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HomeMy WebLinkAbout280216 JOHNSON CONTROLS INC - PURCHASE ORDER - 9146578PO PURCHASE ORDER 914657er Page City of PURCHASE 46578 7 of z ' `tCollins( Thisnumbermustappear V " on all invoices, packing sli s and labels. Date: 01/21/2015 Vendor: 280216 JOHNSON CONTROLS INC 360 WHITNEY BAY WINDSOR CO 80550 Ship To: OPERATIONS SERVICES CITY OF FORT COLLINS 300 Laporte Avenue Building B FORT COLLINS CO 80521 Delivery Date: 11/07/2014 Buyer: DOUG CLAPP Note: Line Description Quantity UOM Unit Price Extended Ordered Price t Database Backup. Upgrade ADX. 1 LOT LS 17,561.16 ref. quote # 1-33D7JX dated 8/20/14 Contact: Dave Grice 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 1. COMMERCIAL DETAIM. Lou, exemptions. By suture the Crary of Fort Collins is exempt from state and local taxes. Our Exemption Number is I L NONWAIVER. 98-04502. Federal Eseme Tax Exemption Certificate of Registry 84�64100587 is registered with toe Collector of Fahlura of me Particular to imist upon inner performance of the terns and ennditions hereof, failure or delay to Internal Revenue, Denver, Colorado (Ref. Colorado Revisal Somalia 1973, Chapter 39-26, 114 pd) ex mime my rights m remedies provided herein or by law, failure a promptly rolify the Seller in the event of a branch, the acmptmm ofor payment for goods hareuMa or approval of the design, shall not release de Sella of Goods Rejected. GOODS REJECTED due to failure to meet s,affladons, either when shipped or due to defects of my of the wormntia in obligations of this purebau coda and shall not be deemed a wane of my right of fe damage in snail, may be ferarned to you for credit and are rat to be replaced except upon receipt of wain purchaser to insist upon atria performance hercnfor my ofin tights or mnedies as so my such goods, regardless wormarms fmm the City of Fort Collins. of when shipped, received or accepted, as to my prior or subsequent defeat hereunder, nun shall my pnational oar combination or rescission of Nis purehau order by ale Purchaser operate a a waive of my of the tenrn lspeclion. GOODS are subject to ale City of Pon Collins inspecdon on consul. berenf. Final Acceptance. Receipt of ale m,wWdiW, sluices or aryipment in capome to this order an result in 12. ASSIGNMENT OF ANTITRUST CLAIMS. authorised payment on the pan of the City of Fair Collins. However, it is to be understood that FINAL Seller and the Purchaser recognize, that in wool mormannic praaice, oveshargew resulting fmm antitrust ACCEPTANCE is dependent upon complain afdl applicable migrant inspection procedures. violations are in far home by the Puehser. Theretofore, for good cause and as consideration for executing Nis purchase order, toe Seller hereby assigns to the Purchaser my and all claims it may now have or hareana Freight Terms. Shipments must be F.O.B., City of Fort Collis, 700 Wood St., Fort Collins, CO 8D522, unless acquired under falaal or state antitrust laws for such overcharges relating to the particular goods or smices otherwise specified an this order Upermission is given to prepay freight and charge separately, the original freight purchased or acquired by the Purchsa pursuant 0 this purchase order. bill most accompany invoice. Additional charges for parking will not be rumpled. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. Shipment Distance. Where manufacturers have distributing points in various pans of the country, shipment is If the Purchaser directs the Seller to correct nonconforming or defective goods by a date to be agreed upon by the expected from the nearest distribution paint to destination, and excess freight will be deducted from Invoice when Purchaser and the Seller, and the Seller thereafter indicates its inability or unwillingness to comply, the Pumhaur shipments arc made from grater distance. may cause the work to be performed by the most expeditious means available to it, and the Seller shall pay all costs associated with such work. Permits. Seller shall procure at sellers sole cost all necessary, permits, cenifiata and licenses required by all applicable laws, regulations, ordinances and roles of the sure, municipality, territory or political subdivision where the work is pafaamed, or required by any other duly costiuted public authority having jurisdiction over the work of vendor. Sella fuller agrees to hold the City of Fort Collins hmrmles man and against all liability and loss uad by than by rason of an suited or established violation of my such laws, regi la gars. ordimnca, roles ad requm morms. Authoritarian. All parties to Nis contract agree that the representatives ere, in But, bum fide and possess full and camplac authority to bid said panic. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance Iw die temp and conditions sutd herein set forth and any supplementary m additional team snd condition s m d hereto or incoipomed herein by refeface. Any additional in different emu and mnditios proposed by seller se cApnial to and hereby llated. