HomeMy WebLinkAbout189591 TRAPEZE SOFTWARE GROUP INC - PURCHASE ORDER - 9144909Fort Collins
Date: 08/25/2014
PURCHASE ORDER
Vendor: 189591
TRAPEZE SOFTWARE GROUP INC
PO BOX 202528
DALLAS TX 75320-2528
PO Number Page
9144909 1of6
This number must appear
on all invoices, packing
sli s and labels.
Ship To: TRANSFORT BUS FACILITY
CITY OF FORT COLLINS
6570 PORTNER ROAD
CITY OF FORT COLLINS CO 8052
Delivery Date: 08/25/2014 Buyer: WILSON, JILL
Note: In addition to the City of Fort Collins Standard Purchase Order Terms and Conditions, the following Federal
clauses apply to this purchase order.
1.N0 FEDERAL GOVERNMENT OBLIGATION TO THIRD PARTIES
(1) The Purchaser and Contractor acknowledge and agree that, notwithstanding any concurrence by the
Federal Government in or approval of the solicitation or award of the underlying contract, absent the express
written consent by the Federal Government, the Federal Government is not a party to this contract and shall not
be subject to any obligations or liabilities to the Purchaser, Contractor, or any other party (whether or not a party
to that contract) pertaining to any matter resulting from the underlying contract.
(2) The Contractor agrees to include the above clause in each subcontract financed in whole or in part with
Federal assistance provided by FTA. It is further agreed that the clause shall not be modifed,,except to identify
the subcontractor who will be subject to its provisions.
2.PROGRAM FRAUD AND FALSE OR FRAUDULENT STATEMENTS AND RELATED ACTS
(1) The Contractor acknowledges that the provisions of the Program Fraud Civil Remedies Act of 1986, as
amended, 31 U.S.C. § 3801 et seq. and U.S. DOT regulations, "Program Fraud Civil Remedies," 49 C.F.R. Part
31, apply to its actions pertaining to this Project. Upon execution of the underlying contract, the Contractor
certifies or affirms the truthfulness and accuracy of any statement it has made, it makes, it may make, or causes
to be made, pertaining to the underlying contract or the FTA assisted project for which this contract work is
being performed. In addition to other penalties that may be applicable, the Contractor further acknowledges
that if it makes, or causes to be made, a false, fictitious, or fraudulent claim, statement, submission, or
certification, the Federal Government reserves the right to impose the penalties of the Program Fraud Civil
Remedies Act of 1986 on the Contractor to the extent the Federal Government deems appropriate.
(2) The Contractor also acknowledges that if it makes, or causes to be made, a false, fictitious, or fraudulent
claim, statement, submission, or certification to the Federal Government under a contract connected with a
project that is financed in whole or in part with Federal assistance originally awarded by FTA under the authority
of 49 U.S.C. § 5307, the Government reserves the right to impose the penalties of 18 U.S.C. § 1001 and 49
U.S.C. § 5307(n)(1) on the Contractor, to the extent the Federal Government deems appropriate.
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
Pay terms net 30 days
Invoice Address:
City of Fort Collins
Accounting Department
PO Box 580
Fort Collins, CO 80522-0580
PO
PURCHASE ORDER 914490er Page
C117/ of PURCHASE 9144909 2 of 6
' `tColl I ns his number must appear
` l on all invoices, packing
sli 6 and labels.
(3) The Contractor agrees to include the above two clauses in each subcontract financed in whole or in part
with Federal assistance provided by FTA. It is further agreed that the clauses shall not be modified, except to
identify the subcontractor who will be subject to the provisions.
3.ACCESS TO RECORDS AND REPORTS
Access to Records - The following access to records requirements apply to this Contract:
A. Where the Purchaser is not a State but a local government and is the FTA Recipient or a subgrantee of the
FTA Recipient in accordance with 49 C.F.R. 18.36(i), the Contractor agrees to provide the Purchaser, the FTA
Administrator, the Comptroller General of the United States or any of their authorized representatives access to
any books, documents, papers and records of the Contractor which are directly pertinent to this contract for the
purposes of making audits, examinations, excerpts and transcriptions. Contractor also agrees, pursuant to 49
C.F.R. 633.17 to provide the FTA Administrator or his authorized representatives including any PMO Contractor
access to Contractor's records and construction sites pertaining to a major capital project, defined at 49 U.S.C.
