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Home My WebLink About506424 EXCERGY CORPORATION - PURCHASE ORDER - 9144440PO PURCHASE ORDER 914444er Page CI�I of PURCHASE 4440 1 °t z Flirt Collins( hisnumbermustappear /�,,;-\V`I ` �.I " 1 1 on all invoices, packing sli s and labels. Date: 01/14/2015 Vendor: 506424 EXCERGY CORPORATION 3773 CHERRY CREEK NORTH DRIVE SUITE 575 DENVER CO 80209 Ship To: ELECTRIC UTILITIES CITY OF FORT COLLINS 700 WOOD ST FORT COLLINS CO 80521 Delivery Date: 01/14/2015 Buver: PAT JOHNSON Note: Line Description Quantity UOM Unit Price Extended Ordered Price 4 Change order#1 from requisition 49149 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 Forl Collins Purchasing, PO BOX 580, Fort Collins, CO 80522-0580 Phone:970-221-6775 Fax: 970-221-6707 Email:purchasing@fcgov.com imilili-1 21,478.00 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 L COMMERCIAL DETAILS. Tax exemptions. By statute the City of Fen Collins is exempt from state and local taxes. Our Exemption Number is I L NONWAIVER. 98-04502. Federal Excise Tax Exemption Certificate of Registry 84-6000587 is registered with the Collector of Failure of the Norman to imist upon strict performance of the totes and conditions hereof, failure or delay to Internal Revenue, Denver, Colorado (Ref. Colorado Revised Stories 1973, Chapter 39-26, 114 (a). exemue any rights err mnciies provided herein or by law, failure t0 promptly ratify the Seller in We event of a breach, do acceptance ofor payment for goods hereunder or apperval of the design, shall rant releau the Seller of Goods RetMal. GOODS REJECTED due to failure an race specifications, either when shipped or due to defers of any of the warmaniw or obligations of this purchase order and shall not be deemed a waiver of any right of the damage in hansll, may be returned to you for credit and am not to be replaced except upon receipt of written Parchaur to insist upon strict performance hereofor any of its rights or tcmWies or to any such goods, regardless iwwni.ns from the City affair Collins. of when shipped, received or erupted, as to any prior or subuquent defining hereunder, nor shall any pardoned oral modification or rescission of this purchase order by the Purchaser operate as a waiver of my of the teem Inspection. GOODS are subject to the City of Fan Collins inspection on cannel. hereof. Final Acceptance. Receipt of the merchandise, sciences or equipment in response to this order can result in 12. ASSIGNMENT OF ANTITRUST CLAIMS, authorized payment on the pan of the City of Fort Collins. However, it is to he understood that FINAL Seller and the Purchaser rsoptize but in actual ec omit pratice, overcharges resulting funs antitrust ACCEPTANCE is dependent upon completion of all applicable required inspection procedures, violations are in fact bornm e by the Purchaser. Theofore,for good cause and as consideration for executing this purchase order, We Sella hereby assigns ,a We Purchaser any end all claims it may now have or hereafter Freight Time. Shipments most be F.O.B., City of Fort Collins, 70I Wood St., Fort Collins, CO 80522, unless acquired "a federal or irate maintain laws for such overcharges rotating to the particular goods or services otherwise specified on this order. If permission is given to prepay freight and charge separately, the original freight purchased or acquired by the Purchase ...... m m this purchase order. bill most accommem, invoice. Additional charges for racking will not be accented. Shipment Distance. Where manufacturers have distributing points inw pairs of the country, shipment is John fmthecritical critical disinclination point to damiwrion, and excess freight will he deducted fmm province when domain. are made fmm greater disgrace. Permits Seller shall procure at sellers .to cast all necessary permits, urtificntw and ]its. required by all applicable laws, regulations, ardinances and tales of the state, municipality, territory or political subdivision where the work is pertbnned, or required by any other duly constituted public authority having jurisdiction over the work of vendor. Seller further ogees to hold the City of ran Collire bound s fmm and against all liability and loss incurred by them by reason of an asserted m established violation of any such laws, regulations, ordinances, tales and trami eats. Avthormemn All parties to this mmmct name fat the rryresenk ives are, in fact, bow fide and possess full and complete authority on bind said panics. LIMITATION OF TERMS, This Purchase Order expressly limits wceptorm to the arms and conditions stated herein set forth and any supplementary or additional terms 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 complex shipment to arrive on your promised delivery date w noted. Time is of the essence. Delivery and performance must be effected within the time armed on the purchase order and the documents attached hereto. No acts of the Purchasers including, without limitation, acceptance of partial late delivmes, half .,auto as o waives affix powision. In the event of any delay, the Purchaser shall have, in addition In other legal and Ignitable remedies, the apfan of placing this order elsewhere and holding the Seller liable for damages. However, the Seller shall not be liable for damages w a result of delays due to causes net mesowbly Exactable which are beyond its reasonable control and without its fault of negligence, such erns ofGml, acts of civil or military autMritics, govcmmmal priondes, fins, strikes, Rood, epidemics, wars or rids provided but notice of the conditions causing such delay is given x We NMha Cr within tier (5) days of the time when the Seller first received knowledge themf. In the event of any such delay, be date of delivery sha11 be extended for the period rnwl to the time actually lost by owner of the delay. 