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HomeMy WebLinkAbout476648 NOVAK CONSULTING GROUP - PURCHASE ORDER - 9146842Fort Collins Date: 1112112014 Vendor: 476648 NOVAK CONSULTING GROUP 210 GLENMARY AVE CINCINNATTI OH 45220 PURCHASE ORDER PO Number Page 9146842 1of2 This number must appear on all invoices, packing sli s and 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 1 Atteberry Review Facilitation 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 5,000.00 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. COMMERCIALDETAILS. Tax exemptions. By statute the City of Fan Collins is exempt from sale and local taxes. Our Exemption Number is 11. NONWAIVER. 98-0, 502. Federal Excise Tax Exemption Cenificam of Registry M-6000587 is registered with the Collector Of Failure of the Purchaser to insist upon strict performance of the terms and conditions hereof, failure or delay to homes) Revenue, Denver, Colorado (Ref. Colorado Revised Sautes 1993. Chapter 39-26. 114 (a). exercise any rights or remedies provided herein or by law, failure to promptly notify the Seller in the event of a breach, the compliance ofor payment for goods hereunder or approval ofthe design, shall not release the Seller of Gaol Rejected. GOODS REJECTED due to failure to meet specifications, either when shipped or due to defects of my Of the minorities or obligations of this purchase order aril shall trot be deemed a waiver of any right of the damage al mx ir, may be, rammed an you far credit and are not to be replaced except upon maps of wrtten purchaser to insist upon strict performance hereofor any ofor, rights or remedies as to any such goods, regardless instructions fmm the City of Fan Collins. of what shipped, received or a reptd, re, to any prior or subsequent default hereunder, nor shall any purpomed oral modification or rescission of this purchase order by fie Purchaser operant as a waiver of any of the menu bro,shon. GOODS are mbjecrto the City of Fort Collins inspection an arival. hereof. Final Acceptance. Receipt of the merchandise, services or equipment in response to this order canresult in 12. ASSIGNMENT Or, ANTITRUST CLAIMS. authorized Payment on the pan of the City of Fort Collins. However, it is to be understood thatFINAL Seller and fie Purchmer recognom that in bound economic practice, overcharges resulting from minimal ACCEPTANCE is dependent on completion ofall applicable required inspection procedures. Won violations are in fact tome by the Purchaser. Themoforefogood cause all wi consideration for executing this purchase order, the Seller hereby assigns to the Purchaser any and all claims it nay now have or hereafter Freight Trans. Shipments must a, F.O.D.. City of Few Collins, 700 Wood SL, Fort Collins, CO 80522, unless inquired under faleral or state mrirrntt laws for such overcharges relating to the particular good or services otherwise Wecifrd on fix order, if remission is from 1. prepay freight and charge separately, the original freight purchased or acquired by the Purchaser pursuant n this purchase order. bill most accompany invoice. Additional chances for Wckinq will not be accepted. Shipment Distance. More manufacturers have distributing purrs in various parts of the country, shipment is Especial nvm the nearest distribution point a destination, and excess freight will be deducted from Invoice when shipments are made from greater distance. Prmtix. Seller shall partmre at sellers sole cost all necessary pemiks, cenihcates and licenses requited by all applicable lax,, regulmiam, ordinance and tales of to state, municipality, rertiany or political subdivision where the work is Packwood, or required by any other duly amounted public authority havingprisdictio t over the work of vendor. Sella fuller agrees m hold to City of Fort Collins hamless from all Mount all liability and loss endtined by them by reason of an asserted or established violation of any such laws, regulations, ordinances, rules paptimments. Authorization. All parties to this contract agree that the representative are, in fact, bona fide and posses full and complete authority 10 bind said parties. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the terms and conditions stated herein set Toed and any supplementary or additional lams and conditions annexed hreree or incorporated herein by reference. Any additional or different terms and conditions proposed by seller arc objeaal to and hereby jested. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately if you cannot make complete shlpmom to arrive on your promised delivery date a noted. Time is of the essence. Delivery and performance most be offered within the time stated on the purchase order and the documents attached hereto. No acts of the Purchasers including, without limitation, acceptance Of partial late deliveries, shall operate as a waiver of this provision. In the event army delay, the proclaim, shall have, in addition 10 other legal all equitable remedies, the It. of placing this under elsewhere all holding the Sella liable far damage. Howmer, the Sella shall runt be liable far damefo ns a result of &lays due to causes not reasonably face ecable which are beyond its moons mble control anal without its fault of negligence, such rats of God, acts of civil micalitary authorities, govemmenlal prionlu s, fires. strikes, third. epidemics, wers Or nuts provided that notice of the conditions causing such delay is given to the Purchaser within five (5) days of the time when the Sol In ❑ t received knowledge thereof. In the event of any such delay, the date of delivery shall be extended for the period equal to the time actually lost by reason of the delay. 