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HomeMy WebLinkAbout314910 TOOLBOX CREATIVE INC - PURCHASE ORDER - 9147058PO PURCHASE ORDER 914705er Page CltyiOf47058 '°f2. �■ Collins( Thisnumber must appear V " on all invoices, packing sli s and labels. Date: 12/02/2014 Vendor: 314910 TOOLBOX CREATIVE INC 325 CHERRY ST, SUITE 104 FORT COLLINS CO 80521 Ship To: CITY MANAGER CITY OF FORT COLLINS 300 LAPORTE AVE CITY HALL WEST- 1ST FLOOR FORT COLLINS CO 80521 Delivery Date: 12/02/2014 Buyer: ED BONNETTE Note: PER PROPOSAL FROM TOM CAMPBELL AT TOOLBOX DATED 11/13/14 TO MARY PAT AARDRUP (ATTACHED). SERVICES NOT TO EXCEED $10,000 WITH ALL DELIVERABLES TO BE COMPLETED BY 2/28/2015. Line Description Quantity UOM Unit Price Extended Ordered Price i HSH Branding and Marketing per 11/13/14 proposal 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 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. COMMERCIALDETAILS. Tax exemptions. By statute the City of Fort Collins is exempt from sate and local tux s. Our Exemption Number is 98-04502. Federal Excise Tax Exemption Cenifirote of Registry 84 6000587 is registered with the Collator of latemal Revenue, Denver, Colorado (Ref Colorado Revised Smtmes 1973, Chapter 39-26, 114 (a). Good Rejected. GOODS REJECTED due to failure to meet specifications, either when shipped or due to detects of damage in pansit may he remrad to you for credit and are not to he replaced except upon receipt of wrinm instructions from me City officer Collins. Inspection. GOODS are subject to the City of Fort Collins inspection on arrival, Final Acceptance. Receipt of the merchandise, sakes or equipment in mspome to this order tun result in authorized payment on the For of the City of Fort Collim. However, it is to he understood that FINAL ACCEPTANCE is dependent upon completion of ail applicable required inspection procedure. Freight'rerms. Shipments must be F.O.B., City of Fort Collins. 900 Woad St., Fort Collins, CO 80522, unless otherwise specified on this order. If permission is given to prepay freight and charge separately, the original frcight bill mast accompany invoice. Additional charges for pocking will tut be accepted. Shipment Distance. Where manufacturers have distributing paints in vinous pans of the commtry, shipment . expected from the nearest distribution point to destination, and excess freight will be deducted form Invoice when shipments are made from greater distance. Parmia. Seller shall pmaue at sellers sale last all necessary pstrains. renificata and licnsses rryuiced by all applicable laws, regulations, ordinances and ales of the spite, municipality, territory or political subdivision where the work is performN, or remained by any other duly constimmd public minority having jurisdiction over the work of vendor. Seller further agrees to hold the City of Pon Collins homeless fen and against all liability and loss incurred by them by reason of m asserted or established violation of my such laws, regulations, ordinaries, ales and requiremena. Authorization. All ponies to this comma agree that the represcnt.ives are, in fact, bona fide and possess full and complete authority to bind said paries. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance la the mass and conditions stated herein set forth and my supplammmry or additional tears and conditions annexed hereto BE incorporated herein by reference. Any additional or different teens it conditions proposed by seller are objected to and hereby rejected, 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately ifyou carrot make complete shipmem to arrive on your premised delivery data as noted. Time is of the rssrn«. Delivery and performance must he effected 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 opmm as a waiver of this provision. In the event of any delay, the Purchaser shall hone, in addition to other legal and aq anti readies, the option ofplacing this order elsewhere and holding the Seller liable for damages. However, the Seller shall not be liable for damages ex a result of delays due to causes not reasonably Foreseeable which are beyond its reran able control and without its fault of negligence, such acts of God, secs ofcivil or military authoritirs, governmental ptiomieA ftt- ,strikes, flood, epidemics, wars or riots provided that notice of the conditions musing such delay is given so he Purchaser within five (5) days of the time when the Seller first received knowledge thereof In the event of any such delay, the date of delivery shall he extended for the period equal to the time actually last by reason Ofine delay. 3. WARRANTY. The Seller wamms that all gods, articles, .,main and work covered by this oscer will conform with applicable drawings, specifications, sompla andor other descriptions given, will he fit for the Impasses intended, and perfo Tied with the highest degree of care and competence in accordance with nomprd standard for work of a similar nurture. The Seller agrees to hold the purchaser harmless from any loss, damage or expense which the Purchaser may sufferor incur on account of the Sellers breach of wmmny. TO, Seller shall replace, repair BE make good, without cost to the Purger, any defects or faults arising within one (I) year a within such longer period of time ex maybe prescribed by law or by the temp of my applicable warranty provided by me Sella after pie date of acceptance of the goods fmishd hereunder (acceptance not to be unreasonably delayed), msulting fen imperfect or defective work done or materials furnished by the Seller. Acceptance or use of good by the Puahaar shall nor constitute a waiver of any claim ands this wammry. Except as otherwise provided in this purchase order, the Sella liability hereunder shall extend to all damages proximately contend by the branch of any of the foregoing warrumies Or guarantees, but such liability shall in no event include loss of profirs in loss of use. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHANGES IN LEGAL TERMS. The Pmcons n may make changes to legal terms by wriren change order. 5. CHANGES IN COMMERCIAL TERMS. The Punctuator any make any changes m the terms, other then legal terms, including addirimn to or deletions from the quantities originally ordered in the speciacations or drawings, by verbal or written change Oscar. If any such change affect the anoint due Be the time ofarf are hereunder, an rymarble djmt—tit shall b, made. 6. TERMINATIONS. The Purchases may BE any time by wtittm change order, terminate this agrtemmt as to any or all portions of the good then not shipped, subject to any equitable adjmtment between the parties as to my work or materials then in progress provided that the Purchmer shall not be liable for any claims for anticipated profits on the uncomptc d portion of the good andrm work. fen incidental or comaluentnd damages, and that. such adjuwnent he made in favor Of the Sella with tartar to any goods which ate me Sella standard stock. NO such termination snail relieve the Purchases or the Seller ofany arfli it obligmiom as m any goods delivered heremder. V. CLAIMS FOR ADJUSTMENT. Any claim for ndjnstmnst most be asserted within Entry (30) days form the time Else change or termination is ordered. 8. COMPLIANCE WITH LAW. The Seller warrants that all goads sold hereunder shall have been produced, sold, delivered and fiunished in strict compliance with all applicable laws and regulations as which me gas are subjes, The Seller shall execute and ,alive, such documents as may he cramped a Effect or evidence, complaisance. All laws and regulations requited to be incorporated in agreements of this character arc hereby ivcar,ostred herein by this refmnce. The Seller agrees to indemnify and hold the Purchaser harmless from all costs and damages suffered by me Purchmer as a result of the Sellers hailme to comply with such law. 9. ASSIGNMENT. Neither party, shall assign, tmmfar. or convey this order, or my movies due or to become due hereunder wilhoat me prior written consent ofthe other parry. 10. TITLE. TheSEllerwartants full, clam and crumar seed title to the Purchaser for all equip—, mztmals, and items fumishd in garformance of this agreement, free and clear of my ad all liens, resvimom, RSEM1a11ors, smmry Mari encumbrances and claims ofothes. 11. NONWAIVER. railare of the Purchmer to most upon artier pnfonrmn« of the terms and conditions hereof, failure or delay to examise any rights or remedies provided herein or by law, failure to promptly notify the Seller in the event of a bras chthe acceptance of or payment for goods hereunder or approval of the design, shall not release no Seller of any of the warranties or obligations of this purchosu order and shall not he deemed a waiver of any right of the purchaser m insist upon smet performance hereof or any of its rights or remedies as as my such good, regardless of when shipped, received or accepted, as to my prior or subsequent default hareande nor shall my Panamint oral modification or reuhmlon of this purchase order by the Purchaser apma as a waiver of any of the semis hereof. 12. ASSIGNMENT OF ANTITRUST CLAIMS. Seller and me Purchaser recognize that in actual economic practice, ovmhargrs resulting from antitrust violations are or fact home by the Purchaser. Tourmaline, for good cause and as consideration for executing this Purchase order, the Seller hereby assigns .the Purchaser any and all claims it may now have or hacafor acquired under frstrial or state antitrust laws for such overcharges relating to the particular good nr services purchased or acquired by the Purchaser pursuant to Nis purchase order. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. If the Purchaser doctors the Seller to contact nonconforming or defective goods by a date to be agreed upon by Else Purchaser and the Seller, and the Seller thereafter indicates its inability or unwillingness to comply, the Purchmer may came the work to he Performed by the most expeditious means mailable to it, and the Seller shall pay all costs associated with such work. The Seller shall or. the purchaser and its contmetors of any ties from all liability and claims of my nature resulting Enm the performance ofsuch work. This mime shall apply even in de event of fault of negligence of the party released and shall extend to the directors, aRcers and Employees of such parry. The Settees contractual obligations, including warranty, shall not he deemed to he reduced, in any way, becmtse such work is perfumed or caused 4s be performed by the Purchaser. 