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immedutely if you ..or make complete shipment to arrive on your promised delivery date s coma. Time is of me ecme, Delivery and performance must be effected within the time stated an the purchase order and the documents attached havoc No ran of the Purchsm including, without limhaninn, emWtmce of partial late delivmes, shall operate in a waiver of this provisirnm. In the event of any delay, the Purchaser shall 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 easonably foreseeable which me beyond its reasonable control and without its fault of negligence, such acts of Gad, nets of civil or military authwdries, governmental prio hits, fires, strikes, Rood, epidemics, wars or [fors provided that notice of the conditions causing such delay is given to the Purchaser within rive (5) days of the time when he Seller first received knowledge thereof. In the event of any such delay, the date of delivery shall be extended for the pefid equal to the time acamlly lost by fawn ofhe delay. 3. WARRANTY. The Seller warrants that all goods, articles, materials and work covets by this order will conform with applicable drawings, specifications, samples and/or other deuriptios given, will be fit for the Potpourri intended, and performed with the highest degree of care and competroce in accordance with accepted standards for work of a imils mrue. The Sella agrees to hold the purchaser brimless from any loss, damage or expense which the Purchaser may suffer or incur on azmunn of the Sellers breach of.,y. The Sella shall replace, repair or make good, without cost m the parchaur, my defeats or faults arising within one (1) year or within such longer peril of lime as may be pfactibed by law or by ale terms of my applicable wmranty wwkk4 by Ne Seller after ale time of acceptance of the good famished hereunder Bromp err ce not to be unreasonably delayead. resulting flown imperfect or defective work done or materials furnished by the Seller. Acceptance or use of good by the Pnrcbxser •hall rat corwifi e s waiver of my claim unda Nis.1y. Except a otherwise provided in this purchase when, die Sellers liability hereunder shall cxrend to all damages passionately nosed by the breach of any of the foregoing warn nlia or guarantces, but such liability shall in no event include lass of pmftn or loss of use. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHANGES IN LEGAL TERMS. The Foment, may make changes to legal terms by wrinm change order 5. CHANGES IN COMMERCIAL TERMS. The Purchasermay make any changes to the temss, rimer than legal terms, including auditions in or delctions from the gmoliftsoriginally ordered in he speciflations or drawings, by verbal or written change order If any such change aRects the amount due or the time ofpci famarme hereunder, an amiable adjustment shall be made. 6. TERMINATIONS. The Purchaser may at any time by written change order, terminate this agreement in to any, or all pumas of the goods then not shipped, subject o any equitable adjustment between the parties in 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 goods and/or work, for incidental or commegrenthal damages, and then no such djstmmt be made in favor of the Sella with respecuo my gratis which ere the Sellers stmdah stock. No such lamination shall relieve the Purchsa or the Seiler of my afdaril obligations. W my gods delivered heeuMe. T. CLAIMS FOR ADJUSTMENT. A, claim for djustmem mar be atoned within Barry (30) days fmm the date me change or termination is ordered 8. COMPLIANCE WITH LAW. The Sella waeanm that all grads sold hereunder shall have bete produced, said, delivered and fumhbel in strict ..pit. whdm all a,liable laws and regulations to which the goods she subject The Sella shall execute and deliver such documents as may be required to effect or evmdence complharmce. All laws and regulations required to be nconpomted in agreements of this character are hereby mempormed herein by this reference. The Sella agrees to indemnify and hold fe Purchaser harmless from all casts and damages suffered by the Purchaser in a result of the Sellers failure to comply with such law. 9. ASSIGNMENT. Neither parry shall assign, uasfeq or convey this order, or my marries due or to become due hereunder without the prior written consent of the other party. 10. TITLE. The Seller warrants full, clear and unrestricted title to me Pureha e, for all equipment, nowards, end hams fiancomint in performance of this agreement fee and clear of my and all liens, restrictions, rrimatlons, security interest encumbrances and claims of miters. The Seller shall release the Pamhaan and its comments of my her fmm 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 party, released and shall extend in Ne directors, officers and employees of such Party. The Seller's contrmtml obligations, including warranty, shall rat ho gamed in be reduced, in my way, because such walk u performed or ..it,. be pagumd by Nc Purchsa. 