3. WARRANTY. The Seller wanmlls that all goods, article, maenads and work covered by this oMer will mofom wit applicable drawings, specifications, samples and/or other descriptions given, will he fit for the Forms, intruded, will ,amount with the highest degree of arc and competence in accordance wit armorial standard for work of a similar nature. The Sella agrees to hold the purchaser hamless from any loss, damage or expense which the Purchaser may suffer or incur on account of to Sellers breach of warranty. The Sella shall replace, repair or make good, without cost to the purchaser, any defects or faults arising within one (1) year or within such longer period of time as may be presented by law or by the toms of my applicable womanly provided by the Seller after the &m of acceptance of the goods fumished hereunder (acceptance not to be uneasorubly delayal), resulting from imperfect or domence work done or materials furnished by the Sella Armplance or use of goods by the Purchaser shall not constitute a waiver of my claim Mader this wmrmyty Except as otherwise provided in this porehau order, the Sellers liability hereunder about extend 10 all &mega proximately -.it by the breach of my of the foregoing wamurIt. or guarantees, but such liability shall in no event include loss of pro0s or loss Orem. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4.CHANGES IN LEGAL TERMS. The Producer may make changes to legal emu by wrinen change order. S. CHANGES IN COMMERCIAL TERMS. The Purchmer my make any changes so the terns, other thin legal mass, including additions to or delaiom from me qumtities originally ordered in the Werificatiore or drawings, by verbal or warner, change order. If any such change affects the amount due or the time afpnfnrmarce hereunder, an equitable adjustment shall be made. 6. TERMINATIONS. The Purchaser may at any time by written change order, point this agreement a to any or all portions of the good then not shipped, subject to any equitable adjustment between the parties a 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 good andor work, for incidental or c nweap entixl damages, and that no such adjustment be made in favor of the Sella with respect to any goods which are the Sellers standard stock No such nomination inaion shall relieve to Purchaser or the Seller army oftheir obligations an no any Goods delivered hereunder. n. CLAIMS FOR ADJUSTMENT. Any claim far disappear must be asxned wllhin shiny (30) days from to date the change or tom arpown is ordered. 8. COMPLIANCE WITH LAW. The Seller warrants that .11 good sold hereunder shall have been producal, said, delivered all Furnished m strict compliance with all applicable laws and regulations a which 0¢ goo& are zubjnt. The Sella shall execute and deliver such documents as may IN minimal to effect or evidence compliance. All laws all regulations required to be incorpamred in agreements of this character pre Each, incoryonted herein by this reference. The Sella ogres 10 potentially, and hold fie Purchaser apmles, from all cases tail damages suffered by the Purchaser as a fast of he Sellers failure to comply with such law. 9. ASSIGNMENT. Neither party shall assign, mmfer, or convey this order, or my monies due or to become due hereunder without the prior wrinrn coment of the other parry. 10. TITLE. The Sella wamnts full, clear and unrestricted title to the pmchuer for all equipment, materials, and items fmishal in performance of this ngreemea, f and clew of my and all liens, nesuiceons, tsseaations, security interest encumbrances and claims of others. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS, Ifthe Purchaser directs the Seller to coned nonconforming or defective foods by a date to be agreed upon by the Purchaser and the Seller, and the Seller Ancom er indicates its inability or unwillingness to comply, the Purchaser may cause fie work to be performed by the most expeditious means available to it, and the Seller shall pay all Ms. associated with such work. The Seller shall ach. the Purchaser and its cechroop rs of any tier from all liability and claims of any nature resulting from the pnfmmance ofsnch work. This release shall apply even in the event of fault of negligence of the patty released and shall extend to the directors, officers and employees ofsnch pany. The Sellefs contractual obligmions, including womnty, shall not be deemed to be reduced, in any way, because such work u pnfomeJ or caused to he performed by the Purchaur. 