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HomeMy WebLinkAbout504949 SIEMENS INDUSTRY INC - PURCHASE ORDER - 9134130 (2)PO PURCHASE ORDER 913413er Page CI'hf of PURCHASE 9134130 1 of 2 ' `-t Collins This number mu a appear on all invoices, packing sli s and labels. Date: 09/05/2014 Vendor: 504949 Ship To: ELECTRIC UTILITIES SIEMENS INDUSTRY INC CITY OF FORT COLLINS SMART GRID DIVISION 700 WOOD ST 4920 WESTWAY BLVD SUITE 150 FORT COLLINS CO 80521 HOUSTON TX 77041 Delivery Date: 08/02/2013 Buyer: PAT JOHNSON Note: This purchase order is subject to the terms and conditions of the Master Service Agreement effective June 27, 2011 between Siemens Industry Inc and the City of Fort Collins. The attached Appendix B, Scope of Work for Energy Engage is herein incorporated into the Agreement. This purchase order also incorporates the attached Amendment 4 into the Software License and Support Agreement between eMeter Corporation and City of Fort Collins dated June 27, 2011. Line Description Quantity Ordered UOM Unit Price Extended Price 3 CO #2 Increase to implement 1 LOT_ EA 85,000.00 the web portal mobile reg48012 Also includes a credit to City for 20 hours of future support work. 4 CO#3 Decrease removing weather 1 LOT EA bug data services reg48012 "' Weather Bug data services (-$9,300); Implementation Contingencies funding (-$150,000) 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 -159,300.00 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. COMMERC]ALDETAILS. Tax exemptions. By statute No City of Fon Collins is exempt from slam and local taxes. Our Exemption Number is I L NONWAIV Eft. 98-04502. Federal Excise Tax Exemption Certificate of Registry $4.60005 G is w,igvmJ with the Ci leans of Failure of the Pmchasv to insist upon strict performance of the roans and conditions hereof. failure or delay to Internal Revenue, Denver, Colorado (Ref Colorado Revised Statutes 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 of or payment for goods hereunder or approval ofthe design, shall not release the Seller of Goods Rejected, GOODS REJECTED due to failure to meet specifications, either when shipped or 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 transit, may be returned to you for credit and ire not to be replaced except upon receipt of women pumhasor to insist upon strict perfemance hereofor any of its rights or tenter ies as to any such good, regardless instructions fmm the City of Fan Collinn, of when shipped, received or accepted, as to any prior or subsequent default hereunder, nor shall any purported oral modification or rescission of this purchase order by the Perchance operate as a waiver of any of the terms Inspection. GOODS ate subject a the City of Fan Collins inspection on arrival. hereof. Fiml Acceptance. Receipt of the merchandise, services or equipment in response, m Nis order can resell m 12. ASSIGNMENT OF ANTITRUST CLAIMS. authorized payment mr the pan of the City of Fort Collin. However, it is no be understood that FMAL Seller and the Purchaser recognize goal in actual curromic practice, oveahargn resulting fmm antitrust ACCEPTANCE is dependent upon completion ofall appliwble required inspection procedures. violation arc in fact bome by the Purchaser. Themfofam, for good came and us consideration for executing this purchase order, the Seller hereby assigns to the Purchaser any and all claims it may now have or hereafter Freight Terms. Shipments musl be F.O.B., City of Fan Collins, 700 Wood St., Fog Collins, CO 80522, unless acquired under federal or state motion laws for such overcharges relating to the particular good ar services otherwise specified on this order. If permission is given to Pmpuy freight and charge sepernoy, the original freight purchased or acquired by the Purchaser pursuant to this purchase order, bill must accomm na invoice. Additional charges for necking will not be accented. Shipment Distance. Where munufmlurers have distributing panne in various Farm of the country, shipment is expected from the nearest distribution point to destination, and excess freight will be deducted from Invoice when shipments are made from gvider doutons. Premium. Seller shall procure at sellers sole cast all necessary pcmtits, cmifiwles and lietm,s required by all applicable laws, regulations, ordinances and mice ofthe sate, municipality, territory or political subdivision when the work is performed, or respond! by any other duly comtirated public authority bavingjurisdiction over the work of vendor. Seller fault,, agrees to hold Fire City of Fog Collins harmless from and against all liability and loss incurred by them by reason of an asserted or established violalion of any each laws, regulations, -finances, roles and requirements. AuNositmom. All parties to this contract agree that the representatives are, in fact, bona fide and possnx full and amplete authority to bind said parties. [.IMITATION OF TERMS, This Purchase Order expressly limits acceptance to the tomes and conditions stated herein set high and any supplementary or additional team and conditions annexed hereto or incorpomted herein by reference. Any additional or different team and conditions proposed by tiller art objected to and hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately ifyour cannot make complete shipment to arrive on your promised delivery date as noted Time is of the essence. Delivery and performance must be dIIctcl within the lime Noted an the michise