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HomeMy WebLinkAbout433338 RUSSELL + MILLS STUDIO - PURCHASE ORDER - 9142721 (2)Fort Collins Date: 11/28/2014 Vendor: 433338 RUSSELL+ MILLS STUDIO 141 S COLLEGE AVE SUITE 104 FORT COLLINS CO 80524-2889 PURCHASE ORDER PO Number Page 9142721 1of2 This number must appear on all invoices, packing sli s and labels. Ship To: TRANSPORTATION PLANNING & 281 NORTH COLLEGE FORT COLLLINS CO 80524 Delivery Date: 05/13/2014 Buyer: JOHN STEPHEN Note: Line Description Quantity UOM Unit Price Extended Ordered Price 3 W. Central Area Plan Change Order 1 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@fogov.com 1 LOT EA 42,927.00 Total Pay terms net 30 days Invoice Address: [hc] City of Fort Collins Accounting Department PO Box 580 Fort Collins, CO 80522-0580 Purchase Order Terms and Conditions Page 2 of 2 1. COMMERCULDEFAIIS. Tax exemptions. By statute the City of Fan Collins is exempt form state and twat mass. Our Exemption Numbn is 98-19502. Fedeml Excise Is. Exemption Certificate of Registry 84-6000587 is registered with the Collector of Internal Revenue, Denver, Colorado (Ref. Colorado Revised Sumtcs 1973, Chapter 39-26, 114 (a). Goods Rej-rod. GOODS REJECTED due to failure 0 mad specifications, either what shipped or due to defects Of damage in transit, may be returned to you for credit and ore not to be replaced except upon receipt of women imbuctions firm the City ofFort Collins. Initiation. GOODS ere subject to the City ofFort Collins inspection on anisal. Final Awelnmce. Reaqu of the merchandise, s rvicu or dui,., an response to this order can moult in authorized payment on the pan of the City of Fort Collins. However, it is to be understood Nat FINAL ACCEPTANCE is dependent an completion of all applicable required inspection poreedamxs Freight Terms. Shipments must be F.O.B., City of Fon Collins, 700 Woad St,, Fan Collins, CO 8D522, unless otherwise specified[ on this order. If permission is given to prepay freight and charge separately, the original freight bill most accompany invoice Additional charges for packing will not be accepted. Shipment Distance. When manufacturers have distributing points in various pans of the country, shipment is expected form the combat distribution point to des,imri.n, and excess freight will be deducted Boom Invoice when shipments are tide from greater disance. Permits. Sella shall procure at sellers sole cost all necessary permits, renifiwtes and licema required by all applicable laws, regulations, oidiom. and riles of the ante, municipality, territory art political subdivision where the work is permancl, or required by any fiber duly comtimed public authority havingjim, iction over the work of vendor. Seller further agrees to hold the City of Fan Collins harmless form and against all liability and loss ed by than by .Am of an exsened Or established violation of coy such laws, regulations, ordinances, rules incurred ndrerequirements. Authorisation. All parties to Nis annual agree Jai the representatives are, in fact, harm fide and possess full turd complere authority m bia said panics. LIMITATION OF TERMS. This Purchase Order expressly limits occepance to the menu and smadifiom sorted herein set fonb and any supplemcnary or additional turns and conditions not hereto or ina"Wed harem by reference. Any additional or different rooms and conditions proposed by sella are objected to and hereby rejorted. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately if you cannot make complete shipment to arrive on your promised delivery date in; noted Time is ofthe essence. Delivery and vafoamce must be eflected within the time sorted on the purchase order and the documena attached hereto. No acts of the Purchasers including, without limitation, accepxmc of partial late deliveries, shall opame me a waiver of Nis prevision. In the event ofany delay, the Purchase, shall have, in addition mother legal and equitable remedies, the option of placing this Omer elsewhere and holding the Seller liable for damaga. Ho xeca, dw Sella shall net be liable f, damages as a rant of delays due to nines not reawmbly Borseeable which are beyond its reasonable conwl and without its fault of oodigcfeq such acts of Gof acts of civil or military authounim govemmmml Ermines. fires, strikes. food, epidemics, wars, hots provided that notice of the conditions causing such delay is given to the Purchaser within five (5) days of the time when the Seller first received knowledge thereof. In the event of any such delay, the date o'delivery shall be extended for the period ro.I to the time acnally lost by reason ofthe delay. 