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HomeMy WebLinkAbout535317 ALLIANCE FOR INNOVATION - PURCHASE ORDER - 9150183Fort Collins PURCHASE ORDER PO Number Page 9150183 1012 This number must appear on all invoices, packing sli s and labels. Date: 01/12/2015 Vendor: 535317 Ship To: CITY MANAGER ALLIANCE FOR INNOVATION CITY OF FORT COLLINS ATTN: TLG CONFERENCE 300 LAPORTE AVE PO BOX 79075 CITY HALL WEST - 1 ST FLOOR BALTIMORE MD 21279-0075 FORT COLLINS CO 80521 Delivery Date: 01/12/2015 Buyer: PAUL, GERRY Note: Line Description Quantity Ordered UOM Unit Price Extended Price 2015 Membership Renewal 1 LOT LS 7,650.00 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 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 I. COMMERCIALDETAILS. Tax exemptions. By some vie Ciry of Fon Collins is exempt from sum and IaW rues. Our Exemption Number is 11. NONWAIVER. 98-04502. Federal Excise Tax Exemption Certlficem of Registry 84-6000589 is registered with the Collector of Failure of the Purchaser to insist upon ,area perfomwce of the terms and conditions hermf, failure or delay to Internal Revenue, Denver, Colorado (Ref Colorado Revised Stamdm 1973. Comm,19-26, 114 fm. exercise my rights or remedies provided herein or by law, failure to promptly notify the Seller in de event of a breach, the mceptance ofor payment for goods hereunder or approval of the design, shall not release the Seller of Goad Rejected. GOODS REJECTED due to failure to meet specifications, either when shipped or due to defects of my of the warranres or obligations of this purchase order and shall not be deemed a waiver of any right of the damage in transit may he returned to you for credit and are toot by be replaced except upon receipt of written purchaser to insist upon spin performance hereof or my of its rights or remedies as in any such goods, regardless instructions from the City of Fan Collins. of when shipped, received or accepted, as to my prior or subsequent default hereunder, nor shall my porponed oral modification or rescission of this purchase order by the Purchaser operate as a waver of my of the tams Inspection. GOODS are subject to the City affair Collins inspection on arrival. hermf Final Acceptance. Receipt of the merchandise, services or equipment in response to this order can result in 12, ASSIGNMENT OF ANTITRUST CLAIMS. authorised payment on the pan of the City of Fon Collins. However, it is to be understood that FINAL Seller and the Purchaser recognize that in actual conomle practice, overcharges resulting from antitrust ACCEPTANCE is dependent upon completion of all 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 designs to the Purchaser my and it claims it may now have or hereafter Freight Terms. Shipments must be F.0 B., City of Fort Collins, 7W Wood SL, Fort Collins, CO 80522, unless acquired under federal or state contrast laws for such overcharges relating to the particular goods or services otherwise specified on this order. Ifpetmiscion is given to prepayfreight and change separately, the original freight purchased or acquired by the purchaser pursued to this purchase order. bill must accompany invoice. Additional charges for packing will rot be accepted. Id. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. Shipment Distance. Where manufacturers have dirtnbuting points in various parts of the country, shipment is Ifthe Purchaser directs the Seller or correct nonconforming or defective goods by a dare to be agreed upon by the expected from the nearer distribution point to destination, and excess freight will b, deducted from Invoice when Purchaser and the Seller, and the Seller thereafter indicates its inability or unwillingness to comply, the Purchaser shipments sre made from greater distance, may cause the work to be performed by vie most expeditious means available to it and the Seller shall Pay ill cents anianted with such work. Permits. Seller shall procure at sellers wle tort all necessary permits, moificmes and licenses required by all applicable laws, regulations, ordinances and ruler of the some, municipality, morrow or political subdivision where the work is performed or required by my other duly constituted public authority having jurisdiction over the work of vendor. Seller fuller agrees to hold the City of Fort Collins humbles, from and sganet all liability and loss incurred by them by reason of an amounted or established violation of my such laws, regulations, ordinances, rules and requirements. Authentication . All ponies to this contract agree that the repro mtariom we, in fan, bona fide and possess full and complete authority to bind said patties. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the terms and conditions stated herein set tomb and my supplementary or additional terms and conditions annexed hereto or incorporated herein by reference. Any additional or different erms and conditions proposed by seller are objected or and hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately if you cannot make complete shipment m am -on your promised delivery date as noted. Time is of the essence. Delivery and performance must be effected within the time stand on the purchase order and the documents awched hereto. No acts of the Purchasers including, orchard limitation, acttptmce of partial late deliwue , shwl 9pemm w a waiver of this provision. In die event of any delay, the Purchaser shill have, in addition to other legal and equitable remedies, the option of placing 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 are beyond its reasonable control and without to fault of negligence. such acts of God. acts of civil or military authorities. governmental pnondm. fires. strikes, flood epidemics, wars or hors provided that erotic¢ of the conditions rousing such delay is given to the Purchaser within five (5) days of the time whin the Seller Ent received knowledge thermf, In the event of my such delay, the date of delivery shall be extended for the period equal to the time scrually lost by reason of the delay. 2. WARRANTY, The Seller warrants that all goods, movies. materials and work covered by this order will conform with applicable drawings, specifications, samples and/or other dewnpbons given, will be fit for the purposes intended, and performed with the highest degree of care and conronnom in accordance with accepted standards for work of a similar nature. The Seller agrees to hold the purchaser harmless from my loss, damage or expense which the Purchaser may suffer or incur on account cribs Sellers breach of wamanry. The Seller shall replace, repair or make good, without cost to the purchaser, my defects or faults arising within one (1) yens or within such longer period of time as may be presented by law or by the terms of my applicable warranty provided by the Seller after the date of acceptance of the goods furnished hereunder (acceptance not to be unreasonably delayed), resulting from imperf«t or defective work done or materials furnished 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 emend to all damages proximately caused by the breach army of the foregoing warranties or guarantees, bud such liability shall in no event include loss of profits 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 chmge, to legal on. by written chmge order. 5. CHANGES IN COMMERCIAL TERMS. The Purcluder may make my changes to the terms odor than legal terms, including wrimmus to or deltorms from the Summer originally ordered in the speeifirmons or drawings, by verbal or written change order. If any such chmge affects the amount due or the time ofperformmce hereunder, an equitable adjustment shall be made. 6. TERMINATIONS. The Purchaser may an my time by written change order, terminate Nis agreement as to any or all potions of the goods then not shipped, subject de my equitable adjustment between the ponies as to my work or materials then in progress provided that the Purchaser shall not be liable for my claims for anticipated profits on the uncompleted portion of the pods and/or work, for incidental or consequential damages, end that no such adjustment be made in favor of the Seller with respect be my goods which are vie Sellers standard stock. No such tionananon shall relieve the Purchaser or vie Seller of my of their obligations as to my goods delivered hereunder. q. CLAIMS FOR ADJUSTMENT. Any claim for adjustment mart be asserted within thirty (30) days from the dam the change or termination is ordered I. COMPLIANCE WITH LAW. The Seller womands, that all good sold hereunder shall have bent produced, wild, delivered and f ished in min compliance with all applicable laws and regulation to which the goods am subject. The Seller shall execute atw deliver suds documents as may be un wred to effect or evidence compliance. All laws and regulations required a be iocraFro el in agreements of this character are hereby incospommul herein by this reference. The Seller agrees to, indemnify and hold the Purchaser harmless from ell msm and damages suffered by she Purchaser as a result of the Sellers failure to comply win such law. 9. ASSIGNMENT Neither parry shall assign, transfer, or convey this order, or any monies due or in become due hereunder without the prim wnnen consent of vie other parry. 10. TITLE. The Seller warrants full, clear and unrestricted title to the Purchaser for all equipment, materials, and items famished in performance of this agreement, free and clear of my and all liens, restrictions, reservations, security interest encumbrances end clams of others. The Seller shall relezm the Purchaser and its contractors of my per from all liability and claims of my nature resulting from the performance of such work. This release shall apply even in the event of fault of negligence of the parry released and short esmmd or the i irecwrs, officers and employees of such pmry. The Sellers commundel obligations, including warranty, shall not b, deemed to be reduced, in my way, because such work is performed or caused to be performed by the Purchaser. 