order and the documents atached here.. No acts of the Punbzsers including, without li nnaim, acceptance ofpartial late deliveries, shall operate as a waiver of Nis provision. In the event ofany delay, din Purchaser shall have, in mdnion,, other legal and celuiable remedies, the option of placing this order elsewhere and holding the Seller liable for damagea. however, the Seller shall trot be liable far damages a a result of delays due to causes not reasonably foreseeable which are beyond Its reasonable cooled and without its fault of negligence, such acts of God acts ofcivil or military authorities, governmental prionties, fires, strikes, BoW, epidemics, wars or riots provided Brat notice of the conditions causing such delay is given to the Purchases within five (5) days of the time when the Seller first received knowledge thereof. In the event of my such delay, the dam of delivery shall be extended for the period equal to the time actually lost by reason off, delay. 3. WARRANTY. The Seller wananm that all good, articles, materials and work covered by Otis order will cant with applicable drawings, specifications, samples anNor other descriptions given, will be fit for the putpasw toroidal, and performed with the highest degree of care and competence in accordance with accepted standard for work of a 'miler nature. The Seller agrees ar hold the purchaser harmless from any loss, damage or expense which the Purchaser may suffer or incur on account of the Sellers breach of wxronly. The Seller shall replace, repair or make good, without cast to the purshaur, any defcm ar faults miring within one (1) year or within such longer period of time ex may be prescribed by law or by the leans of my applicable warranty provided by the Seiler after the time of acceptance of the goods furnished hereunder (reux,ganes, not to be unseasonably delayed), resulting from im,effect or defective work done or mode rials famished by the Seller. Acceptance or use of goods by the Pronounce shall not comtiam a waive, of my claim under this waamnty. Except a otherwise provided in this pumhase order, the Sellers liability herewder shall extent 1. all damages proximately canted by the breach of any of the foregoing wamntics or guarantees, but such liability shall in no event include loss of profit, or loss of use. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHANGES M LEGAL TERMS. The Purchaser may make changes to logo] m— by written change .,do,. 5. CHANGES M COMMERCIAL TERMS. The Pur lmor may make any changes to the terns, other than legal terms, including additions to ar deletions from the quantities originally ordered in the specifications or drawings, by verbal or women change order. If any such change affects the amount due or the time ofpnformane hereunder, an equitable adjustment shall be made. 6. TERMMATIONS, The Purchaser may at any time by written change order, mmminam this agreement a to any i ell pomorts of the goods then not shipped, subject to any equitable adjustment between the panics as to any walk or nmvrials then in progress provided that flit Purchaser shall not be liable for any claims for anticipated profits oa the r ncompinM portion of the good and/or work, for incidental or consequential damages, and [hat no such adjustment be made in Nwr of the Seller with respect o any good which are the Sellers standard stuck. No such togrounion shall relieve ,he Pufhoser or the Seller fany of their obligations or to any g,,ad, delivered hereunder. T. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must be sawned within levied (30) days fmm the date the change or mmrination is odered. 8. COMPLIANCE WITH LAW. no Seller warrar s Char all goad sold hereunder shall have been Ismduxed, said, delivered aatd famished N strict compliance with all applicable laws and regulation to which But good are 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 incoMommd in agreements of this character are hereby incorporated herein by this refemnce. The Seller agrees to indemnify and bold the Purchaser harmless from all costs and damages suer ed by the Purchaser as a result of the Sellers failure to comply with such law. 9. ASSIGNMENT. Neither parry shall assign, trmmfer, or convey this order, or any monies due or to become due heron nder without the prior wrinen consent ofthe other parry. 10. TITLE. Tic, Seller warrants fill, clear and unrestricted title to the Purchaser for all equipment, mmerials, and items famished in performance of this agreement, free and clear of my and all diem, resmetioaes, reservations, security interest encumbrances and claims of others. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. Ifthe Purchaser directs the Seller to correct nonconforming or defective gaud by a date to be agreed upon by the Purchaser and the Seller and the Seller hereaftec indicates its inability or unwillingness to comply, the Purchaser may cause No work to be performed by the most expeditious memes available to if. and the Seller shall pay all corm mancimed with such work. The Seller shall sclease the purchaser and its contractors of any tier fmm all liability and claims of any tutu¢ resulting fmm the performance of such work. This release shall apply even in the event of fault of negligence of the Wmy released and shall extend to the direcars, anicers end employees of sock pony. The Seller's c-nnowned .1ek, tiom, including wmmunty, shall not be deemed to be reduced, in any way, because such work is performed or caused a be performed by the Purchaser. 