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HomeMy WebLinkAbout487505 SPOKESBUZZ FORT COLLINS - PURCHASE ORDER - 9146845Fort Collins Date: 11/21/2014 Vendor: 487505 SPOKESBUZZ FORT COLLINS 227 HAWKS NEST WAY FORT COLLINS CO 80524 PURCHASE ORDERPO 914684er Page 146845 +oft Elias; his number must appear n all invoices, packing This nd labels. Ship To: CITY MANAGER CITY OF FORT COLLINS 300 LAPORTE AVE CITY HALL WEST - 1 ST FLOOR FORT COLLINS CO 80521 Delivery Date: 11/21/2014 Buyer: PAUL, GERRY Note: Line Description Quantity UOM Unit Price Extended Ordered Price I Innovation Swap Cluster Grant Agreement 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 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. COhAERCIALDETAILS. Tax exemptions, By statute the Ciry of Fort Collins is exempt from stale and local macs. Our Exemption Number is I L NON WAIVER. 98-04502. Federal Excise Tax Exemption Certificate of Registry 84-6000580 is registered with the Collector of Failure of the Purchaser to insist upon said performance of the terms 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 turn breach, the acceptance of or payment for goods hereunder or approval i fibe design, shall not release the Sella of Goods Rejoted, GOODS REIECTED due to failure to it, specifications, either when shipped or due to defects of any ofthe warranties or abligations of this purchase order and shall not be domed a waiver of my night of the damage in emit, may he remained a you for credit and are not in be refiazed except upon receipt of written purchaser to insist upon and perfommnce hereof or any of its rights or remedies as to any such good, regerdlcas histmetions from the City ofFort Collins. of when shipped, received or accepted, as an any prior or subsequent default beeeuader, ram shall my purported aml modification or rescission of this purchase order by Me Purchaser operate u a waiver crony of the terms Inspection. GOODS nor subject to the City ofFort Collins inspection can among. hereof. Final Acceptance. Racist of the merchandise, services or a3.,p.t in response on this order can result in 12. ASSIGNMENT OF ANTITRUST CLAIMS. authorized Payment on the pan of Me City of Fen Collins. However, it is a be understood that FINAL Seller and the Putuhmer moment that in actual economic practice, overcharges resulting from antitrust ACCEPTANCE is dependent upon completion of all applicable required inspection procedures. violations are in fact home by the Pardoner. Theripplare,nforr good cause and as 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 must be F.OB., City of Too Collins, 700 WOW St., Fun Collins, CO 80522, unless acquired under federal or state antitrust laws for such overcharges relating to the particular goods or services otherwise spoified on this order. if permission is given m prepay freight aW charge separately, the original freight duchmal or acquired by the Purchmer Imemonuo this purchase order. bill most mcompanv invoice. Additional charges for packing will not be accepted. Shipment Distance. Where manufec. have distributing points in fictions pans of Me coentry, shipment es expected fora the nwrtt distribution point to destination, and excess freight will he deducted fmm Invoice when shipments me made boom greater distance. Pennies. Seller shall procure at sellers sole cost all necessary permits, emificates end licenses required by all applicable laws, regulations, ordinances and rules of the state, municipality, territory or Political subdivision where the work is perforated, or requital by any other duly constituted public authority having jurisdiction over the work of vendor. Seller further agrees to hold the City of Fen Collins hmmiess from and against all liability and Iles enderas red by them by mason of an exuded or established violation of any such laws, regulations, ordinances, rules requirements. _ Authorization. All panic to Nis contract same thin the representatives are, in fact, bore fide and possess full and complete authority to bind said ponies. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the tern¢ and conditions stated herein set forth and any supplementary or additional terms and conditions annexed halo or incorporated herein by reference. Any additional or difterem arms and conditions proposed by seller are objected to and hereby rejected. 2. DELIVERY. PLEASE, ADVISE PURCHASING AGENT immediately if you cannot make complete shipment to arrive on your promised delivery dale as noted Time is ofthe essence. Delivery and Performance must he effected within the time stated on Me purchase order and the documents attached hereto. No acts of the Purchasers including, without limitation, acceptance of pining lure deliveries, shall assume as is waiver of this provision. In the went of any delay, the Purchaser shall have, in additian to other legal and equitable remedies, Me option of placing this order elsewhere sad holding Me Seller liable for damages. However, the Sella shall not he liable for damages as a it of delays due to causes not rcammbly foresecable which are beyond its examnable control and without its fault of negligence, such aces of G W, aces of civil or military authorities, govemmmml priorities, fins, strikes, Oood, rams ., s or riots provided that notice of the conditions causing such delay is given to the Purchaser within five (511 days ofthe time when the Seller first received knowledge thereof. In the event of any such delay, the date of delivery shall be extended for the stud refusal to the time acm illy lost by rtmon ofthe delay. 