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HomeMy WebLinkAbout110325 PROCESS CONTROL DYNAMICS INC - PURCHASE ORDER - 9147439PO PURCHASE ORDER 914743er Page City of PURCHASE 9147439 t of z Flirt ( olI IM C This number must appear !-\V`I V ` 1 1�7 on all invoices, packing slips and labels. Date: 12/16/2014 Vendor: 110325 PROCESS CONTROL DYNAMICS INC 6480 S QUEBEC ST CENTENNIAL CO 80111-4628 Ship To: DRAKE WATER RECLAMATION CITY OF FORT COLLINS 3036 ENVIRONMENTAL DRIVE FORT COLLINS CO 80525 Delivery Date: 12/16/2014 Buyer: PAT JOHNSON Note: Line Description Quantity UOM Ordered Unit Price Extended Price i Kepware Modbus OPC Server Ste. support&m ai me n anceQT#KL034N01 1 LOT LS 596.61 2 Kepware Modbus OPC Server Ste. 50% split 1 LOT LS 596.61 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 $1,193.22 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 I. COMMERCIAL DETAILS. Tax exemptions. By statute the City of Fort Collins is exempt from state and local taxes. Our Exemption Number is 11. NONWAIVER. 98-04502. person Excise Tax Exemption Certificate of Registry 84-60005 W is registered with the Collator of Failure or the Purchaser to him, upon stunt performance of the terms and consinwas hereof, failure or delay to Earned! Revenue, Denver, Colorado (Ref. Colorado Revised Somas 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 of a breach, the mceptuntt arm paymm, for good Foregather or approval of l e design, shall not release the Seller of Good Rejected. GOODS REIECTED due to failure m and specifications, either when shipped or due to defects of any of the warranties or obligations of this purchase marls and shall not be dttmd a waiver of any night of the damage in transit, may be remmed to you for credit ad are not to ha replaced except upon receipt of women rurchaxr to insist upon amid performance hunger., any of its rights m mnmmir:as to any such good, regadleas instructions from the Ciry of Fan Collins. of when shipped. received or accepted, as to any prior or subsequent default hereunder, nor shall any purported oral modification or rescission of this purchase order by the Purchaser operate as a waiver of any of the a tons Inspection. GOODS are subject to me City of Fort Collins imprton on arrival, hereof. Fiat] Acceptance. Receipt of the merchandise, smite, or equipment in rspomc to this order can mull in 12. ASSIGNMENT OF ANTITRUST CLAIMS. authorised Payment on mho part of me City of Fort Collins. However, it is to be understood that FINAL Seller ab the Paachaur recognize that in acoal economic practice, Ovechargs resulting from antitrust ACCEPTANCE is dependent upon completion ofall applicable requited inspection proceduremv violations are in fact home by the Purchaser. Thereaf im, for god cue and as consideration for exiting this purchow order, rise Seller hereby assigns to the Purchaser any and all claims it may now have or hereafter Freight Terms, Shipments must be F.OD., City of Fon Collins, 700 Wood St., Fort Collins, CO 80522, unless acquired under fderal or site antitrust laws for such overcharge relating to the Funds, des, good or servics otherwise specified on this order. If permission is given to prepay freight and charge separately, the original freight purchased or acquired by the Purchaser pursuana to this purchase order. bill must accommov invoice. Additional chores for oackine will not be accented. Shipment Dimond. Where manufacturers have detnbuting points in canoe pots of the country, shipment u expelled from no nearest distribution point to domination, and excess freight will be deducted from Invoice when shipments are made from greater distance. Permits. Seller shall proctor at sellers sole cast all naessary permits, certificates and licenses required by all applicable laws, regulations, ordinances and rates of the state, municipality, terrilory or pot itical subdivision where the work is performed, or required by any other duly wnstided public authority havingjuridiction over the work of vendor. Seller further agree to hold the City of Tom Collins hmmisa from and against all liability and loss incurred by them by reams of an mand d on exablishd violation of any such seat, regulations, ordinances, roles ad rsluirsments. Authorization All panic, to this contract agree that the reprsi datives are, in fact, bona fide and possess full and complete authority to bind said ponies. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the it. and conditions sated herein set forth and any supplementary or additional tram and conditions annexed hereto or incorporated herein by reference. Any additional or different terms and conditions proposed by seller art objered to and hereby fired. 2. DELIVERY, PLEASE ADVISE PURCHASING AGENT immdiately ifyou cannot make complete shipment to arrive on your promised delivery date as..red. Time is of the essence. Delivery and performance must ha effected within the time stated on the pmennse Order and the documents marched hereto. No acts of the Purchasers including, without limitation, acceptance of partial late deliveries, shall operate as a waiver of this provision. In,he event of any delay, Bic Pmchacer shall have, in addition to .,he, legal ate equitable remdies, the option ofplacing this order elsewhere and holding the Seiler liable for damage. However, the Sells shall not be liable for damages as a result of delays due to exams not reasonably fandecable which are beyond its reasonable control and without its fault ofmgligeme, such acts of God, acts ofriAl or military authorities, gavrmmedal priorities, Ems, strikes, flood, epidemics, wars or riots provided that notice of me conditions causing such delay is given to the Pumhasd 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 be extended for the period equal to me time actually last by reason of the delay. 