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HomeMy WebLinkAbout542380 SEMPLE BROWN DESIGN PC - PURCHASE ORDER - 9145823PO PURCHASE ORDER 914582er Page Clt�/ of PURCHASE 9145823 1 of 2 ' `t Collins This number must appear on all invoices, packing sli s and labels. Date: 10/08/2014 Vendor: 542380 SEMPLE BROWN DESIGN PC 1160 SANTA FE DR DENVER CO 80204 Ship To: CLRS ADMINISTRATION CITY OF FORT COLLINS 215 N MASON, 3RD FLOOR FORT COLLINS CO 80524-4408 Delivery Date: 10/08/2014 Buver: JOHN STEPHEN Note Line Description Quantity UOM Unit Price Extended Ordered Price Invoice # 2014-0383 1 LOT LS 5,180.60 9/30/14 Project142600 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 5 of 5 L COMMERCIALDETAILS. Tax exemptions. By statute the City of Four Collins is exempt from stare and local taxes. Our Exemption Number is 98-04502. Federal Excise Tax Exemption Cenificme of Registry 84LUtN15g) is registered with the Collector of Internal Revenue, Denver, Colorado (Ref. Colorado Revised Statutes 1973, Chapter 39-26. 114 (a). Good Rejected. GOODS REJECTED due no failure to men specifications, either when shipped or due to deferis of damage in much, may be rammed to you far credit and are not to be replaced except upon receipt of written instructions from the City of Fan Collins. Irepeetimn GOODS arc subjm to the City airport Collins inspection on arrival. Final Acceptance. Receipt of the merchandise, services r equipment in response no this order can result in authorized payment on the pan of the City of Fort Collins. Dioceses, it is to be understood that FINAL ACCEPTANCE is dependent upon completion craft applicable requited inspection procedures. Freight Terns Shipments most be TOM, City of Fort Collins, AIO Woad St., Fort Collins, CO 80522, unless otherwise specified on this order. If permission is given to prepay freight and charge separately, the original freight bill most accompany Invoice. Additional chances for parking will not be accepted. Shipment Distance. Where manufacturers have distributing points in us pans of the country, shipment is expected from the nere ast distribution point to deslinndiam, and excess freight will be deducted from Invoice when shipments are made Gom greater distance. Permits. Seller shall procure at sellers sale mat all necessary Permits, certificates and licenses acquired by all applicable laws, regulations, ordinances and pales of the state, municipality, territory or political subdivision where the work is perlbmred, or required by any other duly constituted public authority having jurisdiction over the work of vendor. Seller fuller agrees a hold the Cu, of Fort Collins harmless focus and against all liability and loss incurred by them by reason of an assumed or established violation of any such laws, regulations, ordinances, sales and requirements. Authomation. All parties to this contract agree that the represrntmivn arc, in first, bona fide and possess full and complete authority to bill said parries. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance m the musts and conditions stated herein set forth and any supplementary or additional musts and conditions annexed herein or incoryommd herein by reference. Any additional to dillEprnt tears and conditions proposed by seller are objected to and hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately if you cannot make complete shipment in arrive on your promised delivery date as noted. Time is of the essence. Delivery and performance must be infected within the time sated on the purchase order and the documents attached hereto. No acts of the Parchment including, without limimtlooc acceptance of partial tam deliveries, shall apemre as a waive of this provision. In the emit ofany delay, the Purchaser shall have, in addition to other legal and equitable remedies, the option of placing Nis order elsewhere and holding the Seller liable far damages. However, the Seller shall not be liable for damages as a result of delays due to causes not reasonably framemble which are beyond its reasonable control and without its fault of negligence, such acts of Gad, acts of civil or militury authorities, gesc sp ental prioritim fins, mikes, flood, epidemics, wars or riots provided that notice of the conditions ausing such delay is given to the Purchaser within five (5) days of the time when the Seller first received knowledge themrf. In the event of any such delay, the date of delivery shall be extended for the period eq.I a the time actually lost by reason of the delay. 