3. WARRANTY. The Seller wamats that all goods, articles, rraremils and work covered by this order will i.e with applicable drawings, spoifcations. samples aodtm other descriptions given, will be fit Am tee purposes intended, road perfomred with the highest degree of core and compesence in mcordence with accepted standard for work of a similar name. The Seller agrees ro hold Me purchaser hmmless from any loss, damage or expense which the Purchaser may sufferer incur on account ofthe Sellers breach of warranty. The Seller shall replace, minor or make Road, without cost to Me purchaser, 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 tents of any applicable warranty provided by the Seller after the date of acceptance of the good furnished hereunder (acceptance not to be unreasonably delayed), resulting fmm imperfect or defective work done or nationals famished by the Sella. Acceptance or me of good by the Purchaser shall not comtimte a waiver ofany claim under this warrenry. Except as otherwise provided in this purchase order, Me Sellers liability heeumder shall extend to all damages proximately wined by Me breach of any of the foregoing warranties or gwvantas, bat such liability shall in an went include tom ofpmfim or loss of use. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHANGES IN LEGAL TERMS. The Purchaser may make changes to legal hems by written change order. 5. CHANGES IN COMMERCIAL TERMS. The Puahsser may make any changes to the tere ss, either than legal mane, including ruldlions to or dcle lam Gam Me quantiers originally ordered in the sperifwtions or drawings, by verbal or written change order. If any such change affi ds the amount due or the time afpe mnmmxe hereunder, an equitable adjustment seal) he trade. 6. TERMINATIONS. The Purchaaa easy at any lime by women change order, re.m this agnecmem as m any or all portions of the goods Men not shipped, subject o any equitable adjustment between the parties as to any work or materials Men in progress provided that the Purchaser shall not be liable for any claims for anticipated profits on the uncompleted portion ofthe goods cougar work, for incidental or consequential damages, and that no such adjustment be made in favor of the Seller with respect to any goods which arc the Sellers standard stock. No such termination shall relieve the Purchaser or the Seller army oftheir obligations as to any good delivered hereunder. 1. CLAIMS FOR ADJUSTMENT. Any claim for adjostmem most a asserted within thirty 130) days firm the date the change or termiretion is oNen,d. S. COMPLIANCE WITH LAW. The Seller wamnts that all good sold hereunder shall have bon produced, sold delivered and fished in strict compliance with all applicable laws and regulations to which Me good me subject. The Seller shall execute and deliver such documents as may be required to eV ct or evidence compliance. All laws and regulations required to be incorporated in agreements of this character art hereby incorporated herein by this reference. The Seller agrees to indemnify and hold the Purolator hamless from all cram and damages suffered by the Purchaser as a result of the Sellers failure to comply set%such law. 9. ASSIGNMENT. Neither perry shall assign, manager. or convey this order, or my monies due or to become due bereuooder without the prior wrihm comtat ofthe amen parry. 10. TITLE. The Sella warrants full, clear and unrestricted title to the Purchmer for all equipment, materials, and items furnished in performance of this agreement, fro and clear of any and all lied, restrictions, reservations, security interest encumbrances aW claims of others. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. Ifine Purchmer directs the Sella in correct rorconfcaming or defotia goods by a date to b , agreed upon by the Purchased and the Seller, and Me Seller thereafter indicates its inability or unwillingness to comply, the Purchmer may cause the work to be pef rated by the most expeditious mead available to it, and Me Sella shall pay all cos¢ mseciarod with such work. The Seller shall release the Purchaser and its contractors of my tier boom all liability and claims of my nature resulting from the performance of such work. This release shall apply even in the event of fault of negligence of the pony rebound and shall extend to the directors, officers; aad employees ofauch party. The Sellers mntmrned obligations, including wananly, shall ram he deemed to be reduced, in any way, bmaose such work is performed or mused ro be perforated by the Pmchuer. 