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HomeMy WebLinkAbout492242 COLORADO WATER INNOVATION CLUSTER - PURCHASE ORDER - 9145349PO PURCHASE ORDER 914534er Page C1171 of PURCHASE 45349 t of z ' `-tCollins( Thisnumber must appear ` v on all invoices, packing sli s and labels. Date: 09/16/2014 Vendor: 492242 Ship To: COLORADO WATER INNOVATION CLUSTER 320 E VINE DR SUITE 323 FORT COLLINS CO 80524 CITY MANAGER CITY OF FORT COLLINS 300 LAPORTE AVE CITY HALL WEST - 1ST FLOOR FORT COLLINS CO 80521 Delivery Date: 09/16/2014 Buyer: PAUL, GERRY Note: Line Description Quantity UOM Unit Price Extended Ordered Price i CWIC Grant Award 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 1 LOT LS 10,000.00 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. COMMERCIALDETAIIS. Tax exemptions.B,wwte the Ciryof Fon Collins selear, from womand local bees. Our Exemption Numbrr, is 11. NONWAIVER. 98-04503. Federal Excise Tax Exemption Certificate of Registry 84-4000587 is registered with the Collector of Failure of he parameter to insist upon strict performance of the mans and conditions hereof, failure or delay to Internal Revenue, Denver, Colorado (Ref. Colorado Revised Sutures 1973, Chapter 39-24, 114 (a). exercise any rights or remedies provided herein or by law, failure be promptly notify the Seller in the event of a breach, the acceptan orer payment for goads hereunder or approval of the design, shall not release the Serer of Goods Rejected. GOODS RD FETED due to failure. meet specific Lions, either when shipped nr due ro defects of ony of the wanomms 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 are not to be replaced except upon receipt of written Pvrchaser 10 most upon strict performance hereof or any of its rights or comedies as to any such goods, regardless immuclims ftom the City of Fon Cc IIm of when shipped, received or accepted, az to any prior or subsequent default hereunder, nor shall any proclaimed am[ modification or remission of Nis purchase order by the Pumhaer operate as a waiver of any of the terms Inspection GOODS are subject,. the City of Fort Collins inspection oa ¢rival. hereof. Final Acceptance. Receipt of the merchandise, services or ryri,now in response as this order com reach in 12. ASSIGNMENT OF ANTITRUST CLAIMS. authorized payment an the pan of the City of Fan Collins. However, it is to be understood that FINAL Seller and the Pochases mrognae drat in actual economic practice, overcharges resulting form antitrust ACCEPTANCE is dependent upon completion of all applicable required inspection procedures. violations are in fact lwme by the Purchaser. Thercmfore nforr prat cauu and . consideration for executing this purchase order the Seller hereby assigns to the Purchaser any and all claims it may now have or hereafter lim, ht To.,. Shipments meal be RO.B., City of Fort Coll in..700 Wood M., Fon Collins, CO 80522, unless acquired under federal or state antitrust laws far such overcharges relating to the purl ccla, goods or services mherwise specified oa this .,do,.If permission is given to prepay freight and charge s,aramly, the original freight purchased or acquired by the Pdrchcter pursuant to this purchase order. bill must accompany invoice. Additional charges for Packing will not be accepted. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. Shipment Distance. Where manufacturers have distdbwing paints in tt Pans of the country, shipment is Ifthe Purchaser dirc.'ts the Seller go cores nonconforming or defective goods by a dam to be agreed upon by the expected from fe nearest disabmmin poinuo destitution, and excess freight will be deducted from Invoice when Purchases and the Seller, and the Seller NereaRer indicates its ioabiliry or unwillingness to comply, fe Pumhaur shipments are made from greater distance. may cauu the work to be pert ed by the most expci iliouv means available to it, and the Sella shall Pay all cos. azsceimed with such work. Permit. Seller shall procure at sellers sole cost all necessary pearls, certificates and licenses rryuited by all applicable laws, regulations, ordinances and mles of the state, municipality, territory or political subdivision where the work is performed, or required by any other duly constituted public Politically having jurisdiction over the work of vendor. Seller former agrees to hold the City of Fort Cull ins harmless from and against all liability and lass incurred by them by reason.P rot usened or established violation of any such Incas, regulations, ordinances, roles and gmorear n.. Auforlaatfon. All parties go this contract agree Not the representatives are, in fxL bona We and possess full and amplere aufonty to bind mid parties, LIMITATION OF TERMS. This Purchase Order expressly limits acceptance go the on. and rondillons stated herein cut fonds and any supplementary or additional emas and conditions annexed here,. or irmoryammd herein by reference. Any additional or different terms and conditions proposed by seller are objected to and hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately ifyan cannot make complete shipment to arise oa your ,turmoil delivery date as noted. Time is of the essence. Delivery and performance