14. PATENTS. Whencva $e Seller is squired to ass my design. device, material or process covered by lever, parent, trademark or copyright, the Seller shall indemnify and save hmmlrss 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 contact and shall indemnify the Purchaser for my cos, expense or damage which a may be obliged to pay by reason ofsuch infringement at any time during the prosecution or after the completion of the work. In case said equipmem, or my poor therm(or the intended sex of pie good, is in such suit held to constitute infringement and the ass of said equipment or pan is enjoined, the Seller shall, BE its urn expense and at its option, either promise for the Purchaser the right to ..true using said equipmern or pans, notion, the same with substantially .at bur anninfrhaging equipmca, or modify it so it becomes noninGsnging. 15. INSOLVENCY. If the Seiler shall become insolvent Or banking, make m assignment far me benefit of creditors, appoint a parriver or uustee for my of the Sellers prop ury or business, this order may forthwith he canceled by the Purchmer without liability. 16. GOVERNING LAW. The defnitimss of terms used or the interpretation of the ageamem and she rights of all pasties hertuvda shall be composed order and govemd by the laws of the Sense of Colorado. USA. The following Additional Conditions apply Only in cases where the Seller is to perform work hereunder, including the services af5ellem Represensatoods), on the premies of others. 17. SELLERS RESPONSIBILITY. The Seller shall co" On said work m Seller's own risk until the lame is Fully completed and accepted, and shall, in c of my accident, destruction or injury to the work and/or materials before Seller's final completion and overprints, complete the work at Sellars own expense and to the satisfaction of the Purchmer. When materials and equipment art furnished by others for installation or creation by the Seller, the Seller shall receive, unload. worm and handle same at the site end become responsible mere(ons as mough such mmma8 andor equipment wese being burnished by me Seller under the order. is, INSURANCE. The Seller shall, at his awn expense, provide for the payment of workers compensation, including occupational disease benefits, to its employees employed an or in connection with the work covered by this purchase order, mNa to their dependents in accordance with me laws of the state in winch Ne work is to be done. The Seller shall also carry comprehensive general liability includin& but not limited 10, enntmmal and automobile public heart ny insurance with bodily injury and death limits of at least S300,000 for any one pmmry $500,000 fur my one accident and property damage limit per accident Of 5400,000. The Seller shall likewise rryuln, his contrscmrs, if any, to provide for such compensation and immixture. Before any of the Sella or his contractors employees shall do any work upon the premises of others, the Seller shall famish da, Praahmer with a eenifmwm that such compensation and insurance have been provided. Such certi ewers shall specify the date when such minimization and insurance have been provided. Such cedlficates shall specify the date when such compensation and insurance expires. The Seller agrees that such compensation and inmmntt shall be, maintaind mail alley the entim work is completed and accepted. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Seller hereby msuma me entire responsibility and liability for any and all damage, loss or injury of my kind or nature whatsoever to persons or property caused by or resulting fen the execution ofthe work provided for in this purchase Odcr or in comation herewith. The, Seller will indemnify and hold hmnlem the Purchaser and my or all of me Purchasers office, agents and employees from ad against my and all claims, lasses, damages, charges or expenses, whether direct or wdirec, and whether to persons in property m which the Franchisees may he put or subject by reawa of any sec, action, ncglec, omission or default oa the pan of the Seller, any of his convectors, or any of the Sellers or contractors officers, agents or employees. In rose any suit or other pmccolui s shall be brought against the Purchase or its officers, agents or employees at any time on account or by mamn of any ac, action, neglact omission or ddault of the Seller of any of his coatenerars or any of its Or their office, agents BE employers as aforesaid, the Seller hereby agrees in assume the defense thereof and as defend the same at me Sella awn Espinoza, to pay any and all costs, cb.gre, allomM fees and Other expanses, any and all judgments that may be incurred by or obtained against me Purchaser or my of is or their office, agents or employees in such was or other proceedings, and in case judgment or omen lien be placed upon Or obtained against the property of the Purchmer, or mid pubes in or m a result of such suits or other proceedings, the Seller will at oar came the same to be dissolved mad discharged by giving bond or otherwise. The Seller Bud his cmMdm shall sake all artery precautions, fmish and insall all guard necessary fen the prevention of accidents, comply with all laws and regulations with regal to armty including, but without limitation, the Occupational Safety and Health Act of 1970 and all ales and regulations issued pursuant thereon. Revised 012014