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HomeMy WebLinkAbout129763 RED ARROW MANUFACTURING - PURCHASE ORDER - 3214284PO PURCHASE ORDER 321428er Page C117/ of PURCHASE 14284 1 °f 2 ' `tCollinsr This number must appear V on all invoices, packing sli s and labels. Date: 07/24/2014 Vendor: 129763 RED ARROW MANUFACTURING 1761 E 64th AVE DENVER CO 80229 Delivery Date: 01/09/2014 Ship To: STREETS DEPARTMENT CITY OF FORT COLLINS 625 NINTH STREET FORT COLLINS CO 80524 Note: Line Description Quantity UOM Unit Price Extended Ordered Price 2 addendum to PO 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 Total Pay terms net 30 days 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. COMMERCIALDETAILS. Tax exemptions. By statute the City of Fort Collins is exempt from amm and ]war razes. Our Exemption Number is 98-04502. Federal Excise Tax Exemption Certificate of Registry 84-6000587 is registered with the Conecmr of Internal Revenue, Drover, Colorado (Ref Colorado Revised Statutes 1973, Chapter 39-26, 114 (a). Goods Rejected. GOODS REIECI'ED due be, failure to meet spOri fi,oarie s, either when shipped or due to defects of damage in transit, may be retumal to you for credit and are not to be replaced except upon receipt of written instmdions from the City of Fort Collins. Inspection. GOODS are subject to the City of Fort Collins inspection on naval. Final Acceptance- Receipt of the memhardiu, stromea or equipment in remorse a this smaller Or. result in atahorixd payment on the pout of the City of Fort CORP.. Hummer, it is to be uedmoro l that FINAL ACCEPTANCE is dependent upon completion of all applicable required impectihn pmcNures. Freight Teams. Shipments must be F O.B., City of TO. Collins, 160 Wood St., Fort Collins, CO 80522, unless otherwise specified on his Pride,. Ifper ioois g,cm mprepay freight end charge scpomarlg the original freight all mml accompany invoice. Additional charges for ,soaking will not be accepted. Shipment Distance. Where manufacturers have distributing paints in various parts Of the country, shipment is expected from the nearest distribution point to desrirromm, and exerss freight will be deducted from Invoice when shipments are made from insurer d'auoe. ILNONWAIVER. Failure of the Purcbastt to Pat upon strict performance of the terms and conditions hereof failure or delay to exercise any rights or remedies provided herein or by law, failure a promptly notify the Seller in the event of a breach, the acccpence of or payment for goods hereunder or approval of the design, shall or release the Seller of any of the warranties or obligations of this purchase order and shall not be deemed a waiver of any right of the purchaser to insist upon strict performance humor or any of its rights or remedies as to any such goods, regardless of when shipped, received or accepted, as to any prior or subsequent default hereunder, Par shall my purported and rwdificaion or remission of this purchase order by the Purchaser operate as a waiver of any of the terms bercof. 12. ASSIGNMENT OF ANTITRUST CLAIMS. Sella and the Purchaer mr., ae that in aclvl ecommic practice, o erchargra resulting fro .,a.. violation, are in fact home by the Terminate. Thererhfom. fro good cause and as consideration for executing this purchase order, the Seller hereby assigns to the Purchase any and all claims it may now have or hereafter acquired under federal or stare amiwst laws for such overcharges relating to the particular goods or services purchased or acquired by the Purchase pursuant to this purchou order. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. If the Punchaur directs the Seller to correct nonconforming or defective goods by a date to be agreed upon by the Pumhmer and the Seller, and the Seller thereafter indicates its inability or unwillingness to comply, the purchaser may cause the work to be performed by the most expeditions means available to it, anal the Seller shall Pay all casts associated with such work. Permits. Seller shall procTue at sellers sole rost all mesinary perms, certificates and licenses regviml by all applicable laws, regulations, ordivnces and rules ofthe stare, municipality, rtmrory or political suWivuion where the work is performed, or mcmued by any .,he, duly wmtituted public authority havingjudsdictim 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 asserted Or established violation Of any such laws, regulations, ordinances, rates and "urn menu. APIP.Hamim, All ponies to This contract agree that the P,rcO ntativm are, in fact, bon. fide and Possess full and omplem authority to bind said panics. I.IMHATION OF TERMS, This Purchase Order expressly limits acceptance to the temp and conditions soared herein set forth and any supplementary or additional taus and conditions moved hereto or incorporated harem by refer., Any additional or different terns all condnims proposed by seller are objected to and hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately ifyou cannot make complete shipmrm to arrive as your promised delivery dam as noted Time is of