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HomeMy WebLinkAbout506424 EXCERGY CORPORATION - PURCHASE ORDER - 9144440City.of PURCHASE ORDER 914444or Page Collinsof 2 Flir( _ This number must packing �_\V`I ` V ` on all invoices, packing sli s and labels. Date: 08/05/2014 Vendor: 506424 Ship To: ELECTRIC UTILITIES EXCERGY CORPORATION CITY OF FORT COLLINS 3773 CHERRY CREEK NORTH DRIVE SUITE 575 700 WOOD ST DENVER CO 80209 FORT COLLINS CO 80521 Delivery Date: 08/04/2014 Buyer: PAT JOHNSON Note: Line Description Quantity Ordered UOM Unit Price Extended Price I Technical Consultation and 1 LOT LS 8,620.00 Program Managment Services per RFP #7414 and Associated Work Order #12 2 50% of Demand Response 1 LOT LS 8,620.00 Acceptance & Testing _ 3 Balance of Scope Acceptance 1 LOT LS 58,000.00 and Testing DOE Award # DE-OE000357 ARRA/SGIG Funding 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 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 L COMMERCLV,DETAILS. Tax exemptions. By same the City of Fort Collins is exempt floor stain end Rand taxes. Our Exemption Number is 11. NONWAIVER. 98-01502. Federal Excise Tax Exemption Certificate of Registry 84-6000581 is registered with the Collector of Failure of the Purchaser to insist upon strict performantt of the emu and conditions helm[ failure pr delay to Formed Revenue, Denver, Colorado (Ref. Colorado Revised Samoan 1993. Chapter 39-26, 114 (a). exercise any lights or remedies provided herein or by law, failure to promptly notify the Seller in the event of a breach, the acceptance of or payment for goods hereunder or approval ofthe deign, shall not release the Seller of Goods Rejected. GOODS REJECTED due to failure 0 meet sporific,piam, either when shipped ar due to defects of any of the warranties or obligations of this purchase order and shall not be deemed a waiver of any right of the damage in oansil, may be rammed ra yra for credit and are not to be replaced except upon receipt of written purchase, a insist upon strict performance laminfor any of its rights or remedies as tunny such goods, among., instructions from the City of Tom Collins. of when shipped, received or accepted, as to any prior or subsequent default hereunder, nor shall any purported oral mortification or mzcission of this purchase order by the Purchaser operate an a waiver of any of the team Inspection. GOODS are subject to the City of Tom Collins inspection on anneal, hereof Final Acceptance. Receipt of the merchandise, services or equipment in respame to this order can result in 12. ASSIGNMENT OF ANTITRUST CLAIMS. authorized payment on the pan of the Ciry of Fort Collins. However, it is to be understood that FINAL Seller and the Pueh r rtcopize that in actual economic pmetice, Overcharge resulting floor =,I=, ACCEPTANCE is dependent upon completion ofall applicable required inspection pfaceduoes. violation are in fact home by the Functional. Theretofort, far good. and as cotssideaticn far executing this puncbase, order, the Seller hereby assigns to the Purchase, any and all claims it may now have or hereafter Freight Team. Shipments area he F.O.B., City of Fort Collins, 90) Woad SI., Fon Collins, CO 80522. unless acquired under federal or some antitrust laws for such mereharges relating m the particular goods or smiccs otherwise sp unfied on this order. If permission is given to prepay freight and charge separately, the original freight purchased or acquired by the Purchaser parsuanuo this purchase order. bill most accomoanv invoice. Additional charges for parkins will not be accepted. Suppliant Distance. Where manufacturers have distributing points in various pans of the country, shipment is expected from the nearest distribution point an destination, and excess freight will be deducted from Invoice when Shipments are made fora greater distance. Permiu. Seller shall procurt at sellers sole east all necessary permits, traditionless and licenses required] by all applicable laws, regulatlora, industries and toles of the sate, munldpaliry, a n uary or political subdivision where the work is pert M, or required by my other duly cormimted public authority having jurisdiction over the work Of vmrdir, Seller fuller agree to Imld the City of Fon Callum hvmless firm and against all liability and loss incurred by them by reason of an acsened or established violation of any such laws, regulations, ordinances, toles and r yuiremenu. Authoritarian. All parties to this coolant agree that the representatives are, in fact, ban. fide and punness full and complete calmarly to bind said pur ies. LIMITATION OF TERMS. This Purchaie Order expressly limits acceptance to the terms and conditions stated herein set forth and any supplementary or additional Grain and conditions annexed hereto or incorporated herein by reference. Any additional or different ems and conditions proposed by seller are objected to and hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately tryout cannot make complde Shipment to arrive an your promised delivery date an noted. Time is of,hc cssanm. Delivery and pefopmn must he a@coed within the rime stated on the purchase order and the documents aach lid herelo. No acts of the Purchasers including• without limitmion, acceptmce of partial late deliveries, shall operate as a waiver of Ibis provision. In the event army delay, the Purchaser shall have, in addition to other legal and equitable remedies, the option ofplacing this order elsewhere and holding the Seller liable for damages. Ifowever, the Seller shall not be liable far damages as a .at, of delays due in causes not reasor ably foreseeable which are beyond its reasonable control and without its fault of negligence, such acts of God, acts of civil or nti fluty authorities, governmental prioritic, fires, snakes, Bused, epidemics, wars or riots provided that notice of the conditions causing such delay is given to the Purchaser within five IS) Lays of the time when the Seller For received knowledge thereof In the event of any such delay, the dale of delivery shall be extended for the period equal .,he time actually pus, by reason of the delay. 