Loading...
HomeMy WebLinkAbout495308 KRONOS INC - PURCHASE ORDER - 9143760Fort Collins Date: 07/02/2014 Vendor: 495308 KRONOS INC 50 CORPORATE PARK IRVINE CA 92606 PURCHASE ORDERPO 914376er Page 143760 lofz This number must appear on all invoices, packing sli s and labels. Ship To: POLICE DEPARTMENT POLICE SERVICES 2221 SOUTH TIMBERLINE ROAD FORT COLLINS CO 80525 Delivery Date: 07/02/2014 Buyer: DOUG CLAPP N ote: Line Description Quantity UOM Unit Price Extended Ordered Price i Telestaff Software Support Per Contract 1188607 R05.30.14 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 EmaTpurchasing@fogov.com 1 LOT LS Total Invoice Address: 15,118.96 118.96 City of Fort Collins Accounting Department PO Box 580 Fort Collins, CO 80522-0580 Purchase Order Terms and Conditions Page 2 of 2 I. COMMERCIALDETAILS. Tax exemptions. By statute the City of Fan Collins is exempt from score and local taxes. Our Exemption Number is 11. NONWArVER. 98-04502. Federal Excise Tax Exemption Cenifca¢ of Registry 84-6000581 is registered with the Collector of Failure of the Purehwa to insist upon strict performance of the terms end conditions hereof, failure or delay to Internal Revenue, Denver, Colorado (Ref Colorado Revised Statutes 1993. Chapter 39-26, 114 (a). exercise any rights or remedies provided herein or by law, failure to Merrily notify the Seller in the event of a broach, the acceptance Of Or payment for goods hereunder or approval i fdte design, shall von releme the Sella of Goods Rejected. GOODS REJECTED due to failure in meet spopifimtiwis, either when shipped or due to defects of any of the wanantirs or ON afiml of this purchase order and shall not be deemed a waiver of any right of the damage in transit, may be volumed to you for credit and are not to be replaced except upon receipt of written purchaser to insist upon stria performance hereofor any of its rights or remedies as in any such goods, regardless instruction, from the City of Pon Collins. of when shipped. received or accepted, as to any Mar or subsequent default hereunder, nor shall any pugwrred and modification or rescission of this purchase order by the Purchaser operate in a waiver of any of the trmrs Inspection. GOODS are subject to the City of Fort Collies inspection on anival. hereof. Final Atteptmre, Receipt of the merchandise, services or optimum in response to this order can result in 12. ASSIGNMENT OF ANTITRUST CLAIMS. amhorbed payment on the prat of the City of Fan Collins. However, it is to be understood that FINAL Seller and the Pmchawr, recognize that in actual becurcurnic practice, overcharge, resulting from minimal ACCEPTANCE is dependent upon completion of all applicable "mrN inspection pracesums. violations are in fact home by the Purchua. Themofore, for good muse and in mnsidention for executing this purcM1ase order, the Seller hereby assigns to me Purchaser any and all claims it may now have or summer Freight Trans. Shipments most be F.O.B., City of Fan Collins, 700 Wood St., Fr. Collins, CO 80522, unless acquired made, federal or sate antitrmt laws for such merchargrs relating to the r articular'corki or services otherwise specified on Nis order. Upamilima is given to prepay freight and charge separately, the original freight purchased or acquired by the Purchaser pursuant ao this purehau order. bill must accompany invoice. Additional charges for packing will or be accepted. Shipment Distance. Where mamdnetamrs have distdbunng points in era is pans of the country, ship cut is cxpeded fmm the nearest distribution palm In destination and exeas !eight will be deducted from Invoice when shipments are made from greater distance. Permits. Seller shall Marine at sellers sole cost all necessary permits, certificates and licenses required by all applicable laws, regulations, ordinances and roles of the state, municipality, rtmtory or political subdivision when the work is performed, or required by any other duly convicted public authority having jurisdiction mar the work of vendor. Seller fuller agrees to hold the Ciro, of Fan Calkins harmless from and against all liability and loss incurred by them by waason of as asserted or established violation of any such laws, regulations, ordiwncrs, colas all mountaineers. Authoriamioa All parties am this contra agree that the reprewnatives art, in fact, was fit, and possess full and omach, suthodry to bind said panics. LIMITATION OF TERMS, This Purchase Order expressly limits acceptance Us the terms and conditions sated herein sea forth and any snpplemenary or additional terms and conditions wnnexcd hotel. or nocirpormed herein by reference. Any additional or di Herear terms and conditions proposed by seller an, objected to and hcrcby rejccaed. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately ifyou cannot make complete shipment to arrive on your pamired delivery date as noted. Time is ofine essence. Delivery and performance man be effected within the time sated on the purchase order all the documents murchM Marto. No acts of the Purchaser including, without lipme aon acceptanm of Modal Ire deliveries, shall atomic w a waiver affair prevision. In the event of any delay. the Purchaser shall have, in addition to other legal and scrabble remedies, the option ofpIwmg this enter elsewhere .it holding the Seller liable far damages. Howercr, the Seller shall not bt liable for damages as a result of delays due to causes not rmsonably foreseeable which are beyond its assessable control and without its fault of negligrra, such acts of God, ace. of civil or miliary authorities, governmental priorities, fires, stakes, Rood, epidemics, wars or riots provided that notice of the conditions causing such delay is given to the Purchaser within five (5) days of the time when the Seller first received knowledge thereof In the event of any such delay, the date of delivery xhall be extended for he peri.d equal to the dime siwl ly lost by reason of the delay. 