3. WARRANTY. The Seller warrants that all goods, articles, materials and work covered by this order will conform with applicable drawings, specificatiow, samples mdmor other dweriptiom given, will Ix fit for the poryoses intended, and pert ed with be highest degree of rare and competence in nomination with accepted sandarda for walk of a irriff r nature. The Seller agrees to hold the purchaur harmless from any loss, damage or expense which be Purchmer may suffer or incur on ount accof fc Sellers breach of..ly. The Seller shall replace top. it or make good, without cos, m the purchaser, my defects or faults rasing within one (1) year or within such longer period of time as may be prescribed by law or by the ems of my applicable warranty provided by the Seller after the date of acceptance of the goods famished hereunder (acceptance not to be unreasonably delayed), resulting from imperfect or defective work done or materials famished by the Seller. Acceptance or use of goods by the Purchaser shall or consultant a waiver of any claim under this wamnty. Excepts otherwise provided in this perchers, ode, be Sellers liability hereunder shall extend to all damags proximately caused by be breach of any of the foregoing sommties or guarantees. but uch lisbiliry shall in am event include loss ofpmfis 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 changes to legal terms by written change order. S. CHANGES IN COMMERCIAL TERMS. The Purchaser may make my changes to the terms, other than legal terms, including mdditiow or or deletions floor she quantities originally ordered in do specifications or drawings, by verbal or written change order. If any such change affects the amount due or the time of performance hereunder, an winnable adjustment shall he mode. 6. TERMINATIONS. The Purchaser may at any time by written change order, terminate this agreement as to any or all portions of the goods Wen not shipped, subject to any equitable adjustment haween the parties s to any work or materials then in progress provided that the Purthasor shall not be liable for any claims for anticipated pmFts on the uncompleted portion of Oe goad mdlor work, fan incidental or mwequential damages, and that an such adjwtment to made in favor of the Sella with respect an any good which art be Sellers mankind staL No such mrmimmtion shall relicem the Pumhwer or be Seller of any oftheir obligations as to my goods delivered hereunder. 1. CLAIMS FOR ADJUSTMENT. Any claim for adjustment most be asserted within thirty (30) days fmm the dale the change or termination is ordered. I. COMPLIANCE WITH LAW. The Seller warrants Char dl good sold hereunder shall have Bern produced, sold delivered and fwnished ra strict compliance with all applicable laws said regulation to which be goods art subject. The Seller shall execute and deliver such documents as may be, cequired to affect or evidence compliance All laws and regulmiow confined to be incorporated in agreements of Wis character are herby incorporated herein by this reference. The Seller agree to indemnify and hold the Pumhwef harmless from all cases and damages suffered by the Processor is a Twuh of We Sellers failure to comply with such law. 9. ASSIGNMENT. Neither party shall assign trash. or convey this order, or any mordes dram or to become due hecewder without be prior waittrn consent of We other party. 10. TITLE. The Seller warrants full, clear and communed title to the Purchaser for all sa u pormat, mwtmals, and items famished in publanciance of this agreement, free and clear of my and all plow, rstnnions, reservations, security interest encumbrmww and claims of odors. 13, PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. If be Punhaacr directs the Seller m correct nonconforming or defective goods by a date to be agreed upon by the Purchwer and the Seller, and the Sella thereafter indicates its liability or unwillingness to comply, the PureM1 set may cause the work to be performed by the most expeditions means acailable to it, and We Seiler shall pay all cws ssaialed with such work. The Seller shall release the Purchaser and its cantmelom of any ran fmm all liability and claims of any nature resulting from the performance ofsuch work. This release shall apply even in be evens of fault of negligence of the party released and shall extend to the directors, officers and employees ofsuch may. The Seller's contacnal obligations, including waaanry, shall not be domed m be reduced, in any way, became such work is performed or caused to be perfmmed by the Pumhosm. 