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HomeMy WebLinkAbout465444 SPIRAE INC - PURCHASE ORDER - 9147644PO PURCHASE ORDER 914764er Page City of PURCHASE 47644 ' of z ' `tCollinsr This number must appear V on all invoices, packing sli s and labels. Date: 1212612014 Vendor: 465444 Ship To: ELECTRIC UTILITIES SPIRAE INC CITY OF FORT COLLINS 243 N COLLEGE AVE 700 WOOD ST FORT COLLINS CO 80524 FORT COLLINS CO 80521 Delivery Date: 12/26/2014 Buyer: PAT JOHNSON Note: Line Description Quantity UOM Unit Price Extended Ordered Price Photovoltaic System Rebate 1 LOT LS 15,000.00 243 N College Ave 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.wrn Total $15,000.00 Pay terms net 30 days Invoice Address: City of Fort Collins Accounting Department PO Box 580 Fort Collins, CO 80522-0580 Page 2 of 2 1. COMMERCIAL DETAILS. Tax exemptions. By smtuw the City of Fan Collins is exempt f state and local texas. Our Exemption Number is 11. NONWAIVER. 98-04502. Federal Excise Tax Exemption Certificate of Registry P4 N)00587 is registered with the Collector of Failure of the Purchaser to insist upon sorter Par(ortnaru of the toms and condition hews( failure ar delay to Internal Revenue, Drover, Colorado (Ref. Colorado Revised Statutes 1973, Chapter 39-26, 114 (aj exercise any rights or remedies provided herein or by law, failure to promptly ratify the Seller in the event of a breach, the acceptance ofm payment for goods hereunder or approval of the design, shall not rrleam do Seller of Goods Rejected. GOODS REJECTED due to failure as meet specifications, either when shipped or due or defects of any of the wmmntim, or obligation of this purchase order aud shall at ber deemed a waiver of any right xf the damage in transit, may be memed to you for credit and we not to be replaced except upon .,I,, of wriuen purchaser in btsist upon vaster performance harmfor my arm rights Or remWiat as to any such goods, on,adwas i kmwm m from the City of Tom Collins. of when shipped, received or accepted, as to my poor or subsequent default hereunder, nor shall any puryoned Oral modification or rescission of this purchase Order by the Pfirclower operate res a waver of my of the temu Inspection. GOODS arc subject a the City of Fiat Collins inspection an arrival. hereof. Final Acceptance. Receipt of the meo:hmdiss, service or aquipmmo in response m this order can mull in 12. ASSIGNMENT OF ANTITRUST CLAIMS. audmrixed payment on the Two of the City of Fiat Call.. However, it is to be mdersti ad that FINAL Seller and the Purchaser recagrtiu that in wood economic preatice, overcharges resulting firm antitrust ACCEPTANCE is dependent upon completion of all applicable require] inspection pmcedume. violations ere in fact home by me Purchaser. Theretofore, for good muse ad as consideration for extending this purchase order the Seiler hereby assigns to are Purchaser my and all claims it may now, have or hrrcafter Freight Terms. Shipments most he F.OD., City of Fan Collins, 700 Wood St, Fan Collim, CO 80522, unless acquired under (Weal or some antitrust laws fro such overcharges relying to the Particular goods or services otherwise specified on this order. If permission is given to prepay fight and charge separately, the original freight purehasd or acquired by the Purchaser pursuant m thus pumhau order. bill most wcampany invoice. Additional charges for packing will vat be accepted. Shipment Distance. Where manufacturers have distributing points in variant pans of the country, shipment is expected from the nearest distribution paint to dutination, and excess freight will be &ducted from Invoice when shipments we made from greater distance. Permits. Seller shall procure at sellers sole cost all matemry permits, certificates and licenses requind by all appl iiable laws,regulations, ordinances and area of the state. municipality, territory or political subdivision where the work is performed, or required by wV other duly constimed public authority having jurisdiction over the work of vendor. Seller further agrees to hold the City of Fort Collins harmless from and against all liability and lass incurred by them by reason of an vened or estublished violation of any such laws, regulations, ordinances, dinces, mi. and rareoviremena Authorization. All parties to this contract agree that the representatives are, in fact bona fide and posuss full and complete authority to bind said p wims. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to me aeons and conditions sate] herein set forth and any supplementary or additiowl tarots and extraditions aaexd hereto or mearpoated herein by reference. Any additional or different terms and conditions proposd by seller are objected to and hereby njectd. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately if you cannot make complete shipment to wrive on your pmmisd delivery date as noted. Time is of the essence. Delivery and performance must be eft Id wimin the time sat& on the purchase order and the documents attached hereto. No acts of me Purchasers including, without limiaown, acceptance of panel late deliveries, shall memo, as a waiver organs provision. In the neat ofany delay, the Purchaser shall have in addition to other legal and equitable candies, the option of placing this order cluwhere and holding Jae Seller liable for damages. However, the Seller shall test be liable far damages as a .11 of delays due to cauxa not reammbly fmeseeable which me beyond its remarkable ..I and without its fault ofnegligmce, such acts of God, was ofcivil or military authorities, governmental priorities, foes, strikes, flood, quelmoia, wars or rims pram&& that and. of the mMnkfies causing such delay is given to me Purchaser wimin five (5) days of the time when the Seller first received knowledge thereof In fle av<m of my such delay, the date of delivery shall be extended far the period equal a the time waally lost by reamer ofthe delay. 3. WARRANTY. The Seller warrants that all grads, articles, materials and work covered by this order will conform with applicable drawings, specifications, samples and/or other descriptions given, will be fit for the purposes intended, and performed wit the highest degree of care and competence in wmrdam a wit accepted standards for work of a similar mare. The Seller agrees to hold the purchaser hamdem from any loss, damage or expense which the Purchaser may suffer or incur on account of do Sellers breach ofwamady. The Seller shall replace, repair of make good, without cost to the purchaser, any defccn or faults wising within one (1) year or within such longer period of time as may be prescribed by law or by the terms of my applicable warranty provided by the Seller ales the date of acceptance of the goads fumished hereunder (wceptmce not In be unreasonably delayed), resulting frvm imperfect or defective work done or materials fumished by the Seller. Acceptance or use of goods by the Purchaser shall not constitute a waiver of any claim under this warranty. Except as otherwise provided in this purchase order, the Sellers liability hereunder shall extend to all damages proximately caused by the breach of any of Ne foregoing warranties or guarantees, but such liability shall in no event include loss of profits or lam 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 team by wrinen change order. 5. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any changes to the trams, other than legal terms, including additions to or deletions from me qumtitios wigimlly mclerrd in thc apccifica ons or drawings, by verbal or wrinm change order. If tiny such change artects there amount due Or the time xfperfarmmme bawdtc . an reparable adjustment sham be rode. 6. TERMINATIONS. The Purchase, may at any time by writ" change odes, wmw w am numerical as to my or all portions of the grads den not shipped, subject to any tynitable djosmaked between de Pales as to any work or materials then in progress provided that the Purchaser shall not b, liable for my claims fro anticipated profits on the uncompleted portion of the goods and/or work, far incidental or connotational damages, and that an such djustment be made in favor of de, Seller with respect to any gaol which arc the Sellers sandal stack. No such tenawatim shall wheat de Purchaser or the Seller army of their obligations m m any grads delivered hereandm. I. CLAIMS FOR ADJUSTMENT. Any claim for djuwmenr must be restated within thirty (30) days from the daze the chunge or termination is odefd. 8. COMPLIANCE WITH LAW. The Seller werrann that all goods said hereunder shall have bred produced, sold, delivered and famished in strict compliance with all applicable laws mod regulations to which the good we subject. The Seller shall execute and deliver such documents as may be maimed to effect or evidence compliance. All laws and regulations raqulrcd to he incorporated in agreements of this character are hereby imew ra ed herein by this reference. The Seller agrees to indemnify and hold the Purchaser hwmlcss from all casts and damages suffer& by the Pmchamr as a result of the Sellers failure to comply with such law. 9. ASSIGNMENT. Neither parry shall msign, transfer, or convey this order, or any manias due or to become due hereunder without the prior written consent of the the, party. 10. TITLE. The Seller warr om full, clew and unwarranted title to me Purchaser for all equipment materials, and items fumished in performance of this agreement, face and clear of my and all lies, nsnictions, reservations, security interest encumbrances and claims Orathers. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. Iftbe Purchaser directs the Seller to expect nonconforming or defective goods by a date to be agreed upon by de Purchaser end the Seller, and the Seller Brentano, indicates in inability or unwill ingncss to comply, the Purchaser may cause the work to be perform& by the most expeditions means available to it, and de Seller shall pay all casts mswiated with such work. The Seller shall release the Purchaser and its contractors of any tier from all liability and claims of my aware resulting from the performance of such work. This release shall apply even in the event of fault of negligence of the pay released and shall extend to the direamn, offer. sad employees ofsurh pay. Tic Sellers contractual obligations, including warrmry, shall not be deemed to be reduced, in any way, because such work is performed or caused to be performed by the Purchaser. 