3. WARRANTY. The Seller moment that all good, wicket, materials and work covered by this order will conform with applicable drawings, spicifiarem s, sonnies work., other descripliorss given, will M fit for the purposes intended, and Performed with the highest degree of cart and competence in accordance with accepted standard for work of a mile are The Seller ages to hold ter purelawr harmless form any lass, damage or expense which the Purchaes may suRer or incur on account of Ne Sellers breach of warmnry. The Seller shall replace, repair or make good, without cost to me purchaser, way defects or faults arising within one (1) year or within such longer period of time ns may be prescribed by law or by the terms of any applicable warranty provided by the Sella afte, the date of acceptance of me good famished hereunder, (acceptance not to be unreasonably delayed), reaching rem imperfect or defective work done or materials furnished by the Seller Acceptance or use of good by the Purchaser shall not random, a waiver of any claim under this warranty. Except as otherwise provided in this purchase order, the Sellers liability hereunder shall extend to all damages proximately caused by the breach of any of the foregoing warramla or guman sat , but such liability shall in an rvem include Ins of profits or lass of use. NO IMPLIED WA RRAN3'Y OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CI IANGES IN LEGAL TERMS. The Purchaser may make changes to legal terms by written change order. 5. CHANGES IN COMMERCIAL TERMS. The Purchases may make any changes to the terms, other than legal across, including addirimts to or delelions from the quantities amorally ordered in the apecificaiom or it—,." by ceAal or woman change order. If any such change affects the amount due or the time of performance hereunder, an cquiuble adjustment shall be made. 6. TERMINATIONS. The Purchaser may w any time by written change order, nominate this agreement in to any or all portions of the good then nor shipped, subject to any equitable adjustment between the Trades as to any work or materials than in progress provided that the Purchaser shall not be liable for any claims for anticipated profits on the uncomplaal portion of the goads and/or work, for incidental or covequented damages, and that no such adjustment be made in favor of the Seller with respect to any good which arc me Sellers standard stock. No such termination shall achieve the Purchaser or the Seller of any oftheir obligations as to any goods delivered hereunder. ). CLAIMS FOR ADJUSTMENT. Any claim for adimsammr must be asserred within thug, (30) days farm the date are change or termination is ordered. 8. COMPLIANCE WITH LAW. The Seller warunrs that .11 good sold hereunder shall have been produced, wld, delivered and furnished in strict compliance with all applicable laws and regulations to which the ..its arc subject. The Seller shall execute and deliver such documents as may be required to effect or evidence compliance. All laws and regulations required ht be incorporated in agreements of this character are hereby incorporated herein by this reference. The Seller agrees to indemnify and hold the Purchaser harmless firm all costs and damages snObred by the Purchaser as a result of the Sellers valorem comply with such law. 9. ASSIGNMENT. Neither party shall assign, transfer, or convey this order, or any monies due or a become due hereunder without me Our whom mwart t ofilm other parry. 10. TITLE. The Seller warrants bill, clear end worstrlcted talle to me purchaser for all rgnipment, mmmals, and it. fumuhed in performance of this agreement, free and clear of any and all liens, restrictions, resmauow, security interest encumbrances and claims of others. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. If the Purchaser directs the Seller to comed nonconforming or detective goods by a date to be agreed upon by the Pumhaser and the Seller, and the Seller mereafter indicates its inability or unwillingness to comply, the Purchaser may cause the work to be performed by the most expeditious means available to it, and me Seller shall pay all casts associated with such work. The Seller shall release me Purchaser and its contractors of any Per from all liability and claims of any wtu¢ resulting tram the performance ofsuch work. This releew shall apply ever in the pant of fault of negligence of elm party released and shall extend to the directors, officers and employees ofrucM1 Many. The Seller's contmawl obligations, including warranty, shall not be deemed to be reduced, in any way, because such work is performed or caused to h performed by me Purchaser. 