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HomeMy WebLinkAbout316131 RCD PLAZA ASSOCIATES INC - PURCHASE ORDER - 9150059Fort Collins PURCHASE ORDER PO Number Page 9150059 1ef2 This number must appear on all invoices, packing sli s and labels. Date: 01/07/2015 Vendor: 316131 Ship To: ELECTRIC UTILITIES RCD PLAZA ASSOCIATES, INC CITY OF FORT COLLINS 1201 FOREST HILLS LN 700 WOOD ST FORT COLLINS CO 80524 FORT COLLINS CO 80521 Delivery Date: 01/07/2015 Buyer: PAT JOHNSON Note: Line Description Quantity Ordered UOM Unit Price Extended Price Solar Power Puchase Program 1 LOT LS 22,000.00 . PPA Payments 2015 SP3 PPA estimated payout: 80kW X 1500kWh/kW/year X 0.18 $/kWh = $21,600 Payment for purchse of generation output from SP3 solar project under terms of SP2 PPA 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 For( Collins Purchasing, PO BOX 580, Fort Collins, CO 80522-0580 Phone:970-221-6775 Fax: 970-221-6707 Email:purchasing@fogov.mm Total 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. COMMERCIAL DETAILS. Tax exemptions. By statute the City of Tom Collins is exempt from state and local taxes. Our Exemption Number is 11. NONWAIVER. 98-04502. Federal Excise Tax Exemption Carfare of Registry 84-6000581 is registered with the Collector of Failure of the Purchaser to imist upon stria performance of the terms and couditioar hereof, failure or delay to learned Revenue, Demmr, Colorado (Ref. Cut..& Revised Scout. 1993, 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 acceptance ofor payntem for good hereunder or approval of the design, shall not release the Seller of Goad Rejected. GOODS REJECTED due. fail.. to men specifications, either when shipped or due to dialects of my of the warranties or obligations of this pmchose, order and shall not be demand a waiver of any right of due damage in tonsil may M m lined to you for credit atW are not to be, replaced except upon receipt of wnnm purchaser In insist upon strict performance hereof or any of its rights or remedies as to any such goods, regardless coronations from the City of Fort Collins. of whm shipped, received or accepted, m to any prior or mbsquem default hereunder, new shall any pmuported and modification in rescission of this purchase order by the Pumham operate as a waver of any of rate terms Inspection GOODS are subject to the City of Fon Collins inspection on arrival. hereof. Ff $ Accrylanee. Rader of Ha merchandise, services or equipment in rtspome to this order tan mutt in 12. ASSIGNMENTOFANTITRUSTCLAIMS. authorized payment an the Prot of the City of Fort Collins. However, it is to be, understood that FINAL Seller and the Purchaser maognize that in actual economic practice, cambial resulting from antitrust ACCEPTANCE is depmdenr upon completion ofall applicable required inspection procedures. violations am in fact bane by the Purchaser. Theretoforefor good came and m comiderrion far executing this purchase order, the Seller hereby assigns to the Purchaser my and all claims it may now have or hereafter Freight From. Shipments most M F.O.B., City of Pon Collins, 700 Wood Sr., Fort Collins, CO 80522, unless acquired under federal or stale anriutut laws for such evercharges relating to che particular goods or senwa, otherwise specified on this onda. Upermission u given no prrpay freight and charge separately, the original freight purcM1zscd or acquired by due Purchaser pursuant to this Parrhase orda. bill must accompany invoice. Additional charge for packing will not be accepted. Shipment Distance. Wbcre manufacturers have distributing points in arms pans of the country, shipment u expected from the .1 disuibation to, to destination, and excess freight will M dedmred from Imnice when shipments are made, from greater distance. Permits. Seller shall procure at callers sole cost all reactionary pertain, cenifiwra and limmes required by all applicable laws, regulations, ordimuoccs and talcs inch, suite, municipality, mrirory or political subdivision where the work is performed, or required by any .,he, duly cons i.ted public amhodry hesugmanal miern ma the work of vendor. Seiler NMer agrees 1. bold the City of Few Collins h.mless from and against all liability and loss incurred by them by of an asserted or established violation of any such law,, regulations. ordinances, mice reason requirement. Authamation. All panic to this contract mina that the representatives are, in fact, Man fide and possess bill and complete authority to bind said panics. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the terms and conditions stated herein set fah and any supplementary or additional terms and conditions annexed hereto or incorporated herein by reference. Any additional or difi'rm t terms and conditions proposed by seller are objected to and hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately Tyra cannot nuke complete shipment to arrive on your promised delivery date as poled. Time is of the essence. Delivery rand performance most M effected within the time stated on the purchase order and the documents attached hereto. No nets of the Purchasers including, without limimlim, nccepance of partial late deliveries, shall operate as a waiver of this provision. In the event of any delay, the Purchaser shall have, in addition to other legal and equitable remedies, the option Mplacing this order elsewhere and holding the Seller liable for damages. However, the Seller shall not be liable for damages as a result of delays due to causes not reasonably foreseeable which on: beyond its reasomable conaml and without its fault ofnegligence, such acts of God, acts of civil o, military authorities, morn mental priorities, fires, strikes, Bend, epidemies, wars or more provided that notice of the conditions causing such delay is given in he Purchaser within five (5) days of the time when the Seller fast received knowlalm there,(. In the event army such delay, the date of delivery shall be extended fir the period equal to the rim, actually Ira, by reason of the delay. 