14. PATENTS. Whenever the Seller is required to use any design, device, material or process covered by tarter, Patent trademnak or copyright the Seller shall indemnify and save harmless the Purchaser from any and all claims for infringement by re of the use of such patented design, device, material or process in ..,arm with the contract and shall indemnify the Purchaser for any new, expense or damage which it may be obliged to pay by noon ofmch infringement at any time during the prosecution or after the completion of the work. In cam mid equipment, or my pan therm( Or the intended use of the goods, is in such suit held to crosstitute infringement and me use of mid equipment or part is joined, the Seller shall, at in own expense and at its option. either procure for the Purchaser the right to continue using said rywpment or pans, replan me same with substantially equal but rmninGtnging equipment, or modify it so it beemaes noniafn-aging. 15. INSOLVENCY. If the Seller shall become insolvent or bankrupt, make an maigmnmt four the benell of creditors, appoint a receiver or dusae far any of the Sellers prepeny or business, this Order may fonhwith be cancel& by the Purchaser without liability. I& GOVERNING LAW. The definitions ofit. terd or me imerpreation ofNc agreement aid doe rights of all pales hereunder shall be coastmd under and governed by the laws ofthe Sate ofColomdo, USA. The following Additional Conditiom apply only w cases where the Seller is to perform work Immundm including the services of Sellers Repreamb rive(s), on the premise ofothers. 17. SELLERS RESPONSIBILITY. The Seller shall carry on said work at Seller's own risk until the same is fully completed and accepted, and shall, in e of any accident destruction or injury to the work and/or materials before Sellers final completion and acceptance, complete the work at Seller's own expense and to the satisfaction of the Purchaser. When materials and equipment are frmishd by others fro humiliation or erection by the Seller, the Seller shall re.ive, unload, sans and handle same at the site and become re wasible themfor as though such materials ameba, equipment were being fumished by the Seller under me order. 18. INSURANCE. The Seller shall, at his own expene, provide for the payment of workers compensation, including occupational disease benefits, la its employees employed on or in connection with the work covered by this parch+.w, oiler, andror to their dependents in accordance with the laws of the sate in which the work is m be done. The Seller shall also cart, comprehensive general liability including, but not found to, contractual and automobile public liability inaurmce with tidily injury and death limits of at lenet $300,Oir for my one person. 5500.000 for any one .,ideal and property damage limit per accident of 5400,000. The Seller shall likewise require has contractors, if any, to provide for such compensation and insurance. Before my of the Sellers or his contractors employees shall do any work upon the premises of others, me Seller shall famish Be Purchaser with a ceffica n that such compensation and insurance have been provide] Such certificates shall specify the date when such compensation and ita once have been provided. Such ttnificala shall specify the date when such compensation and insurance expires. The Seller agrees that such cork,waseetwor and instuawe shall be maintained until after de entire work is completed and accept& 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Sellerhereby assumes no entire responsibility we] liability Journal and all damage, loss or injuryof any kind r wtam whatsoever to persons Or pntpeny wusd by or resulting from fix exention afthe work proridd far in this purchase enter or in connection hereavim. Thc Seller will indemnify and hold harmleu the Purebaser and my cr all of murch e Purchasers am ecers, agenn and employees from and and against any all claims, losses, damages, harges ar expenses, wheeler, direct or hermit, ad whether to perm. Or pmperry ro which de Purchaser may be put or subject by rmmn of my act wrion, neglect omission or default on the part of Ne Seller, any of his contract. , or any of me Sellers or comments officers, agents or employ., In case any suit or other pmcact shall It, brought against tho Pumhasq or in oRcers, agents or employees at any time on account Or by reason of any act, action, net omission or default of the Seller of my of his contractors or my of in or their officers, agents Or employees as aforesaid, the Seller hereby agrees to assume the defense therm( and to defend the mine at me Sellers own expense, to pay any and all costs, charges, attorneys fees and other expeaes, any and all judgmenn that may be incurred by or obtained against the Purchaser or any of its or their offers, agents or employees in such sum or other proceedings, and in caw judgment or other lien be placed upon or obtained against he property ofthe purchaser, or mid parties in or as a result of such suits or other pmcedings, the Seller will at once cause the same to be dissolved and diwlmrgd by giving bond or otherwise. The Seiler and his contactors shall take all safety precautions, Smash and ine all all guards necessary for me prevention of wcidenn, comply wid all laws and regulations wins regard ro safety including, but without limitation, the Occupational Safety and Health Act of 1970 and all roles and regulations issued pursuantthereto. Revised 07R014