5302(a)1, which is receiving federal financial assistance through the programs described at 49 U.S.C. 5307,
5309 or 5311.
B. The Contractor agrees to permit any of the foregoing parties to reproduce by any means whatsoever or to
copy excerpts and transcriptions as reasonably needed.
C. The Contractor agrees to maintain all books, records, accounts and reports required under this contract for a
period of not less than three years after the date of termination or expiration of this contract, except in the event
of litigation or settlement of claims arising from the performance of this contract, in which case Contractor
agrees to maintain same until the Purchaser, the FTA Administrator, the Comptroller General, or any of their
duly.authorized representatives, have disposed of all such litigation, appeals, claims or exceptions related
thereto. Reference 49 CFR 18.39(i)(11).
D. FTA does not require the inclusion of these requirements in subcontracts.
4.FEDERAL CHANGES
Contractor shall at all times comply with all applicable FTA regulations, policies, procedures and directives,
including without limitation those listed directly or by reference in the Master Agreement between Purchaser and
FTA, as they may be amended or promulgated from time to time during the term of this contract. Contractor's
failure to so comply shall constitute a material breach of this contract.
&TERMINATION
a. Termination for Convenience The City may terminate this contract, in whole or in part, at any time by written
notice to the Contractor when it is in the Government's best interest. The Contractor shall be paid its costs,
including contract close-out costs, and profit on work performed up to the time of termination. The Contractor
shall promptly submit its termination claim to the City to be paid the Contractor. If the Contractor has any
property in its possession belonging to the City, the Contractor will account for the same, and dispose of it in the
manner the City directs.
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.00m
Pay terms net 30 days
Invoice Address:
City of Fort Collins
Accounting Department
PO Box 580
Fort Collins, CO 80522-0580
PURCHASE ORDER PONumber Page
Clty. of 9144909 3 of 6
F/'�rt Collins
This number must appear
V`I ` V 1' on all invoices, packing
sli s and labels.
b. Termination for Default If the Contractor does not deliver supplies in accordance with the contract delivery
schedule, or, if the contract is for services, the Contractor fails to perform in the manner called for in the
contract, or if the Contractor fails to comply with any other provisions of the contract, the City may terminate this
contract for default. Termination shall be effected by serving a notice of termination on the contractor setting
forth the manner in which the Contractor is in default. The contractor will only be paid the contract price for
supplies delivered and accepted, or services performed in accordance with the manner of performance set forth
in the contract.
If it is later determined by the City that the Contractor had an excusable reason for not performing, such as a
strike, fire, or good, events which are not the fault of or are beyond the control of the Contractor, the City, after
setting up a new delivery of performance schedule, may allow the Contractor to continue work, or treat the
termination as a termination for convenience.
c. Opportunity to Cure The City in its sole discretion may, in the case of a termination for breach or default,
allow the Contractor 30 days in which to cure the defect. In such case, the notice of termination will state the
time period in which cure is permitted and other appropriate conditions
If Contractor fails to remedy to The City' s satisfaction the breach or default of any of the terms, covenants, or
conditions of this Contract within [ten (10) days] after receipt by Contractor of written notice from the City setting
forth the nature of said breach or default, the City shall have the right to terminate the Contract without any
further obligation to Contractor. Any such termination for default shall not in any way operate to preclude the
City from also pursuing all available remedies against Contractor and its sureties for said breach or default.
d. Waiver of Remedies for any Breach In the event that the City elects to waive its remedies for any breach by
Contractor of any covenant, term or condition of this Contract, such waiver by the City shall not limit the City's
remedies for any succeeding breach of that or of any other term, covenant, or condition of this Contract.
&DISADVANTAGED BUSINESS ENTERPRISE (DBE)
a. This contract is subject to the requirements of Title 49, Code of Federal Regulations, Part 26, Participation
by Disadvantaged Business Enterprises in Department of Transportation Financial Assistance Programs. The
national goal for participation of Disadvantaged Business Enterprises (DBE) is 10%. The agency' s overall goal
'- for DBE participation is 9.9 %. A separate contract goal [has not] been established for this procurement.
b. The contractor shall not discriminate on the basis of race, color, national origin, or sex in the performance of
this contract. The contractor shall carry out applicable requirements of 49 CFR Part 26 in the award and
administration of this DOT -assisted contract. Failure by the contractor to carry out these requirements is a
material breach of this contract, which may result in the termination of this contract or such other remedy as City
of Fort Collins deems appropriate. Each subcontract the contractor signs with a subcontractor must include the
assurance in this paragraph (see 49 CFR 26.13(b)).