3. WARRANTY. The Seller warrant How all goofs, unities, materials and work covered by this order will conform with applicable drawings, specifications, samples and/or other descriptions given, will he fit for the purposes irmnded, anal performed with fire highest degree of ram and competeum in accordance with accepted standard for work of a similar reature. The Sell. agrees be Mid the purchaser hitmless from any loss, damage a, ,.Peru which Ne Purchaser rimy sutra or incur on account of the Sellers breach of warranty. The Seller shall .glare, repair or make good, without cost o the purchaser, any defects or faults arising within one (1) year or within such longer period of timeas may c presenbM by law or by the menu ofany applicable wammcy provided by be Seller after the dam of acceptance of the good famished h,reunda Prcepunce not to be wueasombly delayed), resulting from maperfat or defective work dram in tradminals famished by Ne Seller. Acceptance or use of good by the Purchaser abal not constitute a waiver ofany claim under this warranty, Except as otherwise provided in this purchase order, the Sellers liability hncunda shall extend to all damages proximately caused by the beach of any of the forgoing warrmtics or Ruarantres, but such liability shall in no event include loss of permits at lass of see. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHANGES IN LEGAL TERMS. The Purchaser may make changes to legal terms by narrow change oNa. 5. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any clunges to the terms. other than legal from, including additions to or delmons from due qunntino originally ordered in the specifications ar drawings, by vcaMl w wdttrn change order If any such change a@ns the amount due or the time ofpafomence Ferander, an equitable adjustment shall M made. 6. TERMINATIONS. The Purchases may at any time by wdten cMngc under, ecrmi ate this agreement as to any or all portions of the goods then not shipped, subject to any equitable a tioncem Mr seen the {wtics as to any work or materials then in progress provided that che Purchases shall not be liable for any claims for anticipated profits on fire uncompleted portion of the good anger work, for incidental or mnsomemial damages, and that no such adjustment M made in favor of the Seller with respect to any goad which are the Sellers nombord stock. No such mtminalion sMH relieve the Pumh.a .,,he Seller of any of their Obligations as to any good delivered hereunder. T. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must be asserted within thirty (30) days from the date the change Or common. is ordered- 8. COMPLIANCE WITH LAW. The Seller warrants that all goods sold hereunder shall have ban produced, sold, delivered and famished in inner compliance with all applicable laws and regulations to which the goad are subject The Seller shall execute and deliver such document as may be required to effect or evidence compliance. All laws and regulation, .mired to be incorporated in agreement of this cMmcter art hereby incorporated herein by this reference. The Seller agrees to indemnify, and hold the Pumhav r hamdess from all costs and damages suffered by the Purchaser as a result of the Sellers failure to comply with such law. 9. ASSIGNMENT. Neither party mall assign, transfer, or convey this order, or any monies due or in become due hereunder without the prior written cement ofthe other party. 10. TITLE. The Seller warrants full, clear and marooned title to the Purchaser for all equipment, mammals, and items famished in performance of this agreement free and clear of any and all liens, estiictiom, mover-iom, semriry interest eorurnbmnces and claims af.thers, 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. Ifche Purchaser direct the Sella to at noruvnfcanum, or delaclile good M. date to be agreed upon by the Purchaser and the Seller, and the Sella Hereunto indicates its inability or unwillingness to comply, we Purchaser may cause due work to be parformed by the most expeditious meats available to it, snd no Seller shall pay all test asivicimed with such work. The Seller shall release the Purchaser and its contractors of any tier form all liability and claims of any name reselling from the pedhrmana of such work. This micam shall apply even in the event of fault of negligence of the party releasW and shall extend to the directors, oRcers and employees of such party. The Settees contractual obligations, including warranty, shall not be dared in be reduced, in any way, because such work is performed or causal to M performed by the Purchaser. 