3. WARRANTY. The Seller warrants Oust all goads, aides, materials and work covered by this order will southern with applicable drawings, specification, samples andor other descriptions given, will be fit for the purposes intended, and performed with the highest degree of care and competence in accordance with accepted standard for work of a Pnmilar nature. The Sell. agrees to hold the purchaser homtlrss from any loss, damage or apense which the urchaser may suffer or incur on amount of the Sellers breach of warrant'. The San. shag replace, repair or make good, without rest to the pmchaseg any defects or faults arising within one (1) year or within such longer period of time as may be prescribed by law or by the terms of any applicable warranty provided by the Seller after the date of acceptance of the good famished hereunder (acceptance not to be unreasonably delayed), resulting from imperfect or defective work done or materials famished by the Seller, Acceptance or use of goods by the Purchaser shall not constitute a waiver ofany claim coder this xumnry. Exeepn as otherwise provided in this purchase order, be Sella liability hereunder shall extend to all damages proximately caused by the breach of any of the foregoing watmnties or guarantees, but such liability shall in no event include loss ofprotits or loss of use. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHANGES IN LEGAL TERMS. The Purchaser may An changes to legal mans by written change order 5. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any changes to she terra, other than legal terms, including addiaions to or deletions from the quantities originally ordered in the specifications or drawings, by cabal or women change order. If any such change ti efects the amount due or the me ofperformnnce hereunder, an equitable adjustment shall be made. 6. TERMINATIONS. The Purchaser may many time by wdnen change order, terminate this agreement a to any or all ponions of the good then not shipped, subject to any equitable adjustment between the parties as to any work or materials then in progress provided that the Purchaser shall not be liable for any claims for anticipated pmlils on the uncompleted Portion of the good andor work, for incidental or consequential damages, and than an such adjustment be made in favor of the Seller with raper to any good which an the Sellers standard stock. No such Termination shall relieve the Purchaser or the Seller ofany of their obligations as to any good delivered hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim for aljustment must be assumed within thirty (30) days from the date the change or irradiation is ordered. S. COMPLIANCE WITH LAW. The Seller warrants that all good sold hereunder shall have been produced, sold, delivered and famished in strict ..,It ntt with all applicable lax, all regulations to which the goods am surfer, The Seller shall exeunt and deliver such docomus as may be required to effect or evident a compliance. All laws and regulations required to be incorporated in agreements of this character are hereby incmpomted herein by this reference. The Seller agrees to indemnify and hold the Purchaser hamlas from all coss and damages suffered by the Purchaser as a result of the Sellers failure to comply with such law. 9. ASSIGNMENT. Neither party shall nsign, tmnsfu or convey this Dade,, or any monies due or an become due hereunder without the prior wrnn council of the other pang. HLTITLE. The Seller warrents full, clear and unrestricted title to the Purchaser for all equipment, materials, and items furnished in performance of this agreemem, time and clear of any and all liens, restriction, reservations, security interest encumbrances and claims of other. 11. NONWAIVER. Failure of the Purchaser to insist upon strict performance of the terms and conditions hereof failure or delay to exercise any rights or remedies provided heein or by law, failure to promptly testify the Seller in the event of a breach, the ree ptmce for payment far goods hereunder or approval of the design, shall not release the Seller of any of the warranties or obligations of this purchzse order and shall not be deemed a waiver of any right of the purchaser to insist upon strict performance hereofor any of its rights or remedies as to any such gaud, regardless of when shipped, received or accepted, is to any prior or subsequent default hereunder, roar shall any purloined ore] modifiaaon or rescission of this purehase order by the Purchaser operate or a waiver of any of the tames hereof. 12. ASSIGNMENT OF ANTITRUST CLAIMS. Seller and the Purchaser recopire that in actual economic practice, o eratim es resulting from antitned violations am in fact home by the Producer. Therrof sm. for good cause all as compensation for executing this purchase card., the Seller hereby assigns to the Purchaser any, and all dalms it may cow have or hereafter acquired under federal or state antitrust laws for such overcharges printing ro the parricide, good or services purchased or acquired by the Purchaser pursuant to this purchase order. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. Ifthe Purchaser directs the Seller to correct nonconforming or defective good by a date to be agreed upon by the Purchaser and the Seller, and the Seller therea0er indicates its inability or unwillingness w comply, the Purchaser may cause the work to be performed by the most expedition mean available to it, and the Seller shall pay all coos. associated with such work. The Seller shall release the Purchaser and its contractors of any tier from all liability and claims of any nature resulting from the performance ofsuch work. This release shall apply even in the event of fault of negligence of tie party released and shall expend to the directors, officers and employees ofsuch party. The Sellers contmetoal 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 required to use any design, device, mmerod or process covered by lever, patent, trademark or copyright, the Seller shall indemnify and save harmless the Purchaser fmm any and all claims for infringement by promo of the use of such parented design, device, material or process in connection with the contract. all shall indemnify the Purchaser for any cost, expense or damage which it may be obliged to pay by reason of such infringement at any tine during the prosecution or e0r, tle completion of the work. In case avid equipment, or any pan thereof or the intended use of the goods, is in such suit held to comtimm inGagement and the use of said equipment or pan is enjoined, the Seller shall, at its own expense all at its option, either procure for the Purchaser the right to continue if, said equipment or pans, replace the same with substantially equal but mninfringing equipment, or modify it so it becomes noninfdnging. 15. INSOLVENCY. If the Seller shall become inolvem or baplart make an asslgmnent for the benefit of creditors, appoint a creeper or trustee for y of the Sellers property or business, this order may forthwith be canceled by the Purchaser an haser without liability. 16. GOVERNING LAW. The definition of tams used or the imeryremtion of the agreement and the right of all panics hereunder shall be construed under and governed by the laws of the State of Colordo, USA. The following Additional Conditions apply only in cases where the Seller is to perform work hereunder, including the services of Sellers Represppitivepd, oo the premises of others. 17. SELLERS RESPONSIBILITY. The Seller shall cant' oa said work at Seller's own risk until the same is fully completed and accepted, and shall, I. ase of any accidem. destruction or injury to the work and/or materials before Seller final completion and acceptance, complete the work in Scll&s own expense and w the satisfaction of the Purchaser. When matemb, and equipmenr are furnished by others for intallinim 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 .,it being furnished by the Seller under the order. 18. INSURANCE. The Seller shall, at his ann 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, tanker to their dependents in importance with the laws of the spite in which the work is to be done. The Seller shall alw cart' morpmMhsive gent pal liability incuding, but not limited m, commcmal and automobile public liability insurance with bodily injury and death limits of al least 5300,000 for any one person, $500,000 for any one incident and property damage limit Per accident of $400,000. The Seller shall likewise require his contractions, if any, to provide for such compensation and insurance. Before any of the Sellers or his contractors employees shall do any work upon the prcmisa of others. the Seller shall f ish the Purchaser with a certificate Nat such compensation and inurance have been provided. Such certificates shall specify the date when such compensation and insurance have been provided. Such certificates shall specify the date when such mmpensalion and inumnce expires. The Seller agrees that such compensation and immance shall be maintained until after the entire work is completed and accepted. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Seller hereby assumes the entire responsibility and liability for any and all damage, loss or injury of any kind or nature whatsoever to persons or property aused by or resulting from the execution ofthe work provided far in this purchase order or in correction herewith. The Seller will indemnify ardi hold harmless the Purchaser and any r all of the Purchasers officers, agent. and employees from and against any and all claims, lacaes, 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 any act, action, neglect, omission or default on the pan of the Seller, any of his contractors, or any of the Sella or contractors officers, agents or employees. In case any suit or other proceedings shall far brough againal the Purchaser, or its officers, agents or employees to any time on acmual or by mason 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 afaprsaid, the Sella hereby agrees to assume the defense tlumoof and to defend the same at the Sellers own expense, to pay any and all costs, charges, attorneys fees and other expenses, any and sell judgments tbal may he incurred by or obrtained almost the Purchases or any of its or their oReers, agents or employees in such suits cr order proceedings, and in use judgment or other lien be placed upon or obtained against the property of the Purchner, or said panics in or as a result ofsuch 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 contractors shall take all safety precaution, famish and h.tall all guards neasary for the prevention of accidents, comply with all laws and regulations with regmd w safety including, but without limitation, the Occupational Safety and Health Act of 1970 and all mles and regulations issued pursuant thereto. Revised O7I2014