Loading...
HomeMy WebLinkAbout506424 EXCERGY CORPORATION - PURCHASE ORDER - 9150358PO PURCHASE ORDER 915035er Page C117/ of PURCHASE 9150358 1 of z ' `t( olI In C This number must appear ` v ` �7 on all invoices, packing sli s and labels. Date: 01/15/2015 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: 01/15/2015 Buver: PAT JOHNSON Note: Line Description Quantity UOM Unit Price Extended Ordered Price 1 Work Order#14 1 LOT LS 198,924.00 Technical Consultation and Program Management Services per RFP #7414 and associated Work Order #14. 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 Total Pay terms net 30 days Invoice Address: 924.00 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. Tox exemptions. By then t the City, of Fon Collins is exempt from state and local taxes. Om Exemption Number is 98-04502. Federal Excise Tax Exemption Certificate of Registry 84-6000587 s regorwal with the Collector of Internal Revenue, Drava, Colorado (Ref. Colorado Revised Sextutm 1973. Chapter 39-26, 114 (a), Goods Rejected. GOODS REJECTED due to failure to meet specifications, either when shipped or due to defers of damage in ramor, may be returned to you for credit and are not to be replaced except upon receipt of written instructions from the City of Fun Collins. Inspection. GOODS are subject to the City of Fort Collins inspection on arrival. Final Acceptance. Receipt of the machadise, services or cquipmmt in response to this order can result in amlumxd paymmr on me pan of the City of Fort Collins. However, it is to be wohnstod Nat FINAL ACCEPTANCE is dependent upon completion of oil applicable required inspection procedures. Freight Teens. Shipmens must be F.O.B., City of Fort Collin, 700 Wood Sr., Fort Collins, CO 80522, unless urawise specified on this order. if permission is given to prepay freight and charge separately, the original freight bill must accompany invoice. Additional charges for packing will not be accepted. Shipment Distance. Where manufacturers have distributing points in various pans of the country, shipment is expected from the nearest distribution palm to datintirn, and excess freight will be deducted from Invoice when shipments are made form greener distance. Pewits. Sella shall procure at sellers sale cost all necessary, prams, certificates and licenses required by all applicable laws, egulaion, endurances and tales of the state, municipality, knitory or Political subdivision where the work is perfomtd, or rtquird by any order duly ran thwal public authority mem,m sdction over the work of render. Seller further agrees to hold the City of Fort Collins horrnlms form and against all liability and loss incurred by them by reason of an asserted or established violation of any such laws, regulwiem, ordinances, roles nod ra,draram. Atiffammumn. All soma b this contract agree that the representatives we, in fact, bona fide and possess full and umplav authority to bind said panics. LIMITA'f10N OF TERMS. This Purchase Order expressly limits acceptance m the terms and conditions stated herein set Nnh and any supplementary or additional terms and conditions annexed harem or momparated herein by reference. Any additional or different terms and conditions proposed by seller are objected m and hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASBJG AGENT immediawly if you armor make complete shipment to arrive, on your promised delivery date as noted. Time is of the essence. Delivery and palib vuce must be, effected within the time sated on the purchase order and the documents anached hear, No act, of the Purchases including, without limitation, acceptance ofpenial late deliveries, shall operate as a waiver of this precision. In the event of any delay, the Purchaser shall have, in addition to other legal and equitable remedies, the option ofpladug this under elsewhere and holding the Seller liable for damages. However, he Sella shall not be liable for damages n a result of delays due to causes not reasonably foreseeable which are beyond its reasonable control and without its fault of negligmce, such ass ofGwL acts ofci,il or mililnry authorities, g iemmmt.1 priorities, foes, strikes, flood, epidemics, wars or riots provided that notice of the conditions causing such delay is given to the Purchaser within five (5) days of the time when the Sella first receive) knowledge that In the rent of any such delay, the date of delivery shall be attended for the prowl ryal to the time actually lost by reason ofthe delay. 3. WARRANTY. The Sella wmras that it soul miclet, materials and work coverts by this order will covto. with applicable drawings, specifnwmons, samples arbor other descriptions given, will bec fit for me puryosa intended, and performM with the highest degree of rare and competence in acardance with acceptd standard for work of a mile mount. The Seller agrees to hold the purchaser hamtlem from any loss, damage or expense which the Purchaser nay suffer or incur on account of the Sellers breach f.V. The Sellershall replace, repair or rake good, without cost to the Purchaser, any defect, or faults wising within one (I) year or within such longer period of time n may be prescribed by law or by the terms of my applicable womanly provided by the Seller after the date of acceptance of the goods fumishd hereunder hociptarce not m be interminably delayed), resulting from Imperf t or detective work done or materials famished by the Seller Acceptance or use of goods by the Fracture, shall not constitute a waiver of any claim under this warranty. Except as otherwise provided in this purchase order, the Sellers Liability hereunder shall extend b all damages Proximately caused by the breach of any of the foregoing warrants or gu m moves, but such liability shall in no event include loss ofprofit, 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 tams by women change order. 5. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any changes b the terms, other than legal terms, including additions to or deletions from the quantities originally ordered in the specifications or drawings, by embid or written change order. If any such change effects the amount due or the time of performance hereunder, an equitable adjustment shall be more 6. TERMINATIONS. The Purchaser may at any time by written change order, terminate this agreement as to any or all portions ol'the goods then not shipped, subject b any equitable adjustment between the parties as to any work or materials then in progress Provided that the Purchaser shall not be liable for any claims for anticipated profits on the uncompleted Portion of the goods and/or work, for incidental or concernment damages, and that no such adjustment be made in favor of the Sella with respect to any good which ere the Sellers Howard stock. No such termination shall relieve the Purchaser or the Seller ofany oftheir obligations av to any goods delivered hereunder. Z CLAIMS FOR ADJUSTMENT. Any claim for adjustment must be asserted within thirty (30) days from the date the change or termination is ordered. 8. COMPLIANCE WITH LAW. The Seller warrants that all grads sold hereunder shall have been produced, sold, delivered and fumishd in strict compliance with all applicable laws and regulations to which the goods we subject. The Sella shall execute and deliver such documents as may be required to effect a evidence compliance. All laws and regulations captured to be incorporated in aaentimes of this character are hereby iworyomted herein by this reference. The Sella agrees to indemnfy and hold me Purchaser harmless from all rosy and damages suRered by the purchaser as a fault of the Sellers failure to comply with such law. 9. ASSIGNMENT. Neither party shall ressitto, transfer, or convey, this order, or any mania due or to become due herewder without the prior woven consent afee other party. 10. TITLE. The Seller ww was full, clear and unrestricted title tithe Purchaser for all equipment, materials, and items famished in performance of this agreement, free and clear of any and all lien, restrictions, reservations, security interest mcumbraces and claims of others. I I. NONWAIVER. Failure of the Purchaser to insist upon strict performance of the It. and conditions hereof, failure or delay to exercise any rights or remedies provided herein at by law, failure on promptly notify the Sella in the event of a breach, due acceptance of or payment for goods hereunder or approval of the design, shall not release the Sella of any of the warranties or obligations of this purchase order and shall not be deemed a waiver of any right of the purchaser to insist upon strict performance hereof or any of its rights or remedies es to any such goods, regardless of when shipped, received or accepted, as Or any prior or subsequent default hereunder, nor shall any performed oral modification or rescission of this purchase order by the Purchaser operate as a waiver of my of the terms hereof. 12. ASSIGNMENT OF ANTITRUST CLAIMS. Seller and the Purchaser recognize that in actual economic practice, overcharges resulting from antiuust violations are in fact borne by the Purchaser. Thereof re, for goad muse and as consideration for executing Nis purchase order, the Sella hereby assigns to the Producer any and all claims it may now have or hereafter wquired under federal car sure antitrust laws for such overcharge relating to the particular good a services purchased or acquired by the Purchaser pursuant to Nis purchase order. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. If the Franchise, direct, the Seller m correct nonconforming or detectivegood by a date In be agwed upon by the Purchaser and the Seller, and the Seller decanter indicates its inability or unwillingness to comply, the Enchanter may muse the work to be performed by the most expeditious mess available to it, and the Sella shall pay all costs associated with such work. The Sella shall release the Purchaser and is contractors of any tier firm all liability and claims of any nature resulting from the performance ofwch weak. This relmse shall apply even in the event of fault of negligence of the party released and shall extend to the directors, officer, and employees ofsuch party. The Sellers contractual obligations, including warranty, shall not be dmmd to be natural, in any way, because such work is performed or caused to be performed by the Purchaser. 