HomeMy WebLinkAbout538455 EMETER CORPORATION - PURCHASE ORDER - 9143191PO
PURCHASE ORDER 9143191 Page
C117/ of PURCHASE
43191 1.12
Flirt Collins( This number must appear
/�,,,-\V`I V " on all invoices, packing
�slips and labels.
Date: 06/0912014
Vendor: 538455
Ship To:
ELECTRIC UTILITIES
EMETER CORPORATION
CITY OF FORT COLLINS
4000 E 3RD AVE SUITE 400
700 WOOD ST
FOSTER CITY CA 94404
FORT COLLINS CO 80521
Delivery Date: 06/09/2014
Buyer:
PAT JOHNSON
Note:
Line Description
Quantity
Ordered
UOM Unit Price
Extended
Price
i SOFTWARE MAINT & SUPPORT
1 LOT
LS
76,956.00
6/27/2014-6/26/2015 SUPPORT
7190 Meter Data Management Systems
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
Invoice Address:
City of Fort Collins
Accounting Department
PO Box 580
Fort Collins, CO 80522-0580
Purchase Order Tents and Conditions
Page 2 of 2
I. COMMERCULDEfA1LS.
Tax exemptions. By statute the City of Fort Collins is nempt from some and local nixes. On Exemption Number is
11. NON WAIVER.
9"502. Federal Excise Tax Exemption Cmificmc of Registry 844000587 o registered with the Collector of
Failure of the Purchases m insist upon strict performance of the terms and roninmes hereof, failure or delay o
formal Revenue, Denier, Colorado (Ref. Colorado Revised Sotetes 1973, Chapter 39-26, 114 (a).
exercise any rights or remedies provided herein or bylaw, failure to promptly notify the Sella in the event of a
breach, the acceptance of or payment for goods hereunder or approval ofthe design, shall not release the Sella of
Good Rejenal. GOODS REJECTED due to ailment meet specification, either when shipped m due m defats of
any of the wa runes or obligations of this purchase order and shall not he deemed a waiver of any right of the
damage in Iravit, may be mounted to you for credit and am not to be replaced except upon receipt of written
pumhaser to maid upon shim Performance hrrafor any of its rights or remedies as many such goods, regardless
monuctims Gpm the City of Fort Collins.
of when shipped, received or accepted, as to any prior or subsequent default hereunder, nor shall any purposed
Oral modification or rescission of this purohax order by the Purchass operate as a waiver of any of the tents
Inspection. GOODS are subject to the City of Fos Collins inspection on arrival,
herrof.
Fired Accepance. Receipt of the merchandise, services or equipment in response to this order can result in
12. ASSIGNMENT OF ANTITRUST CLAIMS.
authodud p,man an the pan of the City of Fos Collins. However, it is to be undeemod that FINAL
Seller and the Purchuer recognize that in acm:J ecm is positive, overcharges resulting from antitrust
ACC Ell ANCG is dependent upon completion of all applicable required insparion procedures.
violations are in fact home by the Nmhmer.Theretofore, for good cause and as consideration for executing this
purchase order, the Seller hereby assigns to the Purchaser any and all claims it may now have or hereafter
Freight Terms. Shipments all be F.O.B., City of Port Collins, 700 Wood St., Fan Collins, CO 80522, unless
acquired under federal or mate antitrust laws for such overcharges relating to the particular goods or services
Otherwise specified oa this order. If permission is given to prepay ❑eight and charge separately, the original freight
purchased or acquired by the Purchaser pursuant to this pmchae order.
bit most accompany invoice. Additional visages for puking will not be accepted.
13. PURCHASERS PERFORMANCE OFSELLERS OBLIGATIONS.
Shipment Where manufacturers have distributing points in vas s parts the country, shipment is
Purthndet le or defective goods by a date to be agreed upon by the
Sells the Sella to cortex n
thee.
de
from distribution point m distinction, enJ exenx (might will be deducted from Inoia wM1en
from the
Purchaser and the Seller, and the Seller thereafter indieate its irmeans or unwillingness to comply, the Purchma
Purchase, a fter indicates
shipments ere made from greater disranre.
shipments from
may cause the work be performed by tM most expeditious means mailable to it, and the Seller shall Pay all
s
emu associated with such work.
Permits. Seller shall procure al sellers sole call all necessary permits, cenificaoe and Immovs required by all
applicable laws, regulations, ordinances and roles of the prate, uni iciW loy, tramry or political subdivision where
the work a performed, of removed by any be, duly mmtituted public authority having jasdieipn over the work
of vendor. Seiler further agues to hold the City of Fon Collins harmless from and against all liability end loss
anal by them by mason of an normal or established vmillion of any such laws, regulation, ink minces, ashes
.it rquir meets.