14. PATENTS. Whenever the Seller is required to use any design, device, material or process covered by leave, patent, trademark or copyright, the Seller shall indemnify and save handless the Purchaser train any and all claims for infringement by reason of the use of such Toeoed design, device, material or pacers in connection with the cantata, and shall indemnify the Purchnsa for any cast, expense or damage which it may be obliged at pay by reason ofsuch infringement at any tine during the prosecution or after the completion of the work. In case said equlpmem, or any pan thereof or the intended we of the good, is in such suit held to constitute infn'.gement all the use of said equipment or pea is enjoined, the Seller shall, at its own expense and at its Wrion, either promm for the Purchaser the right to continue using said equipment or Pans, replace the same wads subssanfally egwl but noninfringing equipment, or modify it an it becomes noninfringing. 15. INSOLVENCY. If the Seller shall become insolvent or baNump , make an assignment for the benefit of creditors, appoint a or rcadee for any of the Sellers property or business, this order may forthwith be canceled by the Purchaser without liability. 16. GOVERNING LAW. The definitions ofterms used or the interpretation of the agreement and the rights craft Ponies hereunder shall M combued under and governed by me laws afore State of Colman , USA. The following Additional Conditions apply only in caws where the Seller is to perform work hereurdm harboring the wrvaces of Sellers Reprewnaaive(s), on the premises ofathers. 17. SELLERS RESPONSIBILITY. The Seller shall carry on said work at Sellees own risk unfit me same is fully remained it accreted, and shall. w of my accident, destruction or injury W the work an/lor rwterials before Settees final completion and cceptance, complete the work at Settees own expense and to the satisfaction of me Purchow. When materials and equipment are famished by others for installation or tactic. by the Sella, the Seller shall receive, unlood, store and handle same at the site and become responsible lim,fnr or though such materials andbn rgaipmem were being famished by the Sellcr under the order. 18. INSURANCE. The Sella shall, at his own expense, provide far the payment of workers compensation, including occupalimed disease benefits, W its employees employed on or in connection with the work covered by this purchase mader, and/or to their dependents in accordance with Ne laws of the sure in which the work is to be done. The Seller shall also cony comprehensive general liability Including. but not limited ro, conuoc.al and aummabit, public liability insurance with Mdily injury and death limits of at hour 900," for any one person, 5500.000 for tiny one accident and property damage limit per accident of S4WpW. The Sella shall likewise require his onrmcrors, if any, to provide for such compensation and insore. Before any of the Sellers his contmm ers employees shall do any work upon the premises of others, theSellershah furnish the Purchases with a certificate that such compensation and insurance have been provided. Such certificates shall specify me dare when such compmmnion and inmmnea have been provided, Such oertificates shall specify the date when such compensation and in expire. The Seller camas that such compensation and insurance shall be maintained until mar the entire work is completed and accepted. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Seller hereby commes the entire responsibility and liability for any all all damage, Ins or injury ofany kind or nature wbatoever to persons or property caused by or resulting rem me execution of the work provided for in this purchase under or in connection herewith. The Seller will indemnify end hold harmless me Purchaser and any or all of the Purchases officers, agents all cmployecs fmm and against any and all claims, losses, damages, charges or expenes, whether direct or i circa, and whether to persons or Marviny to which me Purchaser may be put or subject by rearm of any act, action, neglect, omission or default on me part of the Sella, any of his commotion, . any of the Sellers in contracars .IRcers, agent or employees. In case any .it w amen proceedings shall be brought against the Purchaser, or its officers, agents or employees at any time on account or by reason of any act, action, neglect, omission or default of the Seller of any of his covtmdons or any of its or their officers, agents or employees as aforesaid, the Seller hereby agrees to assume the defense thereof and m defend the same at the Sellers own expense, to pay any and all costs, charges, attorneys fees and other expenses, any and all judgment that may be incurred by or obtained against the Purchaser or any of its or their officers, agents or employees in such was or other proceedings, and in case judgment or rho lam bat placed upon or obtained against the property ofine Panchner, or said parties in or as a result ofsuch saw or office proceedings, the Seller will at ore canes the same to be dissolved and shortchanger by giving bond or otherwise. The Sella and his contmams shall coke all aafny preczutiom, f ish and install all ga as necessary for the prevention of accident, comply with all sews and regulations with regard to aaMy ineloding, but without lamination the Occupational Safetyand Hwlth Act of 1970 and all rules all regulations issued pursuant theaem. Revised 03R010