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HomeMy WebLinkAbout540530 SPX TRANSFORMER SOLUTIONS INC - PURCHASE ORDER - 9144541Fort Collins Date: 08/07/2014 PURCHASE ORDER Vendor: 540530 SPX TRANSFORMER SOLUTIONS INC 400 S PRAIRIE AVE WAUKESHA WI 53186 PO Number Page 9144541 1o12 his number must appear on all invoices, packing sli s and labels. Ship To: ELECTRIC UTILITIES CITY OF FORT COLLINS 700 WOOD ST FORT COLLINS CO 80521 Delivery Date: 08/07/2014 Buyer: PAT JOHNSON Note: Line Description Quantity UOM Unit Price Extended Ordered Price 1 Testing services per Service Agreement 7645 Changing High Side De -Energized Tap Changer, Attached Contact project engineer to coordinate work schedule. Project Engineer- Bob Hover 970-221-6725 970-217-8109 (cell) 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@fogov.com 1 LOT LS 72,000.00 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 1. COMMERCUU.DETAILS. Tax exemptions. By statute the City of Fort Collins is exempt fmm sure and local taxes. Our Exemption Number is 984}1502. Fderdl Excise Tax Exemption Canfirme of Registry 84-6000587 is registered with the Collecmr of Internal Revenue, Denver, Colorado (Ref Colorado Revised Statutes 1923. Chapter 39-26. 114 gn) Goods Rejected. GOODS REJECTED due m failure to meet spaifird o w, either when shipped or due to dialects of damage in tramit, may be retumed to you for credit and are not to be replaced except upan receipt of written inswctians from the City of Fun Collins. Inspection. GOODS art subject to the City of Pon Collins inspection on arrival. Final Acceptance. Receipt of the merchandise, services or equipment in response to this order can esult in authorized payment on the Wn of the City of Fort Collins. However, it is ,o be understood nor FINAL ACCEPTANCE. is dependrnt upon compleim of all applicable required imitation procedures. Freight Tears. Shipments must be F.O.D., City of Fan Collins, IDO Wood Sr, Fort Collins, CO 80522, unless otherwise specified on this order. lfpermission is given an prepay freight and charge separately, the original freight bill must.,map-, immict Additional charges for packing will not be acemted. Shipment Distance. Where mnnufluuras have distributing points in vas us parts of the country, shipment is expected Tom the nearest distribution point,, deumatim, and excess Tonight will be deducted from Invoice when shipments are made from greater distance. Permits. Seller shall procure at sellers sole cost all necessary permits, certificates and licenses required by all applicable laws, regulations, ordinances and poles of the sate, municipality, panic, or political sudicopur where the work is performed, or required by any other duly constituted public authority having jurisdiction over the work of vendor Seller fobs, agrees to hold the City of Ton Collins hpomlecs from end against all liability and lots incurred by them by reason man atoned or established violation of any such laves, regulations, ordinances, rules and requf promi Authorization. All Farm, to this attract agree that the reprexnatives are, in fact From fide and possess fall and complete amhoziry It bind said parties. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the arms and conditions stated herein set path and any supplementary or additional terms and conditions annexed hereto of incorporated herein by relcrence. Any traditional or different terms and conditions proposed by seller are objected to and hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately ifyou cannot make complete shipment an arrive on your promised delivery due as poled. Time is of she essence. Deliveryants[ performance must be effected within the time sued on the purchase order and the davments attached hereto. No acts of the Purchasers including, without limitation, mcepan¢ ofpanial late deliveries, stall opeate as a waiver of this provision. In the runt ofany delay, the Purchaser shall have, in addition lumber legal and equitable manacles, 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 resuh of delays due to comes not reasonably foreseeable which are beyond its reasonable control and without is fault of negligence, such acts of God acts ofcivil or military amhord es, govemmenul priorities, fires, strikes, flood, epidemics, wars or dims provided that notice of the conditions causing such delay is given to the Purchaser within eve (5) days of the time when the Seller fint received knowledge thereof. In the event of any such delay, the dam of delivery shall be extended for the period equal m the time actually lost by reason of the delay. 3. WARRANTY. The Seller warrants that all parts, articles, materials and work covered by this order will conform with applicable drawings, specifications, samples andror other descriptions given, will he fit for the purposes intended, and performed with the highest degree of care and competence in accordance with accepted standards for work of a similar mare. The Seller agrees to hold the purchaser harmless from coy lass, damage or expense which the Purchaser may sufla or incur on account of the Sellers breach of warranty. The Seller shall replace, repair or make good, without cost to the purchaser, any defects or finds arising within me (1) year or within such longer period of time as may be, prescribed by law or by the mats ofany applicable warranty Provided by the Seller after the date of acceptance of the goods famished hereunder (acceptance not to he measurably delayer), resulting fmm imperfect or defective work done of materials furnished by the Seller. Acceptance or use of goods by the Purchaser shall not corporate a waiver of say claim under this waranty. Except as otherwise provided in this pamlam order, the Sellers liability hereunder shall extend to all damages proximately caused by the breach of tray of the foregoing svarmmies or guarantees, but such liability shall in no event include loss of profits or loss of use. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF F1I'NESS FOR PURPOSE SHALL APPLY. 4. CHANGES IN LEGAL TERMS. The Purchaser may make changes m legal mrtns by women change order. 5. CHANGES IN COMMERCIAL TERMS. The Purchaser may make my change, to the temps. other than legal moms, including additions to or deletions fmm the quantities originally contend in the aptti6puoras or drau'inyf, by veNal or xrma ebange ovicc If any such change affair the amount due or the lime ofperforamnce hereunder, m equitable adjustment shall be made. 6. TERMINATIONS. The Purchaser may or any time by written change order, terminate this agreement as to any or all portions of the goods then not shipped, subject to any equitable ndjustment between the tonics as to any work or materials then In progress provided (last the Parchoxr shop not be liable for any claims to, mnicipmed profits on the unatnplard potian ofthe goads torpor work, for incidental or conxgnential damages, and that no such adjustment be made in favor ofthe Seller with respect to any goods which ore the Sellers standard stack. No such lamination .shall relieve the Puch.m or the Seller of any oftheir obligations ar to any goods delivered hereunder. 2. CLAIMS FOR ADJUSTMENT. Any claim for adlusnment must be ruened within thirty (30) days fmm the &,a the change or temptation is oNcrcd. 8. COMPLIANCE WITH LAW, The Seller wamnw Oat all goods sold hereunder shall have been produced, sold, delivered and nourished in strict compliance with all applicable laws and regulations to which the goods arc subject. The Seller shall execute and deliver such documents as may be required to effect or evidence compliance. All laws and regulations required to be incorporated in agreements of this character are hereby incorporated herein by this mfieaace. The Seller agrees to indemnify and hold the Purchaser harmless from all costs and damages suffered by the Purchaser as a result of the Sellers failure to amply with such law. 9. ASSIGNMENT. Neither party shall assign, transfer, or convey, this order, or any monies due at to become due hereunder without he prior wrimen common ofthe other party. 1). TITLE. The Seller wamnu full, clear and unrestricted title to the Purchaser for all equipment, maerals, and items fished in performance of this agreement, f and clear of any and all lino, restrictions, reservations, security interest encumbonce, and claims ofothers. Page 2 of 2 11. NONWAIVER. Failure of she Purchaser on ionic, upon Baia perfomance of the at. and conditions hereof, failure or delay to any rights or remedies provided herein or by law, failure to promptly notify the Seller in the turn, of a branch, the acceptance ofor paymen, for goods hereunder or approval ofthe design, shall not release the Seller of my of the warranties or obligations of this pumhaw order and shall not be deemed a waiver of any right of the purchaser to insist upon strict performance hmemor any of its rights or remedies as an my such goods, regardless of when shipped, received or accepted, as to any prior or subsequent default hereunder, nor shall any purposed and modification or rescission al this purchase order by the Purchaser operate as a waiver of any of the terns hereof. 12. ASSIGNMENT OF ANTITRUST CLAIMS. Seller pool the Purchaser recognize that in actual arprompor practice, overcharges rembin8 fmm antirrsrs, violations are in fact tame by the Furtherer. Theretofore, for good cause and as consideration for executing this purehax order, the Seller hereby assigns to the Purchaser any and all claims it may now have or hereafter acquired under federal or sure antivust laws for such ovartap es relating a the Particular goods or services purchased or acquired by the Purchaser pursuant to this purchase order. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. I Ida, Purchaser docas the Seller to coned nonconforming or defective goads by a date on be agreed upan by the Purchaser and the Sclia. and the Seller thereafter indicates its inability or unwillingness to comply. the Purchaser may cause the work to be pert r and by the most expeditious means oviiii.ble to it and the Selle, shall pay ell costs assaided with such work. The Seller shall release the Purchase, and its c pprom ars of any net from all liability and claims of any more, resulting from the performance crouch work. This retests shall apply even in the even, of flute of negligence of des pony ciliated and shall exrend or the directors, officers and employees of such Party. The Sellers contractual obligations, including warranty, shall not be deemed to be reduced, in any way, because such work is performed or caused to be performed by the Purchaser. 