HomeMy WebLinkAbout110325 PROCESS CONTROL DYNAMICS INC - PURCHASE ORDER - 9144706PO
PURCHASE ORDER 914470er Page
C117/ of PURCHASE
44706 1012
F/' rt Collins( hisnumbees,pac packing
/�„!I\V`I ` V �7 on all invoices, packing
sli s and labels.
Date: 08/14/2014
Vendor: 110325 Ship To: WATER TREATMENT PLANT #2
PROCESS CONTROL DYNAMICS INC CITY OF FORT COLLINS
6480 S QUEBEC ST 4316 W LAPORTE AVE
CENTENNIAL CO 80111-4628 FORT COLLINS CO 80521
Delivery Date: 08/14/2014 Buyer: PAT JOHNSON
Note:
Line Description Quantity UOM Unit Price Extended
Ordered Price
Support/maintenance agreement 1 LOT LS 385.00
for Kepware Modbus OPC Server Suite
Water Treatment Facility - 2 licenses
Per Quote #: KH044N01; Dated 08/04/14
Fax to Nolan Herring at 303-741-4472
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, Fart Collins, CO 80522-0580
Phone:970-221-6775 Fax: 970-221-6707 Email:purchasing@fcgov.mm
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. COMMERCIAL DETAILS.
Tax exemptions. By statute the City of Fan Collins is exempt from state and local mxes. Our Exemption Number is
98-04502. Federal Excise Tax Exemption Certificate of Registry 84.6 005D is registered with the Collector of
Internal Revenue, Deava. Colorado (Ref. Colorado Revised Salutes 1973, Chapter 39-26, 114 (a),
Goods Rejected. GOODS REJECTED due to failure o men speoficdtions, either when shipped or due to dean., of
damage in wont, may he reamed to you for credit and are Out to he replaced except upon receipt of moan
interactions from the City of Fen Collins.
Inspection. GOODS are subject to the City of fort Collins inspection en arrival.
Final Acceptance. Receipt of the merchandise, se or Muipmcne in response to this order cal ici t in
authorized payment on the part of the City of Fort Collins. however, it is to be understood that FINAL
ACCEPTANCE is dependent upon completion of all applicable requited inspection procedures.
Freight Tam¢. Shipments must be F.O.B., City of Fort Collins, 700 Wood St, Fort Collins, CO 80522, unless
otherwise Specified on this older. If permission is given to prepay freight and charge separately, the original freight
bill most acton wnv invoice. Additional chimes far awkine will Out he accented.
Shipment Distance. Where manufazturers have dismissing points in various pans of the ntry, shipment is
a expected from the nearest distribution point . destination, and excess Freightcou
will be deducted joint Invoice when
shipments are made front greater distance.
Permits. Seller shall procure m sellers sale cost all neceseary permits, amifica rs and licenses required by all
applicable laws, o,ti otior:s, wi ireances and tales of be state, municipality, toalmry or political subdivision where
the work u performed, or required by any other duly constituted Public authority having jurisdiction mor the work
of r.do,. Seller further agrees to hold the City of Fun Callus barmllas from red against all liability and two
incurred by them by reason of an asserted or established violation of any such laws, mgulations, informal, rules
and requirement.
Authorization. All p:nrles to this contract agree that the o presommivm, or, in face, bon:. fide m,d passes. furl and
complete anthority to bind said panics.
LIMITATION OF: TERMS. This Purchase Older expressly limits acceptance to the terms and conditions stated
herein sat forth and any supplementary or additional arms and conditions amaexed hereto or incorporated herein by
reference. Any additional or different mmr and candidates proposed by Sella are objected to and hereby o jmed.
2. DELIVERY.
PLEASE ADVISE PURCHASING AGENT in.med mind Tyra cannot nuke complete shipment la arise on your
Promised delivery date mutual Time is of the mmme, Delivery and performance taus, be a@cled within the time
,rated on the purdem under and the due scaus attached halt., No acts of the Pomhmen including, without
limitation, acceptance Of partial late deliveries, shall operate as a waiver of this provision. In the event of any delay,
the Purchaser shall have, in addition to other legal ad currents remedies, the option ofplacing this older elsewhere
and holding the Seller liable for damages. Ilowmer, the Seller skill not be liable for damages res a result of delays
due to exams not reasonably foreseeable which are beyond its reasonable control mr[ without it fault ofrionigence,
such aces of Gad, acts of civil m military aumhaaities, governmental priorities, fires, strikes, broad, epidemics, wars or
nose provided dust notice of the conditions, causing such delay a given to the Purchaser within five (5) days of the
time when the Sealer first received knowledge thereof. In the event of any such delay be dale of delivery sham be
extended for the paned rywl to the time wholly Iran by reamn.(the delay.
