HomeMy WebLinkAbout433338 RUSSELL + MILLS STUDIO - PURCHASE ORDER - 9142721Fort Collins
Date: 05/14/2014
Vendor: 433338
RUSSELL + MILLS STUDIO
141 S COLLEGE AVE SUITE 104
FORT COLLINS CO 80524-2889
PURCHASE ORDER
PO Number Page
9142721 1of2
This number must appear
on all invoices, packing
sli s and labels.
Ship To: TRANSPORTATION PLANNING &
281 NORTH COLLEGE
FORT COLLLINS CO 80524
Delivery Date: 05/13/2014 Buyer: JOHN STEPHEN
Note
Line Description Quantity UOM Unit Price Extended
Ordered Price
t W. Central Area Plan 1 LOT LS 170,000.00
FC Moves portion
PER TERMS AND CONDITIONS OF BID 7606
AND AGREEMENT DATED 5-13-14
2 W. Central Area Plan 1 LOT LS 104,623.00
CDNS portion
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
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. COMMERCW.DETAU.S.
Tax inconsiderate. By statute the City of Fort Collis is exempt from auto and local tree. Our Exemption Number is
11. NONWAIVER
98-04502. Federal Excise Tax Exemption Certificate of Registry 84-6000587 is registered with the Collector of
Failure of the Purchaser to insist upon strict pMbrmance of the terms aid conditions hereof, failure or delay to
Internal Revenue, Denver, Colorado (Rot Colorado Revised Statistics 1993, Chapter 39-26,114 (a),
exercise any rights or remedies provided harem or by law, failure to Promptly notify the Seller m the event of a
breacb, the areeptuce efor payment for goods hereunder or approval ofthe design, shall not release the Seller of
Goods Rejected GOODS REJECTED due to failure 0 meet specifications, either when shipped or due to defects of
MY of the warranties or obligations of tins purchase order and shall not be deemed a waiver of my tight of fire
damage in trnrsi4 may be retained a In for credit and are rot to be replaced except upon receipt of written
purchaser, to insist upon strictperformmce haeofor my office rights or remedies as to my such goods, regardless
is from
mormcdothe City of Fort Collins.
ofwhen shipped, received or accepted, as to my prior or subsequent default hereunder, am shall my postponed
oral maditication or rescission of the purchase order by the parchua oprusts, m a waiver of any of the tams
Inspection. GOODS are subject to the City of Fort Collin inspection on arrival.
hereof.
Final Acceptance. Receipt if the merchandise, serae or equipment in respnse m re oto this order sm. in
12. ASSIGNMENT OF ANTITRUST CLAIMS.
authorized payment on the part of the City of Fort Collins. However, it is to be understood that FINAL
Seller and the Purchaser recognize that in actual ecis practice, overcharges resulting From mistrust
ACCEPTANCEis dependent upon completion of all applicable required inspection procedures.
victorious are in fact home by the Pumhaser.Theretofore, forr good cause and as coisidermum for executing this
purchase orden the Seller hereby assigns in the Pardoner any and all claims it may now have or hereafter
Freight Terms. Shipments must be F.O.B., City of Fort Collins, 200 Woad Sy Fort Collins, CO 80522, unless
acquired under federal or state mntrvst laws for such overcharges relating to the particular goods or services
otherwise specified on this order. Ifpermission is given to prepay freight and charge separately, the original Freight
purchased or acc mad by the Purchaser pursuant to this purchase order.
bill most accompany invoice. Additional charges far pinking will ..the occupied .
13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS.
Shipment Distance. Where manufacturers have distributing prime in various parts of the country, shipment is
Ifthe Purchaser direm the Seller 0wrrtor nmcoN'omdng or dafimve goods by a data to be agmed upon by the
expected from the nearest distributors point to destinads , and excess freight will be deducted from Invoice when
Ptirchasa and the Seller, and the Seller thereafter indicates its inability or unwillingness to comply, the Purchaser
shipments um made from grata distanc,
may caner the work to be performed by the most expeditious means availabk to it, and the Sella shall pay all
costs associated with such work
Permits. Seller shall procure at sellers sale cost all necessary permits, certificates and licenses required by all
applicable laws, rtplations, ordinances and roles of the spite, municipality, territory or political subdivision where
the works performed, or required by any other duly mostimted public authority having jurisdiction over the work
of vendor. Seller further agrees to hold the City of Fort Collins harmless from and against all liability and loss
incurred by them by reason of. asserted ar esublished vielatim of any such laws, regulations, ordinances, roles
and requirements.
Authorization. All parties to Nis contract some that the representatives are, in fact, bona fide end possess full end
complete authority to bind said parties.
