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HomeMy WebLinkAbout536664 GLOBAL SHE SOLUTIONS LLC - PURCHASE ORDER - 9145733 (2)Fort Collins Date: 12/01/2014 Vendor: 536664 GLOBAL SHE SOLUTIONS LLC 15 COVE VIEW CT COCOA BEACH FL 32931 PURCHASE ORDER PO Number Page 9145733 1of2 This number must appear on all invoices, packing sli s and labels. Ship To: RISK MANAGEMENT DIVISION CITY OF FORT COLLINS 215 N MASON, 2ND FLOOR FORT COLLINS CO 80524-4408 Delivery Date: 10/02/2014 Buyer: PAUL, GERRY Note: Line Description Quantity UOM Unit Price Extended Ordered Price 2 Consulting Service - November November Invoice 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.mm 1 LOT EA 12,929.79 Pay terms net 30 days Invoice Address: City of Fort Collins Accounting Department PO Box 580 Fort Collins, CO 80522-0580 79 Purchase Order Terms and Conditions Page 2 of 2 1. COMMERCUU.DEfAILS. Tax exemptions. By statute the City of Fort Collins u exempt farm slate and local tan. Our Exemption Numbs is 11. NONWAIVER. 98-0,1502. Federal Excise Tax Exemption Certificate of Registry, 84-6000587 is regon,,d with the Collector of Failure arm, Purchaser m insist upon shut prefoman« of the tams read conditions hetmf. fv'Iam or delay m Internal Revenue, Denver, Colorado Her Colorado Revised StaNtes 1973, Chapter 39 26,114 (a). exercise any rights or remedies provided herein or by law, failure to promptly nwify the Seller in be event of a breach, she acceptance ofor Payment for goods hereunder or approval ofthe design, shall not mleae the Seller of Goods Rejected. GOODS REIECTED due to failure to meet specifications, either when shipped or due to defect or any of the warranties or obligations of this purchase order and shall not he devoted a waiver of any right of the damage in hansit, may he retumd m you for credit and are not m be replaced except upon receipt of wren purchaser m insist upon strict performance lamofor any of its nights or remedies as many such good, regardless instructions from the City of Fort Collins. of when shipped, received or accepted, as to any prior or subsequent default haremder, nor shell any pmpond and modifalaon or rescission of this purchase order by the Purchaser operate u a waiver of any of fc terms Inspection. GOODS we subject to the City of Fort Collins inspection on ancisal. hereof. Final Acceptance. Receipt of the merchaodase, services or equipment in wipmor to this order can result in 12. ASSIGNMENT OF ANTITRUST CLAIMS. iufonxd payment oa Re pan of the City of Fort Collins. However, it is fix he understand thoFINAL Seller and the Porcfaser recognise that in actual economic p nutter, Overcharges resulting Roar antarost ACCEPTANCE is dependent upon..plains ofall applicable requited inrspcction p.it.. violation arc an fact home by the Purchaser, Thermofo., for good cause end as consideration far executing this purchase order, the Seller hereby assigns to the Pumhaer any end all claims it may raw have or hereafter Freight Temrs. Shipments must be F.O.B., Cary of ran Collins, 700 Wood St., For Collins, CO 80522, unless acquired under f deral or sure antitrust laws for such overcharges relating to the particular grad or services .1herwise specified on this order. If permission is given to prepay freight and charge separately, the original freight purchased or acquired by the Pmchuer pursaanuo this purchimm order. bill most accompany invoice. Additional charges for packing will not be accepted. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. Shipment Distance. Where manufacturers have distributing From; inxagouspnt ofthecountry,voice Ififte to beegredupon by Ore ScllermcorM novronfomango detectivein Poi d excs wtu expected farm the neatest distribution roam m destination, and excess freight will be deduced farm Invoice whrn iterdirecsfc mdsbyadate iar inability or unwillingness to comply, the Purchaser Purchuer and the Seller, ant the Sellerthereafterhe shipments are made from garter distance. most ,relit may cause he work to be performed by she most cxpditian mevn asuitable to it, and the Shcu shall pay all costs associated with such work. Permits. Seller shall procure at ethers sole ant all nesuce, permits, certificates send licenses cegisics by all applicable laws, cute, territory, or where orfi ordawnca and rates The Sella shill release the Purehaer and its contractors of my tin farm all liability vd claims or any remre ion over m jurisdiction fined. duty d public authority having oomasdaction over the work the weak is perfomd, or requited byany oferduly contimtd publicles, resulting from the performance of such wok. from enJ against all liability end loss vendor. Seller further agrees m hold the City Fiat Collin hf from an, arced by them by tsars of on assmcd or established vaulurion of any such Incas, regulations, ordinances, arts in li This release Shull apply in the event of fault of negligence of the pay, released and shall extent to the and requirement, directors, officers and employees a[such puny. Authontaation. All panda to this cortnt agree but Re representatives are, in fact, bona fide and possess poll and complete authority to bind said parties. LIMITATION OF TERMS, This Purchase Order expressly limits acceptance to the tuna and condition stated herein set forth and any supplementary or additional terms and conditions annexed hereto or incoported herein by reference. Any additional or different arms and condition proposed by seller arc objected m and hereby fated. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately if you cannot make complete shipment to active on your promised deliveryJme a noted. Time as arise essence. Delivery and performance must be, effected within the time stated on the purchase order and the documents attached hereto. No act of the Purchasers including, without limitation, acceptance of panel late dclivefies, shot operate as a waiver of Otis provision. In the even of any delay, the Purchuer dull have, in addition to other legal and equitable comedies, the option afplaci., this under elsewbem and holding the Seller liable for damages. However, the Seller shill not be liable for damages as is result of delays due m Causes not reasonably foreseeable which ate beyond its reasonable control and without it fault ofnegligence, such acb ofGod, acts of civil or military authoriria, govemmmul priorities, fires, strikes, Rood, epidemics, wars or nors provided that notice ofthe condition caning such delay is given to the Purchaser within five (51 days of the time when the Seller Rest received knowledge thereof. In the sent of my such delay, the date of delivery shall be extended for the period aryal no the time ecnully last by rcawv ofthe delay. 3. WARRANTY. The Seller warrants that all good, articles, materials and work covered by this order will conform with applicable ,swings, specifcamus, samples and/or other descriptions given, will he fit for the puryosra intended, and performed with the highest degree of care and competence in accordance with accepted sundards for work of a similar nature. The Seller agrees m held the purcM1awr hornless from any lass, damage or expense which the Purchaser may suf or incur on account ofthe Sellers breach ofwamnry. The Seller shall replace, repair to make good, without cost to the purchaser, any defects or fault arising within one (1) year or within such longer Pend of time as my be prescribed by law or by the terms of any applicable warranty ruminated by the Seller after the date of acceptance of the goods famished hereunder (acceptance art to he unreasonably delayed), resulting from imperfect or defective work door car materials fumishd by the Seller. Acceptance or use of goods by the Purchaser shall not consticam a waiver of any claim under this wamnry. Except as otherwise provided in this purchase order, be Sellers liability hereunder shall extend to all damages parximmely caused by the breach of any of the foregoing worambes or guarantees, but such liability shall in no event include loss of pro is or lass 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 rams by written change order 5. CHANGES IN COMMERCIAL TERMS. The Purchaser my make my changes to the temp, other than legal corms. including additions to or deletions from the quantities originally ordered in the specifications or dmwangs, by vedml or wdnrn change order. If any such change aRecs be amount due Or the time ofpedomance hereunder, an equitable djostmst shall he made. 6. TERMINATIONS. The Purchaser may at any time by written change order, ternirate this agreement u to any or all rumors of the good then art shipped, subject to any equitable adjustment between the parties n to any work or ratans men in progress paradded but the Purchaser shall not be liable far any claim for anfixion red pumfis an the uncompleted ,ban of the goad and/or wok, far ancadeund or canropurn d damages, and that no such adjostment be made in favor ofthe Seller with respect to any goad which arc the Sellers standard stock. No such termination shall relieve the Purchaser or the Seller crony of their obligations as no any goods delivered hereunder. y. CLAIMS FOR ADJUSTMENT. Any claim for adjustment mast be assumed within thirty, (30) dap from the dam the change or memiration is ordered. 8. COMPLIANCE WITH LAW. The Seller warrants that all good sold hereunder shall have been produced, sold, delivered and famished in strict compliance with all applicable laws and regulation tr which the goods arc subject. The Seller shall execute and deliver such documents as my he required in effect or evidence compliance. All Laws and Malicious requited to be incorporated in agreements of this character are hereby incorporated herein by this refers«. The Seller agrees to audemnify and hold the Puchaser harmless from all cuss and damages suffered by the Purchaser as a result of the Sellers failure to comply with such law. 9. ASSIGNMENT. Neither parry shall assign, transfer, or convey this Order, or any monies due or to become due hereunder without the prior wren convert of the other party. 10. TITLE. The Seller amounts full, clear and unrestricted title to the purchaser for all erpriprnmL mtenals, and item Famished an ImErmance, of this ngreemenL free and clear of my and all lirns, cedrinaom, reservation, security fi terar encumbrances and claims of ohres. The Sellers commercial obligations, including waraary, shill not be darned to be reduced, in any way, because such work is performed or caused ro be performed by the Purchaser. 