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HomeMy WebLinkAbout268312 MSN COMMUNICATIONS INC - PURCHASE ORDER - 3214400Fort Collins Date: 06/10/2014 Vendor: 268312 MSN COMMUNICATIONS INC 20 INVERNESS PLACE E ENGLEWOOD CO 80112 PURCHASE ORDER PO Number Page 3214400 1of2 This number must appear on all invoices, packing sli s and labels. Ship To: TRAFFIC OPERATIONS CITY OF FORT COLLINS 626 LINDEN STREET FORT COLLINS CO 80524 Delivery Date: 06/10/2014 Buver: JOHN STEPHEN Note: THIS PURCHASE ORDER IS FOR THE PROCUREMENT OF GOODS AND/OR SERVICES, AS NEEDED DURING THE CURRENT CALENDAR YEAR. DOLLAR AMOUNTS SPECIFIED ARE ESTIMATES AND NOT A PROMISE TO PURCHASE ANY MINIMUM AMOUNT OF SUCH GOODS AND/OR SERVICES. Line Description Quantity UOM Unit Price Extended Ordered Price Communication Supplies Annual 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 LS 30,000.00 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. COMMERCIALDETAIIS. Tax exemptions. By statute rise City of Fort Collins is exempt Rom state and laal trams. Our Exemption Number is 98-01502. Federal Excise Tax Exemption Cenifim,e of Registry 84-6000587 is registered with the Collector of Interval Revenue, Denver, Colorado (Ref. Colorado Rcvimd Somme, 1973, Chapter 39-26,114 (a). Goods R jectd. GOODS REJECTED due to failure to meet spaibmtions, either when shipped or due to defects of damage in vmrsil, may be returned to you for credh and are not to be replaced except upon receipt of woven no tmmon, fmm the City of Fan Collins. Inspection GOODS are subject to the City of ran Collins inspection on arrival. Final Acceptance. Receipt of the merchandise, services or equipment in response in this order can comb in authorized payment on the Ilan of the City of Fell Collins. However, it is to to understood thar FINAL ACCEPTANCE is dependent upon completion of all applicable requiredi aspartion procedures. Freight Tam¢. Shipments must be F.O.U., City of Fon Collins, 700 Wood SL, Fort Collins, CO 80522, unless otherwise specified on this order. if permission is given to prepay freight and charge separately, the original freight bill must accommnv invoice. Additional chorea for wckina will rat be accemd. Shipment Distance. Where manufacturers have distributing Points in victims parts of the country, shipment is expected from the nmrest distribution point to donation, and excess freight will be deducted fmm Invoice when shipments are made fmm greater distance. Permits. Seller shall procure at sellers sale cost all necessary permits, reNficates and licenses required by all applicable laws, regulations, ordinances and roles of the state, municipality, temtory or political subdivision where the work is performed, or required by any other duly constituted public authority, having jurisdiction over the work of vendor. Seller fuller agrees to hold the City of Fort Collins harmless from and against all liability and loss incurred by them by reason of an local or established violation of any such laws, mutilations, ordinances, miss and requirements. Authorization. Ail parties to this contract agree that the representatives are, in fact bona fide and possess full and complete authority m bind said panics. LIMI'I'A'I [ON OF TERMS. l'hi, Pnrchum Order expressly limits acceptance to the terms and conditions stated herein set forth and uny mpplemenlmy or additional Lomas and conditions annexed hereto or incorporated herein by referenm. Any addition) or diftemnl terns and conditions proposed by seller ore objected to and hereby rejected 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately if you cannot make complete shipment to arrive on your promised delivery date as noted. Time is of the essence Delivery and performance mttn be elected within the time stated on the purchase order and the documents attached hereto. No acts of the Purchasers including, without Imitation, acceptance of partial late del name, shall operate as a waiver of this provision. In the rent of any delay, the Purchaser shall have, in addition to order legal and equitable remedies, the option ofplacing this order elsewhere and holding the Seller liable for damages. However, the Seller shall not be liable for damages is a result of delays due to causes not reasonably foreseeable which are beyond its reas arable control and without its fault of negligence, such acts ofGod. acts of civil or military authorities, govenmenul priorities, fires, strikes, flood, epidemics, wars or rims provided Lail notice of the conditions musing such delay is given to the Purchaser within five (5) days of the time when the Seller Rea received knowledge thereof In the event of any such delay, the date of delivery shall be extended for Bar period count to the lime a really lost by reason office delay. 