14. PATENTS. Whenever the Seller is required to use any design, device, material or road. coveted by lever, patent, trademark or copyright, the Seller shall indemnify and save boodles 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 maidenly Me Purchoom for any cost, expense or damage which it may he obliged to pay by ex me of such infringement at any time during Me prosecution or after the completion of the work. In case said equipment, or any pan thereof or Me intended use of me gaud, is in such suit held to comtimte infrie, lent and the use of said equipment ar pat is enjoined, Me Seller shall, an its own expense sad at its option, enter procure for Me Purchaser Ne right to common, using said equipment or parts, replace Me mate with substantially equal but rwninfringing equipment, or modify it so it became noninfringing. 15, INSOLVENCY, If he Seller shall became insolvent or Wnkmpt, make an assignment for the benefit of creditors, appoint a or mmec for any of the Sellers property or business, this order may forthwith be canceled by the Purchaser without liability. to. GOVERNING LAW. The definitions creme used or Me interpretation of the agreement and the rights rural) parties hereuader shall be composed soda and governed by Me Uws ofthe Spite of Colorado, USA. The following Additional Conditions apply only in cases where the Sella is to Pearson work han,wda, including the smices of Sellers R,w,d mtivc(s), on the premises ofothers. 17. SELLERS RESPONSIBILITY. The Seller shall tarty on mid work at Sellers own risk until the same is fully eampleted and accepted, and shall, in u of any accident, destruction or injury to the work and/or materials began, Sellers final completion and acceptance, complete Me work M Selled own expense and to Me satisfaction of the Purchases. When materials and aryipmenl are famished by others for estimation or erection by Me Seller, Me Sella shall receive, indeed, sore aW handle same at the site and become responsible therefor as, though such materials andior equipment were being famished by the Sella under the order. 18. MSURANCE. The Seller shall, at his own expense, pmvide for the payment of worxers compensation, no tedwg 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 including, but not limited to. contractual and automobile public liability insurance with bodily injury and death limits of in least 5300,000 for any one proud, S500,000 for any accident and property damage limit per accident of S400.000. The Sella shall likewise require his con tractors, if any. m provide for such compensation and imuranee. Before any or de severs or his mmrecers employees shall do any work upon the Increases of others, the Seller shall famish Me Purchaser with a certificate Met such compensation and iosurance have been provided. Such ceni0cates shall spear, the date whm such compensation and insurance Save been provided. Such certificates shall specify the date whom such compensation and incomes expires. The Seller agree rest such compamation and imardnce shall be maintained until after the .at work is completed and accepted 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Seiler hereby assumes the entire responsibility and liabil try for any and all danage, loss or injury of my kind or name, whomoever to presents or January caused by or resulting f Me execution ofthe work provided for in Mis pumhau order or in canmsiun herewith. The Seller will indemwry and hold harmless Me Purchaser sod any r ell of the Fencelessness c form, agents lend employees from and against any and all claims, loses, damages, choaga or expenses, whether direct or indirect, aad whether a Famous or properly to which Me Purchaser may he put or subject by rmson of any car, action, ..glee, omission or default m the pan of the Seller, any of his contractors, or my of the Sellers or contractors officers, agents or employees. In case my suit or other proceedings shall be brought against me Purchmer, or its officers, agents or employees er any time on account or by reason of any act, action, neglect, omission or default of Me Seller of any of his contractors or my of its or their oRcas, agenm or employees as aforemid, the Seller hereby agrees to assume the defense thereof and to defend Me same at the Sellers own expense, to pay any and all casts, charges, attorneys fees and other expenses, my and all judgments that may be incunaed by or obtained against Me Purchaser or any of its or Men officers, agents or employees in such suits or other proceedings, and in case judgment or Omer I'm be placed upon Or obtained against the property ofine Purchaser, or said parties se or as a resat, of arch suits or order proceedings, Me Seller will at once Dose Me score to be dissolved real discbmged by giving band or otherwise. The Sella and his documents shall at all safer, pn,caution , f ish and install all guard excescnry for Me prevention of accidents, comply with all laws and regulations with argon] he safety including, but without limitation, Me Otmpatioml Safety and Health Ad of 1970 and all roles and regulations issued pursuant memo. Revised 09I2014