14. PATENTS. Whenaer me Sella is required to use my design, deem e, material to process mveml by lets, parent, trademark in copyright the Sella shall indemnify and save harmless the Purchaser from any ad all claims for infringement by reason of the use of such pater ed design, device, mmerial 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 beacon of such inGngement at my time during the prosecution or after the completion of me work. In case said equipment or any pan therm( or the imendd use of the goods, is in such suit held an costimte infringement and me use of said ryuipment or pan is enjoined, the Sella shall, at its own expense and at am option, either procure for the Puahaser the sight to continue using said equipment or pans, replay ale same with substantially ryval but noninfirm ing equipment, or modify it so it becomes mounfninghng. 15. INSOLVENCY. If the Seller shall become insolvent or bankropr, make an assignment for the benefit of creditors, appoint a receiver or trustee for any of the Sellers progeny or business, this order may forthwith be canceled by the xuer Purelwithout liability. I& GOVERNING LAW. The defaults ofterms used no the inerpraatim ofhe agreement and the fights of all parties hereunder shall be construed under and governed by the laws of elm State ofCcloado, USA. The following Adifioml Conditions apply only in cases where the Sella is to perform work hereunder, iacluding the aefvica afSeilas Repeemative(s), on Ns premise afothaa ❑. SELLERS RESPONSIBILITY. The Seller shall many on said work err Seller's own rialr mat the sure is fully amplad ad accepted, and shall, in case of my accident, datngenurs or injury to fe wank and/or materials before Sellers find compleshoa and wafirem. complere the work at Sellsrs own expenx and to the satisfaction of the Purchaser. Wlren mmerials ad equipment are fumishd by others fro installation or erection by the Sella, the Seller shall recaive, unload, store and handle same at the she od become rapomible therefor as though such matefia6 endow tynmPmimt ware being famished by the Seller under the orda. 18. INSURANCE. The Sella shall, at his own expense, provide for the payment of workers compensation, including occupational disease gratin, to its employees employed on or in connection with the work covered by this purchase oiler, and/or to their dependents in accordance with the laws of the sum in which me work is 0 be done. The Sella shall also carry comprehensive general liability including, but not limited to, contractual and amomoblle public liability insurance with bodily injury and death limits of at lean Vagina for any one person, $500,000 for uny one accident and property damage limit per accident of 5400,000. The Sella shall likewise regime his contractors, if any, to provide for such compensation and mu e. Before any of the Sellers or his contractors employees shall do any work upon the premises of others, the Seiler shall fmmish the Purchaser with a calgramre that such compensation and insurance have been provided. Such ce fificata shall specify me date whim such compensation and insurance have been provided. Such certifcatds shall specify the dam when such compensation and insurance expires. The 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 Sever hereby assumes me entice rapomibility and liability for my and all damage, lows or injury ofy kind r muse whatsmvm at persons or property cased by or resulting form the common ofdw work pmAded for in this purchase maker or in connection harewim. The Seller will mndemnify and hold bmmlas the Purchaser utd my or all of dre Pufclm officers, agents and employees fmm ad agaist my and all claims, losses, damage, charges ar expenses, whether direct a indirect and whether as persona or property to which the Purchaser may be par or subject by reacon of my an, mlim, neglect omission or &loud, on me pan of fe Sella, my of his connectors, or my of fe Sellers or contractun officers, agents an employees. To tau my stair or other pasmedin, shall be boughs against fe Purchaser, or its officers, ri ma or employers at my throe on mecum or by reaon of my act, ration, mglect omission or default of Ne Sella of any of h6 wntiverors or my Of its or their affirm, agents or employers as aforesaid, fe Seller hacby ages to assume flue defense therm(and a defend the same ar the Sellers own expense, to pay my ad all costs, charges, anorneys fat and other expenses, my and all judgments that may be incurred by or obtained against the Purchaser or my of its or their offices, agents or employes in such suits or other proceedings, and in case judgment or other lien be placed upon or obtained against the property of the Purchatt, or said panic in or as a result of such suits or other proceedings, me Seller will as once cause the same to be dissolved and discharged by giving bad or otherwise. The, Seller and his conductors shall sake all mfcty precautions, famish and (stall 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 I Imlth Act of 1970 and all rules and regulations issued plasmas flu ao. Revised 07/2014