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HomeMy WebLinkAbout107231 TOWNSQUARE MEDIA INC - PURCHASE ORDER - 9150164Fort Collins Date: 01/12/2015 Vendor: 107231 TOWNSQUARE MEDIA INC 600 MAIN ST WINDSOR CO 80550 PURCHASE ORDER PO Number Page 9150164 1012 This number must appear on all invoices, packing sli s and labels. Ship To: LINCOLN CENTER CITY OF FORT COLLINS 417 W MAGNOLIA FORT COLLINS CO 80521 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 ANY MINIMUM AMOUNT OF SUCH GOODS AND/OR SERVICES. Line Description Quantity UOM Unit Price Extended Ordered Price 1 Lincoln Center Advertising 2015 Blanket Order 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 10,000.00 Total Pay terms net 30 days Invoice Address: City of Fort Collins Accounting Department PO Box 580 Fort Collins, CO 80622-0580 Purchase Order Terms and Conditions Page 2 of 2 L COMMERCIALDETAILS. Tax exemptions. By statute me City of Fort Collins is exempt from were and local taxes. Our Exemption Number is 11. NONWAIVER. 98-WS02. Federal Excise Tax Exemption Certificate of Registry 94-6000587 is registered with the Collector of Failure of de Purchaser to insist upon strict performance of the terms and conditions hereof, failure or delay to Internal Revenue. Deaver. Colorado (Ref Colorado Revised Statutes 1973, Chapter 19-26, 114 (a). exercise any rights or remedve provided herein or by law, failure in maturity notify the Seller in the event of a houses. the acceptance of or payment for goods hereunder or approval ofthe design, shill not release the Seller of [mods Relived. GOODS RFJECTED due to failure in meet specifications, either when shipped or due to defects of any Of the warranties or obligations of this purchase order and shall not be deemed a waiver of any right of the damage in transit may be returned to you for credit and we not to be replaced except upon receipt of written porchaya to nosh upon suict performance hererfor any ofits rights or remediesar to any such goods, regardless instructions from the City effort Collins. of when shipped, received or accepted, as to my prior or subsequent default hereunder, nor shill any purponed oral modification or rescission of this purchase order by the Purchaser operate as a waiver of any of the terms Inspection. GOODS are subject to the City ofFon Collins inspection on arrival. hercof Final Acceptance. Receipt of the merchandise, services or equipment in response to this order can result in 12. ASSIGNMENT OF ANTITRUST CLAIMS. authorized payment on the pan of the City of Fon Collins. Iloweveq it is an be undersmod that FINAL Seller and the Purchaser recognize that in actual economic practice, overcharges resulting from ritrust an ACCEPTANCE is dependent upon completion ofall applicable required Inspection procedures. violations are in fact home by the Purchaser. Theretofore, for good cause and as consideration for executing this purchase order, the Seller hereby assigns to the Purchaser my and all claims it may now have or hereafter Freight Terms. Shipments most be F 0B., City of Four Collins, 700 Wood St. Fort Collins, CO 80522. unless acquired under federal or some antitrust laws for such overcharges relating no the particular goods or services oherwiae specified on this order. If permission is given to prepay freight and charge separately, the original freight purchased or acquired by the Purchaser pursuant to this purchase order. bill most accompany invoice. Additional charges for parking will not be arcepted. IS. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. Shipment Digance. Where manufacturers have distributing points in various pars, of the country. shipment is Ifthe Purchaser directs the Seller to correct nonconforming or defective goods by a date to be agreed upon by the expected from the newest istrabution point to generation, and excess freight will be deducted Two Invoice when Purchaser and the Seller, and the Seller thereaBa indicates its inability, or unwillingness to comply, the Purchaser shipments are made from greater distance may cause the work in be Performed by the most expeditious means available to it, and the Seller shall pay all costs asaeimed wive such work. Permits. Seller shall procure at sellers sole con all necessary, permits, centificiew and licenses squired by all applicable laws, regulations, ordinances and roles of the sate, municipality, rtmmry or political subdvlsion where rise work is performed, or reputed by any other duly constituted public armonty having jurisdiction over the work of vendor. Seller further agrees to bold the City of Fort Collins hamdess from and against all liability and loss incurred by them by reason of or asserted or established violation of any such laws, regulations, ordinmces, rules and requirements. Authorization. All pasties to this co etc or agree war the representatives are, in fact, bona fide and possess full and nuidele southerly In bind said parties. LIMITATION OF TERMS. This Purchase Order correctly limits acceptance to the tams and conditions slated herein set forth and any supplementary or additional trinity and conditions annexed hereto or incorporated herein by reference. Any additional or different terms and conditions proposed by seller are objected to and hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately if you cannot make complete shipment