LIMITATION OF TERMS. This Purchase Older exp¢ssly limits acceptance to the terms and conditions stated
herein set forth and my supplementary or additional terms and conditions mnexed hereto or incorporated herein by
refermm. Any additional in different is. and conditions pnipoud by seller ate objected to and hereby rejected.
2. DELIVERY.
PLEASE ADVISE PURCHASING AGENT immediately if you cannot make complete shipment to arrive on year
promised delivery data as mated. Time is of the essence. Delivery and performance must be effected within the time
stated m the p..base .,it, and the documene attached hereto. No ace of the Purch.ers including, without
limitation, surnames ofpmfial late deliveries, shall operate as a waiver ofthis provision. In the event injury delay,
the Purchaser shall have, in addition mother 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 ..as not reasonably foreseeable which arc beyond its reasonable control and without its fault ofnegligence,
such acts of God, acts ofcivil or military authorities, governmental priorities, fires, strikes, flood, epidemics, wars or
riots provided that notice of the conditions causing such delay is given to the Purchaser within five (5) days of the
one when the Seller first received knowledge thereof. In the event of my such delay the date of delivery shall be
extended fur the period regard to the time actually lost by reason of the delay.
3. WARRANTY.
The Sella warrants that all goods, articles, materials and work covered by this order will conform wif applicable
drawings, specifications, samples mNor other descriptions given, will be fit for the purposes intended, and
performM with the highest degree of care and competence in accodnce with accepted standards for work of a
similar nacre. The Seller upon. to bold the purchaser harmless from any loss, damage or .pose which the
Purchaser may suffer or incur on account ofthe Sellers breach of wan arty. The Seller shall replace, repair or make
good, without cost to the purchaser, any defects or faults arising within one (1) year or within such longer period of
time in maybe pracribed by law or by the terms ofany applicable warranty provided by the Seller after the date of
acceptance of the goods furnished hereander (acceptance not to be mreasenabdy delayed), resulting from imperfect
or defective work done or materials famished by the Seller. Acceptance or use of goods by the Parch ssa shall not
consttute a waiver of any claim under this warranty. Except m otherwise provided hi this purchase orde, the Sellers
liability hereuuder shall extend to all damages proximately caused by the breach of my of the foregoing warranties
or Summers, but such liability shall in no event mclade loss affinities or loss ofuse. NO IhdPI.IED WARRANTY
OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY.
4. CHANGES IN LEGAL TERMS.
The Purchaser may make changes m legal terms by written change order.
S. CHANGES IN COMMERCIAL TERMS.
The Purchaser may make any changes to the terms, other than legal terms, including additions to or deletions from
the quantities originally ordered in the specificafiom or drawings, by verbal or written change order. If any such
charge affects the amount due or the time ofperformance hereunder, an equitable adjustment shall be made.
6. TERMINATIONS.
The Purchaser may at any time by written change order, terminate this agreement as to any or all portions of the
goods then not shipped, subject f any equitable adjustment between the parties u to any work or materials then tar
,no,wa provided that the Purchaser shall not be liable for any claims for anticipated profits on the uncompleted
portion of the goods and/or work, far incidental or consequendal damages, and that no such adjustment be made in
favor of the Seller with respect to any goods which are the Sellers standard stock. No such termination shall relieve
the Purchaser or the Seller ofany of their obligations as to any goads delivered hereunder.
T. CLAIMS FOR ADJUSTMENT.
Any clam for adjusment must be asserted within thirty (30) days from the date the change or termination is
ordered.
8. COMPLIANCE WITH LAW.
The Seller warrants that all goods said hereuada sMll have been produced, sold, delivered and famished in strict
compliance with all applicable laws and regulations to which the goods arc subject. The Seller shall execute and
deliver such documents se maybe required to effect o evidence compliance. All laws and r ,knians required to be
mcoporated or agreements of this character are hereby incorporated herein by this reference. The Seller agrees to
indemnify and hold the Purchaser harmless from all costs and damages suffered by the Purchaser in a result of the
Sellers failure to comply with such law.
9. ASSIGNMENT.
Neither party shall assign, uaysfe, or convey this order, or my monies due or to become due hereunder without the
prior written comem ofthe other party.
IO.TITLE.
The Sella warrants fill, at. and undulated title f the Purchaser far all equipment, materials, and items furnished
in performance of this agreement, No and clear of my and all liens, restrictions, sorer more, security interest
e aturts c. and claims ofothm
The Seller shall release the Purchaser and its contractors of my fier from all liability and claims of my nature
resulting ft. the performance ofsuch work.
This release shall apply even in the event of fault of negligence of the parry released and shall extend to the
directors, officers and employees unfrock party.