3. WARRANTY. The Seller warrants that all goods, articles, ancomah and work mvand by this order will conform with applicable drawings, sp=ificrtions, xamples andifor other descriptions given, will be fit for she Proposes intended, and perform& with the highest degree of cart end competence in accordance with accepted swrkvds for walk of a imilur nature. The Sella agrees to hold the purchaser harmless form any loss, damage or expaaw which the Purchases may suffer or incur on account of the Sellers breach of Wa amy. The Seller shall replace, repair ve make good, without cost to the purchaser, any defects in Gulls arising within one (I) year or within such longer pmod of time as may nd prescribed by law or by the temn army applicable wmma y provided by the Seller after she date of acceptance of the goods famished hereunder (naeplance not to be measurably delayed, resulting from impractical or defective work done or materials famished by the Seller. Acceptance or use of goods by the Purthre r shall not ottstim¢ is waiver fany claim under this ismrarty. Except vas otherwise provided in this purchase Order the Sellers liability hereunder shill extend to all damages proximately caused by the breach of any of rise foregoing warranties or guarantees, but such liability skill in no event include loss orprofits or 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 to legal terms by woven change order. S. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any changes to the rams, other than legal terms, including additions m of deletions from the quantities originally ordered in the specifications or drawings, by verbal or written change order. If any such change aBems the amount due or the time of perforvmnce hereunder, an equitable adjustment shall be made. 6, TERMINATIONS. ]fie Porches may it any time by waive. change order, terminal, ibis agreement as or any orall pinions of the goods then not shipped, subject many equitable adjustmen, between the parties av to any work or materials then in progress provided that the Purchaser shall not be liable for any claims for anticipated profits on the uncompleted portion of the goods and/or work, for incidental or consequential damages, and that no such adjustment be made in favor of the Sella with respect many goods which arc the Sellers standard stock. No such termination shall relieve the Purchaser or the Seller ofany of their obligations as W any goads delivered hereunder. V. CLAIMS FOR ADJUSTMENT. Any claim for adjusmenl must be assened within thirty, (30) days form Bae date the change or mondinaliaa is ordered. 8. COMPLIANCE WITH LAW. The Seller Warrants Just all goods sold hereueAer shall have bccn produced, sold, delivered and famished is strict compliance with all applicable laws and regulation to which the goods arc subject The Seller shill execute and deliver such dearmnents as may be re coal to elect or evidence compliance. All laws and regulation ramped to be incorporated in agreements of this classmate are hereby incorporated back by Nis reference. The Seller agrees an indemnify and hold the Purchase, harmless f all cans and damages sulered by the Purchaser as is result of the Sellers failure ro comply with such law, 9. ASSIGNMENT. Neilha pray shall assign, number. or convey this mder, an any monies due or to baome due hereunder Without But prior woven eartstm afthe other Ix'rtY. 10. TITLE. The Sella warrants full, clear and unicameral title m the Purchaser fa all ryuipmml, materials, and items famished in performance of this agreement, free and clear or any and all liar, restrictions, reservations, sauna, iaterest eocumbmnces and claims artifices. 11. NONWAIVER. Failure of the Purchaser to insist upon strict performance of the ems and conditions hereof failure or delay to any rights or remedies provided herein or by law, failure to Promptly notify the Seller in the event of a breach, the =ceptance ofor payment for goods hereunder a approval of the design, shall not release the Sella of any of the warranties or obligations of this purchase order and shall not be deemed a waiver of my right of the porch ser us insist upon strict rarformance herd for any of its rights or whadies as to any such goods, regardless of when shipped, received or accepted, to to any no, or mbsequent &fault beremder, or shall any purported real modification or rescission of this purchase order by the Purchaser article as a waiver of any of rise terms hereof. 12. ASSIGNMENT OF ANTITRUST CLAIMS. Seller and the Purchaser recognise Nat in =teal economic pmaice, overcharges resulting fmm antitrust violations am in fart borne by the purchase, Ther inf rs, Tor grad an, and as comodemtion for executing Nis purchase order, the Seller hereby assigns to the Purchoser any and all claims it nay now have or hereafter acquired ender federal or state if., laws for mach overcharges relating 10 the pa.a.[. goods or services purchased or acquired by the Purchaser pursuant es Nis purchase order. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. If the Purchaser directs the Seller to correct nonconforming or defective goods by a date to ye agreed upon by the Prmhnstt and the Seller, and the Seller thereafter indicates its im biliry or mwilliriplas to comply, the Purchaser may cause the work to be performed by the most expeditions means available to it, sad the Seller shall pay all costs associated with such work. The Sella shall ¢lease the Purchaser and its contractors of any tier from all liability and claims of my nature gauping from the performance ofsuch work. This rele rm shall apply even in the event of fault of negligence of the parry released and shall extend to the directors, officers and employees of such party. T he Sellers contractual obligations, including warranty, shall not be deemed to be reduced, in any way, hocaure such work is performed or caused m be performed by the Purchaser. 