to arrive on your promised delivery date az noted. Time is of the essence. Delivery and performance mug be effected within the time stated on the purchase order and the documents abashed hereto No ass of the Purchasers including, without limitation, acceptmce of partial late delivenas, shill operate w a waiver of this provision. In the event of any delay, the Purchaser shill have, in addition to other legal and equitable comedies, the option of placing dins order elsewhere and holding the Seller liable for damages. However, the Seller shall not be liable for damages as a reach of delays due to muses not reasonably foreseeable which are beyond is «asonable control and without its fault ofnegligence. such acts of God, acts of civil or military authorities, government priories, five, 5unkes, Rood epidemics, wars or Hors provided that notice of the conditions causing such delay is given to the Purchaser within five (5) days of the time when the Seller first received knowledge thereof, In the event of my such delay, she dare of delivery shall be extended for the proud equal to the time actually lost by reason of the delay. I. WARRANTY. The Seller warranrs that all goods, articles, materials and work covered by this order will conform with applicable drawings, specifications, samples miter other descriptions given, will be fit for the purposes intended, and performed with the highest degree of care and competence in accordance with accepted standards for work of a imilar nature. The Seller agrees in hold the purchaser harmless from my less, damage or expense which the Purchaser may suffer or incur on account of the Sellers breach of warmly. The Seller shall replace, repair or make good, withour cost o the purchaser, my defects or faults arising within one (1) year or within such longer period of time are may be prescribed by law or by the terms of my applicable warmly provided by the Seller after the date of acceptance of the not famished herewder weeptmce not to be unrewonaNy delayed), resulting faro imperfect or defective work done or materials furnished by she Sella. Acceptance or use of goods by die Purchaser shall not constitute a waiver of any claim under this warrmty. Except as otherwise provided in this purchase order, the Sellers liability herewder shall extend to all damages proximately paced by ne breach of any of the foregoing werrmues or guumtees, but such liability shall in no Went indude loss of pmfi a or loss of use. NO IXTIAED WARRANT' OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. i. CHANGES IN LEGAL TERMS. The Purchaser may make changes to legal terms by written change order 5. CHANGES IN COMMERCIAL TERMS. The Purchaser may make my changes to the terms. other thm legal terms, including additions to or deletions from the quentities originally ordered in the specifications or drawings, by verbal or written change order. If my such change affects the amount due or the core of performmce hereunder, an equitable adjustment shall be made. 6 TERMINATIONS. The Purchaser may at any time by wrown change order, terminate this agreement as to any or all portions of the goods then not shipped pon subject to my equitable adjustment between the rumors as m my work or materials door in progress provided that the Purchaser shall not b< liable for any dzlms for anticipated profits on we uncompleted portion of she gcow, mount work for incidental or cwsequential damages, and oat no such subromment be made in favor of the Seller wive respect to my goods which are the Sellers standard stock. No such termination shall relieve the Purchaser or the Seller of my of weir obligations or to my goods delivered hereunder. T. CLAIMS FOR ADJUSTMENT. Any claim for adjustment most be asserted vision thirty (30) days from the dam the change or termination is ordered S. COMPLIANCE WITH LAW. The Seller warrmrs thar all goods sold hereunder shill have been produced, sold, delivered and famished in strict compliance with ill applicable laws and regu pions to which the goods are subject. The Seller shall execute and deliver such documents as may be required to effect or evidence compliance. All laws and regulations required to be incorporated in agreements of this character are hereby incorporated herein by this reference. The Seller agrees to indemnify and hold the Purchaser harmless from all costs and damages suffered by the Purchaser as a result of the Seven failure to comply with such law. 9. ASSIGNMENT. Neither parry shall assign, transfer, or convey this order, or my monies due or 0 become due hereunder without the ,no, wdnen convert of the other, party. 