14. PATENTS. Whenever the Seller is required to ose any design, device, matetial or process covered by later, patent, trademark or co,, rghl, the Seller shall indemnify unit save harmless the premhsa from any and all claims for infringement by mason of the use of such pmented design, device, matmal or process in connection with be contract, and shall indemnify the Purchwer for any cost, expertise or damage which it may be obliged to pay by taxes of such infringement at any time during the pmsmtion or after the completion of the work. In case said allipmrnL or any pan thereof or the Intended use of the goads, Is in such suit held 0 constitute infringement and be we of said cquipmmt or pan is mjuined. the Seller shall, at its oxen expense cad sr' ice .,Iran either procure for the Purchaser the right to continue using said ampmeat or pans, replan the same will, substantially equal btu commingling equipment, or modify it so it becomes noninfringing. 15ANSOLVENCY. If the Seller shall become imob,cm or bankmpl, make so assignment for be benefit of creditors, appoint a receive, m out far any of be Sellers property or business, this ardor may forthwith M canceled by the Purchaser without liability. 16. GOVERNING LAW. The definitions ofterme wed or the interpretation ofthe agreement and the rights of all parties hereunder shall be command miler and governed by We laws of the State ofColmado. USA. The fallowing Additional Conditions apply only in races where the Sella is an pert walk heremder, including the servicesof Sellers Reproximucive(s), cargo premises ofothen 17. SELLERS RESPONSIBILITY. The Seller shall carry ou said work at Seller's own ask until the same is fully completed and accepted, and shall, in case of any accident, destruction or injury to the work mNor materials before Seileh final completion and acceptance, complete the work at Seller's awn expense and to the satisfaction of the Purchaser. Whom materials and equipment are fica uhN by others for installation or erection by the Sella, We Seller shall receive, uderad, stare and handle same st We site and become respoesible therefor w drard, such materials mNor equipment were being famished by the Seller under the order. 18. INSURANCE. The Seller shall, at his awn expense, provide for the payment of workers compensation, including occupational disease benefits, to its employees employed on or in connection with be work covered by this purchase order, anNor or their dcpcndena in accordance wild the laws of the site in which We work is to be done. The Seller dull also any mmprehewive general liability including, but na, limited to, contactual and automobile public liability imurmnce with bodily injury aM deaf limits of at locat 5300,003 for any one person, 5500,000 for any one accident and property damage limit per accident of S400,000. The Sella shall likewise notice his rs, if any, to provide for such mmpasmion and insurance. Before any of be Sellers or his contactors employees shall do any work upon the premises of others, the Sella shall famish the Purchwer with a comficam that such compensation and insurance have been provided. Such somficales shall specify the data when such compensation and insurance have been provided. Such certificates shall specify the data when such compensation and issuance expires. The Seller agrees that such compensation and insurance shall be main nap until after the entire walk is mmplered and wccpted 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Seller hereby wmmw the entire responsibility and liability for any and all damage, loss or injury of any kind or nature whatsoever to persons or property, mused by or resulting fmm the execution ofthe work provided for in Wis purchase order or in connection herewith. The Seller will indemnify and hold harmless the Purchaser and any r all of the Purchwas officers, agents and employees from and against any and all claims, losses, damages, charges or expenses, whether direct or human, and whether to persons or property to which the Purchaser may be put or subject by rmsan of any an, action, neglot, omission or default on the pan of the Seller, my of has contractors, or any of fie Sellers or ..to. olliman, agents or employees. Ill use any suit or ofer proceedings shall to brought ismax, the purchaser, m its olT,cea, agenn or employees at my time on azmmt or by recur of any act, action, neglect, omission or default of the Seller of my of his contractors or any of its or their officers, agents or employees w afineuid, the Sella hereby agrees to assume the defense thereof and to defend the same a,the Sellers own expense, to pay any and all costs, charges, an rmeys fees and other expenses, my not all judgments that may be incurred by or obtained against the Pwchvser or any of its or their officers, agents or employees in such suits or other proceedings, and in case judgment or other for be placed upon or clamed against the property ofthe Pmohser, or said parries is or in a result ofsuch suits mother Proceedings, We Sella will zr once rase the same an be dissolved and discharged by giving bond m otherwise. The Seiler and his mntracmrs shall rake all safety paeaufmn, famish and isull all guards necessary for We prevention of accidents, comply with all laws and regulations wit regard to safety including, but without Inhibition, the Occupational Safety and Health Act of 1970 and all rules and regulations issued pursuant thereto. Revised 07n014