The successful bidder/offeror will be required to report its DBE participation obtained through race -neutral
means throughout the period of performance.
c. The contractor is required to pay its subcontractors performing work related to this contract for satisfactory
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.mm
Pay terms net 30 days
Invoice Address:
City of Fort Collins
Accounting Department
PO Box 580
Fort Collins, CO 80522-0580
PO Number Page
City of PURCHASE ORDER 9144909 4of6
Fort Collins This number must appear
on all invoices, packing
sli sand labels.
performance of that work no later than 30 days after the contractor s receipt of payment for that work from the
City of Fort Collins. In addition, Contractor is required to return any retainage payments to those subcontractors
within 30 days after incremental acceptance of the subcontractor' s work by the City of Fort Collins and
contractor' s receipt of the partial retainage payment related to the subcontractor' s work.
d. The contractor must promptly notify City of Fort Collins whenever a DBE subcontractor performing work
related to this contract is terminated or fails to complete its work, and must make good faith efforts to engage
another DBE subcontractor to perform at least the same amount of work. The contractor may not terminate any
DBE subcontractor and perform that work through its own forces or those of an affiliate without prior written
consent of City of Fort Collins.
7.INCORPORATION OF FEDERAL TRANSIT ADMINISTRATION (FTA) TERMS
The preceding provisions include, in part, certain Standard Terms and Conditions required by DOT, whether or
not expressly set forth in the preceding contract provisions. All contractual provisions required by DOT, as set
forth in FTA Circular 4220.1 F, are hereby incorporated by reference. Anything to the contrary herein
notwithstanding, all FTA mandated terms shall be deemed to control in the event of a conflict with other
provisions contained in this Agreement. The Contractor shall not perform any act, fail to perform any act, or
refuse to comply with any City of Fort Collins requests which would cause the City of Fort Collins to be in
violation of the FTA terms and conditions.
8.ENERGY CONSERVATION REQUIREMENTS
Energy Conservation - The contractor agrees to comply with mandatory standards and policies relating to
energy efficiency which are contained in the state energy conservation plan issued in compliance with the
Energy Policy and Conservation Act.
9. Conformance with National ITS Architecture
To the extent applicable, the Contractor agrees to conform to the National Intelligent Transportation Systems
(ITS) Architecture and Standards as required by SAFETEA-LU § 5307(c), 23 U.S.C. § 512 note, and follow the
provisions of FTA Notice, " FTA National ITS Architecture Policy on Transit Projects," 66 Fed. Reg. 1455 at
seq., January 8, 2001, and any other implementing directives FTA may issue at a later date, except to the
extent FTA determines otherwise in writing.
Line Description Quantity UOM Unit Price Extended
Ordered Price
i X-Gate and FX-Mon Prorated
X-Gate INV 14-1051215
2 X-Gate and FX-Mon Prorated
Fx-Mon INV 14-1051597
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
1 LOT LS
4,450.00
2,050.00
Pay terms net 30 days
Invoice Address:
City of Fort Collins
Accounting Department
PO Box 580
Fort Collins, CO 80522-0580
PURCHASE ORDER PO Number Page
City. of PURCHASE
9144909 s of s
'11*"`t ( oltins This number must appear
` v on all invoices, packing
sli s and labels.
Line Description Quantity UOM Unit Price Extended
Ordered Price
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
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 6 of 6
I. COMMERCIALDETAILS.
Tax exemptions. By statute the City of Fan Collins is exempt farm slate and local axes. Our Exemption Number is I L NON WAIVER.