3. WARRANTY. The Seller warrants that all goofs, articles, materials and work covered by this order will confoa with applicable drawings. Waifcaniom, samples andrm other descriptions given, will te fit for the pulpm, intended, and performed with the highest degree of care and competence, in accordance with accepted sandams for work of is similar nature. The Sella agrees to hold the firchamer brand. from any lass, damage or expme which Ne Purchaser may mftir or incur on accoor, of the Sell. brooch of,.,. The Sell. shall replace, repair of make good, with., east to the purchaser, any defers or faults social within one (1) Year art within such long -period of time. may be prescribed by law or by me teas of any ap,li.bin av ,y provided by the Seller after the dam of acceptance of the goods fumishd hereunder (acceptance not to be unreamrmbly delayed), resulting from imperfect or defective work done Or materials fumshd by the Seller. Acceptance or use afgo als by the Purchaser shall not unsrimtt a waiver of env claim under this warantv. Except m otherwise prnvided in this purchase Omer, the Sellers liability hereunder shall extend m all damages proximately caused by the breach of art or gamentees, but such liability shall in no event include loss of profits or loss of use. OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY, 4. CHANGES IN LEGAL TERMS. The Parliamf may make changes in legal teas by Minor change order 5. CHANGES IN COMMERCIAL TERMS. The Purchaser may make cony changes to Ne mines. usher 1Me legal terms, including odditium to or deletions from the quantities originally ordered in the specifications or dmump, by verbal or written change order. If any such change of NG the amount due or the time of performance hereunder, an equitable ajustment shall be made. 6. TERMINATIONS. The Practicer may at any time by written change older, terminate this immoucm as 1. any nr all portions of the goods then not shipped, subject to any equitable adjustment between Ne parties as to any work or materials then in progress prosidd that the Purlhamr shall not be liable for any claims for anticipated Profits on the uncompleted portion of the goods ordfor work, for wcidenul, croseguentul demean, and Jul no such odjmrmmt be made in favor of the Sella with respecr to any goods which art the Sellers smdam stack. No such temdmdem shall have the Purchaser or me Seller ofany oftheir obligations a to any goods delivered hermtder. 7. CLAIMS FOR ADJUSTMENT. Any claim for ndjusoment must be asserted within thirty (30) days from the date the change or lamination is ordered. S. COMPLIANCE WITH LAW, The Seller warrants that all goods sold hereunder scull have been produced, sold, delivered and fumishd in strict compliance with all applicable laws and regulations 1. which the goods art subject. The Sella atoll semen and deliver such dacummer m may be required to effect Or evidence compliance. All laws and regulations required to be ncorpomted in agreements of,hia character are handy, inem,omtd herein by Nis redeemer, The Seller agonies to indemnify and hold Ne Forebode, harmlim four all coax and damages suRaed by the Punhaser ss e resin, of the Sellers failure to comply with such law. 9. ASSIGNMENT. Neither party shall assign, frontier, or convey this order, or any monies due or to become due hereunder without the prior wrinm..cut of thc Other parry. 10. TITLE. The Seller wammt, full, clam and umsttic al title W the Purchaser for all ryuipmem, mammals, soul it. fumuhed in Performance of this agreement, f sa clear of any and all liens, resrridos, reserved., severity imems, efcumbrmces and claims ofodwy. 11. NONWAIVER. Failure of the Purchaser to insist upon strict performance of the terms and wnditimu hereof, failure or delay to exacise MY rights or remedies provided havin or by law, failure to promptly modify the Seller in the event of a breach, the acceptance ofor payment for goods hereunder or approval ofthe design, shall nor release the Sella of any of the waantles or obligations of this purchase order and shall Out be deemed a waiver of any right of the purehaer m insist upon sneer perfarr antt hereof or any of its rights of remedies m to any such goods, regardless of when shipped, received or accepted, as in any prior, subsequent default hereunder, nor shall any purported oral modification or rescission of this pmebme oNer by the Purchaser operate as a waiver of my of the team hereof. 12, ASSIGNMENT OF ANTITRUST CLAIMS. Seller and the Purchaser mc,mm thal in actual ecofamic practice, overcharges tauling from antitrust violations are in fact home by the Purchaser. Theretofore, for good came and as consideration for executing this purchase order, the Seller hereby assigns to the Purchaser any and all claims it may now have or hemmer acquired under federal or state antitrust laws for such overcharges relating m the particular goods or services purchased or acquired by the Purchaser pursuant to this purchase Omer. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. If Ne Purchaser directs the Sella to correct nonconforming or defective goods by a date m be agreed upon by the practicer as the Seller, and the Sella tharaf r Williams its inability or mwillingness W imply, the Pwcbaser may cause the work to be perfeaed by the most expeditious means available to it, and On, Sella shall pay all cents associated with such work. The Seller shall release the Purchaser aad its comrecmrs of My her from all liability and claims of any nature resulting from the performance of such work. This release shall apply even in the event of fault of negligence of he party relnsd and shall extend to the directors, olticers and employees of such party. The Sellefs contractual obligations, including warranty, shall root be deemed a be reduced, in any way, because such weak is peRoad art caused to be pufoaed by the Purchases. 