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HomeMy WebLinkAbout505338 SOLAR CITY CORPORATION - PURCHASE ORDER - 9147645Fort Collins Date: 12/26/2014 Vendor: 505338 SOLAR CITY CORPORATION 3055 CLEARVIEW WAY SAN MATEO CA 94402 PURCHASE ORDER PO Number Page 9147645 1of2 This number must appear on all invoices, packing sli s and labels. Ship To: ELECTRIC UTILITIES CITY OF FORT COLLINS 700 WOOD ST FORT COLLINS CO 80521 Delivery Date: 12/26/2014 Buyer: PAT JOHNSON Note: Line Description Quantity UOM Unit Price Extended Ordered Price t Karleene Schindler 1508 Banyon Photovoltaic System Rebate 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 LOT LS 4,500.00 Total 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. COMMERCIALDEfA1LS. Tax exemptions. By statute the City of Fort Collins Is exempt firm state and Ideal axes. Our Exemption Number is 98-04502. Faml Excise Tox Exemption Cmlfcate of Registry gY6000587 u mgimeM with the Callecmr of Internal Revenue, Denver, Colorado (Ref. Colorado Revises Sables 1973. Chapter 39-26. 114 fad. Good Rejected. GOODS REIECfED duc to failure to meet maiifmtions, after when shipped or due to defects of damage in tar sic, may be returned to You fro credit and vs, rim to be replaced except upon receipt of women inswctions from the City ofFon Calif.. - Inspection. GOODS all subject to the City arrival Collins impectoa as artisal. Final Acceptance. Receipt of the malrhasise, services or agnipment in papoose to this order can result in authariad payment on the pan of the City of Fort Collins. Howart, it is to be understood that FINAL ACCEPTANCE is dependent upon completion of ail applicable mryired inspection pmcalara. Freight Tema. Shipments must be F.O.B., City Of Fort Collins, IDO Wood St, Fan Collins, CO 80522, unless otherwise specified an this order. If permission u giver m prepay freight and charge captiously, the original freight bill must accompany invoice. Additional charges for packing will not be accepted. Shipment Distance. Where manufacturer lave distributing points in various parts or the country, shipment is expected from the nearost distribution point to destination, and excess freight will be deducted from Invoice when shipments are made from granter distance. Permits. Seller shall procure at sellers sole cost all necessary permits, caliGwtes and licenses mquirs by all applicable laws, regulations, ordinances and dales ofthe state, municipality, territory or political subdivision where the work is performed, or required by any other duly constituted public authority havingjurisdiction over the work Of vendor. Seller further agrees to hold the City of Fort Collins hmmless from end against all liability and Ims incurred by them by rmson of an assured or established violation of my such laws, regulations, ordimaroo , roles and requirements. Authorization. All parties to this contract agree that the representatives are, in fact, bona fide and possess full and complete authority to bind said pamia. LIMITATION OF TERMS. This Putchase Older expressly limits madepantt to the terms as conditions sated herein act foM anal my supplementary or additional terms and conditions mncxed hereto or incoryomted herein by reference. Any additional or i ifetat lrmn and conditions proposal by sells core objected to as hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately if you wnor make complete shipment to anive m yew promised delivery date as acted. Time is ofthe comma. Delivery as performance must be effected within the time sots On the purchase order and the documents attached hereto. No acts of the Purchasers including, without limitation, acceptance of pminl lam deliveries, shall normal as a waiver ofthis provision. In the aid ofany delay, The Purchaser shall have, in addition to other, legal and muiable oanedit,, One option of placing Nis mda dsvwhe r and bolding the Seller liable for damages. However, the Seller bar Out be liable far damages as a mull of delays due to causes not rwsonably foreseeable which are beyond its awardable control arm without its fault of negligence, such tuts of God, acts ofcivil or military authorities, paramount priorities, fires, strikes, flood, epidemic, wars or riots provided that notice of the conditions causing such delay is given to the Pochaxr within five (5) days of the time when the Sella for received knowledge thereof. In the event of any such delay, the date of delivery shall be extended for the period equal to the time actually lost by reason of the delay. 3. WARRANTY. The Seller wnmams that all goods, articles, materials and work covered by this order will conform with applicable drawings, specifications, samples andor other descriptions given, will be fit for the purposes included, and performed with the highest degree of care and competence in accordance with accepted standard for work of a similar nature. The Seller agrees to hold the purchaser handless from my loss, damage or expense which the Purchases may sufer or incur on account ofthe Sellers breach of warranty. The Seller shall replace, repair or make good, without cost to the purchases, my defects or faults arising within one (p year or within such longer paned of time to maybe pracribed by law or by the tomes of my applicable warranty provided by the Sella after Ne date of acceptance of the good famished hereunder fmcmlance not to be arrawassionably delayed), resulting from imperfect or defective work done or materials famished by the Seiler. Acceptance or use of goods by the Purchaser shall not coertimte a waiver of my claim under this warranty. Except az otherwise provided in this p rchase Omer, the Sellers liability hereunder shall extend to all distinct, proximately auwd by the breach Of my of the foregoing wmrmtit, or guarantees, but such liability shall in an evert Include loss of pmflts or loss of use. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHANGES IN LEGAL TERMS. The Purchaser may make clangs to legal terror by wriven change order. 5. CHANGES IN COMMERCIAL TERMS. The Folrhasa rosy make any changes to the terms, Other than legal terms, including additions to or deletions from the quantities originally ordered in the spaifentions or dowdo,o, by verbal or written change order. If my such change areas the amount due or the time ofperformmtt hereunder, an mailable adjustment shall be made. 6. TERMINATIONS. The Purchaser may at any time by wrnen conga oWes, taminam fail agreement as to any or all poniom of the goods then not shipped, subject to any equitable w1judecam between d, panics as to any work or ma¢rials then in progress provided that the Purchases shall not be liable for my claims for anticipated profit oa the uncompleted portion argue goods arbor work, for incidental or comaryential damages, and chat no such adjustment be made is favor ofthe Seller with respect to any Goods which ore the Sellers standard stuck. No such candamion shall relieve the Purchaser or the Seller ofany, oftheir obligations as to my goods delivered hereunder. D. CLAIMS FOR ADJUSTMENT. Any claim for adjustment mot be asserted within thirty (30) days from the dam the change Or Rumination is indicted. 8. COMPLIANCE WITH LAW. The Seller warrants that all goads sold hereunder shall have been produced, sold, delivered and fumishM in stfict compliance with all applicable laws and reguladons to which the good are subject. The Seller shall execute and deliver such documents ss may be rryuired to effect or evidence compliance. All laws and regulations required to be incorporated in agreements of this shamans am hereby Incm corned herein by Onis refertme. The Sella agrees to indemnify and hold the Purchaser harmleu from all costs and damage suffers by the Purchaser as a mull of the Sellers failure to comply with such law. 9. ASSIGNMENT. Neither party shall assign, uaponat, or convey Nis order, or any movies due or to became doe railroader without One prior wain consent of the other party. 10. TITLE. The Sella wamnN full, d. and ttnmoids title 1r the Puchaser far all equipment coateoals, and items f iahed in performance of this agreement free and clear of any and all liver, maactions, reservations, secuoty interest fncurnmem. and claims afothent I I. NONWATTER. Failure of the Purchaser m insist upon strict pafomance of the rears; and conditions hereof, failure or delay to exacise my rights or damages provided herein or by law, failure to promptly notify fie Seller in the nevt of a breach, the uaptaoce for paytiml for good bereunda or approval of the design, shall Out release the Seller of any of the wamntim or obligations of this purchase coca and shall not be demand a witiva of my right of the purchaser to insist upon strict performance, bertof or my of its rights o,,media, ss to my such goods, regardless of when shipped, received or asserted, as to my poor or sube aimill default haeuvder, nor shall my postponed and modification or rescission of this protons, older by the Purchaser operate ces a waiver of my of One terms hereof. 12. ASSIGNMENT OF ANTITRUST CLAIMS. Sella and the Purchaser resigrtiu that in actual economic pactice, overcharges mulling from antitrnst violations are in fact bongs, by the Pu chaser. Theretofore, for rod cause and as coeridemtirn for executing this purchase order, file Seller hereby assigns to file Purchaser my and all claims it may now have or hereafter acquired order federal or scale mcitmt laws for such .1soga lrJohn, m the particular goods or smite purchased or acquired by the Purchaser pmsuanuo this purchase order. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. Ifthe Purchaser directs the Sella to correct nonconforming or defective goad by a date to be agreed upon by the Purchaser and the Seller, and the Seller thereafter indicates its inability or unwillingness to comply, the purchaser may cause the work to he parr M by the most expeditions manna available to it, and the Sella fiall pay all casts associated with such work. The Seller shall oleos, the Purchaser and its contractors of any tier from all liability and claims of my carme resulting from the performance primers work. This release shall apply even in the event of fault of negligence of the party released and shall extend to the doenors, officers and employees of such party. The Seller's coutmrmad obligations, including warranty, shall Out be dmna to be reduced, in my way, because such work is performed or reused to be performed by the Purchaser. 