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HomeMy WebLinkAbout509360 ENERGYSMART PARTNERS LLC - PURCHASE ORDER - 9145984PO PURCHASE ORDER 914598er Page C117/ of PURCHASE 9145984 1 of 2 Flirt [ OI I Ins This number must appear �,/`1 ` V a` on all invoices, packing sli s and labels. Date: 10/14/2014 Vendor: 509360 ENERGYSMART PARTNERS LLC 330 S COLLEGE AVE SUITE 400 FORT COLLINS CO 80524 Ship To: ELECTRIC UTILITIES CITY OF FORT COLLINS 700 WOOD ST FORT COLLINS CO 80521 Delivery Date: 10/14/2014 Buyer: PAT JOHNSON Note: Line Description Quantity UOM Unit Price Extended Ordered Price t Uhrich Loan 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 7,219.00 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 norm the Cary of Fort Collins is exempt fmm state and local taxes. Our Exemption Number is 11. NON WAIVER. 98-04502. Federal Excise Tax Exemption Cenificare, of Registry 84-6o00587 is registered with the Collector of Failure of the Purchaser to insist upon strict performance of the terms and conditions hereof failure or delay fo Internal Revenue, Denver, Colorado (Ref. Colorado Revised Safuta 1973, CTapfa 39-26. 114 (a). exercise any rights or tamedics provided herein or by law, failure to promptly notify the Seller in the event of a breach, the acceptance for pxymmt far grad hereunder or approval ofthe design, shall not release the Seller of Good 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 he deemed a waiver of any right ofthe damage in transit, may be returned to you for credit and are not to be replaced except upon receipt of worn purchaser to insist upon strict performance hereof or any arias rights or remedies as m any such goods, regardless instructions from the City of Port Collins. of when shipped, received or accepted, as In any no, or subsequent defanit lace —der, nor shall any purported oral modification or rescission of this punchaw order by the Purchaser operate as a waiver of any of the terms Mariana. GOODS are subject to the City effort Collins inspection on arrival. hereof. Final Acceptance. Receipt of the inemhxndise, savha or mci,.' in response to this order can result in 12, ASSIGNMENT OF ANTITRUST CLAIMS. autherixed mymmt oa the End of the City of Pon Collins. However, it is to be understood that FINAL Sella and the Purehasa recognize that in actual economic practice, overcharges caching brain antitrustACCEPTANCE ACCEPTANCE is dependent upon completion of all applicable required inspection procedures, violations are in far, Moe by the Purchaser. Thercfef sm, far Good cause and as consideration for emcufing this purchase under, the Seller hereby assigns in the Purchaser any and all claims it may now have or bromine, Freight Terms. Shipments must be F.O.B., City of ran Collins, 700 Wood Sr, Pan Collins, CO 80522. unless acquired tinder federal or state antitmst laws for such overcharges relating to the particular goads or services otherwise specified on this order. Uprmissmn is given to prepay freight and charge sryvately, toe original bright purchased or acquired by the Pardoner pursuant to this purchase order. bill most accompany invoice. Additional charges for packing will test M accepted. 13.PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. Shipment onto thee. When, manufazmrers hmre distributing points in oath m parts de the country, ,voice w is Purchaser Purchaser and directs the Sella to corner nonconforming or defective goodbye dam to be agreed upon by the expected front the nearest matey d ion point to destination, and excess freight will be deducted from Invoice wM1m May Cause and the Salle, and the Seller thereafter indicates its inability v cable to it, ado comply, the Purchaser shipments ore made from greaor Ainance, may case the work to be performed by the most expeditious means available to it, and the Seller shall pay all costs associated with such work. Permits. Seller shall procure at sellers sole cast all naeswry mierik, ,,territory and licenses ruluired w all applicable laws, performed. or c omiriances and tales of the scion municipality, tam, ha or jurisdiction subdivision where The Seller shall release the PuaM1aacr and its commcmrs of any tier from all liability and dorms of any mom thework is performed,r required by any othery of mmeimled publiceusfrom havinggjinsdill lia over the work resulting from fide performance ofsuch work. of vendor. Seller rode, a I to hold the City of hed Collins M1aI an, from end against all liability and loss reed by them by reason of a asserted or established violation of tiny such laws, regulations, ordinates, tales This release shall apply even e, the ,cent of fault of negligence of the party rckssed and shall exfenJ to the and regmheme„ts, directors, officers and ernplmyea eran,n piny. Authorization. All parties to this contract agree that the representatives are, in fact, bona fide and possess fill and complete mtlmnry an bind said panics. LIMITATION OF TERMS. This purchase Order expressly limits ¢ceptance m the ¢arm and conditions stated herein tit forth and any supplementary or additional terms and conditions annexed hereto or inco,ormed herein by reference. Any additional or Jiff¢nt terms and otndonince proposed by seller arc objected to and hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immedimely ifyou