14. PATENTS. Or Whenever Ne S Seel is indemnify d e me any design, armies, he Purcart process My and by claim patent, fin co mk copyright, the Seller shall indemnify as save harmless the Purchaser form any and all claims far inldngemem by reason of nithe use of such parented design, device, damage h process in connection with the contract,and shall indemnify the time during for any cost, expense or damage which it maybe obliged 1. pay said reason of such any pan Cher at or time during the of the or or afar the completion eid t of the work. fir case said equipment, or any pan Hereof or the is join use of the goods, l, in such suer held m nd an in infringement and the ore of said equipment or pan is moue us Ne Seller shall, m its own expense and et in option, either procure for the Pucbaer the right a continue ruing mid equit na in tuna replace the same with substantially equal but noninfrineine equipment, or modify it so it becomes neninfringing. IS. INSOLVENCY. If the Sella shall became insolvent or bankrupt, make an assignment for the benefit of creditors, appoint a receiver or trustee for any of the Sellers proparty or business, this oiler may forthwith be canceled by the Purchaser without liability. 16, GOVERNING LAW. The definitions of terms used or the interpretation ofthe agreement and the rights of all parties hereunder shall te omWed coder and governed by the Iaws ofthe State ofC.I.do, USA. The following Additional Conditions apply only in razes where the Sella u to perform work hereunder, including the services of Sellers Rrp camerive(s), on the premiss efo wus- Il. SELLERS RESPONSIBILITY. The Sella shall any, on said work in Sellefs own risk until the rime is fully completed and crucified, and shall, in u of my accident, destruction or injury an the work Wafer materials before Seller's fire) completion and acceptance, complete the work of Sellefs own expense and to the satisfaction of the Purchaser. When =Wrists and equipment are famished by others for imm)lation or erection by the Seller, the Seller shall receive, ualood, store and handle same at the site and become responsible therefor as though such materials and/or equipment were being famished by the Sella order the order. 18. INSURANCE. The Sella shall, at his awn expense, provide for the payment of workers courrieficaftecon. including Occupational disease beneftrs, to its employes employed on or in connection with the work covered by this purchase order. andfm m their dependents in accordance with the laws of the state in which the work is to M done. The Sella .hall elm carry comprehensive general liability including, but not limited to, communal and automobile public liability insurance with bodily injury and death limits of at least 5300,00) for any one person, E500,000 far any ccident and progeny damage limit per accident Of S400,000. The Seller shall likewise require his contmlmrs, if any, to provide to, such compensation and imurm¢. Before any of the Sellers Or his connectors employees shall do any work upon the premises of others, the Seller shall famish the Purchaser with a certificate that such compensation and insurance have been provided. Such certifintes shall specify the date when such ompassation and insurance have been Provided. Such car ifints shall specify the date when such compensation and insurance expires. The Sella agrees that such mmpetwtion and insurance shall be m rmaind until after the entire work is complete ma mcepled. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Sella hereby resumes the entire responsibility and liability for any said all damagq loss or injury of any kind or nature whatoni to persons or property caused by or resulting from the execution offs, work provided for in this purchase ourur or in connection herewith. The Seller will indemnify and hold haalem the Purchaser and any r all of the Purebmers officers, agents and employees from and e,imt any and all claims, losses, dams,,, charges or expenses, whether direct or indirect, and whether to persons or property to which the Purchaser may be put or subject by train of any a., action, neglect, omission or default me the part of de. Sella, any of his contractors, or any of the Sell. , commc,ors officers, agents or employees. In case Way suit or other pmeram, shall be brought against the Purchaser, or its attic., agents -employees. MY time w account of by reazoa of my acr, motion, neglect, omission or default of the Sella Of MY of her contmcmrs w my of its or NeG of limes, agena , employees as of mid, the Sella hereby agrees to assume the defense thereof as to defend the some al the Sellers awn expense, m pay any and all wets, charges, mmmeys fees and mger exposes, any and all jndgmmis that may be incurred by or obtained against the Purehasa or any of its ar their ofic., agents or employees in such suits or other proceedings, and in case judgment or other lien be placed upon or obtained against the property Of the Purchase,, said parties in or as a r,ul, of such suits Or Other proceedings, the Seller will 51 once cause the same 10 be dissolve soil discharged by giving band or otherwise. The Sella and her contractors shall take all safety precaudom, furnish and install all guards necessary for the prevention of accidents, comply with all lawn and regulations with regain to safety including, but without limitation, the Occupational Safety and Health Act of 1970 and all roles as regulations isstad p,suanr thath, Revised 0IR014