14. PATENT S. Whenever the Seiler is required to use any design, device, material or process covered by lama, 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 patented design, device. material or process in connection with Lie contract, and shall indemnify the Purchaser for any civil, expense or damage which it may be obliged to pay by rennin of each infringement at any tine during the prosecution or alter the completion of the work. In case said equipment, or any pan thereof or the intended use of the golds, is in such mil held to consumer infringement and the use of said equipment or pan is enjoined, the Seller shall, at its awn expense and at its option, either procure for the Purchaser the right to continue using said equipment or pans, replace the same with substantially equal but noninfringing equipment, or modify it so it becomes naninGngmg. 15. INSOLVENCY. If the Sella shall became insolvent or bmkmpt make an assignment for the bereft of creditors, appoint a reserver or trustee for any of the Sellers property or business, Nis order may forthwith be canceled by the Purchaser within, liability. 16. GOVERNING LAW. The definitions affiliates used or the interpretation ofthe agreement and the rights ofall parties hereunder shall her convued under and govemed by the Wws of the State ofColomdo, USA. The following Additional Conditions apply only to rases where the Sella ism paf work hereunder, including the services ofShcers Represrntatic B), on the premises crackers. 17. SELLERS RESPONSIBILITY. The Seller shall carry on said work at Sellers own risk until the aamr is fully completed and accepted, and shall, in now of any accident, destruction or injury to the work anNor mmdah before Sellers final completion and acceptance, complete the walk at Sellers own expense and m rise satisfaction of the Purchser. When materials and equipment are famished by others for instillation err erection by the Seller, the Seller shall receive, unload, stare and handle same at the site and become responsible therefor as though such materials and/or a prichum war being furnished by the Seller ands the order. I8. INSURANCE. The Seller shall, at his own expense, provide for the Payment of workers compensation. including acupational disease benefits, to its employees employed on or in connection with the work covered by this purchase oNen raker to their dependents in accordance with the laws of the state in which the work is to be done. The Seller shall aim any, comprehensive general litl ilay including, but not limited to, contractual and automobile public liability insurance with barfly injury and death limns of at least S300,000 for any one person, S500,00st for any one accident and property damage limit per accident of $400,000. The Seller skill likewise require his ontractors, it any, m provide fur such compensation and in re od e, Before, any of the Sellers or his emarom employees shall do any work upon the premises of others, the Seller shall famish the Purchaser with a ceni0cate that such compensation and insurance have been provided. Such certificates shall specify the date when such compensation and insurance have been provided. Such can ficates shall specify the date when such compensation and insurance expires. I he Seller agrees that such campenation and insurance shall be mainained until after he entire work is completed and accepted. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Seller hereby assumes the entire resPonsibiliry said liability for any and all damage, loss or injury ofany kind or mturc whatsoever to persons or properly mused by at rambled firm she execution ofthe work provided for in this purchase order or in connection herewith. The Seller will indemnify and hold harmless the Purchaser and any cr all of the Purchasers omcers, agents and employers from and against my and all claims, losses, damages, harges or expenses, whether direct or indirect, and whether to persons or property to which the Purchaser may be put or subject by season of any =a, action, neglect, omission or default on the pan of the Sella, any of his contractors, or my of the Sellers or contractors matrix, agents in employees. In case any suit Or Other proceedings shall be brought against the Purchaser, or its officers, agents a employees at any time oat=count or by onsion of any net, action, logical. omission or default of the Seller of any of his mntracmrs or my of its or their officers, agenu or employas as aforemid, the Sella hereby agrees m assume the defense thereof and on defend the same at the Sellers own expense, to soy any and all costs, charges, ono treys foes and other excemes, any and all judgments that may be ineared by or obmind against red ruminator or my of its or their officers, agents or employees in such suits or other proceedings, and in case judgment or other lim be placed upon or obained againsl the pmpeny of fie Purchaser, or said parties in or as a cod, of such suits or other procediags. the Sella will at once cause the same to be dissolved and diuha,ged by giving bond of otherwise. The Sella and his commuscmrs shall take ell safety pramtions, famish and mall all guards ncceacary far the prevention of accidents, comply with all laws and regulation, with regard es mfr, including, but without limitation, the Occupational Safety and Health Act of 1970 and all roles and regulations issued pursuant shames. Revised 03n(HO