most be effected within the tin¢ stated on the purchase order and the documents touched here.. No acts of the Purchasers including, without limitation, acceptance of partial late deliveries, shall operas, as a waiver of this provision. In the rent of any delay, the Purchaser shall have, in addition. other legal and equitable remedies, the option of placing his order elmwhrre and holding the Seller liable for A manes. Howm'a, he Seller shall trot Im liable for damages or a result of delays due to causes rot reasonably foreseeable which are beyond its reasonable control and without its fault of negligence, such acts ofGad,ac. ofoivil or military andamiries, governmental Families. fires, sakes, flood, epidemics, wars or o, provided hat notice of the cond owns causing such delay is given to the Purchaser within five (5) days of the time when the Seller first received knowledge thereof. In the event of any such delay, the date of delivery shall be extended for the period equal to he time actually last by reason fthe delay. 3. WARRANTY. The Seller warrants that all goods, articles, materials and work covered by this order will conform with applicable drawings, specifications, rumples candor other dowriptiom given, will be ❑t for the purposes intended, and Performed will rate highest degree of care and competence in accordance with accepted standards for work of a similes ranee. The Sella agar. in hold ode purchaser hamrlcss from any loss, damage ar expense which the Purchaser may suffer or incur on accoant of he Sellers breach id wamanry. The Seller shall rrplace, repair or take gout, without cost to he purchaser. any defects or mudis arising within one (1) year or within such longer pushed of time as maybe presmbcd by law or by the grass of any applicable waarenry provided by he Seller after the date of acceptance offe goods famished herewtder (acceptance not . be ununreasonably delayed), resulting from imperfect or defective work done or m:nanls famished by the Seller. Acceptance or use of goods by the Purchaser shall not institute a waiver of any claim under this warranty. Except as otherwise provided in this purchase order, the Sellers lability hereunder shall extend to at damages proximately caused by the breach of any of 'he foregoing woman ex or gumantees, 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 IN LEGAL TERMS. The Purchaser coy nuke changes to legal terms by written change order. 5. CHANGES BN COMMERCIAL TERMS. The Purchaser may make any changes to the terms, other than legal terra, including additions to or deletions from the quantities originally ordered in the specifications or drawings, by verbal or written change order. If any such change afect me innaunt due or the time of performance hereunder, an equitable adjumment shall be out. b. TERMINATIONS. The Purchaser may at any time by women change order, terminate this agreement . ,. any ar all portions of the goods then not shipped, subject to any equitable adjustment between the parties as to any work or rawaals then in progress provided that the Purchaser shall not Ire liable for any claims for anticipated profits on the accomplished portion offe goods and/or work. for incide rral or consequential damages, and thor no such adjustment be made in favor of the Seller with despiser to any goods which art the Sellers standard stork. No such termination shall relieve the Purchases or the Seller of any oftheir obligations as to any gods delivered terminated. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment until be asserted within thin (30) days from the date the change or mmrmadaw is ordered. S. COMPLIANCE WITH LAW. The Seller warrants that all goofs sold hereunder shall have been produced, sold, delivered and modified in strict compliance with all applicable laws and regula was . which ode goods art subject. The Seller sleall execute and deliver such documents as may be required. effect or evidence compliance. All laws and regulations required to be incorporated! an agreement of this character arc hereby incorporated herein by this ref..The Seiler agrees to indemnify add hold to Purchaser hamtless from all costs and damages suffered by the Purchaser as a result of the Sellers failure to comply with such law. 9. ASSIGNMENT. Neither pasty shall assign, transfer, or convey this order, or any monies due or to become due hereunder without the pd., wdred consent of the other Party. 10. TITLE. The Sell. warren.fail, clear and ttnrtstncmd title. Ne Protector for all equipment, tvtemils, and items fmahed in perfomane of this agreement, more and clear of any am all liens, resection, .limn, venting interns, ertcuttfrenc. add claims of ohers. The Seller shall relccte the Purchaser and its contmc,.rs of any tier from all liability and claims of any mum resulting from the pert rmanee ofsuch work. This release shall apply even in the event of fault of negligence of the Tandy rtlected and shall stead to the directors, office. sad employees camel party. The Sellers contractual obligations, including wamnty, shall out be, darned to be reduced, in any way, because such wort: is performed at ..it to be performed by the Purchases. 