10 TITLE. The Seller warrants full, clear and unrestricted tide to the Purchaser for ill equipment materials, and items famished n wrommence of this agreement, free and clear of any and ill liens, restrictions, reservations, security interior encumbrances and claims ofothers. The Seller shall release the Puredwas, and its contractors of any her from all liability and clams of any aware exulting from the performance of such work. This release shall apply even in the event of fault of negligence of the party released and shill extend to the directors, officers and employees of such parry. The Seller's contractual obligations, including warranty, shall not be deemed to be reduced, in any way, because such work is performed or caused to Ise performed by the Purchaser. la. PATENTS. Whenever the Seller is required to use any design, device, material or process covered by Inter, patent, trademark or copyright the Seller shall indemnify and save harmless the Purchaser from my 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 for any cost, expense or damage which it may be obliged to pay by reason of such infringement at any time during the prosecution or after the comper an of the work. In case said equipment or my pan thereof or she intended use of the goods, is in such suit held to consawty infringement and the use of said equipment or pan is enjoined, she Seller shill, at its own expense and w its oprim, either procure for the Purchaser we right in mntinue using said equipment or parts, registry the same with subsuntiilly equal but noninfneiging equipment or modify it m it becomes centrifuging 15.INSOLVENCY. If the Seller shall become insolvent or bmkrupt, make an assignment for the benefit of creditors, appoint a receiver r twore for any of the Sellers property or business this order may forthwith be canceled by the Purchaser ido m liability 16. GOVERNING LAW. The definitions of reacts used or the Interpretation of the agreement and the rights of all pasties hereunder shall be construed under and governed by the laws of the State of Colorado, USA. The following Additional Conditions apply only in cases where the Seller is to perform work hereunder, including the services of Sellers Representauvds), on the premises ofodrers. ❑. SELLERS RESPONSIBILITY. The Seller shall carry on said work at Sellers own risk wail the same is idly completed and resigned, and shall, n case of my accident, duraction or injury to she work and/or materials before Sellers final completion and acceptance, complete fie work in Sellers own expense and in she onsfaction of the Purchaser. When marerials and equipment are famished by others for instillation or erection by the Seller, the Seller shall revive, unload, store and handle sane in the site and become responsible therefor as though such crust andVor equipment were being furnished by rise Seller under the order. 18. INSURANCE, The Seller shall, in his own expense, provide for the payment of workers mmpenswort, including occupational disease benefits, to its employees employed on or in connection with the work covered by this purchase order, and/or to their dependents in accordance with the laws of the state in which the work is to be done. The Seller shall also carry comprehensive general liability including, but not limited to, contractual and automobile public liablliry insurance win bodily injury and death limits of at lea S100,000 for any one person, S500,000 for any one accident and property damage limit per accident of S,100,000. The Seller shall likewise require his if any, to provide for such compensation and insuran ce . Before y of the Seller or his contractor' employees shall do any work upon the premises of others, the Seller shall famish the Purchaser wish a cent fate war such compensation and insurance have been provided. Such certificates shall specify the date when such compensation and insurance have been provided. Such rentficaas shall specify the date when such compensation and insurance expires. lire Seller agrees that such compensation and insurance shall be maintained until after the entire work is completed and accepted. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Seller hereby assumes the mitre rapousibiliry and liability for any and all damage loss or injury of any kind Or nature whatsoever to persons or property posted by or resulting from the execution bribe work provided for in this purchase order or is cowecuon herewith. The Seller will indemnify and hold harmless the Purchaser and my or all of the Purchasers officers, agents and employees from and agaimt any and all claims, losses, damages charges or expenses, whether direct or indirect, and whether to persons or property to which the Purchaser may be pm or subject by reason of my act. action, neglect, omission or default on the pan of the Seller, my of his contractors, or my of the Sellers or contractors officers, agents or employees. In case my suit or other proceedngs shall be brought aga wt the Purchaser, or its officers agents or employees at any time on account or by reason of my act, action, neglect, omission or default of the Seller of any of his morticians or my of its or their officers, agents or employees w aforesaid, the Seller hereby agrees to assume the defense thereof and to defend the same at the Sellers own expense, to pay my and all costs, charges, momeys fees and other expenses, my and all judgments that may be incurred by or obtained against the Purchaser or my of its or their officers, agents or employees in such suits or other proceedings, and in cue judgment or other lien be placed upon or obtained against she proper, of the Purchaser, or sad parties in or as a result of such 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 counselors shill take all safety precautions famish and instill all guards necessary for the prevention of accidents, comply with all laws and regulations with regard to safety including, but without limitation, the Occupational Safety and Health Act of 1990 and ill rules and regulations issued pursrant thereto. Revised 07201a