3. WARRANTY. The Seller warrants that all good, articles, materials and work covered by this order will confirm wall applicable drawings, speoifcatioa, sampling andror other descriptions given, will be f, far the purposes intended, and performed with the highest degree of cart and competence in err undmic with accepted sundsrdg for ..,it of a similar nature. The Seller agree to hold the purchaser harmless form my loss, damage or expense which the Purchaser may suffer or incur on account of the Sellers breach of warranty. The Seller shall replace, repair or make good, without cost to the purchase, any defects or faults arising within one (1) year or within such longer period of time as may be prescribed by law or by the terms of my applicable warranty provided by the Sol let after the d to of acceptance of the goods furnished hereunder (acceptance not to be unreasonably delayed), resulting form imperfect or defective work done or materials furnished by the Sol to,, A ... pounce or use of Bands by the Purchaser shall not constitute a waiver of any claim under this warranty. Except o otherwise provided in this purchase oNer, the Sellers liability hereunder shall extend to all damages proximately caused by the breach of any of the foregoing warranties or gumam ws, but inch liability shall in no event include loss of profits or loss of use. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHANGES IN LEGAL TERMS. The Purchaser may now ranges to legal team by w-riven change order. 5. CHANGES IN COMMERCIAL TERMS. To, Purchaser may make any changes to the terms, other than legal terms, including additions to or deletions from the quantifc, florally ordered in the specifications or drawings, by verbal or commen. change order. IIany such charge affects the amount due or the time ofperfoasmce hereunder, an equimble adjustment shall be made. 6. TERMINATIONS. It, Purchaser may at any time by carte. change order, lepinae this agreement as m any or all Into- of the good then not shipped, subject o any equitable adjustment between the panics as to my work or matcriaft then in progress Provided that the Parallactic shall not M liable for my claims for anticipated profits on the uncompleted portion ofthe good andror work, for incidental or consequential damages, and that no such adjaamenf be made in favor of the Seller with appear to any goals which ma the Sella scrndnal stock. No such ...arm shall relieve the Purchaser or the Seller ofeny of their obligations as to any good delivered hereunder. V. CLAIMS FOR ADJUSTMENT. Any claim for ndjumment must be asserted within thirty (30) days from the date the change or enninaion is ordered. 8. COMPLIANCE WITH LAW, The Seller warrants that all goad sold hereunder shall have been produced, said, delivered and fumished in strict compliance with all applicable laws and regulations fro which the good are subject The Seller shall execute and deliver such documents as maybe required to effect or evidence compliance. All laws and regulations required to be morpoaled in agreements of this character are barely imorporated herein by this reference. The Seller agrees to indemnify and hold the Purchaser harmless form all roam and damages suffered by the Purchaser as a result of the Sellers failure an comply with such law. 9. ASSIGNMENT. Neither party shall assign, transfer, or convey this order, or any monies due or to become due hereunder without the prior wall. rooucut of the other pang. 10. TITLE. The Seller warrants FOR, clear and unrestricted title to the Purchaser for all equipment, materials, and items famished in perropmce of this agreement free and clear of any and all liens, restrictions, reservations, security interval encumbrances and claims irritants. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. If the Purchaser directs the Sol let to coact nonconfomting or detective goods by a date to be ugreed upon by the Purchaser and the Seller, and the Seller thereafte, indicates its inability or unwillingness to comply, the Purchaser may cause the work to be performed by the most expeditions means available to it, and the Seller shall pay all costs associated with such woh. The Seller shall release are Purchaser and is contractors of any for farm all lindahl and claims of any mturt resulting from the performance ofsucb work. This release shall apply even to the event of fault of nrgligence of the parry released and shall extend a the directors, officer, and employees of.uch party. The Sellers contractual obligations, including warranty, shall not be deemed a be reduced, in any way, because such work is perfined or caused to be performed by the Purchaser. 