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HomeMy WebLinkAbout466440 LIND LAWRENCE & OTTENHOFF LLP - PURCHASE ORDER - 9143307PO PURCHASE ORDER 914330 Number Page CI�/ of PURCHASE 43307 t of z ' `tCollinsr This number must appear V on all invoices, packing sli s and labels. Date: 0611112014 Vendor: 466440 Ship To: WATER UTILITIES LIND LAWRENCE & OTTENHOFF LLP CITY OF FORT COLLINS 355 EASTMAN PARK DR SUITE 200 700 WOOD ST WINDSOR CO 80550-6229 FORT COLLINS CO 80521 Delivery Date: 06/11/2014 Buyer: PAT JOHNSON Note: Line Description Quantity Ordered UOM Unit Price Extended Price OTHER PROF & TECH SERVICES 1 LOT LS 10,583.90 LEGAL SERVICES FOR RIGDEN PROJ 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 Terris and Conditions Page 2 of 2 1. COMMERCIAL DETAILS. Tax ca ntatiom. By smmte the Ciry of Fon Collins a exempt form lute aml Imal are Our Exemption Similar, is H-NONWAFVER. 98-6802. Federal Excise Tax Exemption Carificate of Registry 84-6000587 is registered with the Collector of Failure of the stationer to insist upon strict performance of the terms and rondidora hemsE failure or delay to Imemal Revenue, Denver, Columbia (Ref. Col.m is Revised Stazutes 1973, Chapter 39-26, 114 (a). exercise any rights or remedies provided herein or by law, failure to promptly notify the Sella in the event of a breach, the acceptance, of or payment for goods hereunder or appury id ofthe design, shall not release the Sella of Good Rejected. GOODS REJECTED due a failure to meet specifications, either when shipped or due to defects of comOf the waranaies or abligatiom of this purvhue order road shall no be deemed a waiver of any eight of the damage in mamil, may be tetumrd to you for credit road are not to be replaced except upon receipt of women Purchaser to insist upon strict perfomanve hereofor any of its rights or remedies as to my such good, regardless instructions form the City of Fon Collins. of whin shipped, received, accepted, as to any prior or subsequent default hereunder, aor shall any pmponed am[ modification or ouission of this purchase older by the Purchase operate as a waiver of any of the mane¢ Irspection. GOODS ate subject to the City of Fon Collins impaction on arrival, hereof. Final Acceptance. Receipt of the memhanrdise, services or ryuipmant in rnpome to this order can result in 12. ASSIGNMENT OF ANTITRUST CLAIMS. authorized payment on tic pan of the City Of Too Collins. However, it is to he understand that FINAL Sella and the Purchaser ..,iu th,d in actual economic practice, overcharges resulting from moors" ACCEPTANCE is depcndrnt upon wmpletion of all applicable fix,o al inspection procedures. violations are in fact home by the Purchaser, Theretofore, for good cause and as consideration for executing this purchase aide,, the Seller hereby assign 10 the Purchaser, any and all claims it may now have or hrreaOer Freight Terms. Shipmems must be F O.D., City of Fon Collins, 700 Wood St., Fort Collins, CO 80522, unless acquired under federal or state amitrast laws for such Overcharges relating to the particular goods or services otherwise specified on this order, Ifpennission is given to prepay freight and charge separately, the original freight purchased or acquired by the Purchaser pursuant to this purchase order. bill must accomnmv invoice. Additional chances for oacklng will not be accepted. Shipment Distance. Where manufacturers have disnilmong points inus pans of the country, shipment is expected from the nearest distribution point to destination, and excess f eight will be terminal from Invoice when shipments are made from greater distance. Pennis. Seller shall procure at sellers sole cost all necessary permits, certificates and licenses remind by all applicable laws, regulations, ordinances and rates of the same, municipality, territory or Political subdivision where the work is valomted, or required by any other duly comtinated public authority having jurisdiction over the work of vendor. Seller further agree to hold the City of Fiat Collins hanmless firm and against all liability, and loss incurred by them by reason again mserted or established violation of any such laws, regulations, mummers, tales and requiremens. AuNorivtion. All parties to this contract agree that role representatives art, in fact, bona Ode and possess full and complete amhoiry a bind said Fell LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the team and conditions small herein set fodh and any supplementary at Whirlpool team and conditions annexed harem or incorporated herein by refemmr. Any additional or different term all conditions proposed by seller art objected to and hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immedlmely if you cannot make complete shipment to arrive on your promiuJ delivery doe as noted. Time is of the essence. Delivery and aermamance most be effected within the time sorted on the purchase order and the documents attached heem. No acts of the Purchasers including, without limitation, acceptance of annual late dclivein, shall opeme as a waiver of his provision. In the event of any delay, the Purchaser shall have, in addition re 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 control and wilhaat its feel, ofnegligence, such acts of God, acts oFci,il or military amhoilies, governmental pioilies, fires, strikes, flood, epidemics, wars or mots provided that notice of the conditions causing such delay is given to the Purchaser within live (5) days of the time when the Seller first received knowledge @area[ In the all of any such delay, the dam of delivery shall be extended for the period equal to the time actually lost by reason ofthe delay. 