3. WARRANTY.
The Seller warrants that all goods, articles, materials and walk cu,nal by this order will cant ern with applicable
drawings, specifications, samples and/or other descr ion. given, will be fit for be purposes intended, and
Performed with be highest degree of cart and compdence in accordance with accepted standard for work of a
similar nature. The Seller agrees 1. hold the purchawr harrnless from any Imss, damage or c.p ase which the
purchaser may suffer or i.e., on account of the Sellers brash of'sonso my. The Sella shall replace, repair or make
goad, wihout cost to the purchaser, any defects or faults arising within one (1) year or within such longer pond of
time as may be presmbed by law or by the terms of any applicable warranty provided by the Seller after the date of
acceptance of the gaud famished hereunder (.axplare, not to be bacommebly delayed), resulting from imperfect
Or domnive work done or materials famished by the Seller. Acceptance or use of grad by the Purchaser shall not
onstimo a waiver of any claim under this warranty. Except as otherwise provided in flux purchase older, the Sellers
liability hereunder shall extend to all damages proximately cowed by the breach of any of the foregoing warranties
or guarantees, but such liability shall in no event include loss ofpmfits or loss of use. NO IMPLIED WARRANTY
OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY.
4. CHANGES IN LEGAL TERMS.
The Purchaser may make changes to legal terms by oaten change order. ..
5. CHANGES IN COMM FACIAL TERMS.
The purchaser may make any changes to the terns. other than legal terms, including additions to or deletions from
the Premiums originally ordered in be specifications or drawings, by vabul or written change order. If any such
change affects the amount due or the time of perfoanance hereunder, up equitable w1blemenr skill be mode.
6. TERMINATIONS.
The Purchaser may at any time by wnnen change order terminate this agreement as to nny err all WrGom of the
good then not shipped, subject to any equitable adjustment between the parties as in any work or materials then in
progress provided that the Purchaser shall not be liable for any claims for anticipated profits on the uncompleted
portion of the goods and/or work, for incidental or emoccu emial damages, and that no such adjustment be made in
favor of the Seiler with ,aspen to any good which are the Sellers ought stock:. No arch termination shall relieve
the Purchaser or the Sella ofany of their obligation as to any good delivered hereunder.
'I. CLAIMS FOR ADJUSTMENT.
Any claim for adjustment matt be wommed within thirty (30) days form be date We change of termination a
ordered.
S. COMPLIANCE WITH LAW.
The Seller warrants Char all goods sold hereunder shall have been produced, sold, delivered and famished in strict
compliance with all applicable laws and regulations to which the goods are subject. The Seller shall execute and
deliver such documents as buy be required to cited or evidence compliance. All laws and regulations required W be
incorporated in agreement of this character all hereby mobporaed herein by this short The Seller agrees to
indemnify aid hold the, Purchaser hmmless from all costs and damages suffered by the Purchaser m a result of the
Sellers failure to comply will such ow.
9. ASSIGNMENT.
Neither Parry shall assign, transfer, or convey this order, or any monies due or to become due hereunder without the
,no, written contour of the ober party.
10. TITLE.
The Seller warrants full, clew and unrestricted title to she Purdoser for all equipment, materials, and items furnished
in perfommce of this agreement, free wad clear of any and all liars,, mechanics, mcrvatimess, summary wheat
acumbrawes aki claims afobm.
I I. NONWAIVER.
Failure of the Purchaser to insist upon strict pert romance of the tam¢ and condition, hereof, failure Or dolly m
exercise any rights or rosaries provided herein or by law, railum to promptly notify the Sella in the event of a
breach,
the ec-wau a of or payment for goods hereunder or approval of the design, shall not release the Seller of
any of the economics or obligations of this purehma older and shall not be, deemed a waiver of any night of the
purchaser to insist upon strict perfommre, hereof., any of it rights or remedies as to any such Rand, regardless
of when shipped, received a accepted, as to any poor or subsequent default hereunder, nor shall any purported
oral modifimtion or rescission of this purchase older by the P rchasa operate os a waiver of any of the in.
hereof.
12. ASSIGNMENT OF ANTITRUST CLAIMS.
Seller and the Purchaser recognize that in actual economic practice, overcharges resulting from antitrust
violations are in fact home by the Purchaser. Theretofore. fogood cause and m consideration for execming his
purchase older, the Seller hereby assigns to the Purchaser any and all claims it may now have or hereafter
acquired under behalf or sole antitrust laws for such overcharges relating to the particular good or services
purchased or acquired by the Purchaser parmand to this Dunchau order.
13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS.