14. PATENTS. Whenever the Seller is required In use any design, device, material or process covered by leer, patent, trademark or copyright, are Sella shall indemnify and save hapless the Purchaser tam my and all claims for infringement byre of the nu of such Featured design, device, material or process in connection with the contract, and shall indemnify the Purchase for my cost, expense or damage which it may be, obliged to pay by reason of such inGrngemem at any time during the pmwarlioa or after the completion of the work. In rage said equipment, or any pan thereof or the intended use of the good, is in such ..if held to c ..c infringement and the now of Said equipment ar pan is enjoined the Seller shall, at its own expense and at its op m, either procure for the Purchaser the light to continue using said equipment or pans, replace the same with substantially expand but noninfringing Nuirmenr, or modify it sec it becomes noninfringing. 15. INSOLVENCY. If the Seller shall became insolvent or bankrupt, make an 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 liabillry. 16. GOVERNING LAW. The definitions ofemm and or the intcryretation of no agreement and the rights ofall parties hereunder shall be comp lid order and postponed by the laws ofNe Sloe of Colorado, USA. The following Additional Conditions apply only in cases where the Seller is to perform wink hereunder, including the services of Sellers RepiesenmtivHs), on N<pemises climbers. 17. SELLERS RESPONSIBILITY. The Seller shall carry on said work at Sellers own risk until the same is fully completed and accepted, and shall, in e of my accident davuctian or injury to the work aaVor maeriak before Seller's final completion and acceptance, complete the work at Sellers own expense and to the satisfadmn of the Forefinger. When maerials and equipment are famished by others for installation or ernefion by the Seller, the Seller shall receive, carload, smre and handle same at the site and become responsible lorefr, as fho.PP such materials and/of equipment were beingf ishcd by to, Seller under the order. 18. INSURANCE. The Seller shall, at his own expeme, provide for the payment of worker compensation, including Occupational disease brncfits, to its employees employed on or in connection with the walk coverall by alas purehau maker, and/or to their dependens in accordance with the laws of the state in which the work a to be done. The Seller shall also carry comprehensive general liability including. but no, limited to, contractual and automobile public liability invagmre with bodily injury and death limits of at least 530LOW for any one person, $500,000 for my one accident and property damage limit per accident of S400,000. The Seller shall likewise require his contractors, if ally, in provide for Stich compensation and insurance. Before any of the Sellers or his contractors employees shall do any work upon the premises of others, the Sella shall famish the Purchaser with a certificate neat such compemdtion and insurance have been provided. Such certificates Shall specify the date when such ompematlon and insurance have been provided Such certificates shall specify line dale when such compensation and imurance expires. The Seller agrees that such compenution and insurance shall be maintained until after are entire work is completed and accepted. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Sella hereby assume the crime responsibility and liabillry far any and all damage.loss or injury ofeny kind or sere whatsoever to persona or property occurred by or resulting from the execution of the work provided for in this purchase older or in connection herewith. The Seller will indemnify and hold hapless the Purchaer and any cr all of the Purchasers oRemm , agents and employees from and against any and all claims, losses, daages, harges or expenses, whether direct or indirect, and whether to persons or property to which the Purchaser may be put or subject by reason of any act, action, neglect, omission or default on the pan of the Seller, any of his carpel. , .1 my of the Sellers .1 contracors Oficros, agents or employee. In arse any suit or Other proceedings shall be brought against the Purchnser, or its of5cess, agents or employers at any time on account or by reason of any act action, neglect, omission or default of the Seller of my of h6 contractors or my of its or their officers, agenu or employers as aforesaid, the Sella hereby apees to assume the defense thereof and to defend the same of the Sella own expene, fro pay any and all costs, cltmge, aftomeys fees and other expenses, my and all judgments out may he incomd by or obtained against the Purchaser in my of its or their officers, agents or employees in such suits or other proceedings, and in ccu judgment or other dim be placed upon in obtained against the property of the Purchaser, or said parries in or as a result attach suits or other proceedings, the Seller will at once cause the same to be dissolved and discharged by giving bond or otherwise. The Seller and hes contractors shall take all safety precoutiors, f mish and mural all guard accessary for the prevention of accidents, comply with all laws and regulations with regard to safety including, but without llmleaon the Occupational Safety and Health Act of 1970 and all rates and regulations issued pursuantthereto. Revised 0II2014