14. PATENT S. Whenever the Seller is requirud muse any design, device, material or process covered by letter, Indent, trademark or copyright, the Seller shall indemnify and save hardest the Purchaser hoar any and all claims for infringement by reason of the use of such renewed design, device, mderfid or process in connection wash the contmcL and shall indemnify the Pumhawr for any cost, expense car 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 part thereof or the intended use of the gods, as in such suit held to constitute infringement and the use of said equipment or pan is enjoined, the Seller shall, at it awn expanse and at it option, either parcure for the Purchaser the fight to continue using said equipment or parts, replace the same with substantially Wual but noninfnnging armpmmn, or modify it so it becomes nminGngang. 15. INSOLVENCY. If the Seller shall become insolvent or bankrupt, make on assignment for the benefit of creditors, appoint a reartiver or trustee for any of the Sellers property or business, this order may ffifwilh be canceled by the Puchuer without liability. 16. GOVERNING LAW. The definitions ofterm used or the interpretation of the agreement enJ the rights of all parties hereunder shall be continued undo and governed by the laws of the State of Colorado, USA. The following Additional Conditions apply Only in cases where the Sella is to perform work hcmuvd r, including be services of Sellers Raparamnative(s), on the premises ofafers. It. SELLERS RESPONSIBILITY. The Seller shall carry, on said work at Sellers own risk until the same is fully completed and ecceptd, and shall, in case of any accident, destruction or injury to the work radtor, materials before Sellers frml completion and acceptance, complete fe, work in Seller's awn expense and to the satisfaction of be Purchaa. When mtenals and equipment ere pomishd by others for installation ar martian by the Seller, the Seller shall receive, unload, score and handle same in the site end become responsible therefor to though such materials and/or equipment were being Robbed by be Seller under the order. 18. INSURANCE, The Seller sbalLot his own expense, provide for the paymert of workers compensation, including occupational disease benefits, ne its employees employed on or in connection with the work covered by this pumhaw order, andāž¢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 ta, contractml and automobile public liability inumme with bodily injury and death limit of at kut 5300,000 for my one person, S500,000 for my accident and property damage limit per accadem of S400,000. The Seller shall likewise rquaee his contrucams if my, to provide for such compensation and insurance. Before any of the Sellers or his contractors 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 certificates shall specify the dare when such compensation and insurance have been provided. Such certificda shall specify the date when such compemation and insurance cxpam. The Seller agrees that such compensation and insurance shall be minuend until afar the entire wed, is completed and revealed. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Seller hereby assumes the mtare responsibility and liability for any and all damage, lass or injury, of any kind or nature whosoever to perms or property vowed by or resulting from the execution ofthe work pmvaded for in this purchase order Or in concoction herewith. The Seller will M1demify and hold harmless the Franchise and any or all arm, Purchasers mcars, agent and employers from and again. any and It claims, lose, damages, charges or expenses, whether direct or indirect, and whether to person or property to which the Purchaser may be put or subject by reason of any act, action, neglect, omission or default on the part of the Seller, any of his contractors, or any of the Sellers or contractors otfcum, agent or employees. In case any suit or other proceedings shall be brought against the Purchaser, or its ofTcars, agent or employas at any sine on cocoon or by teawn of any act, action, neglect, omission or default of the Sellm of any of his contractors at my of is or Near officers, agents Or employees as aforesaid the Seller hereby agrees to assume the defense thcrof and to defend the same at be Sellers own expense, to pay any and all costs, charges, anomeys fees and other expenses, my and all judgmems that may be inured by or obtained against the Purchaser or any of its or their Officers, agens or employees in such suns or other promdmas, end in case judgment Or other, lien he placed] upon or Obtained against the property of fe Purolator, or said parties in or as a mull of such suis or other proceedings, the Seller will m once maw be same to be disso s] and discharged by giving band Or otherwise. The Sella and his contramors shall take all safety precautions, pomish and mull all guard necamry Cw the Fractionation of accidents, comply with all laws and regulation with regard to safety including, but without [imitation, be Occupational Safety and Health Act of 1990 and all roles and regulation issued pmsumt thereat. Revisor] 07/ 014