14. PATENTS. Whenever the Seller is respired to use any design, device, material or proctss covered by loner, patent, trademark or copyright, the Seller shall indemnify and scat harmless the Purchaser from any aM all claims for inlnngemem by reason of the use of such patented design, device, materal or process in connection with the contred, and shall indemnity the Purchaser for any cost, expects, or damage which it may be obliged to pay by rtmnn of such infringement at any time during the prosttution or after the completion of the work. In we said equipment, or any pan thermf or the intended use of the good, is in such suit held to constiNte infringement and the use of said equipment or par is enjoined, the Seller shall, at its awn expense and at its option, either procure for the Probe r the tight as continue at, said equipment or pans, replace the same with substantially esml but noninfringing equipment, or modify it so it becomes norenflinging. 15. INSOLVENCY. If the Seller shalt become insolvent or bankrupt, make an assignment for the benefit of creditors, appoint a rousaver or truvee for any of the Sellers property or business, this ceder may forthwith be noweled by the Purchaser without liability. I& GOVERNING LAW. The definitions oftemm used or the interyrttation office agreement and the rights of all ranges hereunder shall be consigned under and governed by the laws of the Sam ofC.I.d., USA. The following Additional Conditions apply only in cases where the Seller is to perform work hereunder, including the services of Sellers Reproentativeft), oa thepgoing. ofelhers. 17. SELLERS RESPONSIBILITY. The Seller shall carry on said work a1 Sellers own risk undl the same is fully completed and accepted, and shall, in eve of any accident, destruction or injury to the work andror materials before Sellers final completion mad accepram,. complete the work at Seller's own expense and I. the smisfaclion of the Purchaser When materials and equipment art fumished by orders far imallolion or erection by the Seller. No Seller shall wrath e, adoad, scare and handle same at the site and become n ,congible therefor as though such materials and/or equipment pure being fumuhed by the Seller under the order. 18. INSURANCE. The Seller shall, at his own expense, provide for the payment of workers compensation, including occupational 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 state in which the work is to be done. The Seller shall also carry comprehensive general liability ini but not ]initial to conlmdual and automobile public liability insurance with bndily raper, and death limits of at Ica, S3W,l1W for any one peson, 5300,WO for any one accident and Immune, damage limit For accident of S400,000. The Seller shall likew6e require his contractors, if my, a provide far such compensation and innurnace. Before any of the Sellers or his contractors employees shall do any work upon the premises of others, No Seller shall fumish the Purchaser with a cenifcafe that such compensation and announce have been provided. Such cenifcates shall specify the date when such comps,mation and insurance have been provided. Such cenifinan shall specify the dam when such compensation and insomence expires. The Seller agrees that such compensation and immance shall be maintained wail after the entire work is complded aad accepted. 19. PROTEQ'ION AGAMST ACCIDENTS AND DAMAGES. The Seller hereby assumes the entire responsibility and liability for any and all damage, loss or injury of any kind r nature whatsoever to persons or property caused by or resulting from the execution ofthe work provided far in this pumhae order or in connection herewith. The Seller will indemnify and hold harmless the Purchoor and any r all of the Purchasers officers, agents and employees fmm and against my and all claims, losses, damages, charges or espemes, whether direct or indirect, and whether to pers.m or property to which the Purchaser may be put or subject by reason of my act, action, region. omission or default on the pan of No Seller, any of his contractors, or any of the Sellers or contractors officers, agents or employees. In case any suit or other proceedings shall be brought against the Purchaser, ar ib anicers, agents eu employees at any time on account or by reason of any act, action, neglect, omission or default of the Seller of any of his contractors or any of its or their officers, agents or employees as aforesaid, fire Seller hereby agrees to assume the defense thereof and to defend the same at the Sellers own expense, la pay any and all costs, charges, attorneys fees and No, expertes, any and all judgments that may be incurred by or obtained against the Purchaser or my of its or their officers, agents or employees in such suits or other proceedings, and in case judgment or other lien be placed upon or obtained against the property ofthe Pontoon, or said parties in or as a result of such suits or other proceedings, the Seller will at once cause the some to be dissolved and discharged by giving bond or otherwise. The Seller and his contractors shall take all safety precaution, furnish and unroll all guards necesmry for the prevention of accident, comply with all lags and regulations with regard in safety including, but without limitation, the Occupational Safety and Health Act of 1970 and all roles and regulations issued pursuant them-. Revised 0L2014