HomeMy WebLinkAbout374454 ARTHUR J GALLAGHER RISK MGT SERVICES INC - PURCHASE ORDER - 9140223 (2)PURCHASE ORDER PO Number Page
City of PURCHASE
9140223 , of 2
' `t Collins( V This number must appear
a on all invoices, packing
sli s and labels.
Date: 05/27/2014
Vendor: 374454 Ship To: RISK MANAGEMENT DIVISION
ARTHUR J GALLAGHER RISK MGT SERVICES INC CITY OF FORT COLLINS
6399 S FIDDLER'S GREEN CIR #200 215 N MASON, 2ND FLOOR
GREENWOOD VILLAGE CO 80111-4949 FORT COLLINS CO 80524-4408
Delivery Date: 01/08/2014 X Buyer: PAUL, GERRY
Note: THIS PURCHASE ORDER IS FOR THE PROCUREMENT OF
DURING THE CURRENT CALENDAR YEAR. DOLLAR AMOI
A PROMISE TO PURCHASE ANY MINUMUM AMOUNT OF S
THIS PO IS SUBJECT TO THE TERMS AND
PARTIES.
DchZAND/OR SERVICES, AS NEEDED
PECIFIED ARE ESTIMATES AND NOT
GOODS AND/OR SERVICES.
THE MASTER AGREEMENT BETWEEN THE
Line Description / wuancny ordered UOM Unit Price extenaea
Prna
2 States Liability Policy
Tranfered from States P0914036
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 EA
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. COMMERCIALDEEAILS.
Tax exemptions. By smmm the City of Fos Collins k exempt from slate add local taxes. Our Exemption Number is
98-04502. Federal Excise Tax Exemption Cal ificoe of Registry 84-600058I is registered with the Collator of
Internal Revenue, Denver, Colorado (Ref. Colorado Revised Smtne 1973, Chapter 39-26,114 (a).
Goods Rejected, GOODS REJECTED due in failure to meet specifications, either when shipped or due to defects of
damage in transit, may b, remmed to yam for credit and are not to be mplacd except upon receipt of women
instructions from the City of Fort Collins.
Inspection. GOODS are subject to the City of Fos Collins inspection on amval.
Final Acceptance. Receipt of the merchandise, services r equipment in response to this order c: result in
authorized payment on the pan of the City of Fort Collins. However, it is to be understood that FINAL
ACCEPTANCE is dependent upon completion ofall applicable required inspection procedures.
Freight Terms. Shipments must be F.O.B., Ciry of Fos Collins, 700 Wood Sr, Fort Collins, CO 80522, unless
otherwise specified on this older. If permission is given to prepay freight and charge logically. the original freight
bill most aco moanv invoice. Addlonsid Omani for lacking will aced be accatd.
Shipment Distance. Where manufazturers have distributing points a soon. puts of the country, shipment k
expected from the sired distribution prim to destination, ad excess freight will b, deduned tram Invoice when
shipments art made form greater dlsmnce.
Pare m. Seller shall promre at sellers sole east all era., permits, manifiares and licenses ex, irM by ell
applicable lava, regulations, ordinances and roles of the stare, municipality, .-In, or political mysticism where
the work is performed, or required by any other duly constituted public aofuonry having juridiclion over the work
of vendor. Seller further agrees to hold the City of ran Collins fiamtless from and against all liability and loss
toed by limin by reason of an asserted or established violation of any such laws, regulations, ordinances, rules
and mini rements,
Aathorizntion. All panics 1. this counsel agree that the representatives are, in fact, bona fide and poswas hill and
complete authority to bind said posies.
LIMITATION OF TERMS, This Purchase Order expressly limits acceptance to the moms and conditions stated
herein in forth and any supplementary or in diurnal terms, and conditions annexed hereto or incorporated herein by
reference. Any additional or different tents, and conditions proposed by seller are objected ro and hereby rejected.
3. DELIVERY.
PLEASE. ADVISE PURCHASING AGENT immediately if you cannot make complete shipment to active on your
promised delivery date as holed Time is of the essence. Delivery and performane, moll be effaced within the one,
stated on the purchase order and the documents attached herem. No am of the Purchasers including, without
limiumioa, acceptance of Formal late deliveries, shall operate as a waiver of mis provision. In the event of any delay,
the Purchaser shall have, in addition to am,, legal and equitable remodel. the option of placing this older elsewhere
and holding the Seller liable for damages. Howm'es, the Sella shall not be liable for damages as a result of delays
due to causes not reasonably foreseeable which are beyond its reasonable control and without its fault of negligence,
such acts ofGed, nets ofeivil or military audamilies, 6evernmenml primaries,[ , strikes, Booed, epidemics, wars or
noe provided that notice of the condilions causing such [tiny is given to ,he Purchaser within five (5) days of the
time when the Seller first received knowledge thereof. In the event of ally such delay, the dare of delivery shall be
extended forme Period equal to the time at.]ly lost by reason oftle, delay.