14. PATENTS. Whenever the Seller is required to use any design, device, material or process covered by lever, patent, trademark or copyright, the Seller shall indemnify and save harmless the Purchaser from any and all claims for infringement by reason of the use of such patented design, d vet, material or process in connection with the contract, and shall indemnify the Purchaser for any rust, expense or damage which it may be obliged b pay by reason ofsuch infnngenknt at any time during the prosecution or after the completion of the work. In case said competitor, or any pan rMrmf on the intended use of the goods, is in such suit held to constitute mfi ngemcnt and the the of said cquipmen or pat is joined, the Seller shall, at its own expense and at its option, either procure for else Purchaser the right to continue using said equipment or pans, replace the same with substantially abroad but noninfn'nging equipment, or modify it so it becomes noninfnnging. 15. INSOLVENCY. If the Seller shall become Insolvent or baNrmpt, make an assignment for the benefit of creditors, appoint a receiver or trustee for any of the Sella property or business, this when may forthwith be, canceled by the Purchaser without liability. 161 GOVERNING LAW. The defirdtioa oft,. used w the interpretation it the agrtenrcnt and the rights ofall ponies heretnder shall be mrearmd under and governed by the laws ofthe State of Colorado, USA. The following Additional Conditions apply only in cases where the Sella is to serf work havencia. includng the services of Sellers Represer ctive(s), on the premises of afters. It. SELLERS RESPONSIBILITY. The Seller shall any on said work ar Sellers own risk until the same is fully completed and accepted, end shall, in e of any accident, destruction or injury to the work wiper awes de before Sellers final completion and acceptance, complete the work at Sellers own expense and to the satisfaction of the Purchaser. When materials and equipment are furnished by others for installation or erection by the Seller, the Sella shall receive, unload, store and handle same at the site and become responsible them ur w though such materials and/or equipment were being famished by the Seller under due order. 18. INSURANCE. The Sella shall, at has own expense, provide for the payment of workers compensation. including occ rpauoal disease benefits, b its employees employed on a in car ien with the work coverd by Nis purchase eder, ardor ro their dependents in acordance with the laws of th< state in which the work is to be dons The Sella shall also cony comprehensive general liability including, but not limited b, contractual and automobile public liability insurance with tardily injury and death limits of at least S300.000 for any one person, $500,000 for my one accident and property damage limit per accident of 8400,000. The Seller shall likewise equine his contractors, if any, to provide for such compensation and insurance. Before any of the Sellers or his contractors employees shall do any work upon the premises of others, the Seller shall famish the Purchaser with a certificate new such compenaion and immune have been provided. Such vindicates shall specify the die when such compensation and insurace have been provided. Such certificates shall specify the date when such compensation and invurence expires. The Seller agree that such compensation and insurance shall be maintained until after me entire work is completed and accepted 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Seller hereby wasturni the more responsibility and liability for any, and of damage, loss in injury ofay kind r nature whmwever to persons or property mused by or mulling from the execution of the work provided for in this purchase order or in connection herewith. The Seller will indemnify and hold homeless the Purchaser and any cr all of the Purchasers officers, agents and employees from and against any and all claims, losses, damages, harges or expenses, whether direct or indirect, and whether to persons or property It, which the Purchaser may be put or subject by reason of any act, action, neglect, omission or default on the pan of the Sella, any of his ontinuum, or any of the Sellers or ontmctors officers, agents or employees. In case any suit or other p nveat shall be brought against the Purchaser, or its officer, agents or employees in any time on account or by reason of my act, action, neglect, omission or default of the Sella of my of his contractors or any of its Or their .Ricers, agents or employees as aforesaid, the Sella hereby agrees b assume the dr iew, therrof and to defend the same et the Selkrs own expense, to pay my end all costs, clurgm, attorneys far said other expenses, any and all judgmms Nat may be iomrred by a obtained against the Parcbnsa or my of its or their officers, agents or employees in such suits or order Proceedings, and in are, judgment or other lien be placed upon w obe inft against flue property of the Purchaser, or said parties in or as a result of such suits or other pro eedhap, the Seller will at once muse the same to be dissolved and dischargd by giving bond or otherwise. The Seller and his contractors shall take all safety pramoiers, famish and install all guard necessary for the prevention of accidents, comply with all Incas and regulation with regard to safety including, but without limitation, the Occupational Safety and Health Act of 1970 and all roles and regulations ismal pursuat thereto. Revised (BOOM