3. WARRANTY. The Seller warrants that all goad, anicla, materials and work covered by this order will conform with applicable drawings, s crifcatum, sample arrNor other descriptions given, will be fit for the puryoss included, and Performed with the highest degree of care and comperence in accordance with accepted standards for work of a simile ramie. The Seller agrees to hold the purchaser hound. form any loss, damage or expense which the Purchaser may suffer or incur on account of the Sellers breach of waaeenry. The Seller shall replace, repair of trade good, without cost to the Purchaser, any defects or faults ailing within one (1) year or within such longer period of rime as may b, prescribed by law or by the team of any applicable warmay provided by the Sella after the dam of acceptance of the goods f ished hereunder Nuceptaace not to be unreasonably delayed), resulting from impeef t at defective work done or materials fumuhed by the, Seller. Acceptance or use of good by the Purchaser shall not constitute a waiver of my claim undn this warranty. Except as otherwise provided in this purchase order, the Sellers liability hereunder shall extend to all damage proximately expapi by rue breach of my of the foregoing Waal a guarantees. bat such liability shall in no evenI include Ices ofpmfis or loss of me. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHANGES IN LEGAL TERMS. The Purchaser may make changes m legal terms by wince change order. 5. CHANGES IN COMM F.RCIAL TERMS. The Purchaser may make any changes to the mount other than legal terms, including aMitions sem a or delmivfrom the quamiliesoriginally ordered in the specificmiom or drawings, by verbal or written change order. If any such change affects the muoun, due or the lime of performance hereunder, an equitable adjustment shall be made. 6. TERMINATIONS. The Purchaser may at any time by written change order, temrinme this agreement m to any or all potions of the good then not shipped, subject to any equitable adjustment between the parties as to my work or materials then in pureness provided that the Purchaser shall not be liable for any claims for anticipated profits on the uncompleted portion of the good and/or work, for incidental or consequential damages, and that no such adjustment be made in favor of the Sella with reopen to any good which are the Sellers standard stork. No such lamination shall relieve the purchaser or the Seller ofany of their Obligation as many goods delivered hereunder. Y. CLAIMS FOR ADJUSTMENT. Any claim for adjustment most be asserted within thirty (30) days from the date the change or Implication is ordered. 8. COMPLIANCE WITH LAW. The Sella wanmnls Jut all goals sold hereunder shall have been produced, said, delivered and furnished in strict compliance, with all applicable laws and regulations to which the good are subject The Sella shall execute and deliver such documents as may be required a effect m evidence compliance. All laws and regulmiom required ao be incorporated in agreements of this character are hereby incorporated herein by this reference. The Sella agree to indemnify and hold the Purchaser handless form all costs and damage sufIIrtd by the Purchaser as a .all of the Sellers failure to comply with such law. 9. ASSIGNMENT. Neither party shall assign, bmnsfer, or convey this order, or any monies due or to become due hereunder without the prior written cormnn of the other party. 10. TITLE. The Seller warrants full, clear and unrestrained tide to the Purchaser for all equipment, materials, and films famished in perfrmance of this agreement, free and clear of any and all liens, resections, rnervftorm, security interest e rpordeances and claims of others. 13. PURCHASERS PERFORMANCE 012 SELLERS OBLIGATIONS. If the Purchaser directs the Sutler to cancer nnnconfrming or defective .it, by a date to be agreed upon by the Purchaser and the Seller, and the Seller thereafter indicates its inability or unwillingness to comply, the Pumiscor may cause the work to be performed by the most expeditious means available to it, and the Seller shall pay all toss associated with such work. The Seller shall release the Purchaser and its contractors of my tier from all liability and claims Of my namrc resulting from the permanence, ofsuch work. This release shall apply even in the event of fault of negligence of the any released and shall extend to the directors, officers and employers of such Ivry. The Sella's commrnml obligzliom, including warranty, shall not be deemed to be reduced, in any way, because such work is perfomred or caused ao be performed by the Purchaser. 