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HomeMy WebLinkAbout190886 PROQUEST LLC - PURCHASE ORDER - 3215133Fort Collins Date: 01/09/2015 Vendor: 190886 PROQUEST LLC PO BOX 1346 ANN ARBOR MI 48106-1346 PURCHASE ORDER PO Number I Page 3215133 1of2 is number must appear his invoices, packing slips and labels. Ship To: PUBLIC LIBRARY (MAIN) 201 PETERSON ST FORT COLLINS CO 80524-2990 Delivery Date: 01/09/2015 Buyer: ED BONNETTE Note: THIS PURCHASE ORDER IS FOR THE PROCUREMENT OF GOODS AND/OR SERVICES, AS NEEDED DURING THE CURRENT CALENDAR YEAR. DOLLAR AMOUNTS SPECIFIED ARE ESTIMATES AND NOT A PROMISE TO PURCHASE j ANY MINIMUM AMOUNT OF SUCH GOODS AND/OR SERVICES, Line Description Quantity UOM Unit Price Extended Ordered Price 2015 ANNUAL ORDER FOR GOODS & SERVICES 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 50,000.00 $50 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 nemptions. By somm the City airport Collins is exempt From some and local mars. Our Exemption Samba is 98-01502. Federal Excise Tax Exemptions Cmifrm, of Registry 84-60o0587 is registered with the Collector of ' 11. NONWAIVER. Failure of The porchun to insist upon strict pantomime of too, Moms and condition ber af, failure or delay to Internal Revenue, Deaver, Colorado (Ref. Colorado Revised StaNta 1973. Chapter 39-26. 114 ad, c.craw any rights or mnMi. pda idr l he. or by law, fail. as promptly notify the Sella do the event of a breach, the nematame of or payment for goods hereunder or approval of Um design, that not release the Sella of Goods ROTNM1 GOODS REJECTED due to failure to men specifications, either when shipped or due 1. deaf ts of any of the warranties or obligations of this purchase order and shall not be dermal a waiver of my right of the damage in cannot, may be remmal to you for credit and are not to be replaced except upon receipt of waited purchaser to insist upon and performance hereof or any of its rights or remedies as to any such goods, regardless instructions from the City of From Collins. of when shipped, received or accepted, as to any prior or subsequent default hereunder, nor shall any purposed oral modification or omission of this purchase order by the Purchoser operate as a waiver of any of the rams Inspection. GOODS are suga, to the City of Fart Collins inspection on arrival, hereof. Final Accepance. Receipt of the merchandise, services or equipment in response to this order an result in 12. ASSIGNMENT OF ANTITRUST CLAIMS, auflo rimed payment on the pan of the Ciry of Fort Collins. However, it is to be understood that FINAL Sella and the Pitchman reoognim that in wool economic practice, overcharge resulting fmm antitrust ACCEPTANCE is dependent upon completion oral[ applicable required inspection procedures. violations are in fact home by the Purchases. Theretofore, for good came and res conidemtioa for executing this purchase order, the Seller hereby assign to the Purchaser any and all claim it may now have or hereafter Freight Terms. Shipments must be F.O.B., City of Fort Collins, 700 Wood Sr, Fort Collins, CO 80522, urdess acquired uMe, federal or soar anaitml laws for such overcharge, elfin, 10 the panicula good in services; ofamice specified on This order. Irradiation is given to prepay freight and charge separately, the original freight puchaed Or acquired by Ilrc Purchaer pursuant m ads purchae order. hill must scrann. aware. Additm it chorea far Mackin will act be ecceoaM. Shipment Distance. Where monufannrds have distributing points in vzaous pans of the eomtry, shipment is expected fmm the nearest distribution paint to dedication, and excess freight will be deducted fmm Invoice when shipments are made fmm greater distance. Permits. Sella shall pressure at sellers sole cost all necessary parties, certificates and license required by all applicable laws, regulations, ordinance end rules ofthe state, municipality, territory or political subdivision where the work is perFamed, or required by any other duly conaituted public authority having jurisdiction over The work If vatder. Seller further agrees to hold the City of Fort Collins harmless from end against all liability and Ins incurred by them by reason of an asserted or established violation of any such laws, regulations, ordinances, rules and requirements. Authoritarian. All parties to This mntmct agree that the represenmuvn are, in fact, braan fide and possess full and complete authority to bind said penis. LIMITATION OF TERMS. This Purchase Order expressly limits acceprntt to The atom and mnditian armed herein in forth and any supplementary err additional term and condition amexal hereto or unincorporated haenn by rzfarntt. Any additional a, diHelrnt terms and mndnian proposed by seller are objected to and hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately if you carrot make complem shipment o arrive on your promised delivery date as waled. Time is of the counter. Delivery and performance mat be allotted within The time stated on The purchase order and The documents smebN human. No ass of The rundowns including, without limitation, acceptance ofpartial late deliveries, shall opemor in a waiver of this provision. In the event of any delay, the Purchaser shall have, in Militia. to other legal and equitable remedies, the option of placing this order elsewhere and holding the Sella liable for damages. However, the Seller shall not be liable for damages a a result of delays due to causes not reasonably foraeeable which are beyond its reasonable control and without its rural of negligence, such Tons of God, acts ofeiva or military authorities, governmental priorities, fees, snakes, flood, epidemics, wars or riots provided That notice of the condition causing such delay is given to The Purchaser within five (5) days of the time when the Sella first received knowledge thereof. In the event of my such delay, the That of delivery shall M extended for the Period aged to the time anutMly lost by reason of the delay. 