3. WARRANTY. The Seller wemms chat all good, micas, mmeriah and work covered by this order will conform with applicable drawings, spccifecions, sample adlm other descriptions given, will be f, fro the Purports intended, and performed with the highest degree of can and competence in wromiance with accepted nandrds for work of a similar mture. The Seller agrees to hold the pardoner harmless from any loss, damage or expense which the Purchaser may suffer or incur on account of the Sellers breach of warranty. The Sells shall replace, repair or make good without cost to the purchaser, any defects or faults arising within one (1) year or within such longer peed of time as may be presented by law or by me arms of my applicable warranty provided by me Seller net the dam of mom. of the gaud famished hereunder (acceptame M1 m be nmeamrably delayed), rsuhing from imprefed or defective work done or materials famishd by me Seller. Acceptance or use of goods by the Purchaser shill col onnimle a waiver of any claim under this wananry. Except az otherwise provided in this purchase order, me Sellers liability hereunder shall extend to all damage proximately diced by me breach of my of the foregoing 0i ramie or guarantees, but such liability shall in no event include toe of profits or loss of use. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY, 4, CHANGES IN LEGAL TERMS. The Purchaser rimy make changes to legal terms by wrinen change order. 5. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any changes to the reams, other than legal terms, including additions m or deletiam from the quantities originally ordered in the specifications or drawings, by verbal or written change order If any such change affects the amount due or the time ofperfomnnce hereunder, an equitable adjustment shall be made. 6. TERMINATIONS. The purchaser may at any time by wrinen change order, ¢tmirete this is•penned as a my on all ponioe of the good tern nor shipped, subject to any equitable impressment bemeen me Form w to my work or materials then N progress provided that the Forehead shall rid be liable far any claims for anticipated profits on me unmesplsd portion of the good andlor work, for incidental or consequential damages, and that no such roperment he made in favor of the Seller with respect to my goods which art the Sellers stmda d stock. No such termination shall relieve the Purchaser or the Seller of any of their obligations as to any good delivered hereunder. ]. CLAIMS FOR AD3USTMENT. Any claim for djumment must be assumed within miry (30) days from the dam the change at tdmimtion is ordered. 8. COMPLIANCE WITH LAW. The Seller warrants mat all goods sold hereunder shall have been produced, sold, delivered and f rmishd in stria ompliance with all applicable laws and regulations to which me goads are subject. The Seller shall execute and deliver web documents as may be requital to eft t or evidence compliance. All laws and regulations required to be mcomeacted in agreamms of this character are hereby incorporated herein by this referemo. The Seller agree m idemnify and hold me Purchaser hamOess from all was and damages suffered by me Forehead as is maul, of me Sellers failure to comply wins such law. 9. ASSIGNMENT. Neither party shall assign, transfer, or convey this molar, or any monies due or to become due hdmndd without the prior written consent of the other party. 10. TITLE, The Seller warans full, clear and mandi ictd title in the Furthand for all equipment. marerids, ad items famished in performance of this agreemanL face and clear of any and all liens, rentrictiorra sesedations, memory roomed rncumbrmm end claims a f arm.. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. Ifthe Purchaser dirt. the Seller to correct nonconforming or defective goods by a date to be agreed] upon by the Purchased and me Sells, and do Seller dommu er indicates its insbiliry or unwillingness to comply, me Purchaser may cause me work to M performed by the man expeditious means available to it, and the Sells shall pay all eoss associated with such work. The Seller shall release the Purchaser and its contractors of any tier from all liability and claims of any nature resulting from the performance of such work. This release shall apply men in the evem of fault of negligence of the parry released and shall extend to the directors, officers and employees of such parry. The Sellers contractual obligatiofs, including warranty, shall not be dermed to be reduced, in any way, because such work is performed Or caused to be performed by the Purchmer. 