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HomeMy WebLinkAbout450506 DITESCO LLC - PURCHASE ORDER - 9143680Fort Collins Date: 07/01/2014 PURCHASE ORDER PO Number Page 9143680 1of2 This number must appear on all invoices, packing sli s and labels. Vendor: 450506 Ship To: CITY MANAGER DITESCO LLC CITY OF FORT COLLINS 1315 OAKRIDGE DR SUITE 120 300 LAPORTE AVE FORT COLLINS CO 80525 CITY HALL WEST - 1ST FLOOR FORT COLLINS CO 80521 Delivery Date: 06/30/2014 Buyer: JOHN STEPHEN Note: Line Description Quantity UOM Unit Price Extended Ordered Price Foothills Mall Project Managem 1 LOT LS 174,874.00 ent Per terms and conditions of RFP 7647 and agreement dated 6-30-14. 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 Email:purchasing@fcgov.com Invoice Address: City of Fort Collins Accounting Department PO Box 580 Fort Collins, CO 80522-0580 hale Order Terms and Conditions Page 2 of 2 1. COMMERCIALDETAILS. Tax exemptions. By statute the City of Fort Collins is exempt from state and local taxes. Our Exemption Number is 98-I4502. Federal Recisc Tax Exemption Cenificme of Registry 84-6000587 is registered with the C.Ilecmr of Inmmal Revenue, Derive, Colorado (Ref. Culcmdo Revised Statutes 1923, Chapter 39-26,114 (a). Goads Rejeued GOODS REJECTED due to failure to meet specifications, either when shipped or due to dit of damage in rmil, maybe miumed to you for credit and are not to be replaced except upon receipt of wrinen imtmctows from the City of Fan Collins. Inspection GOODS am subject to the City of Fort Collins impatum on amval. Final Acceptance. Receipt of the merchandise, services or equipment in response to this order can result in authorized payment no the pan of the City of PonCollins. However, it is to be understood list FINAL ACCEPTANCE is dependent upon completion fall applicable required inspection procedures. Freight To—. Shipments most be F.O.B., City of I'ad Collins, Too Wood St., Too Collins, CO 80522, unless otherwise specified on this order. Hpnmiesion is soon m prepay freight and charge separately, the origiml freight bill must accompany invoice. Additional changes far Woking will not be accepted. Shipment Distance. Where manufacturers have distributing points in various pans of the country, shipment is expected from the nar eest distribution point to daminalioq and excess freight will be deducted from Invoice when shipments are made from greater dlswnce_ Permits. Seller shall procure at sellers sole cast all necessary permits, certificates and licenses required by all applicable laws, regulations, ordinances and roles of the some, municipality, territory or political subdivision where the work is performed, or required by any ogee duly coratlmred public authority having jurisdiction ova the work of vendor. Seller further agrees to hold the City of Fort Collins harmless fmm and against all liability and loss incurred by them by mason of an asserted or established violation of any such laws, ragulmiom, ordinances, rules and raluirements. Authorization. All parties to this contract agree thus the represenwdves are, in fact, bona fide and possess full and complete authority to bind said ponies. LIMITATION OF TERMS, This Purchase Order expressly limits acceptance I. the terms and conditions stated herein set path and any supplementary or additiowl tams and conditions annexed herein or incorporated herein by reference. Any additional or different berm and conditions proposed by seller we objected to and hereby rejectN. 2. DELWERY. PLEASE ADVISE PURCHASING AGENT immediately if you cannot make ..plan, shipment 10 arrive on yaw promised delivery date as noted. Time is of the wiener.. Delivery and performance most be eRecmd within the rime stated an the purchase order and.the documents attached hereto. No its of the Purchasers including, without Incited., acceptance oa'pani.l la¢ deliveries, shall operate as a waiver of thin pmvhslon. In the event of any delay, the Purchaser shall have, in addition to other legal and equiable rcmedics. 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 reasowbly freseeable which are beyond its wasowble afraid wed without its fault of negligence, such acts of God, net of civil or military authorities, goverpromesi priorities, fires, shrikes, food, epidemics, was or fiats provided that bodies, of the conditions causing such delay is given to the Purchaser within five (5) days of the time when the Seller fret received knowledge thereof In the event of my such delay, the date of delivery shall be extended for the penned equal to the time naturally lost by reasons of the delay. 3. WARRANTY. The Seller warrants that all goods, articles, rialwals and work covered by this order will conform with applicable drawings, specifications, samples veddor other descriptions given, will be fit for the purposes intended, and performed with the highest degree of care and competence in accordance with accepted standard for work of a similar moue. The Seller agrees to hold the purchaser harmless fmm any Ims, damage or expense which the Pumhastt may suRa or ine on auvr un of the Sellars breach of warranty. The Seller shall re,du e, repair or make good, without cost to the purchase, any defects or faults anon£ within one (1) year or within such longer period of rime as may be prescribed by hw or by the rem¢ ofany applicable wmmnty Provided by the Seller after the date of acceptance of the goods fumished hereunder (acceptance not to be unreasonably delayed), resulting fmm imperfect or defective work done or materials Furnished by the Seller. Acceptance or use of goods by the Purchaser shall not institute a waiver of any claim under this woranty. Ecept as otherwise provided in this purchase fitter, the Sellers lirml dry hereunder shall extend to all damages proximately caused by the breach of any of the foregoing warranties ar guamnmes, bat such linker lit, bull in no event include loss of profits or loss of ase. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4, CHANGES IN LEGAL TERMS. The Foreknow may make changes to legal terms by women change order. S. CHANGES IN COMMERCIAL TERMS. no Purchaser may mike any changes m the mans, usher than legal terms, including additions to or dohninna from the quantities originally ordered in the specifications or drawings, by verbal or waiter change order. It any such change affects the amount due err the time of perfunnance hereunder. an equitable adjustment shall be made. ATERM NATIONS. The Pumhasa may at any if., by written change order, formimte this agreement as to any car all pri ifm of the goods then not shipped, subject to any equitable adjutment between the parties as to any work or materials Nets in progress provided that the ruminator shall not be liable for any claims for anticipated profits on the uncompleted Penton of the goods ardor work, fix incidental or consequential damages, and that no such adjustment he made in favor of the Seller with respect to any cads which art the Sellers standard stock. No such termination shall relieve the Purchaser err the Seller fany ofth.i, obligaians as m any gads delivered bereuntion ]. CLAIMS FOR ADIUSI'MENT. Any claim for udjusment most be asserted within thirty (30) days from the date me change ar lamination is ordered. 8. COMPLIANCE WITH LAW. The Seller warrants that all goods sold hereunder tall have been produced sold, delivered and famished in strict compliance with all applicable laws and regulate. to which the tands are subject. The Seller final execute and deliver such documents as may be required to effect or evidence compliance. All laws and regulatiom required to be incorporated in agreements of this character we hereby incorporated herein by this reference. no Seller agrees to indemnify and hold the Purchaser atlas from all costs and damages suffered by the Purchaser as a result of the Sellers failure to comply with such law. 9. ASSIGNMENT. Neither parry shall assign, tmmfer, or convey this order, many monies due or to become due hereunder without to prior written consent of the other parry. 10. TTTLE. The Sella warrants full, cear and umestdcted title to the Purchaser for all equipment mammals, and items furbished in performance of this agreement, free and clear of any and all liens, restrictions, reservations, seeurn, interest encumbrances and claims of others. ILNONWAIVER. Failure of the Purchaser to insist upon strict performance of the am,, vad conditions here.[ failure or delay to exercise any rights or remedies provided herein or by law, failure to promptly notify the Seller in the event of a breach, the accordance of or payment for goofs hereunder or approval ofthe design, shall not redesse the Seller of any of the warranties or obligations of this purchase order and shall tsar be deemed a waiver of my right of the purchsser to insist upon ratio performance hereofe, any of its rights or remedies as many such good, regardless of when shipped, received or accepted, w many prim or subsequent default hereunder, nor shall any purported oral modification or procession of this purchase order by Ne Purchaser operate as a waiver of any of the term hereof. 12. ASSIGNMENT OF ANTITRUST CLAIMS. Seller and the Purchaser recognize that in actual ecaanomic practice, overcharges tasselling from antitrust violations are in fact home by the Purchaser. Thereof re, for goal cause and as comidemaion for executing this purchase order. rue Seller hereby assigns to the Purchaser any and all claims is may now have or hereafter re,rirN wile, federal or state antitrust taus for such overcharges reining to the particular goods or services purchased or ax,mred by the Purchaser Pursuant m this purchase oMer. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. Iffl a Purchaser directs the Seller to cones nonconforming or defective good by a data 10 be agreed upon by the Purchaser and the Seller, and also Seller thereafter indicates its inability or unwillingness to comply, rue Purchaser may cause the work to be perforesl by the most expeditious inures available to it, and the Seller shall pay all cow, associated with such work. The Seller shall release the Purchaser add its commctors of my tier from all liability and claims of my wire resulting from the Performance ofsuch work. This reloase shall apply an in the event of fault of negligence of the parry released and shall extend to rue directors, officers and employees of such parry. the Seller's contractual obligations, including warnry, shall not be deemed to be reduced, in any way, because such work is performedor caused to be performed by the Purchaser. 