3. WARRANTY. The Sella wartmts That all good, articles, maodals and work covered by This order will conform with applicable drawings, xprefisron, sample mdlor other descriptions given, will be fit far the puryose intended, and performal with the highest degree of care and eumpeterue in recepance coif eccepM standard far wmrk of a similar .tare. The Sala ogres to hold fin, producer besmless from any teas. damage Or expenue which The Poindexter may sufferer incur on account of the Sellers breach of warranty. The Sella shall rather, repair or make good, without cost to The purchaaq my defab or faults arising within one (1) year cr within such longer period of time as may be perse ibW by law or by the term of my applicable warranty pmvlded by the Seller after the date of acceptance offe good Famished hereunder (acceptance not to he unreaso.bly delayed), resulting from imperfect or defective work done or materials fumfshed by the Seller. Acceptance or use of goods by the Purchaser shall net constitute a waiver army claim under this warranty. Except as otherwise provided in this porch m aide,, the Sellers liability hereunder shall extend to all damages proximately caused by the breach of any of the dumping warranties or guarantees, but such liability shall in no event include loss ofpmfits or lass crow. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHANGES IN LEGAL TERMS. The purchccr may rake changes to legal term by "am change Omer. 5. CHANGES IN COMMERCIAL TERMS. The Purchaer may make any changes to the term, other Than legal terms, including additions to or deletion firm am 9mntifrs originally ordered in the s aerificadmor or dmwings, by vetted on, wathas t entle omen. If any such change affects the amount due or The roe ofpetfomance hereunder, an equitable adjustment shall be made. 6. TERMINATIONS. The Purchase' may as aay Time by wdana change tamer, ternam, this agreement as to any or till portion of The goods then not shipped, subject to any equitable adjustment between the panda at, to any work or materials then in progress provided that the Purchaser shall not be liable for any claim for anticipated profits on the uncompleted portion of the goods and/or work, for incidental or consequential damages, and that no such adjustmem be made in favor of the Seller what impact o any good which are the Sellers standard stock. No such termination shall relieve the Purchaser or the Seller of any nfeir obligation as to my good delivered hereunder. ]. CLAIMS FOR ADJUSTMENT. Any claim for adjustment most be Instead within Thirty (30) days fmm The date the change or termination is ordered. 8. COMPLIANCE WFfH LAW. The Seller wamnm That all goods sold hereunder shall have been produced, sold, delivered and furnished in strict complimce with all applicable Uwe and regulatiom 1W which the goods ere subject, TIT, Seller shall exmuh and deliver such document as may be required to effM or evidence compliance. All laws and ouptaion required to be incorporated in agreements of This character are hereby incorporated hainn by this refeence. The Seller agues to indemnify and hold the Purchaser harmless firm all costs and damage sufFered by the Purnasa as a recut of the Sellers failure to comply with such law. 9. ASSIGNMENT. Neither parry shall assign, minister, or convey this tamer, or any monies due or to become due hereunder without the prior wrisen consent offe Weer party. 10. TITLE. The Sella warrants Fall, clear add unrestricted title to are Purchaser for all equipmen, materials, and item famished as performanre of this agrecoedL f end clear of my anal all lien, restrictions, neervaTiaus, ecasiry interest rnmmbmrwrx and claims of.d . 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. If the Ptuchan directs the Seller to award nonconforming or defective goods by a date to be agreed upon by no Purchase, and the Seller, end The Sella Therwna indieata its inability or unwillingness to comply. The Purchaer may muse The work to be pelf eel by The most expeditious own available to it and The Sella shall pay all toms asmialM with such work. The Seller shall relearn the Purchaer and its commctors of any to, from al I liability and claims of any nature resulting firm the performance ofsuch wrath. This release shall apply even in the event of fault of negligence of the patty released and shall extend to the direnors, officers and employees ofsuch party. The Sellers mntranual obligation, including warmnry, shall not be deemed to be reduced, in any way, because such work is perfaded or caused to he performed by the Purchaer. 