14. PATENTS. Whenever the Seller is regoiral m use any design, device, material or process covered by leans patent, trademark r copyright, the Seller shall indemnify and save harnless the Purchaser from any and all claims for infringement by reason of the use of such patented design, device, material or prowess in connection with the contract, and shall indemnify the Purchaser for any cost, expense or damage which it may h, obliged to pay by reason of such infringement at any time during the prosecution or after the completion of the work. In case said equipment, or any pan herof or the intended me of the goods, is in such suit held to creature rafiagerm nt and the use of said equipment or pan is enjoined, the Seller shall, at its own expense ad at its option, either procure for the Purchaser the right m continue using said equipment or Parts, replace the same wish substantially eqm1 but mninGtnging equipment, or modify it an it becomes commingling. 15. INSOLVENCY. If the Seller shall become insolvent or bankrupt, ..In m motorboat for the being, of creditors, apprior e or tmsme for any of the Sellers property or business, this order may foMwith be cancels[ by the Purchaer without liability. M. GOVERNING LAW. The defnidurs fit. used or the imagination ofthe agreement and the rights of all parties hereunder shop be compared under and governed by the leas ofthe State afCclonall USA. Thc following Aditioml Conditions apply only in cases where the Seller is to perform work hereunder, including the services of Sellers Repasena,ive(sk on the pmnises ofoshers. .. ❑. SELLERS RESPONSIBILITY, The Seller shall cony m said work in Sellers own risk until the same is fully completed and accepted, and shall, in case of any accident, destruction or injury or the work and/or materials before Sellers Iwl completion and acceptance, complete the work at Sellers awn expense and m the satisfaction of the Purchaser. When matmals and equipment are famished by others for installation or erection by the Seller, the Seller shall receive, unload, store and handle same at the site and become responsible therefor as though such materials and/or equipment were being front d by he Seller under the order.. 18. INSURANCE. The Seller shall, at his own expense, provide for the payment of workers compensation, including acupurional disease benefits, on its employees employed oft or in comesum with the work ar end by this purchase other, and/or to their dependents in accordance with the laws of the state in which the work a to be done. The Seller shall also may comprehensive Reason liability including, bur not limited to, contractual and automobile public liability in,.—. with bodily injury and death limits of at lenr S30g.W0 for any one person, S500,00o for any one accident and property damage limit per accident of S400AW. The Seller shall likewise require his contractors if any, m provide for such compensation and insurance. Before my of the Sellers or his comments employees than do any wmk upan the premises of others, the Seller shall f ish the Purchaser with a ccnificale that such o mpac and a ee a have ban provided. Such certificates sMJura when specify the when such compensation and insurance have been provided. Such certificates shall specify the date when such compensation and insurance expires. The Seller agrees that mch compensation and insurance shall be maintained until alter the entire work is completed and accepted. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Seller hereby assumes the more responsibility and liability for any and all damage, lass or injury of any kind r nature wtutsowver to persons or property caused by or malting fmm rate execution ofthe work provided for in this purchase order or in comrequar herewith. The Seller will indemnify and hold harmless the Purchaser and any r all of she Purclu omcer , agents and employees fmm and against any and all claims, Item, damages, charges or expenses, whether direct or indirect, and whether to persons of pmpary to which the Purchaser may be pm or subject by mason of my tar, action, neglect, omission or default m she pan of the Sella, any of his ammctors, or any of the Sellers or appormors officers, agency or employees In tax any suit or other proceedings shall d brought against the Pntchaxq or its officers, agents or employees at my time on account or by reason of any act, action, neglect, omission or defaut, of the Seller of any of his contractors or any of its or their officer,, agents or employees as aforesaid, the Seller hereby agrees to assume the defense thereof and to defend the same at the Sellers own expense, to pay any and all costs, charges, attorneys fees and other expenses, any and all judgments that may be incurred by or obtained against the Purchaser or any of its or their oRars, agents or employees in such suits or other proceedings, and in cats jdgmrnt or other lien be placed upon or obained against the property of the Purchaser, or said panics in or as a result of such wits or other proceedings, the Seller will at once cause the same to he dissolved and disclargd by giving band a msherise. The Seller and his contractors shall sake all safety precautions, fish and ituull all guard necessary fat the prevention of accidents, comply with all laws and regulation with regvd to safety including, but wihwt limitation, We Occupational Safety and Health An of 1970 and all poles and egulaions issued pursuant thereto. Revised 01Q014