14. PATENTS. Whenever the Sella is required to use any design, device, material or process covered by later, patent, trademark or copyright, the Sella shall indemnify and save harmless 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 contract and shall indemnify The Purchaser far any cost, expense or damage which it may he obliged to pay by reason of such infringement at any time during the prosecution or offer the completion of the work. In case said equipment, or any pan thereof or the intended use of the goods, is in such suit held to constiNN infringement and the use of said equipment or pan is enjoined, the Seller shall, a 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 noniafringing equipment, or modify it so it becomes no rafringing. 15. INSOLVENCY. If the Seller shall become insolvent or bankrupt, make an assignment for the benefit of creditors, appoint a or We for any of the Sellers pm,eny or business, this ofde, may forthwith he canceled by the Panama without liability. 0. GOVERNING LAW. The definitions oftemts used or tM interpretation ofthe agreement and rate rights of all parties hereunda shall be comwed under and govemcd by the laws ofthe Sate of Colorado, USA. The fallowing Additional Conditions apply only in a where He Scllcr a m perform work hereunder, including the services of Sellers Rep.xnrative(s), on the prtmiscs ofmhcrs. I). SELLERS RESPONSIBILITY. The Seller shall carry on said weak at Sda's own risk until the awn, is fully completed and accepted, and shall, in case of any accident destruction or injury to the work and/or mnerials bacbm Sellers ful complaion and acceptance. complete tat, work at Sellers own expense and to fire sarisfaaion of The Purchaser. When materials and equipment care fmished by others for installation or erection by the Sella, rise Seller shall racism, afraid, store and handle rare at the site and became caporuible therefor as though such materials eager equipment were being fumisbed by the Seller coda the aWee 18. INSURANCE. The Seller shall, at has own expense, pmvide for the payment of workers compensation including acupti i disease benefits, to its employees employed on in in correction wire the work covered by this Purchase order, and/or to their dependent in accordance with the laws of the some in which the work is to M done. The Seller shall also carry comprehumenc grneal liability including. but nor limited to, contmcmal and amormobile public liability insuance with bodily injury and death limits of or must S300,000 far any one perms, $500,00o rat any one accident mad properly damage limit per accident of 5400,000. TM Seller shall likewise require his contractors, if any, to provide for such compensation and commit Before any of me Sellers or his contractors employees shall do any work upon the premises of others, the Seller shall famish the Pu.Mser with a catificam that such compensation and insurance have ban provided. Such cenifcates shall specify the date when such compensation and insurance have ban provided. Such anifirme, dull specify the data what such compensation and insurance expires. The Seller agrees that such compensation and insurance shall he weinuinM until after the entire work is completed and wmpoc& 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Seller hereby assumes the entire tesponsibibly and liability for any and all damage, loss or injury of any kind or nature whatsoever to persons or property caused by or resulting from the execution ofthe work provided far in this purchase order at in connection herewith. The Seller will indemnify and hold lowness the Purchaser and any r all of the Purchasers officer, agent and employees from and against any and all claims, losses, damages, changes or expenses, whether direct or indirat and whether to persons or property to which the Purchaser may be put or subject by reason of any act, action, neglect, omission or default on the pan of the Seller, any of his contractors, or any of the Sellers or contractors officers, agents or employees. In case any suit or other proceedings shall be brought against the Purchaser, or it officers, agents or employees at any time on account or by reason of any act, action, neglect, omission or default of the Seller of any of his contractors or any of its or their officers, agent or employees as aforesaid, the Seller hereby agrees to assume the defense thereof and to defend due same at the Sellers own expense, to pay any and at I cast, charges, a0omeys fees and other expenses, any and all judgment that may M incurred by or obtained against the Purchaser or any of its or their oRcers, agents or employees in such suit or other proceedings, and in case judgment or other lien M placed upon or obtained against the pmpeny ofthe Purchaser, or said parries in or as a result orsuch suits or other p.ceaGngs, the Seller will at once came the same to M dissolved and discharged by giving bond or otherwise. The Seller and his contractors shall take all safety precautions, famish and Mood all guard naainry for the prevention of accident, comply with all laws and regulations with regard to spMy including, but without limitation, the Occupational Safety and Health Act of 1970 and all mles and regulations issued pursuant thereto. Revised 072014