14. PATENTS. Whenever the Seller is required to tie any design, device, mammal or process covered by India, Patent, trademark or copyright, the Seller shall indemnify and save hvmless the Purchaser fmm any and all claims for infringement by lcawn of the use of such p maned design, device, material or placers in contended with the contract, and shall indemnify the Purchaer for any cost expertise or damage which it may be obliged to may by reason of such infringement at any time during The prnaution or arm the completion of The work. In now said equipment, m any pan therm( or the intended ere of The good, is in such suit held to connate infringement and the use of said equipment or pan is enjoined, the Sella shall, at its awn expense and at its option, either pmasm for the Purchases the right m continue using said equipment or pans, replace the same with substantially equal but noninfnn,ing equipment, or modify it see it becomes noninfn'nging. 15. INSOLVENCY. If The Seller shall become insolvent or bankrupt, make an assignment for the benefit of creditors, appoint is trustee for Tiny of The Sellers property or business, This Omer may forthwith be canceled by the c Pu receiver inhaser without liability. 16. GOVERNING V.W. The definitiom of,. sued or the intemrertimn rthe agmared, and the rights ofell patia hemostat shall be wosoued under and govcmcd by the laws off, State MColnlado, USA. The following Additional Conditions apply only in rants where the Sella ls to perform wodk beremdm, including the transit. of Sellers Rlopreenmtive(s), on the prtmisa i foThers. 17. SELLERS RESPONSIBILITY. The Seller shall tarty on said work at Sellers own risk until the same is fully completed and accepted, and shall, in e of very accident, desnuction or injury m The wear endror materials before Sellers final completion and acceptance, complete the work at Sellers own expense and to the satisfaction of The Pumhcn. When materials and equipment are famished by others for intallation o, election by the Sella, the Seller shall receive, unload, stare and handle same at the site and become responsible therefor as though such materials and/or equipment were being furnished by the Sella unda the order. 18. INSURANCE. The Sella shall, at his own expense, provide for the pyramid of workers campeamiaq including . -III—[ do. benefits, are iu employees employed an or m correction wit the work covered by this pachase Omer, anNor to Their dmlondern in accordance with the laws offe setae in which the work is to be done. The Seller shall also carry comprehensive general liability including, but ram limited an run==[ and automobile public liability announce wish bodily injury wed deaf limits of at leaf S300,000 an any one person, S500,OW for any one accident and pmperty, damage limit per accident of 54W,tp0. The Sella shall likewise require has mndmctols, if any. ro Provide for ouch compenaaton and inerrumm. Before my of the Sellers or his comma on employees shall do my work upon The premises of others, The Seller shall famish The Purchase with a resifiwte That such compensation and insurance have beds provided. Such certificates shall specify the date when such compensation and insurance have been provided. Such certificates shall specify the date when such compensation and announce expires. The Seller agrees that such compensation and insumnre am[] be mainwima until One, the -lire work is completed and a,ccp'M. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Seller hereby assumes the moire responsibility and liability for any and of damage, loss or injury orm, kind r nature whatsaever to person or property caused by or resulting fmm the execution of The work provided for in this purchase order or in connection herewith. The Sella will indemnify ard hold hadles The poddhoser and any or all of Tire Purchasers officers, agents and employees from and againa my anal all claims, losses, damages, [barges or exparies, wbedsa direct or indirect, and whether to person o, pmpeny to which are Purchaser may be pea or subject by season of my act action, rtcglen, omission or default on the part of The Sella, any of has am,.,.rs, Or any of the Sellers or mnlmctors officers, agenu a1 employees. In case any suit or other proceedings shall be brought against The Purthasa, or its officm, agents Or employees at any time m acmmt or by reason of any act, action, neglord, omission or default of are Sella of my of his contractors or my of its or mein mfeni, agents or employees c afo einuL The Sella hereby agrees 1a assume the defense Thereof a A to defend The some at the Sal. Mum expense, an pay any oral all cods, charge, W.,a fees and other a wraws, any and all judgments that may be incurred by or obtained against The Purchaser or any of its or tacit officers, agents or employees in such suits or other proceedings, and in case judgment or other lies be placed upon or obtained against the property of the Purchases, or said parties in or in a adult of such suits or other proceedings, The Seller will at once cause the same To be dissolved and discharged by giving band or oferwise. The Seller and his comacmrs shall Take all safety precass ions, famish and moll all bead necessary for The prevention of accidents, comply with all laws and IguUeion with regard to safety including, but without limitation, be Occupational Safety and Hale Act of 1970 and all rules and regalmon issued pursuant aereao. Revised 07n014