaser fat any rest, expense or damage which it may be obliged to pay by reason of such infringement at any time during the prosecution or after the completion of the work. In rase said equipment, or any pan thereof or the intended use of the goods, is in such suit held to constiarte infringement and the use of said equipment or pan is enjoined, the Seller shall, at its own expenu and at its ep,ice, either pro,., for the Purchases the right to continue using said equipment or pans, replace the same with substantially equal but nominir'nging equipment, or modify it so it becomes nesinfringing 15. ENSOLVENCY. If the Seller shall become insolvent or bankrupt, make an assignment for the benefit of creditors, appoint a receiver or trastoo for any of the Sellers property or business, his order may forthwith be canceled by the Processor without liability. 16. GOVERNING LAW. The definitions of terms used or the interpretation ofthe agreement and me rights of all panics hereunder shall be consWrd under and governed by the laws ofthe Sete ofColomdo, USA. line following Additional Conditions apply only in cases where the Seller is to perform work hereunder, including the services of Sellers Represcrouive(q, oa the premises of obeys. 17. SELLERS RESPONSIBILITY. The Seller shall carry on said work at Seller's on risk until the same is fully completed and accepted, and shall, in e of any accident, destruction or injury a the work and/or materials before Sellers final completion and acceptance, complete the work at Seler's own expense and to Ne satwilsol en of the Purchaser. When ..,anal, and equipment are famished by others for installation or erection by the Seller, the Seller shall receive, —loud, store and handle same at the site and become responsible therefor as though such materials ardor equipment were being fhmkhed by the Seller under the oMef. 18. INSURANCE. The Seller shall, at his own expense, provide for the payment of workers compensation, including occupational disease benefits, to its employees employed on or in connection with the work covered by this purchase order, and., to their dependents is accordance with the laws of the .In in which the week is to be rise,, The Seller shall also carry comprehensive general liability including, hot not limited to, contmcavl and automobile public liability instance wia bodily injury and death limits of at least $300,000 fanny one person, S500,000 for any one accident and property damage limit per accident of S400000. The Seller shall likewise require his ammeters, Carey, to provide for such comp -son.., rend approve. Before any of the Sellers - his contractors employees shall do any work upon des promises of others, the Seller shall famish the Purchaser with a cenificale that such compensuto s and ansuarrunce have been provided. Such ecniRcates shall specify the date when such compensation and incur-ce have been provided Such economics shall specify the date be. such mr,opeatims and insurance expires'I'he 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 Ne entire responsibility and liability for any and all damage, loss or injury of rear, kind or nature whako orto persons or property caused by or resulting from the execution of the work provided fur in this purchase offer or in connection herewith. The Seller will indemnify and hold armless the Purchaser and any r all of the Purchasers officers, agents and employees from and against any and all claims, losses, damages, ccharges - expenses, whether direct or indirect, and whether to persons or property to which the Purchaser may be par m object by mason of my act, action, neglect, emission or default on she pan of the Seller, any of his contractors, or any of the Sellers or comparisons officer, agents or employees. In core any suit or other proceedings shall be brought against the Purchaser, or its effieers, agents or employees at any time on account or by reason of my not, 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 nay and all costs, charges, pro mays fees and other expenses, any and all judgments that may be incurred by or obtained against the Purchaser or any of its or their officers, agents or employees in such stirs or other proceedings, and in car judgment or other lien be placed upon or absorbed against the property of the Pachase; or said parties in or as a result risers suits or other proceedings, the Seller will at once cause the some to be dissolved and discharged by giving bond or otherwise. The Seller and his contractors shall take all safety precautions, famish and install all guards necessary for be prevention of accidents, comply with all laws and regulations with regard to safety including, but without limilmien, the Occupational Safety and Health Act of 1970 and all miss and regulations issued pursuant thereto. Revised 03CO10