14. PATENT'S. Whenever the Seller is required to use any design, device, material or process covered by loner, patens, trademark or copyright, the Seller shall indemnify and save harmless the Purchaser from any and all claims for infringement by tun of the tau of such patented design, deice, material or process at corection 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 infringement at any time during the proweration or after the completion of the work. In case said equipment, or any pan thereof or the Intended too of the goods, is in such suit held to constinum Infringement and the use of said equipment or pan is enjoined, the Seller shall, at its own expense and at its option, either procure for the Purchaser the right to continue wing said equipment or pans, replace the ante with substantially equal bur noninfringing equipment, or modify it so it becomes noninfringing. 15, INSOLVENCY. If the Seller shall become insolvent or bankrupt make an assignment f due benefit of credimas, appoint a or trustee far any of the Sellers progeny, or business, this oMer may Forthwith be canceled by the Purchaser without liability. 16. GOVERNING LAW. The didimlions.piers used or the intaryr anion ofthe agreement and the fights of all parties hereunder shall be cons Wed under and governed by the laws ofthe State of Colorado, USA. The following Additional Conditions apply only in cases where the Sella is to perform work hereunder, including the services vitiations Rep¢senwtiveRf on the promises ofothem IT. SELLERS RFSPONSHHLITY. The Seller shall carry, on said work at Settees awn risk until the sine is rally completed and accepted, and shall, in u of my accident, destruction at injury to the work super materias before Sellers final completion and acceptance, complete the work at Seller's own expense and to the satisfaction of the Purchaser. When materials and equipment are famished by others for installation or erection by the Sells, the Seller shall receive, unload, start and handle sore at the site and maxima respmesible therefor as though such materials and/or equipment were being fumished by the Sella under the order IS. INSURANCE The Seller mall, at his awn ec,., provide fro the payment of amkcas compensation. incJudng..,,iaml disease benefts, to its employees employed on or in connection with the work covered by this purchase order, mod tar to their dependents in accordance with the laws of the sure in which the work it to be done. The Sella shall also carry comprehrncive general liability including, but not limited to, contractual and automobile public liability insurance with bodily injury and death limits of at least S300,000 for 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, it any, re provide Re such compensation and insurance. Before any of the Sellers or his contractors employees shall do any work upon the premises of others, the Seller shall famish the Purchaser with a certificate that such compensation and insurance have been provided. Such cenihcates mall specify the date when such compensation sod houre ere have been provided. Such amplitudes shall specify the date when such rote accention and insurance expires. The Seller agrees that such compensation aM announce shall be maintained until after the entire work is completed and accepted. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Sella, hereby assumes the entire responsibility and liability for any and all damage, lass or injury ofany kind or nature whatsoever to persons or property caused by or resulting from the execution of the work provided for in this purchase order or in connection herewith. The Sella will indemnify and hold hmmless the Purchaser and any r all of the Purchasers officers, agents and employees fmm and against any mad all claims, lasses, damages, charges or expenses, whether direct or indirect red whether to persons or property to which the Paramecia may be put or subject by feufn of any act action, neaten, omission or default on the pan of the Sella, any of his contractors, or any of the Sellers or mntractors officers, agents or employees. In case any suit or other proceedings shot[ be brought against the Purchaser, or its officers, agents or employees at any time an account or by reason of any act, anion, neghtl, omission or default of the Sella 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 wine at the Seller, own expense, to pay any and all costs, charges, anomeys fees and other expenses, my and all judgments that may be incurred by or obtained against fie Pumaser or any of its or their officers, agents or employees in such suits or other proceedings, and in case judgment or other lien be placed upon or obtained against the property ofthe Purchases, or said parries in at as a result of such suits or other proceedings, the Sella will in once cause the muse to be dissolved and divarged by giving bond or otherwise. The Sella and his contractor shall take all safety prceaudom, fourth and until all guard rmceswry for the prevention of accidents, comply with all laws and regulations with regard to safety including, but without limitation, the Occupational Safetyand HealthAct of 1970 and all rates sod regulations issued parta ant Nereus. Revised 03I2010