14. PATENTS. Wrienem, the Seller is required to use any design, device, mammal or process covered by letter, patent, mademork r copyright, the Setter shall indemnify and save harmless the Purid ma from any and aft claims for inf friar nt by reason of the use of such palented design, device. material or process in exa merlim with the contract, and shall indemnify the Purchaser for any cost, expense or damage which it may be obliged to pay by reason of such infingement at any time during the prosecution or after the completion of the walk. In ass said equipment, or any pan thereof or the intended use of the goods, is in such suit held to comfort, infringement and the use of said equipment or pan is rnj.ined, the Seller shall, at its own expense and at its option, either promote for the Purchaser the fight to continue using said equipment or pans, replace the same with substantially equal but noninfrriging equipment, or modify it so it becomes noninfringing. 15. INSOLVENCY. If the Seller shall become Insolvent or hankmpt, make m assignment for the benefit of creditors, appoint a receiver or trustee for any of the Sellers property or business, this order may forthwith be canceled by the Purchaser without liability. I6. GOVERNING LAW. The definition oftema med or the interpretation of the agreement and the rights of all parties hereunder shall be combved under and geverm d by fie laws ofthe State of Colorado, USA. The following Additional Conditions apply only in s when the Seller is to perform work hereunder, including the services of Sellers R,margative(s), an the graft. ofoshcu. 17. SELLERS RESPONSIBILITY. The Seller shall carry on said work at Sellers own risk until the same is fully completed and accepted, and shall, to case ofany accident, dnwaim or injury to the, work ready, mateiah before Sellers final completion and acceptance, complete the work m Sellers own expense erd to the satisfaction of the Purchaser. When materials all equipment are fumubed by oilers for installation, erection by the Sella, the Sella shall receive, unload, since and handle same at the site and become responsible therefor as though such m orr iOx aaN, equipment were being famished by the Seller under the order. I&INSURANCE The Seller shall, at his own expense, provide for the payment of workers <ompematian, including occupational disease benefits, to 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 co, contractual and automobile public liability insurance with lovably injury all death him s arm least $300000 for any one meson, S500,000 for any one accident and property damage limit per accident of S400,000. The Seller shall likewise requite his contractors, if any, to provide for such commatsation and insurance, Before any of the Sellers or his commence employees shall do any work upon the premises of others, the Seller shall famish the Purchaser with a ceniffcale that such compensation and insurance have been provided. Such ratficaes shall specify the date when such compensation and insurance have been provided. Such certificates dull specify the date when such compensation and insurance expire. The Seller agrees that such compensation and insurance shall be maintained umil after the entire work is completed and accepted. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Seller hereby ors ores the entire r¢ponsibiliry and liability for any all all damage, loss or injury of my kind or nature who esma to persons or comedy caused by or resulting form the execution ofthe work provided for in this purchase order or in connection herewith. The Seller will indemnity and hold harmless the Purchaser and any r all of the Purchasers officers, agents and employees from and against any and all claims, losses, damage, charges or expemea whether direct ,indirect, and whether to persons or property to which the Purchaser may be put or subject by mown of my act, action, neglect, omission or default on the pad of Jar Sella, any of his ..mortal, or my of flu Sellers , c.ntreem..Ricers. agens , employees. Ia core any suit or mho proceedings shall be brought against the Pmvdoem, or its calkers, agens or employees many time on account or by moon of any act, action, neglect, omission in default of the Seller of any of his co utompars many of its or then Officers, agents or employers as aforesaid, the Sella hereby agrees to motor the defense thereof and to defend the same or the Sellers awn expense, to pay my and dl toss, charges,.,arm, fees and other expenses, any and all judgments that may be incurred by or obtained against the Purchaser, any or is or their officers, agens or employees in such suits or other proceedings, and in case judgment or other lien be placed upon or obtained against the limitary, of the Purchaser, or said parties in, as a result ofsuch suits or other proceedings, the Seller will i t once cause the same to be dissolved and dischmgM by giving bond or olhawise. The Seller and his contractors shall take all safely precautions, fumish and install all guard necessary for the prevention of ecidenm, comply with ill laws and regulations with regard to safety including, bur without limitation, the Occupational Safety and Health At, of 1970 and all tales and reguldiom issued mmanuherem. Revised 03G010