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HomeMy WebLinkAbout478128 MERGENT INC - PURCHASE ORDER - 9146216PO PURCHASE ORDER 914621er Page CI�/ of PURCHASE 6216 1 of z ' `F6rt Collins/ This number must packing �I on all invoices, packing sli s and labels. Date: 10/23/2014 Vendor: 478128 Ship To: PUBLIC LIBRARY (MAIN) MERGENT INC 201 PETERSON ST PO BOX 403123 FORT COLLINS CO 80524-2990 ATLANTA GA 30384-3123 Delivery Date: 10/23/2014 Buyer: ED BONNETTE Note: RENEWAL FOR FIRST RESEARCH DATABASE 01/JAN/2015 THROUGH 31/DEC/2015. PER INVOICE #150497 DATED 03/OCT/2014. Line Description Quantity Ordered UOM Unit Price Extended Price Invoice # 150497 1 LOT LS 7,875.00 First Research database renew 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 2 of 2 I. COMMERCIALDETAIIS. Tax exemptions. By statute the City of Fort Collins isexemptform state and local taxes. Our Exemption Number, is ILNONWAIVER. 98-04502, Federal Excise Tax Exemption Certificate of Registry 84-6000589 is registered with the Collecmr of Fbilure ofthe Purchaser no [mist upon strict performance of the terms and conditions hereof, failure or delay to Formal 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 Sella in the event of a breach, the acceptance of or payment fur goods hereunder or approval ofthe target, shall not release the Seller of Goods Rejected. GOODS REJECTED due to failure to meet spmifications, either when shipped or due to defects of any of the warranties or obligations of this purchase order and shall gat No dowered a waiver of my right of the damage in mamb. may be remmed to you for credit and on, nor or be replaced except upon receipt of wnmrn purchaser to insist upon sMet performance hereof or any of its rights or exmedies as to any such goods, regardless imtmet]am from the City of Fort Collins. of when shipped, received or aoadef as to any prior or subsequent default [remainder, am shall any pmponed bed modification or remission of this problems, order by the Puobhsse operate as a waiver of any of line terror Impact ion. GOODS are subject to the City of Fon Collier inspttian on mrivol. hereof. Final Acceptance. Receipt of the merchandise, services or ry.ipmmt in response to Nis Omer can olf in 12. ASSIGNMENT OF ANTITRUST CLAIMS. oathmaed payment oa the pan of Ne City of Fort Collin, However, it is m be enchanted thou FINAL Seller and the Purchase, recognize shot in whal economic practice, overcharges resulting from antitrust ACCEPTANCE is dependent upon completing of all applicable rryuired inspection procedures. violations or in list, home by the Purchaser. Theremfore,for good cause and as consideration for executing this pwchese order, the Seller hereby assigns to the Purchaser any and all claims it may now have or hereafter Freight Terms. Shipments must be F.O.B., City of Fort Collins, War Wood St., Fair Collins, CO 80522, unless aquiml under federal or state without laws for such overcharges relating to the particular good or services otherwise specified on this order. If permission is given to prepay freight and charge soparamly, the will freight pwchrfa d or required by me Purchmt, pursuant to Nis purchase oMe,. bill must accompany invoice. Additional charges for packing will not W accepted. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. examined edorm thee.Wbertmanufadurers lavensiibus, and excs usparts ofdwauatry,voice whet asn Iftheaven ad he Sell,adme tacortednoneunforming or debilityvx goedbygdaa to bragrtMspun by me shipments form ad fee. distribution point to destination, and excess freight will be deducted form Invoice when marchers, and the work bend me Sellery he now indicates ins [ability at unwillingness tb amply, the shall pM1mer shipments are made from greater, dismvre. may cause the work tb be performed by the most expeditious means available to it and the Seller shall pay all costa msaiatM with such work. applicable Seller shall ensure ,d sellers sale cost all necessary permits, ceni0ctary nett, licenses mluircd by all ,he work laic, regulations,.imd by band tales duty r state, municipality, alrimry is political subdivision where nc� work is performed, r rryuired by buy Omer July Fort public authority having ainsdidion over me work in vendor. Seller farther agrees to bold the City of Fon Collins harmless form and egalme all liability and loss incurred re them by reason of w asserted or atablisheJ violation of any such laws, regulatom, ordinaaa, rules and requirement. Authomeation. All parka to this counter agree that the representatives are, in fact bona fide wJ possess full and complete authority to bind said ponies. LIMITATION OF TERMS. This Purchau Omer expressly limits acceptance to the terms and conditions sated herein set both and any u,lourntary or additional arms and conditions annexed hereto or incorporated herein by reference. Any additional or different terms and conditions proposed by seller are objected to and hereby rejected. 