14. PATENTS. \Menever the Seller is required to use my design, device, mamnal or pm r. covered by letter, mem. tmdemnd or copyright, the Seller shall indemnify and save hamcl.s the Purchaser from any and all claims for infringement by reason of the use of such patented design, device, material or process in connection with the contract, and shall indemnify the Purchaser far any cost, expense or damage which it may be obliged it, pay by reason of such infringement at any time during the prosecution or after the completion of the work. In cam said equipment, or any pan thereof or the intended use of the goads, is in such suit held to corraimte infringement and the use of mid equipment or pan is enjoined, the Sella shall, at it own expcm , and at its option, either pram a for the Puschmer the right to continue using said equipment or Pods, replace the same with substantially equal but naninfanging equipment, or modify it so it becomes noninfringing. 15. INSOLVENCY. If the Seller shall become insolvent or bookings, make an assignment for the benefit of creditors, appoint a receiver or ab rnee for any of the Sellers Forperly or business, Nis ma is order y fodwith he canceled by the Purchaser without liability. Ids. GOVERNING LAW. The di fnitions of terms used or the interpretation of the agreement and the rights of all parties hereunder shall be onstrued under and governed by the laws offe State of Col..&. USA. The following Additional Conditions apply only in cams where the Seller is . perform work hereunder. including the smdc. of5ellers Reprtsentative(s), on the Prtmsel of orders. 17. SELLERS RESPONSIBILITY. The Seller shall carry on said work at Sellers own risk until he come is fully completed and accepted, and shall, in case of any accident, destruction or injury to the work and/or materials before Sellers final completion end acceptance, complete the work at Seller's own expense and to the satisfaction of the Purchaser. When materials and equipment ere 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 mateshah and/or equipment were being famished by the Seller under the order. IS. INSURANCE. The Solle, shall, at his own expeme, provide far the payment of workers compewtion, including accupatian.I ditease benefit, . its employees employed on or in connection with the work covered by his purchase order, andtor to their dependential in accordance with the laws of the scam in which the work a to M done. The Seller shall also carry comprehensive 6rnemt liability including, but not limited to, camas ctind end automobile public habit ily insurance with bodily injury and death land, of at leas, S300,000 for any one groan, $500,000 for any occident and Tommy damage limit per accident of $400,000. The Seller shall likewise quire his contractors, if any, to provide for such compensation and insurance. Before any of the Sellers or his contractors employees shall do any work u Wn the premises of others, the Seller shall fiunish the Purchaser with a certificate that such compenm real and insumnee have been provided. Such certificates shall specify the date when such compensation and insumnee have been provided. Such cenitlewea shall specify the dam when such compensation and insurance expires. The Seller agrem that such compensation and insurance shall be maintained until after the ¢mire wank. completed and accepted 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Seller hereby azsurrt. the entire responsibility and liability for my and all damage, lass or injury of any kind or down, wha.oeverto persona or property caused by or resulting form the execution of the work provided for in this purchase order or in connection herewith. The Seller will indemnify and hold harmless the Purchaser and any r all of the Pumhzsers officers, agents and employees from and aguino any and all claims, losses, damages, charges or expenses, whether direct or indirect, and whether to persons or property 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 ommcmrs, or any of the Sellers or conuec.rs officers, agent o employes. In cone my suit or other proceedings shall W brought against the Purchaser, at its officers, agents or employes at any time on account or by reason of soy act, action, neglect, omission or defaull of he Sella of any of his contractors or any of its or Nei, officers, agents or employees as aforesaid, the Sell. hereby ogre.. assume the defame thereof and to defend the same i t Nc Set[. own expense, ,o Pay any and all cast, changes, i momcys fees and other expertxi any and all judgmmt that may be incurred by or obtained against the Pomhsser or any of its or their officers, agents or employees in such star. or other proceedings, and in case judgment or other lien be placed upon or obtained against the property ofthe Purad aar or said parties in or as a result of such 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 his commdon shall take all safety precautions, famish and install all guards necessary for the prevention of accident, comply will all laws and regulations wits regard to safety winding, abut without limitation the Occupatioml Safety mud Health Act of 1970 and all sales and deplanions issued pursuanrthereto, Revised 072014