3. WARRANTY.
The Seller warrants that all goods, articles, materials and work covered by this order will conform with applicable
drawings, specifications, samples and/or other descriptions, given, will be fit for me purPwe intended and
performed with the highest degree of care and competence in accordance with accepted standards for work of a
'mil. torture. The Seller agrees to hold the parnmer harmless form any loss, damage or experae which the
Purchaser may suffer or incur on account of the Sallers breach of wara rty The Seller stall replace, pilau or make
good without cos, no the parchawc any del a or faults easing within one (1) year or within such longer pmod of
rime u may be prarribed by law or by the moms of any applicable warranty provided by me Sella after the date of
acceptance of the goods fumished hereunder ficear ance not at be occasionally delayed), mulling from imperf t
or defective work done or materials f ished by me Sella. Acceptance or use of goods by the Purchaser shall not
consulate a waiver of any claim trader this warmnry. Except as otherwise provided in this purchase order, the Shcen
liability hereunder shall extend to at damages proximately ama d by the breach of any of the foregoing warranties
in gun names, but such liability shall in no event include loss of profits or loss of use. NO IMPLIED WARRANTY
OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE. St [ALL APPLY.
4, CHANGES IN LEGAL TERMS.
The Purchaser may make changes to legal terms by written change order.
5. CHANGES IN COMMERCIAL TERMS.
The Purchaser
mns may lease any changes to the terms, other than legal team, including additions In or deletions from
the quantities Originally ordered in me specifications or drawings, by verbal or written change order. If any such
change affairs me amount due or me time of Performance hereunder, an equitable adjustment shall be made.
6. TERMINATIONS.
The Purchaser may at any time by wnnm change order, terminate this agreement as to any or all portions of the
gook then not shipped, subject to any quitable adjustment bdwttn the panics as many work or materials then in
progress provided Oral the Purchaser shall not be liable for any claims for anticipated profits on me uncompleted
portion of the good uni work, for incidental or asequential damage, and tha,,w such adjustment be made in
favor ofthe Sella with respect to any goods which are the Sellers standard stock. No such termination shall relieve
me Purchases or me Seller ofany of metr obligations as to any goods delivered hereunder.
1. CLAIMS FOR ADJUSTMENT.
Any claim for adjustment most be asserted within thirty, (30) days from the date the change or Temrina,ion is
ordered.
S. COMPLIANCE WITH LAW.
The Seller warrants that all goods sold hereunder shill have been produced, sold delivered and furnished in strict
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 squired to her
ncotpomted in agreements of this character are hereby ineoryommd herein by this reference. The Seller agree to
indemnify and hold the Purchaser harmless from all costs dual iflarl suffered by the Purchaser as a recall of me
Sellers failure to comply wins such Is,
9. ASSIGNMENT.
Neither parry shall assign transfer, or convey this order, or any mortar due or in become due hncuanden without the
prior written ad. ofthe ocher party.
10. TITLE.
The Seller warrants full, clear and unrestricted title to me Purchaser for all equipment, materials, and items banished
in performance of this agreement, rule and clear of any and all lien, ratactions, reservations, worry interest
encumbrances and claims mothers.
I I. NONWAIVER.
Failure of the Purchaser 10 insist upon strict performance of me teams and coMitios hamf, failure or delay m
exercise any rights or amedies provided herein or by law, failure to promptly notify the Seller in the event of a
breach. me acceptance of or payment for goods hereunder or approval ofthe design, shall not release the Seller of
any of me warrm ". or obligations of this purchase order and shall not be damed a waiver of any right of the
purchaser to insist upon stria performance hereofor any of its rights or remdies s to any such goods, reguldless
of when shipped, received or accepted, as to any prior or subsequent default hereunder, nor shall any purposed
am[ modification or remission of this purchase order by the Purchaser operate as a waiver of any of the terms
hereof.
12. ASSIGNMENT OF ANTITRUST CLAIMS.
Seller and the Purehoser recognize that in actual anis practice, overcharges resulting from -It.,
violations are in fact home by the Purchaser. Thercmfore,fagood cause and as consideration for meaning this
purchase order, me Seller hereby assigns to the Purchaser any and all claims it may now have or haeaner
acquired under federal or state antitrust laws for such overcharges relating 10 the pmicular goods or sersira
purchased or acquired by me Purchases pursuant In this pmchsse notes.
13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS.
Ifine Purchaser directs the Seller 1. cores nonconforming or definitive goads by a date 1m be agreed upon by the
Purchaser and the Seller, ad the Seller Becomes indicates its inability Or unwillingness 10 comply, me Purchaser
may cause the work to be performed by the most expeditious means mailable m it, and the Seller shall pay all
cots associmd with such work.
The Seller shall Orleans the Purchaser and its contractors of any tier Item 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 the
directors, officers and employees of such party.