the essence. Delivery and pert ance most be effected within the time stated on the purchase order and the documents arlachN hereto. No acts of the Purchasers including, without Iimibmion, acceptance alpinist late deliveries, shall operate as a waiver of this provision. In the mein of any delay, the Purchaser shall have, in addition to other, legal and equitable remedies, the option of,dming this Order elsewhere and holding the Seller liable for damages. However, the Seller slelI not be liable for damages as a result Of delays due to causes not masotebly fomeeable which are beyond its reasonable contact and without its fault of negligence, such acts of God, acts Ofcivil or military cadhim ms, governmental priorities,fires, strikes, flood, epidemics, wars or riots provided that notice or the conditions causing such delay is given to the Purchaser within five (5) days of the time when the Seller first cerebral knowledge therm[ In the runt of any such delay, the date of delivery shall be extended for the period equal to the time actually lost by reason ofrM delay. 3. WARRANTY. The Seller warrants that all good, article', materials and work covered by this Order will conform with applicable drawings, specifications, samples amisor other descriptions given, will or fit for the purpose intended, and performed with the highest degree of care and ompareace in accordance with accepted sandar& for work: of a similar nature. The Seller agrees to hold the purchaser harmless from any loss, damage or expense which the Purchaser may sutler or incur on account ofthe Sellers breach Of warranty. The Seller shall replace, repair or make good, without cast to the purchaser, any Defects or faults mixing within one (1) year or within such longer period of time as may be prescribed by law Or by the toms of any applicable warranty prodded by the Seller otter the die of acceptance of the good fmishN hereunder (acceptance not to be unreasonably delayed), resulting from imperfect or defective work done or maeriaals famished by the Seller Acceptance or use of good by the Pumhaamr shall rmr onstiert a waiver of any claim under this wartanry. Except as otherwise provided in this purchase order, the Sellers liability hereunder shall extend to all damages proximately caused by thr breach army ofthe foregoing wamntius or guarantees, but such liability shall in an ever include loss of profis in loss of use NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHANGES IN LEGAL TERMS. The Pmcbaur may make changes to legal terms by waihen change order. 5. CHANGES IN COMMERCIAL PERMS. The Purchaser may make any changes to the teams, other than legal tert including additions to or deletions from the quantities originally ordered in the specifications or Jmwinga, by verbal or carmen change order. If any such change affects the amount due or the time of performance hmmmn . m equitable adjustment shall he made. 6. TERMINATIONS. The Purchaser ney at any lime by omen change order, terminate this agreement as no any or all portions of the goods then halt shipped, subject to any equitable adji0menl betwan the names as to any work or maerials then in progress provided that the Pumhaster shall not be liable for any claims for anticipated profile on the uncompleted portion of the good and/or work, for incidental or consequential damage, and that no such chualmtnr be made in favor of the Seller with respect to any good which are the Sabers staglard stock. No such margination shall relieve the Purchaser or the Seller of any oftheir obligations as to any good delivered hereunder. ]. CLAIMS FOR ADJUSTMENT. Any claim for adjuummt most be ossered within thing (30) Jays !ram the time the change Or termination is ordered. 8. COMPLIANCE WITH LAW. The Seller warrens dot all goods sold hereunder slosh have bcsn produced old, delivered all f ished in strict ompliance with all applicable laws and regulations to which the golds are tat The Seller shall execute and deliver such documents as may be required to effect Prevalence compliance. All laws and regulations required to be incorporated in agreements of this character are hereby incorpomrd herein by this reference. The Seller agrees to indemnify and hold the Purchaser harmless Gom ell costs and damages sorted by the Purchase as a result of the Sellers failure to comply with such law. 9. ASSIGNMENT. Neither parry shall assign, transfer, or convey this order, or any monies due or to become due hereunder without the poor winter consent Ofthe other party. 10. TITLE, The Seller warrens hall, clear and unresirguad tide to the Pechaser for all equipment, materials, and it. famished in pert ance of this agreement, f and clear of any and all lies, asmcdonS nesen ,a.., semnry interest encumbrances and claims ofomers. The Seller shall re. the Purchaser and its contractors of any net from all liability and claims of any mature reaching from the perfoimance ofsuch work. This releae shall apply even in the event of Galt of negligence of the party released and shall extend to the fiction, omirms and employees of such party. The Seller's contractual obligations, including warranty, shall not be dermal to b, reduced, in any way, became curb work is perfumed Or caused to be performed by the Pnr icamn. 