14. PATENTS. Whenever fie Sella is rtsryired 1. use any deign, da'ice, material or pramsa covered by lean, paten, trademark or copyright, the Sella shall indemnify and save hamlas the Purchma tram any and all claims for infn-vgemen by reason of the use of such uppated design, device, material or process in connection with fie contract, and shall indemnify the Purchaser for any cost, expense or damage which it may be obliged to pay by reason of such infringement at any time during the prosecution or after the completion of the work. In case said equipment, or any pan thereof or the intended use of the good, is in such suit held to comminute infringement and the use of said equipment or Pan is enjoined, the Seller shall, at its own e,mm and at its option, either parents for the Purchaser the right to continue using said equipment or Pans, replace the same who substantially equal but noninfnnging equipment, or Modify it m it becomes nominfnnging. 13. INSOLVENCY. If the Seller shall become insolvent or bankrupt, make an assignment for the benefit of creditors, appoint a receiver or trustee for any of the Sellers property or business, this order may forthwith be canceled by the Purchaser without liability. 16. GOVERNING LAW. The definitioru of gems Mud or the interwason of fie agreement and the rights ofi ll parties hemunder shift be consvued uada and gm'anal byte farm of the Sate of Colorado, USA. The fallowing Additional Conditions apply only in oases where the Sella is in perform work hereunder, including the services ofSellm Repreuntutive(s), on the premises of odes. ❑. SELLERS RESPONSIBILITY. The Sella shall tarty on said work at Sellers we risk until the same is fully completed and accepted, and shall, in case of any accident, destruction or injury to the work senior materials before Sellers final completion pod appliance, complete the work m Sellefs own expense all to the satisfaction cruse Purehaun. Whom mmmal, bed equipment are famished by often for installation or erection by the Sella, the Sella shall receive, unload, store all handle same at fie site and become responsible therefor n though such rwteriak baker equipment were being Furnished by the Seller under no, order. 18. INSURANCE. The Sella shall, at his own expense, provide for the payment of workers compensation, including occupational disease benefiks, to its employees employed on or in connection with the work covered by this purchase order, and/or to their dMamaha s in accordance with the laxs ofthe stare in which the work is to be done. The Sella shall also carry comprehensive Moumd liability including. bud not limited r.. contractual and automobile public liability imumnce with bodily injury and death limits of m least 5300,000 fro my one person, S500,000 her any one accident and property damage limit per accident of 541010,000. The Seller shall likewise acquire his conrmcmrs, if any. to provide for such compensation and insurance. Before any of fie Sellers or his conmerors employees shall do any work upon the premise of oters, the Seller shall famish the Purchaser with a certificate that such compensation and imposture have ban provided Such certificates shall specify the dare when such compensation and insurance have been provided. Such certificates shall specify the &te when such compensation and immance expires. The Sella agrees that such compensation and insurance 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 coy and all damage, loss or injury pray kind or nature whatso ser to persons or property cauud by or resulting from the execution ofthe work provided for in this purch order or in connection herewith. The Seller will indemnify and hold hvmless the Purchaser and any or all of the Purchasers officers, agents and employees from and against 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 mason of any act, action, neglect, omission or defwh on the pan of the Seller, any of his ontractors, or any of the Sellers or contractors officers, agents or emplOyms. In case any suit Or other procasm, shall be brought against the Purchaser, or its ricers, a%enks or employees at any time W account or by mzwn of any act, action, neglect, omission or default of the Sella of any of his rontractos or my of is or their .Beers, agents or employes m aforesaid, the Sella hereby agrees to assume the &fens thnmf and no defend the acme at to Sellers own expense, to coy my and all cooks, charges, attorneys fees and other expenses, any and all judgments that may to, incurred by or obtained against to Purchaser or my of its or their officers, agents or employees in such mix or otter proceedings, and in case judgment or other lien be placed upon or chained against the property of fe Purchaser. Or said parties M or as a rumll Of such suits o1 other proceedings, the Seller will at once cause the same to be dissolved and discharged by giving boll m otherwise. The Sella and his contractors shall take all safety precautions, famish au t install all guard necessary for the prevention of sccidenx, comply with ell laws and regulation with mgard to safety including, but without limitation, the Occupational Safety and Hmlt Act of Find and all ales zud regulations issuedporsamt tlseren. Revised Octants