Authnnialion. All panics to this contract agree that the representatives are, in fact, born fide and possess full and
complete authority to bind said parties
I,IMI'[A'] ION OF TERMS, This Purchase Order expressly limits accepnnco ro the terms and conditions smmd
herein sir forth and any supplementary or additional temas and conditions annexed hereto or incorporated herein by
reference. Any mUiriucut or diRerent terms and conditions proposed by reller are objected to and hereby rejected.
2. DELIVERY.
PLEASE ADVISE PURCHASING AGENT immedlmely if you cannot make complete shipment to arrive on your
promised delivery date as noted. Time is of the rom e. Delivery and pmrfomace must be effected within the time
stated on the p.,he. order and the dacumcnts amchrd hereto. No acts of the Parameters including, xibutit
limitation, acceptance of partial late deliveries, shall operate as a waiver of this provision. In the event of any delay,
the Purchaser shall have, in addition to other legal and equitable omNies, the Option ofplacing Nis order elsewhere
and holding the Seller liable for damages. However, the Seiler shall not be liable for damages in a result of delays
due to causes not reawvbly foreseeable which are beyond its amoreble cool and without to fault of negligmce,
such acts of Gad, acu ofcivil or military authorities, govemmmull products fires, strikes, Rood, epidemics, wars or
nots provided that notice of the conditions causing such delay is given to the Purchaser within Eve (5) days of the
time when the Seller first received knowledge h teal.. In the event of any such delay, the date of delivery shall M
extended far the periN qvl to the lime actually last by reams ofthe delay.
3. WARRANTY.
The Seller warrants that all good, articles, materials and work covered by this order will conform with applicable
drawings, specifications, samples and/or other descriptions given, will be tit for the purposes intended, and
performed with the highest degree of care and compactor in accordance with accepted standard for work of a
similar nature. The Seller agrees to hold the purchaser harmless from any loss, damage 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 pmchase0 any defects or faults arising within one (1) year or within such longer padod of
time as may he prescribed by law or by the terms of any applicable warranty provided by the Seller after the than of
acceptance of the good furnished herevender (acceptance rot In he unreasonably delayed), resulting from imperfect
or detective work done or materials famished by the Sella. Acceptance or use of good by the Purchaser shall not
condom a waiver of any claim under this wamnry. Except as Otherwise provided in runs purchase order, the Sellers
liability hereunder shall extend to all damages proximately caused by the breach of my of the foregoing .amebas
or guarantee, but each liability ball in an meat include Ims of profits or loss of tau. NO IMPLIED WARRANTY
OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY.
4. CHANGES IN LEGAL TERMS.
The Purchaser may make changes to legal terms by written change polar.
5. CHANGES IN COMMERCIAL TERMS.
The Purchuer may make any changes to the toms, Other Joan legal mons, including additions to or deletions from
the quantities originally ordered in the specifications or Arnwings, by verbal ar wane. change order. If any such
change oB'ocu the amount due or the time of,mortumme hereunder, an equitable adjustment shall be made.
6. TERMINATIONS.
The Purchaser may many time by written change order. terminate this agreement as many or all partions ol'the
goods then or shipped, subject to any equitable adjustment between the parties as to any work or operands then in
Progress provided but the Purchaser shall ram be liable for any claims far anticipated profits oa the uncompleted
Portion ofthe goods and/ar work, for incidental of consequential damages, and that no such adjustment be made in
favor of the Seller with aspect to any goods which au the Sellers standard stock. No such munivtian shall relieve
the Purchaser or the Sella of any oftheir obligations as to any good delivered hereunder.
I. CLAIMS FOR ADJUSTMENT.
Any claim for adjustment mart be, asserted within thirty (30) Jays fmm the date the change or temiration is
ordered.
8. COMPLIANCE WITH LAW.
no Seller wamnu that all goods sold hereunder shall have been produced, sold, delivered and f isM1ed in stria
compliance with all applicable laws and regulations to which the good are subject. The Seller shall execute and
deliver such document u may be required to effect or evidence compliance. All laws and regulations required to be
nim,orered in agreements of this character are hereby incogmmmd herein by this referenre. The Seller agrees to
indemnify and hold the Purchaser harmles from all casts and damages suffered by the Purchaser as a result of the
Sellers failure to comply with such law.
9. ASSIGNMENT.
Neither party shall assign, rmnsfer, or convey this oMer, or any monies due or to become due hereunder without the
prior verimm consent of the other patty.