98-04502. Federal Excise Tax Exemption Carificme of Registry 14-6000587 is registered with the Collector of Failure of the Parchrour to insist upon strict Performance of the to= and conditions hereof, failure or delay to
Internal Revenue, Denver, Colorado (Ref. Colorado licensed Stoura 1973, Chapter 39-26. 114 (a), exercise any rights or remedies provided herein or by law, failure to promptly notify the Seller in the event of a
breach, the acceptance odor payment for goods hereunder or ap,,..i or flat design, shall not release the Seller of
Goods Rejected. GOODS REJECTED due no fame no area specifications, either when shipped or due to defects of any of the wor anties or obligations of this purchase order and shall not he deemed a waiver Of my right of the
damage in transit, may be resumed to you for credit and are Rat m he replaced except upon raeipl of written Pamlonal in insist -I- 'met performance hereof or any of its rights or comedies as to any such goods, regardless
instructions from the City of Fon Collins. of when shipped, recrien d or accepted, as to any poor or subtrahend default harrwder, nor shall any p imported
am[ anndlfication or remission of this purchase order by the Purchaser operate as a waiver of any of the forms
Inspection. GOODS are subject to the City of Fan Collins inspection on arrival. hereof.
Final Acceptance. Receipt of the merchandise, services or equipment in response to this Omer can
result in 12. ASSIGNMENT OF ANTITRUST CLAIMS,
authorized payment on the van of the City of Fort Collins, However, it is to be andeamW thatFINAL Sella and dhe Purchaser recognize that an neared w is prof overcha
rges resulting farm a.,
ACCEPTANCE o depea den ripon completion of all applicable ex, itedirrsporwo procedure. violatdus an in fact home by the ParchattrereM . Theef000r good cause and as consideration for executing Was
purchase order, the Sella hereby assigns to the Purchaser any and all claims it may now have or hereafter
Freight Terms. Shipments must be KO. B., City Of Eon Colima, 700 Wood St. Fon Collins, CO 80522, unless ucgmred under federal or sole snout laws for such overcharge rehfing as the p:macmar goods ne services
otherwise specified on this order. H ximission is given to prepay freight and charge separately, the around freight purchased or acquired by the Purchases pursuant to this purchase order.
bill nut accomnane invoice. Additional charges for mackine will not be, accented.
Shipment Distance. Wnfere grourb corers have distributing prams in various parts of the country, shipment is
expecod from the narest distribution point so destination, and excess freight will be deducted from Invoice when
shapmans are made farm sr.e, distance.
Permits. Seller shall prtxmre at sellers sole mot all necessary permits, certificates and licenses reeubed by all
applicable laws, regulatam¢, ordinances ad rafts offing hate, municipality, territory or political subdivision where
We work is performed, or unsecured by any other duly cotmimted public authority havingjunsdiction over the work
of vendor. Seller hasher agrees to hold the City of Pon Collins harmless floor and against all liability and loss
jactimaral by them by reason of an asserted or esobloind violation ofany curb laws, regulations, ordinances, cola
and requirements.
Authorization. All panic an Was comma agree that the representatives are, an fact, barn Ede and possess full and
complete authority to bind said pames.
LINDrATION OF'I ERMS. This Purchase Order cxpressly limits acceptance to the mnns and conditions sotto
herein sal Each and my supplementary or additional terms and conditions annexed hereto or incorporated herein by
reference. Any additional or WHemnl forms and conditions proposed by seller me objected m and hereby of
2. DELIVERY.
PLEASE ADVISE PURCHASING AGENT immediately Tyou cmnut make complem shipment to once on your
pminimd delivery date as could. Tine is ofthe essence. Deliver, and performance must be effected within the time
voted on the moulmor aide, and the dWarmads attached hereto. No acts of the Purchasers including, without
limitation, acceptance of partial late dclivenes, shall operate as a waiver of this provision. In the event of any delay,
the Purchssa shall have, in addition to .,he, legal and equitable corn Woe, the detIn. of placing this offer elsewhere
and holding the Seller liable for damage. However, the Seller shall uul W liable for damages as a result of delays
due to causes not rearanably foreseeable which are bryond its reasonable control and without its fault ofnegligence,
such acts of God, seta "fecal or military anthmaties, governmental priorities, fires, strikes, flood, epidemics, wan or
riots provided Jot notice of the conditions causing such delay is given a the Purchaser within live (5) days ofthe
time when the Seller first received knowledge thereof. In the event affray such delay, the done of delivery shall be
extended for the penal equal to the time actually lost by reason ofthe delay.