14. PATENTS. Wbeneva the Sella is raquiled to use my design, devitt, material err process covered by letter, patmt tracrtark or copyright, the Sella shall indemnify and save bmmless the Purchaser f my and all claims for infringement by reason of the use of such patents desigq device, mmmal or process in mnmction with the tontine, and shall indemnify the, Purchase, for any cost expense or damage which it may be obliged to pay by reason of such infringement at my time during the pmsecmion or ate the completion of the work. In case said egnipmrnt, or my pot thereof or the intendal use of the good, is in such suit held to mertitute infringement and the use of said equipment or part is enjoined, the Sella shall, at its own expense od at its option, eider procure for the Purchaser One right as advance, using said equipment or parts, replace the same mini substantially equal but mninGnging aquipmmt ormodi fy n and becomes noninffinging. 15. INSOLVENCY. If the Sella shall became iouolvem or bankrupt, make an assignment for the benefit of cralitors, appeal a receiver or taste, for my of the Sellers property or business; this older may fordwirh be mncelM by the Pmchasa without liability. 16. GOVERNING LAW. The definitions of terms used or the interpretation of the agreement and the fights of all parties haremder shall be onamed under and governed by the laws ofthe State ofCclomda. USA, The following Additional Conditions apply only in cases where the Sella is to perform work hereunder, including the service ofSellm Represencative(s), no the premises of others. 17. SELLERS RESPONSIBILITY. The Sella shall tarty on said work at Sellds own risk until One same is fully completed and mcepta, and shall, in case of any accident dt,mcchnd Or injury to the work andfr materials before Sellers final completion arA actsptmtt, complete the work st Seller's own expense and as the cafisfactio t of Or Purchaser. When marmots and equipment are included by others for installation or erection by the Sella, the Seller shall malice, mtlood, store mud handle same ar the site and became mpoerible durefo as though such matefiab .Nor tydpmml were being fished by the Seller dada the order. 18. INSURANCE. The Sella shall, at his own expense, provide for the royalism of wOtkees compeermirn, including occppafional disease benefits, to its employes employs on or in contraction with the work covered by this purchase order, contra to than dependents as wormhole with the laws of file sate in which the work is to be done. The Sella shall also marry comprehensive &ended liability imluding, btu cast limited to, contractual and automobile public liability insurance with highly injury and death limits of at least 53W.M for any one person. S500,000 for my one incident and property damage limit pa accident of S400,000 The Sella shut likewise canoe his contrmrom, if my, to provide for such compensation and insurance. Before my ofthe Sellers or his contractors employees shall de any work upon the premisesof others, the Sella shall furnish the Pumf with a certificate that such comparembon and mend wit have been provided. Such adificett, shall specify the dale when such compensation and issumnce have been provided. Such cenifcates shall specify the data when soh compensation and customer expim. The Seller agrees Nan such compensation and insurance shall be maintained moil aRa One entire work is completed and accepted. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Seller hereby assumes the entire responsibil try and liability for any and all damage, lass or injury of my kind r nature whatsoever to persons or property mosed by or remhing from the execution ofthe work provided for in this purchase order or in connection herewith. The Sella will indemnify and hold hmmless de Pmchaer and any r all of the Purchasers oRcers, agen6 and employees from and against any and all claims, losses, damages, charges or expenses, whether direct or nodded, and whether to persons or properly Ir which the Purchase may be pot or subject by reason Of any act, action, neglect, omission or default oa the pan of One Seller, my of his contractors, or any of de Sellers or contractors officer, agents or employees. In case my suit or ether proceedings shall be brought against she foreigners, or its officer, agents or employees at my time on account or by reason of any act, who% deflect, omission or default of the Seiler of my of his contractors or my of its or their offcm, agents or employees as aforesaid, the Seller hereby agrees to au dre the cf arse, Onereof and to defend One same at the Sellers owa expense, to pay my and all costs, charges, srtomeys foes and other excemes, my and all judgmmts Oat may be incorrect by or obtained against the Purchases or any of its or their officers, agents or employees in such suits or other proceedings, and in case judgment or other lam be fiscal upon or obainect against the proper ofthe Purchaser, or said panic in or ss a result of such suits or office proceedings, the Sella will in once muse the some as be dissolved and discharged by giving bond oroderwise. The Seta sad has contactors shall coke all safery precautions, f ixh and insult ell goads necessary for the prevention of accidents, comply wild all laws and regulations with eegant to safety million. , but widom limauuon. the Ocvmpatiomal Safety and Heald Act of 1970 and all dales and rtgulmirm issued pursuant thereto. Revised (Dania