14. PATENTS. Whenever the Seller is required to use my design, device, material or process covered by letter, patent, trademark or copyright the Sella shall indemnify and save harmless the Purchaser from my and all claims for infringement by reason of the use of such patented design device, maderisl or process in correction with the contract, and shall indemnify the Purchaser for my cost, expense or damage which it may be obliged to pay by reason of such infringement at my time during the prosecution or after the completion of the work. In case said equipment or my pm chnmf or the intended use of the goods, is in such suit held to constitute infringement and the use of sad equipment or pan is enjoins the Seller shall, xr its own expense and at its option, either procure for the purchaser the right to continue using said equipment or Parts, replace the same with substantially equal but noninfdnging equipment or modify it w it becomes noninGnging. 15. INSOLVENCY. If the Seller shall become insolvent or bankmpt make an assignment for the benefit of crommum spread a receiver or trustee for my of the Sellers properly or business, this order may foMveith be canceled by the Purchaser w ilumt liability. 16 GOVERNING LAW. The definitions of terms used or the iateryreotion cribs, agraemmt and the rights crf all parties hereunder shall be mostrued 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 Represerearive s), on the premises of others. 10. SELLERS RESPONSIBILITY. The Seller shall carry on said work ar Sellers own risk until the same is fully completed and accepted, and shall, in use of my accident, destruction or injury to the work and/or materials before Sellers final completion and accordance, complete the work at Sellers awn express and to the satisfaction of the Purchaser. Whim materials and equipment are ftemished by others for installation or erection by the Seller, the Seller shall recnve, unload, store and handle same in the site and become responsible therefor as though such materials and/or equipment were being famished by die Seller under the order. 18. INSURANCE. The Seller shall, st his own exyane. provide for the payment of workers mmpensmion, including occupational disease benefits, to its employees employed on or in connection with the work covered by this purchase order, anchor to their depeaden¢ in accordance with the laws of the state in which the work is to be dons. The Seller shall also tiny comprehensive general liability include& For not limited to, contractual and automobile public liability insurance win bodily injury and death limn. of at least S100,00), for my one petwn, s500,000 for any one accident and property, damage limit Per accident of S400,000. The Seller shall likewise squire his if my, to provide for such compnhsa5on and insurance. Before my of the Sellers or his commentary employees shall de my work upon the premium of others, the Seller shall famish the Pucham with a certificate neat such compensation and mi a have been provided. Such certificates shall specify the date when such compensation and insurance have been provided. Such certificates shall specify the dam when Such compmsaion and insurance expires. The Seller agrees teat such compensation and insurance shall be maintained cool get the entire work is completed and accepted. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Seller hereby assumes the entire responsibi liry and liability for my and all damage, loss or injury of my kind r nature whatsoever to persons or property caused by or resulting from the execution of the work provided for in this purchase order or in correction herewith. The Seller will indemnify and hold harmless the Purchaser and my or all of the Purchasers officers, ages and employees from and against my and all claims, losses, damages, charges or expenses, whether direct or indirect and whether to persons or property m which the Purchaser may be put or subject by reason of any act action neglect, omission or default on vie Not of the Seller, any of his contractors, or my of the Sellers or contractors officers, agmes or employee. In case my suit or other proceedings shall be brought agansm the Purchaser, or its officers, agents or employees d any now on woman, or by realm of my act action, negles, omission or default of the Seller of my of his contractors or my of its or their, officers, agents or employees as aforesaid, the Seller hereby agrees to assume the defrnre hermf and to defend the same at vie Sellers own expense, m pay my and all casts, charges, moneys fees and other expenses. my and ill judgments that may her incurred by or obtained against the Puramer or my of its or their officers, agents or employes in such suits or other proceedings, and in case judgment or other Jim be placed upon or obtained against the property of the Purchaser, or said Fades 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 contractors shall take all safety precautions, furnish and install all guard necessary for me prevention of accidents, comply with all laws and regulations win regard to safety including, but without limitation, the Occupational Safety and Health Act of 1970 and all rules and regulations issued pursuant thereto. Revised 072014