14. PATENTS. Whenever the Seller is required to use any design, device, maarind or process coverd by I., patent trademark r copyright the Seller shall indemnify and save hamdess the Purchaser from any and all claims for infringement by reason of the use of web patented design, device, mmenal or process N connection worth me comma, and shut indemnify rise Purchaser for any cast, expense or damage which it may be obliged to pay by damon of such infringement at any time during me prosecution or arts the completion of me work. In case said equipment, or any pan thereof or the intended use of the gaud, is in such suit held to constitute infringement and the use of said equipment or pan is enjoined, me Seller shall, at its own expense and at its option, either procure for the Purchaser the right to continue using said equipment or pans, replace the same with substantially equal but noninldaging Norman, or modify it so it becomes moinMneing. 15. INSOLVENCY. If the Seller shall become insolvent or bankrupt, make an assignment for me bereft of crcdiars, appoint a or mane, for any of the Sellers property or busumd, this order may forthwith be canceled by the Purchaser without liability. 16. GOVERNING LAW. The definitions of semi used or the incrimination ofthe agreement and the rights of all penis Fmudd shall he cunsuud under and governed by me lawx of the State ofColomdo, USA. The following Additional Conditions apply only in cases where the Seller is to perform work hereunder, including the services of Sellers Repmsenlatirds), on the premises arched. 19. SELLERS RESPONSIBILITY. The Seller shall carry an said work at Sellers awn ask unit Bar same a Silly completed and accepted, and shall, in rase of my accident, destruction or injury to the work andtor materials before Sellers foal completion and acceptance, wmplege the work in Sellers a. expense and to me satisfaction of the Purrhaser. When matenas and equipment are famished by others for installation or onection by the Seller, me Seller shall receive, unlasd, store and handle same at the site and become responsible therefor res though tech materials aadlor, equipment were being Trimmed by the Seller under the order. 18. INSURANCE. The Seller shall. at his awn emboss, provide for the payment of workers romparsation, including occupational disease benefits, to its employees employed an or in contention with m, work covered by tars purchase radar, andlor a their ch madras in accordance will But laws of the rime in which t work is to be dare. The Sells shall elan carry comprehensive general liability includin& bur nor limited to, contractual and smomobile public liability insurance with bodily injury and death limits of at least $300,000 for any one person, 5500,000 for my accident and property damage limil per accident of 5400.000. The Seller shall likewise require his contractors, if any, to provide for such compensation and insurance. Before any of the Sellers or his command employees shall do my work upon the premiss of others, the Seiler sail famish the Purchaser with a cerifieme that such compensation ad command, have been provided. Such ceNfiwts shall specify Be date when such compensation and insumnce from been provided Such verGfemes shall specify Be date when such compensation and insurance expirs. The Seller agrees that such compensators and insurance shall be maintained mail after the entire work is completed and accepted. 19, PROTECTION AGAINST ACCIDENTS AND DAMAGES, The Seller hereby assumes the attire responsibility and liability for my and all damage, loss or injury, of my kind or mire whatsoever to persons or property coned by or marring from me execution ofthe work provided for in this purchase cold or in correction therewith. The Seller will indemnify and hold harmless, the Purchaser and my or it of me Pmchasrd oflicm, agents and rmployas from and against any and all claims, loss¢, damages. charges or expenses, whether direct or indired, and whether to persons or property to which tM Pnrrchmer may be pm or subject by reason of my act, action, neglecq omission or default on me pN of me Sells, any of has contractors, or any of the Sellers or contractors officers, agents or employees. In case my suit or other proceedings shall be brought against the Purchaser, or its Officers, agents or employees at my time on account or by reason of any act, action, neglect, omission or default of the Seller of my of his contractors or any of is or their officm, agents m employees as aforesaid, the Seller hereby agrees a assume the defense thereof and to defend don same at me Sell. own expanse, to Pay any and all cuss, changes, attomeys f and other expenses, my and all judgments Out may be incurred by or absurd against do, Purchaser or my of is Of their oRem, agents or employees in such this on other proceedings, and in cam, judgment or other lien be placed upon or obtaind against the property of me Purchase'. or said parties in or as a result of web suits or other proceedings, the Seller will at once cause the same to be dissolved and discharged by giving bond or otherwise. The Seller and his contactors shall take all safety predations, famish and install all guard necessary for me prevention of accidents, comply with all laws and regulations with regard to safery including, but without limitation, the Occupational Safety and Health An of 1970 and ul cols and regulations issued pursuit themo. Revised 07f2014