Ifthe Purchaser direcrs the Seller to career nonconforming or defective good by a date to be agreed upon by the
Purchaser, and the Salleo, and the Seller thereafter indicates its inability or unwillingness to comply, the Purchaser
may cause the work to be Performed by be mast expeditions means available to it, and the Seller shall ply all
costs wailimal with such work.
The Seller shall release the Pumhosa and its ensign w, of any tier from all liability and claims of any mare
retailing from the paformmtm of such wark.
This mleau shall apply even in the event of fault of negligence of be pany olosed and shall extend or the
dheesers, officers and militias of such party.
The Seller's contractual obligations, including warrelly, shag not be deemed to be reduced, in any wary, because
such work is performed or caused to be Performed by the Purchaser.
14. PATENTS.
Whenever the Seller is required to me any design, device, material or process covered by letter, patent, hallmark
or copyright, the Sella shall indemnify and save hmmless the Pmchaio ham any and all claims for infringement
by remain of the use of such patented design, &rice, material or Process in connection with the contmd, 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 prosecution or after the completion of the work. In case said equipment, or
any pan hereof a, the monodist also of the goods, is in such .it held to com,btme commitment and be use of
said equipment or pan is enjoined, the Seller shall, at it own expense and at its ration, either formal for the
Purchaser the right to continue using said equipment or pans, replace the same with substantially am] but
noninfringing equipment, or modify it w it becomes noninfringing.
15, INSOLVENCY.
If the Seller shall become insolvent or barJmpt, make an assignment for the benefit of creditors, appoint a
calso or ..a for any of the Sellers proPeny or business, this coda may f.n undo be canceled by the
Purchaser without liability.
16. GOVERNING LAW.
Ile definumas of teens used or the interpretation of the agreement and the rights of all parties hereunder shall be
construed under and bcomed by the laws of the Sole of Colorado, USA.
The following Additional Conditions apply only in cases where the Sella is to perform work hereunder
including the smices of SellersReprommistive(s), on Ole promises cfobers.
Il. SELLERS RESPONSIBILITY.
The Seller shall Only on said work at Sellers On risk until the same is fully completed and located, end shot],
in case of any accident, distraction or injury to the work ON., mammals before Seller's fail c.mplelian and
acceptance, complete eta work at Settees own expense and to the satisfaction of the Purchaser When nationals
and equipment are frmishal 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 cough such materials ardor equipment
were being furnished by the Seller wrier the older.
18. INSURANCE.
The Soler shall, at his own expense, provide for the payment of workers composition, including occupational
disease benefits, to its employees employed on or in connection with the work covered by this purchase order,
labor to their dependents in accordance with the laws of the state in which he work is to be done. The Seller
shall aim cony a clumai nsive general Iiabohly including, but not limited to, contractual and automobile public
Imbi lily insurance with bodily injury and death limits of at least E100,000 for any one penoq floating], for any
one accident and property damage limit per accident of 5400,000. The Seller shall likewise require his
contractors, if may, 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 famish the Purchaser with a artificial
but such compensation end instance live been provided. Such carillon. skill specify be date when such
compensation and insurance have been provided. Such certificates shall specify the date when such compensation
and insurance expires The Seller agrees bar such compensation and insurance shall be maintained until after the
entire work is completed and accepted.
19. PROTECTION AGAINST ACCIDENTS AND DAMAGES.
The Seiler hereby assaccormt the entire responsibility and liability for any and all damage, loss or injury of any kind
or nature whatsoever to Persons or prepare caused by or resulting from the execution of be wok provided for in
this Purchase order or in connection herewith. The Seller will indemnify and hold Franchise rise Provincial and any
or all of be Purchasers officers, agents and employees from and against any and all claims, seems, damages,
changes or expenses, whether direct or indirect, all whether to person, or property to which be Purchaser may
he put or subject by reason of any net, action, neglect, omission or default on the pan of be Seller, any of his
contractors, or any of the fillies, or confusion; .Ricers, agents or employees. In eau any suit or who,
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 nay of his contractors or any of is or
their officers, agents or employees in aforesaid, be Seller hereby agrees to assume be defense thereof and to
defend the same at the Sellers own expense, m pay any aid all costs, charges, womeys fees and other exPenses.
any and all judgments that may be bmuroed by or obtained against the Purchaser or any of its or their officers,
agent or employees in such suits or other proceedings, aM in case judgment Or other has he placed upon or
obtained against be property ofthe Purchazer, or said panics in or as a result ofsuch suits or other proceedings,
the Seller will at once muse the same to be, dissolved and challenged by giving bond or otherwise. The Seller and
his contractors shall take all safety precautions, famish and install all guards necessary for be prevention of
accident, comply with all laws and regulations with regard to safety including, but without limitation, the
Occupational Safety and Health Act of 1990 and all rules and regulations issued pursuant thereto.
Revised 07R014