3. WARRANTY.
The Seller warrants that all goods. articles, materials and work covered by this order will conform with applicable
drawings, specifications, sample and/or other descriptions given, will be fit for the purposes intended, and
perfomed with the highest degree of rare and coin,same, in accordance with anceptW standards for work of a
-similar nature. The Sella agrees m hold the purchaser harmless from ivy lass, damage in expense which the
Purchaser may soffer or inch oa around cf the Sellers breach of inmenty. The Seller shall replace, repair or make
good, without fast to the ..base, any define or that,, nosing within one (1) yen, or within such longer period of
time as maybe prescribed bylaw or by the terms ofany applicable warranty provided by the Seller after the date of
acceptance offle goods famished hereunder (acceptance not to he unreasonably delayed), resulting from imperfect
or defective work done or materials f ished by far Seller. Acceptance or use of goods by the Purchssa shall not
constitute a waiver of my claim under this warranty. Except as otherwise provided in this pinches, audit, the Sellers
liability hereunder shill extend m all damages pmximnlely caused by the breach of any of the foregoing warranties
or guarantees, but such liability shall in no event include lass 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 make change 10 legal hems by written change aide,.
5. CIIANGES IN COMM ERCIAL'I ERMS,
The Pachaer may make any changes to the Were, other than legal accma, including additions to or deletions from
the quaratum originally ordered in the specificutlmm or drawings, by verbal or written change order. If any such
change aRecs the amrum due or the tame of perfommnce hereunder, an equitable adjustmem shall be made.
6,1 ERMINATIONS.
The Purchaser may at any time by written change order, terminate this agreement as to any or all pnnions of the
goods then not shipped, subject to any equitable adjustmem between the panne as to any work or materials then in
progress Pnoided fin I the Purchma shall not Ire liable for any claims far i micipalld Profits oa We wromplelW
portion ofthe goods anNof work, for incidental or consalnevtial damages, and that no such adjustment be made in
favor of the Seller with respect to any goads which arc the Sellers toodard stock. No such lamination shall rcfeve
the Purchaser or the Seller ofany of thear obligations in to any goods delivered hereunder.
). CLAIMS FOR ADJUSTMENT.
Any claim for adjustment mall be assened within Wirry (30) days farm the date the change Or mminadan is
offered.
8. COMPLIANCE WITH LAW.
The Seller wamnts that all goods sold hereunder shall have been produced, sold, delivered and f rmishad in strict
compliance wrath all applicable laws and regulations to which the good are subject. The Sella shell execute am
deliver such documents as may be required to effect Or evidence compliance. All laws and regulations required to he
nconp crated in agremants of this character me hereby incoryomted haeln by this reference. The Sella agree to
indemnify and hold the Purchaser harmless farm all costs and damages suffered by the Purchaser as a result of the
Sellers failure in comply with such law.
9. ASSIGNMENT.
Neither party shall resign, transfer, or convey this maker, or any monies due or to become due hereunder without the
,go, write. consem of the one, parry.
10. TITLE.
The Seller warmnU WI1, clear and aneesvactal tide to dm Purchaser for all equapmem, maferials, and items abandoned
in gerfomwce of this agreement, fare and clear of any anal all Ross. restrictions, resenntims. anchor, urnment
mcumbmnce and claims of orbox.
13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS.
If the Purchaser directs he Seller to cancer nonconforming or defeauve goods by a date fo be agreed upon by the
Purchase. and the Seller, an I the Seller hereafter andi.les its inability or unwillingness to comply, the Purchaser
may cause the work to be performed by the most expeditious means available 1. it, and the Seller shall pay all
costs associated with such work.
The Seller shall release the Purchaser and its contractors of any tier farm all liability caul claims of any wore
resulting from the popme antt of,.ch work.
This offense shall apply even in due .vent of fault of negligence of the patty released and shall extend to the
directors, officers and employees of such pony.
The Seller's command obligations, including w'ananty, shall not he dermal to be reduced, in my way, because
such work is performed art cauud 10 be pinfomed by the Purchaser.
IT PATEN I S.