cannot make complete shipment to active an your promised delivery date as noted. Time is cribs corner. Delivery and performance must M efT fed within the time stated on the purchase order and the dotaments etfa lwal hereto. No no of the Purchasers including, without limitation acceptance of partial late delivenes, shall operate as a waiver of Nis provision. In the event crony delay, the Purchaser shall have, in addition I. plan, legal and uluitable remedies, the option of placing this order elsewhere and holding the Seller liable for damages. I lowever, the Seller shall not be liable for damages as a result of delays due to causes not reasonably foreseeable which arc beyond its mawnable control and without its fault of negligence, such acts at'God, acts of civil or military authorities, governmental priorities, fires, stoke, dead, epidemics, was or riots provided that notice of gm conditions causing such delay is given to the traducer within five (5) days of the If., when the Seller fast received knowledge thereof. In sae tent of any such delay, the date of delivery shall be extended for the pared aluaI no the time woolly lost by reawn of the delay. 3. WARRANTY. The Seller wamams that all goods, ankles, materials and work covered by this order will conform with applicable drawings, specifications, samples and/or other descriptions given, will M fit for the purposes intended, and paginated with the highest degree of care and competence in accordance with accepted standard for work of a i mar nature. The Seller agrees to hold the purchuser Mandates from any loss, damage or expense which me Fertilizer, may w1fia or incur on as., of the Sellers breach of warmnry. The Seller shall replare, repair or mike ,and, without cost to the purchaser, any defers or fuel. ..,,a, within one (1) year or within such longer pried of time as may be prescribed by law or by the terms of any applicable warranty provided by the Seller after the dale of acceptance of flue goofs furnished hereunder (acceptance not to be unreasonably delayed), resulting from imperfect or dePoaive work done or materials furnished by the Seller. Acceptance or rue of goods by the Purchaser shall not consomme a waiver salary claim make this warranty. Except as otherwise provided an this purchase order, the Sellers liability Remainder shall extend to all damages proximately calved by the breach of any offire foregoing warranties or guaranrces, but such liability shall in no event include loss ofprofis or loss of use. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHANGES IN LEGAL TERMS. The Purchase, may make changes la legal hems by wrmcp change order. 5. CHANGES IN COMMERCIAL TERMS. The Perchance may make any changes m the fema, other flan legal terms, including additions to or deletions from the quantioa originally ordeed in the specifications or drawings, by vedaal or written change order. If may such change iliac. the amount due are the lime ofperf mwnce hereunder, on equitable aajustmem shall be made. 6. TERMINATIONS. The Purchaser may of any time by wainen change order, terminate this agreement as m any or all poniom of the goods then not shipped, subject to any equitable adjustment between the parties as m any work or materials then in progress provided that the Purchaser shall not be liable for any claims for anticipated prolhs on the uncompleted portion of the good andlor work, for incidental or conceptualist damages, and that net such adjustment M made in favor of the Seller with respect many goods which are the Sellers standard sock. No such termination shall relieve the Purchaer or the Seiler of any of their obligations as to any goods delivered hereunder. ]. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must be asserted within miry (30) sky, firms the dam the change or temfieation ls ordered. 8. COMPLIANCE WITH LAW. The Seller warrants that all goods sold hereunder shall have been produced, sold delivered and fumishad in strict compliance with all applicable Inws and regulations m which the goad are subject. The Seller shall execute and deliver such documents as may 4 required to effect or evidence compliance. All laws and regulations; requited to be incorporated in agreements of this character are hereby incorporated herein by this reference. The Sella agree to indemnify and Mid the Purchaser bmfnless from all toss aed damages suffered by the Purchaser as a Kati t of the Sellers failure to comply with such law. 9. ASSIGNMENT. Neither party shall assign, transfer, or convey this order, or any monies due or to become due hereunder without the prior written consent ofthe other pray. 10. TITLE. The Seller warrants full, clear and unrestricted title to the Purchasxr for all equipment, materials, and items famished in performance of this agreement, fine, and clear of any and all liens, restrictions, reservations, security interest encumbrances and claims of omits. The Sella's contractual obligations, including whimsy, shall not be deemed to be reduced, in any way, because such work is perfmmed or mused to be performed by the Purchaser. 