2. DELIVERY. PLEASE ADVISE PURC14ASMG AGENT immediately ifyou cannot make complete shipment to active on your promised delivery dale an, noted. Time is of the essence. Delivery and Performance most be ef&aed within the time stated on me purchase credit and the documents attached hereto- No cats of the Enormous including. without limitation, acceptance of partial late deliveries, shall operate m a waiver offhis provision. In the but to, delay, the Purchaser shall have, in addition to other legal and equitable remedies, the option of placing this order elsewhere and holding the Sella liable for damages. However, the Seller shall not be liable for damages as a result of delays due an crones not reasonably foreseeable which arc beyond its reasonable cannot and without its fault of negligence, such acts of God, acts of civil or military authorities, govemmenal priorities, fires, strikes, Rood, epidemics, wars or riots provided that notice of the condition causing such delay is given to the Purchaser within five (5) days of the time when me Sella first restated! knowledge thereof In me event of any such delay, the date of delivery shall be extended for the prrcd marl to the time actually into by reason of me delay. 3. WARRANTY. The Seller warrants that all goads, articles, maerials and work eventual by this order will conform with applicable drawings, specifications, samples wiper other de,saiptiom given, will to fit for the purposes intended, and performed with the highest degree of care and competence in accordance with accepted standards for work of a similar nature. The Seller agrees to hold be purchaser harmless from any loss, damage or expense which the Purchaser may suffer or incur on account of the Sellers breach of warranty. The Seller shall replace, repair or cake good, without cost o the purchaawr buy defects or faults wising within one (1) year or within such longer period of time m may be presenbal by law or by the terms of any applicable warranty provided by me Seller after the date of acceptance of me goods famished hereunder (acceptance cat m be communicably delayed), resulting from imperfect or defective work done or materials fumisM1eA by the Seller. Acceptance at use of goods by the Pwchnse shall rot mnstimte a waiver of my claim under this wormy. Except as otherwise proided N this purchase order, the Sellers Iiabiliry hereunder shall extend to all damages proximaely caused by the breach of any of the foregoing.. —It - or guarantees, but such liability shall in as event include loss of pmfirs or lass of use. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHANGES IN LEGAL IERMS. The Pumhraw may make changes to legal terms by written change order. 5. CHANGES IN COMMERCIAL TERMS. The Purchaser nay make my thanga to the tents, other than legal remm, including additions to or de]elums from the quarraut, originally ordered in me specifications or drawings, by social or women change other. 11any such change affect me amount due or fire time of perfommnce hereunder, as ryoitable adjustment shall be made. 6. TERMINATIONS. The Purchaser may a any time by women change ordeq terminate this agreement m m any or all Ramona of the goods men not shipped, subject o any equitable adjust cut betwew the panties as to any work or materials then in progress provided that the Purchaser shall not be liable for any claims for anticipated profits on the uncompleted portion of the goods and/or work, for incidental or consequential damages, and Nat no such adjustment b, made in favor argue Seller with respect to any goods which ort the Sellers standard stock. No such temtination shall relieve the Purchaser or the Seller of any oftheir oblignliom as to any good delivered bertunda. T CLAIMS FOR ADJUSTMENT. Any claim for adjustment most be treatment within minty (30) days tom the date the change or commission is ordered. 8. COMPLIANCE wi tit LAW. The Seller waannls that all goods sold hereunder shall have been produced, sold, delivered and burnished in strict compliance with all applicable laws and regulations or which the gad are subject. The Seller shall ameme and deliver such chum.. m may be required to effect or evidence compliance. All lases and regulations required to be automated in agrernwnts of this cheerer eve hemby incorporated herein by Nis referent. The Seller agrees 10 indemnify and hold the Ruminator Mrmleu form all costs and damages suffered by the Ruchaser as a result of the Sellers failure m comply with such law. 9. ASSIGNMENT. Neither parry shall assign, transfer, or convey this order, or any monies due or to become due herewder without the prior widen consent of the other party. 10. TITLE. The Seller wwrwts full, clear and umatdded title to the Purchmtu for all equipment, rnarerials, and items furbished in performance of this agreement, free and clew of say cad all lien, restrictions, observations, swuriry intense encumbrancer wall claims of others. The Seller shall release the Purchaser and its contractors of my her from all ][utility and claims of any nature resulting from the performwce branch work. This release shall apply even in the event of fault of negligence of the party released and shall extend to me direck rs,.1 icers and employees of such pan,. The Sellers contractual obligations, including warranty, shall not be deemed to be reduced, in any way, because such work is performed ar reused m be performed by he Purchaser. 