The Seller's continental obligations, including warranty, shall not be deemed to be reduced, in any way, hamse
such work is performed or caused to be performed by the Purchaser.
14. PATENTS.
Whenever the Seller is required to use my design, decide, material or process covered by letter, patent, trademark
or copyright, the Seller shall indemnify and save bmmless the Purchaser from any and all claims for infringement
by Orison of the vas of such patmtaJ design, device, material or process in connection .rim the comet, mad
shall indemnify the Pmcbaser for any cost, expense or damage which it may be obliged to pay by sawn of such
infringement at any time during the prosecution or a0er me completion of the work. In case said qulpmat or
any pan thereof or the intended use of the goods, is in such suit held to constimre infringement and the use of
said equipment or Pan is enjoined, me Seller shall, . its own expense and m its option, either procure for the
Purchaser the right to condom, in, said equipment or parts, replace the same with substantially equal but
n sainfringing equipment, or modify it ao it becomes noninfringing.
IS. INSOLVENCY.
If the Sella shall became insolvent or bankrupt, make an assignment for the belief, of creditors, appoint a
receiver or husme for any of the Sellers property or business, this order may forthwith be canceled by the
Purchaser without liability.
16, GOVERNING LAW.
The definitions of terns used or the interpretation of me agreement and me rights of oll parties hereunder shall be
construed under and govemed by the laws ofthe Said of Colorado. USA.
The following Additions] Conditions apply only in case wbae the Seller is to Paribas work herearria,
includng me services m'Sinlm Rcpresentative(s), on me premises of omers.
IT. SELLERS RESPONSIBILITY.
The Seller shall Carty on said work at Sellers own risk until me same is fully completed and azdepled and shall,
in case of any accident, destruction or injury to me work =Nor materials before Sellers fool completion and
acceptance, complete me work at Sellers awn expense and to she somidaction of the Purchaser. When =tenets
and equipment are furnished by omers for installation or erection by the Sella, the Seller shall receive, unload,
store and handle same at the site and become responsible therefor as though such materials and/or qulpm et
were being Eurasia] by the Seller under me note,.
18. INSURANCE.
The Seller shall, at his own expense, provide for the payment ofwarkers compensation, including occupational
disease benefits, to its employees employed on or in connection with the work covered by this purchase older,
andror to their dependents in accordance with the laws of the state in which the work is m be done. The Seller
shall also cam, comprehensive general liability including. bur not limited to, contractual and automobile public
liability insurance with bodily injury and Beam limits mf at leas) S300,000 for any one Parson. S50g0oo for any
one accident and property damage limit per accident of STORGI)0. The Seller shall likewise million, his
contractors, Harry, to provide for such compcm.ion and isurence. Before any orthe Sellers or his commmors
employees shall do any work upon The premke of omers, me Seller stall furnish the Purchaser wins a cenificare
that such compeumtion and insurance have ban provided Such mnificales shall specify the elm when such
ompenmtio s and insurance have been provided. Such certificates shall specify, the dime what such compareation
and insurance expires. The Seller agrees Oat such compensation and insurance shall be mainmined until after me
entire work is complaint and exceptd.
19. PROTECTION AGAINST ACCIDENTS AND DAMAGES.
The Seller hereby assume,he entire rewponsibilily and liability far any and all dual loss or injury of any kind
or nature whakaever to persons or propmy caused by or resulting from the execution ofthe work provided for is
this purchase enter or in connection herewith. The Seller will indemnify and hold harness the Purchaser and any
r all of he Purchasers affects, ugen¢ and employees from and against any and all claim, losses, damages,
charges or expenses, whether direct or indirect and whether to persons or property to which the Purchaser may
be pas, or subjec, by mamn of any act, action, neglect, omission or default an the pan of the Seller, any of his
contractors, or any of the Sellers or ontraction officers, agents or employee. In calc any suit or other
porcedings shall od brought against he Purchaser, or its often, agents or employees at any time on account or
by reason of my act, action, neglect, omission or default of the Seller of any of his contractors or any of its or
their officers, agents or employees as eforemid, me Seller hereby agree to assume the defence thereof and to
defend the same at the Sellers own expense, to pay my and all corm, clmrge, atmmeys fees and other expenses,
any and all judgmmm that may be incurred by or obtained against the Purchaser or any of its or that, officers,
agents or employees in such suits or other pma dinp, and in asc judgment or other lien be placed upon or
obmind against the property, ofthe Purchaser, or said parries a or as a tcsul, of such suits or other proceedings,
the Seller will . once count the same m b, dissolved and discharged by giving bond or otherwise. The Seller and
his coma . shall take all mfcty precautions, boorish and irdtaR all guard naemry for the prevention of
accidents, comply with all laws and regulations with regaot to safety including, but without limitation, the
Occupational Safety and Health Am of 1970 and all roles and regulations issued pursuant thereto.
Revised 03I2010