14, PATENTS. Whenever the Seller is cultured do use any design, device, material or process covered by lamer, patent, trademark or copyright, life Seller shall indemnify it sane hanmless the Purchaser from any and all claims for infringement by reawn of the use of such palwand design, device, material or Process in connection with fix contract, and shall indemnify the Purchaser for any cast, expense or damage which it may be obliged to pay by reason ofsuch infringement at any time during the prosecution or after the completion of me work. In case said equipment, or any pan therm( or the intended use of the good, is in such suit held to constitute inrngemenf and the tow, of said optimum m pan is enjoined, the Seller shall, at its own expense and at its option, either procure for the Purchase the right to comanue using said equipment or pans, replace the same with substantially equal bur noninfringing equipment, or modify it so it becomes nardnflnging. 15. INSOLVENCY. If the Seller shall become insolvent are bankrupt, make an assignment for the benefit of creditors, appoint a racriva, or trmtee for any of the Sellers property or busimess, this polar may forthwith be canceled by the Purchaser without fiability. 16. GOVERNING LAW. The definitions oft,.a oval oche intermxonion of the apartment and the rights of all ponies hereunder shall be conserved under and governed by the laws ofehe Stale of C.Ima do. USA. The fallowing Additional Conditions apply only in cases where the Seller is or pert weak heeunda, including the services of Sellers Repres arestwo s), on the premiss ofothers. 17. SELLERS RESPONSIBILITY. The Seller shall cacry on said work al Seller's own risk until the same is fully completed and accepted, and shall, in use of any accident, desnuoion or injury to the weak and/or mareriak before Sellers final completion and arcepance, complete the work at Sellers own expense and to the small Lion of the Purchaser. When materials wit equipment arc fumishrd by others for installation or erection by the Sella, the Seller shall receive, unload, some aml handle same at the site and become responsible therefor as though such mawmals mdfr equipment wait being fifmished by the Seller ceder the order. 18. INSURANCE. The Seller shall, at his own expense, provide fur the payment of workers compensmion, including occupational disease th nefis, in its employees employed on or in connection with the work covrml by this purchase order, mdfr Ira their dependants in accordance with the laws of JIM state in which the work is to be done. Tha Seller shall also [arty comprehensive general liability including, but not limited to, contractual and automobile public liability insurance with bodily injury and death limns of at Iecl S100,000 for any one person, 550KLM) for any onaccident ant property dage amlimit par accident of S400.000. The Seller shall likewise caprice his cone tractors, Ifary, to provide for such compensation and insurance. Hefore any mthe Sellers or his cantmetors employees shall des any work upon the premises of others, the Seller shall furnish the Pumhasa with a certificate Ili., such compersomon and insurance have been provided. Such certificates sM1all specify the date when .no compensation and insurance have been provided Such cenafiwta shall specify the date when such compensation and irsumace expires. The Seller agrees said such comparison. mad insurance shall be mminained ..,it alien sa, ,mire work is completed unit zccmted. 19. PROTECTION AGA INS'IACCIDENTS AND DAMAGES. The Seller hereby incomes the entire responsibility and liability for any and all change, loss or injury of any kind or nature whatroever to persons or property caused by or resulting from sae execution of the work provided for in this purcham order or in connection M1acwim. The Seiler will indemnify and hold hamdess fire Rurchnser and any cr all of the Puohssas ci icmag , e.% and employees from and against ay and s, all claimlasso, damages,charges harges or expaues, whether direct or indirect, W whether to persons or propmy to which the Purchaser may be put or subject by reason or any act, action, neglect, omission or default on the pan of the Seller, any offer contractors, or any of the Sellers or contractors officers agents or employees. In case any soft or other proceedings shall be brought against he Purchaser, or its officers, agents or employees at any time on account or by reason of any mr, action, cagiest, omission or default of the Seller of any of his contractors or any of is or their officers, agents or employees as aforesaid, the Sella hereby agrees an aannm sae defense thereof and to defend the same or the Sellers awn exprue, f pay my and all rusts, charge, atmmeys f s and other expenses, any and all judgments that may be incurred by or obtained against the Pardoner or any of its or their officers, agents or employees in such suits or other proceedings, and in case judgment or other lien be placed upan or obtained against the property of the Purchase, or said probes in or as a result ofsuch suits or other proceedings, the Seller will at once cause the wine to be diswlved and discharged by giving bond or otherwise. The Seller and his contractors shall take all wfery precautions. fumkdf and insall all guard naawry for than prevention of necidens, comply with all laws and regulations with regard to wfery including, but without limitation, the Occupational Safety and Hmlth Act of 1970 and all rules and regulations issued pursuml thereto. Revised T7n(U4