Whenever the Seller is required to use any design, device, material or process covered by letter, patent, trademark
or copyright, the Sella shall inch-iy and eve harmless the Parchuer Imo any arm all claims fm infringement
by rousen of the mar of such p handed design, device. rwteraal or process in con ra mat with the contract, and
shall indemnify the Purchaser for any cost, expense or damage which it nary be obliged to pay by ream. of such
infringement nl any time daring the prowern a or Per flue c.e,lctian of the walk. In case said equipment, or
my pan thereof or the intended use of life goods, is in such suit held to constitute infdngemenl and the use of
said ruipment or pan is enjoined, the Seller shall, at its own expense and at its option, either procure for the
Parebma the right to continue using mad equipment or pets, replace the same with substantially of but
noninGnging rauipmenl, or modify it so it becomes noninfringing.
15. INSOLVENCY.
If the Seller shall become insolvent or bankrupt, make an assignment for the benefit of radatcrs, npprim a
exualivin or trustee for any of the Sellers property or business, thus Older may forthwith be cancrled by the
Purchaser summit liability.
16. GOVERNING LAW.
The defniliuns oftems used or the intcryretmion ofthe agreement and the rights of all Parties hereunder shall be
onst ou d under and governed by the laws ofthe State ofColomdo, USA.
The following Additional Container apply only in axis wham the Sella as to perfomu work hcrrwde,
including the archers of Sellers R,hesentative(s), on the premises of others.
17. SELLERS RESPONSIBILITY.
The Sella shall vary on said walk at Sellers own risk until the same is fully completed and accepted, and shall,
case of my mcldem, dermcdon or injury to the work a dfor materials before Sellers fcal completion arm
acceptance, complete the work at Sellers own expense and m the mtisGetion of the Pandora. When radearas
and criminal nal are fumnshed by others for installation or ereNen by the Seller, the Sella shall receive, unload,
store and handle come at the site and become rim mr sible ahroon, as though such mmam, vmDa egnip cent
were Filing famished by the Seiler under the order.
I8. INSURANCE.
The Sella shall, at his own expense, provide for the payment of workers compensation, including ocmpaatioal
disease benefits, to its employees employed on or in connection with the work covered by this purchase order.
and/or to their dependents in accordance with the laws of the slate in which the work is to be done. The Sella
shall also carry comprehensive general liability including, but not limited e, contractual and ardamrM1lle public
liability insurance with bodily injury and death limits (Tat least SJW,o00 for any One person. S50Qoo0 for any
one accident and prop0. Th property damage limit per accident of S4o0,00e Sella shall likewise require his
contrvcrma, ifeny, to provide for such compensation and insurance. Before any of the Sellers or his communities
employee shall du any work upon the premises of others, the Seller shall ihmish the Purchaser with a certificate
that such i Iopau trod insurance have been provided Such cenitacmm es shall specify the door when such
compensation and insurance have been provided. Such cenificme shall specify the dare when such compensation
and iru mager expires. The Seller agree that such compensation and insurance shall he mainmined until after the
entire walk is completed and mreplW.
19. PROTECTION AGAINST ACCIDENTS AND DAMAGES.
'I he Seller hereby assumes the entire respomibilaty and liability for my and all damage, loss or injury of any kind
M ordure whatsdnmer to persotn or property caused by or resulting from the execution ofthe work provided for an
this purchase order or in concerning herewith. The Sella will indemnify and hold harmless the Putchuer and any
cr all of the Purchasers officers, agents and employees farm and against my and all claims, losses, damages,
harges or expenses, whether direct or indirect, and whether a persons or Prepay to which the Purchaser may
be put or subject by reason of my act, action, neglect, omission or default on the pan of the Seller, any of his
continuous, or any of the Sellers or contractors officers, agents or rmplmyces. In case any suit or other
proceW irip shall be brought against the Purchaser, Or its officers, agents or employers at any time on arcount or
by mown of any act, action, neglet, omission or defaull of the Sella Of any of his contmemrs or any of its or
Weir ofRcen, 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, amomrys fees and other expenses,
any and all judgments that may be incurred by art obtained against the Purchaser or any of its or their officers,
agents or employees in such sums or other proceedings, and in case judgment or other lam he placed upon or
obouned against the property of the Purchases, or said tootle in or as a .11 of such subs or other proceedings,
the Sella will at oare.use the same 10 be dassolvW and discharged by giving band or otherwise. The Seller and
his contractors shall take all safety pre artiom, famish and install all guards necessary for the prevention of
accidents, comply with all laws and regulmaovs with regard to safety including, but without limitation, the
Caution..] Safety and Health Act of 1970 and all .des and regulmiom issued pursuant theaters.
Revised 070014