10. TITLE.
The Sella account full, clear and unrestricted tide to the Purchaser for all quipmmL materials, and items fomuhed
in performance of this agreement, Gee and clear of my and all liens, restrictions, reservations. immunity interest
recommence, and claims ofadims.
The Seller shall release the Purchaser and its commaors of any for from all liability ad claims of any nacre
resulting from the pr fomanm ofsucb work.
This micase hall apply as in the event of fault of negligence of the parry released and shell extend o the
Jirceors, officers and employees efsuch past'.
The Sellers contractual obligations, including wamnry, shall not be deemed to be reduced, in any way, because
such work is performed ar caused to be pafomed by the Purchaser.
14. PATENTS.
Whenever the Seller is required to me any design, device, material or process covered by letter, patent, trademark
or copyright, the Seller shall indemnify and save harmless the Purchaser from any and all claims for infringement
by reason of the use of such pderned dco,ca, device, material or process in connection with the contract, and
shall indemnify the Purchow, for any cot, eepeme or damage which it may Im obliged to pay by reason of such
infringement many time during the prosecution or after the completion of the work. In case said equipment, or
any pm thereof or the inrended one of the good, is in such suit held to constitute fi fringcmral and the use of
said equipment or pan is joined, du Sella shall, at its own expense and at its option, either procure for the
Purchaser the right to continue ming said equipment or pan, replare the same with substantially equal but
noninfringing equipment, or modify it so it becomes rmninfringing.
15. INSOLVENCY.
If the Seller shall become insolvent or bankrupt, make an assignment for the benefit of auditors, appoint a
receiver or mmee for any of the Sellers property or business, this order may forthwith be canceled by the
Purchaser without liability.
16. GOVERNING LAW.
The definitions affirms used or the intmprammn ofthe agreement and the .,his of all parties hereunder, shall be
constmed under and governed by the laws ofthe State of Colmado, USA.
The following Additional Conditions apply only in cases where the Sella is to perform work hereunder,
including the services of Sellers Represadetive(s), on the premises ofshers.
❑. SELLERS RESPONSIBILITY.
The Seller shall carry on said work at Sellers own risk until the same is fully completed and accepted, and shall,
in use of any actldevt, dmmuction or injury to the work andrm materiak before Sellers final co ndiumn and
acceptance, complete the work at Sellers awn expense and to the vtisfactioo of the Purebzser. When nat rials
and cquipmmr pre fished by others for installation or cocaine by the Seller, the Sella shall receive, unlwd,
store and handle same at the site and become respmesible therefor m though such maerials andlor equipment
were being fumished by the Seller under the order.
18. INSURANCE.
The Seiler 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/or to their dependenu 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, conmctml and automobile public
liability insurance with bodily injury and death limits of at least S300,000 to, any one person, $500,000 for any
one accident and property damage limit per accident of S400,000. The Seller shall likewise require his
contractors, if any, to provide for such compensation and ansuran,ue. Before any of the Sellers or )its contractors
employees shall do any work upon the premises of others, the Seller shall famish the Purchuer with a certificate
that such romµmanon and insurance have been provided Such certificates shall specify the date when such
ompenation and insurance have been provided. Such certificates shall specify the date when such compensation
and insurance expires. The Seller agrees that such compensation and insurance shall be maintained ..,it Be,athe
emife work is completed and acceptor.
19. PROTECTION AGAINST ACCIDENTS AND DAMAGES.
The Seiler hereby assumes the more naposibility and limitary for any and all damage, loss or injury of any kind
or more whatsoever to persons or property, caused by or resulting from the execution of the wall: provided for in
this purchase order or in connection herewith. The Seller will indemnify and hold harmless the Purchaser and any
r all of the Pacbasas officers, agents and employees Boom and against any and all claims, losses, damages,
charges or expenses, whether direct or indirect, and whether to persome or property to which the Pacbsser may
be put or subject by reawn of any act, action, neglect, omission or default oo the pas of be Sella, any of his
rum..., or any of the Sellers or contmem s officers, agents or employees. In case any suit or ocher
proceedings shall be brought against the Puromem, or its oBicav, agents of employees at any time on account of
by reason of any 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 aforesaid, the Seller hereby agrees to assume the defense thereof and to
defend the same at the Sellers awn expense, to pay any and all casts, charges, eaomeys 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 suits or other pmecedings, and in case judgment or other lien be placed upon or
obtained against the miiserry, of the Purchaser, or said parties in or as a result of such suits ar other proceedings,
the 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, Furnish and imoll all guard necessary for the prevention of
accidents, comply with all laws and regulmiom with regard to safety including, but without limitation, the
Occupational Safety and Health Act of 1970 mid all pules and regulations issued pursuant thereto.
Revised 03/20I0