14. PATENTS. Whenever the Seller is rryuired to use any design, device, material or process covered by lane,. paetn, undemark copyright the Seller shall indemnify cad some harmless the Purchaser from buy and all claims for infringement by reason of the me of such patented design, device, material or process in connection with the cannot, cad shall indemnify the Purchaser for troy cost, expense or damage which it may be obliged to pay by reason of such infringement in any time during the persecution or after the completion of me work. In case said equipment, or my put therief or the intended use of the goods, is in such suit held to comeima infringement awl me use of said reimposing or pan is enjoined, the Seller shall, at its own expense and at its widen, either procure for the Pwcecena the night to continue using said equipment or pros, poplar, the same with substantially ryw] but aminfn'nging equipment, or modify it so it becomes naninfringing. 15. INSOLVENCY. If the Seller shall become insolvent or bankrupt, make an assignment far the benefit of creditors, appoint a receiver or trustee for any of the Sellers property or business, this order may forthwith b< cunceled by the Purchaser without liability. 16. GOVERNING LAW. The definitions of arms coed or the interpretation ofthe agreement and the rights of all p cal hereunda shall be tenoned under cad governed by the laws of the Share ofCdomdo, USA. The following Additional Conditions apply only in cases where the Seller is to perform work hereunder, including the services of Seller, Representativjsk an the premises of others. IJ. SELLERS RESPONSIBILITY. The Seller shall cant' on said work at Sellers own risk me[ the same is fully completed and accepted, caul shall, in case of my accident, destruction or injury to the work and/or materials babre Sellers final completion and acceptance, complete me work at Sellers own expense and to the satisfaction of the Terminate, When materials and equipment arc finished by athes for insmllaies or creation by the Seller, me Seller shall receive, anlwd store and handle same at the site wed become raamible therefor m though such motmals and/or equipment were being fumished by me Seller, under the order. 18. INSURANCE. The Seller shall, tit his we extreme, provide for the payment nfworkem compression, including necup ome al disease benefit, to its employees employed on or in connection with the work covered by this purchase order, and/or to their deReadenm in accordance with the laws of are state in which me work is he Do done. The Sella shall also carry comprehensive general Iiabiliry including. but not limited to, command and automobile public liability corporate with bodily injury cad deem limits of at least 5300,0gh for any one person. 5500,000 for any one aerate arm pmpeny damage limit per warrant of ""ono. The Seller shall likewiu require his con uccom, diary. to provide for such compensation and insurance. Before any of Ne Sellers or his contractors employees shall do any work upon the premises of onsets, the Seller shall famish the Purchaser with a cenificate that such compensation and it omeace have been provided. Such certificates shall specify the date when such compensation and insmmmce have been provided. Such certificates shill specify the dare when such compensation and featwcc expires. The Seller agrees that such compensation and insurance shall be maintained until after the Bathe work is completed and accepted. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Sella hereby assumes fire more respowibiliry and liability for any and all damage, loss or injury of any kind or canoe whownever to prisons or property carved by or resulting form the execution ofthe work provided for in this pwrcherse order or in connection herewith. The Seller will indemnify and hold harmless the Purchase and any r all of the Purahssers oRlcers, agents and employees from and aguittst any and d1 claims, losses, damages, charges or expenses, whether direct or indirect, and whether to persons or pmprny 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 Sellers or ontractors olfcas, agents or employees. In case any suit or other proceedings shall IN brought against the Purchaser, or its offteees, agents or employees at any time on seem= ar by reason of any act, action, neglect, omission or default of the Seiler of any of his contrcton or wy of its or their oRcass agents or employees m aforesaid, me Sella hereby agrees as assume the defense then of and to defend tM same in me Sellers own expense, to pay any and all casts, charges, amameys fees and other expenses. any and oil judgmrnts that may br, incurred by or obuined against the Purchma or any of its w 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 Purchaser, or said parties in or m a ault of such suits or other proceedings, the Seller will at once cause fare same to be dissoWM and discharged by giving bond or otherwise. The Seller and his contractors shall take all safely precamuns, famish and install all guard necessary for the prevention of accidents, comply with all laws and mardalions with regard to safety including, but without limitation, the Otupaion.I Safety bad Health Act of 1970 and all rules and regulations issued pursuant thereto. Raised 07Q014