14. PATENTT S. Whenever 0e Seller is"hired totce my design, device. material or process covered by lever, Labor, trader ark 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 the wnuact, and shall indemnify the Purchaser for any cost, expense or damage which it nay b, obliged m pay by reason of such inGngenrem at my time during the prosecution or after the completion of the work. In case said equipment, or any part thereof or the amended use of the goods, is in such suit held to constitute infringeme rd 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 using said equipment or parts, replace the same with substantially equal but no unfringing equipment, or modify it so it becomes uminfringing. 15. INSOLVENCY. If the Seller shall become insolvent or haN;mpt, make an assignment for the return of creditors, appoint a mtcivcr or .,as fro any of the Sellers progeny or boslness, this order may forthwith be canceled by the Purchaser witMm liability. I& GOVERNING LAW. The definitions of,. used or the inreryretatim of the agreement and the rights of all Parties hereunder shall be construed under and governed by the laws of the State of Colorado, USA. The following Additional Conditions apply only in taus where the Seller is to perform work hereunder, including the services of Sellers Represenmtive(a), on the premises of.flar s. 12. SELLERS RESPONSIBILITY. The Seller shall carry on said work an Settees own risk until the same is illy completed and accepted, and shall, of any accident, destruction or injury to the work mdror comet uls before Sellcrs Bnal completion am ceau of complete the work At Sellees own expense and to the satisfaction of de, Puchaser. When materials and rycap., sm famished by others for installation or ereaioa by the Seller, the Seller shah receive, udood, same and handle same at the site and become responsible therefor as dough such materials and/or equipment were being famished by the Seller under the order. 18. INSURANCE. The Seller shall, it his own expense, provide far the payment of workers compemation, including occupational disease benefits, to Its employees employed on or in connection with the work revered 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 net limited to, wntramu l and automobile public liability insurance with bWily injury and death limits ofm least S300,000 for any one person, S500,000 for any accident and property damage limit per occident of S40g000. The Sella shall likewise require his coneaclm, if any, to provide for 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 fltmish the Purchaser with a certificate Real such compensation and instance have been provided. Such certi0eares shall specify the date when such comprmrion and insurance loss, beam provided. Such certificates am[] specify the date when such compensalion and insurance expires. The Seller agrees that such compensation and insurance shall be maintained Will after the entire work is completed and accepted. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Seller hereby ssumcs [he entire ra,iinsihihy and liability for any and all damage, loss or injury, of any kind or vture whatia eve, to parses or property caused by or resulting from the execution ofthe work provided for in this purchase order or in connection herewith. The Seller will indemnify and hold hanmdess the PmeM1aser and any r all of the Purchasers officers, agents Pod employees from and against any and all claims, losses, damages, charges or expenses, whether direct or indimet, and whether to persona or property, to which the Purchaser ivy be put or subject by meson of any act, action, neglect, omission or default on the Part of the Seller, any of his contractors, or any of the Sellers or contractors officers, agents or employees. In case any suit or other proceedings shall b, brought against the purchase, or its office, agents or employes At any time on account or by reason of any act, action, neglect, Omission or default of the Seller or any Of his contractors or any of its or their office., agents or employees as aftimsaid, the Seller hereby agrees to assume the defense Nemif and to defend the same at the Sella own expense, to pay any and all toss, charges, a tomrys 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 proceedings, and in case judgment or other lien b , placed upon or Obtained against the property ofthe Purchaser, or said parties in or as a result ofsuch Buis or other proceedings, the Seller will at once cause the same to be dissolved and discharged by giving band or otherwise. The Seller and his contractors shall take all safety precautiors, famish and install all guards necessary for the prevention Of accidents, comply with Of lawn and regulations with regard to safety including. but without limiatiun, die O asq arional Safety and Health Act of 1970 and all rules and aeguladons issued pursvnt thereto. Revised 01R014