Pre Sellers contractual obligations, including wananty, shall not be deemed to be reduced, in any way, because
such work is performed or caused to be performed by the Purchaser.
14. PATENTS.
Whenever the Seller is required to use any design, device, material or process covered by time, patent, trademark
or copyright, the Seller shall indemnity and save harmless the Purchaser from any and all claims far infringement
by reason of the we of such patented design, device, material or process in connection with the contract, and
shall indemnify the Purchaser for my cos, expense or damage which it may be obliged to pay by reason ofsucb
infringement at any time during the prosecution or after the completion of the work. to case said equipment, or
my pat thereof or the intended use of the goods, is in such suit held to constitute infringement and the use of
said equipment or part is enjoined, the Seller shall, at its own expense and at its option, either Immure for the
Purchaser the right to comium in, said equipment or parts, replace the same with substantially equal but
noninfinging equipment, a modify it so it becomes noninGinging.
15. INSOLVENCY.
If din Sella shall became insolvent or bankrupt, make m auigmnent for the benefit of creditors, appoint a
receiver or modern
for any of the Sellers property or business, s order may forthwith be canceled by the
Purchaser without liability.
16. GOVERNING LAW.
The definitions ofterou used or the intaprtenon ofthe agreement and the rights of all parties hereunder shall be
."oil under and governed by the laws afthe State of Colorado,USA.
The following Additional Conditions apply only in cases where the Seller is to perform work herturrde,
including the services of Sellers Repaesen ative(a), onthe premises ofothers.
IT. SELLERS RESPONSIBILITY.
The Seller shall carry, on said work at Seller's awn risk unfit live same is fully completed and accepted, and shall,
in e of any accident, damnation or injury to the work nchor materials before Sellers final completion and
acceptance, complete the work at Scller's awn expense and to the satisfaction of the Purchaser. When materials
and equipment are furnished by others for installation or mention by the Sells, the Sella shall receive, unload,
store and handle some at the site and become responsible therefor as thmgh such materials anchor equipment
were being furnished by the Seller under the order.
18. INSUBANCE.
The Sella shall, at his owns expense, provide for the payment of workers compensation, including occupational
disease benefits, f its employees employed on or in connection with the work covered by this purchase order,
and/or to their dependents in accordance with the laws of the state in which the work is to be done. The Seller
shall also carry comprehensive general liability including, but not limited to, contractual and automobile public
liability insurance with bodily injury and death limits of at [cast $300,000 for my one person, S50 ,000 for any
one accident and property damage limit per accident of $400,000. The Seller shall likewise require he
contractors, if any w provide for such compensation and insurance. Before any of the Sellers or his contractors
employees shall do my work upon the premises of others, the Seller shill fiuwsh the Purchaser with a certificate
that such compensation and insurance have been pravidcd. Such certificates shall specify the date when such
compensation and insurance have been provided. Such certificates shall specify the date when such compensation
and insurance expires. The Sella agrees that such compemadon and insurance shall be maintained unit] after the
entire work is completed and aconites.
19. PROTECTION AGAINST ACCIDENTS AND DAMAGES.
The Sella hereby Sumer the entire responsibility and liability for any and all damage, lass or injury ofany kind
or name whatsoever to persons or property caused by or resulting 5om die execution ofthe work podded for in
this purchase order or in comarmon herewith. The Seller will indemnify and hold harmless the Purchaser 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 indirect, and whether to persons or property to which the Purchaser may
be put or subject by reason of my ac, notion, nettled. omission or depiult on the par[ of the Seller, any of his
commuters, or any of the Sellers or contractors officers, agents or employees. In care any suit or other
proceedings shall be brought against the Purchaser, or its officers, agers or employees at ivy nice on account or
by reason of any act, action, neglect, omission or default of the Seller of my of his contractors or any of its or
their officers, agents or employees as aforesaid, the Seller hereby agrees to assume din defense thereof and to
defend the same at the Sellers own expense, to pay any and all costs, charges, attemeys fees and other expenses,
my and all judgments that may be incurred by or obtained against the Pumhuer or my of its or their officers,
agents or employees in such suits or other proceeding, and in case judgment or other lien be placed upon or
obtained against the property ofthe Purchaser, or said parties in or as a result oferch awe or other proceedings,
rise Seller will at once cause the same to be dissolved and discharged by giving bond or otherwise. The Seller and
his contractors shall take all safety precautions, frmish and install all guards necessary for the prevmfion of
accident, comply with all laws and regulations with regard to safety including, but without limitation, the
Occupational Safety and Heslth Act of 1970 and all roles and replan. issued pursuant dausto.
Revised (OrMI0