HomeMy WebLinkAbout455267 INNOTAS - PURCHASE ORDER - 9150650Fort Collins
Date: 01/28/2015
Vendor: 455267
INNOTAS
111 SUTTER ST, STE 300
SAN FRANCISCO CA 94104
PURCHASE ORDER
PO Number Page
9150650 1o1`2
This number must appear
on all invoices, packing
sli s and labels.
Ship To: MIS
CITY OF FORT COLLINS
215 N MASON, 3RD FLOOR
FORT COLLINS CO 80524-4408
Delivery Date: 01/27/2015 Buyer: ED BONNETTE
Note: INNOTAS APPLICATION USER LICENSES PER INVOICE #4631 DATED 1/22/2015.
JANUARY 22,2015 TO MARCH 20, 2016.
Line Description Quantity UOM Unit Price Extended
Ordered Price
t (14) MONTH SERVICE FEE
1/22/15-3/20/16-(9 )ADD'L USER
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@fogov.wrn
1 LOT LS
5,670.00
Total
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. COMMERCIALDETAIIS.
Tax exemptions. By aboard the City of Fort Calf is exempt fmm sate and local taxes. Out Exemption Number is
98-04502. Federal Fxc¢e Tax Exemption Certificate of Registry 84-6000587 is regarding with the Collector of
Internal Revenue, Denver, Colorado (Ref. Colorado Revised Studies 1973, Chapter 39-26, 114 (a)_
Gals Rejected GOODS RD ECTED due to failure to meet sprei fications, either when shipped or due to defects of
damage in transit, may be rmumul to you per credit and are not to be replaced except upon receipt of written
instructions from the City of Fort Collins.
Inspection. GOODS are subject to the City of Fort Collins inspection on arrival.
Final Acceptance. Receipt of the merchandise, services or equipment in rtspoac to this order am result in
authorized paymant on the pan of the City of Fart Collins. However, it is to he understood that FINAL
ACCEPTANCE as depeachmr upon rgmpletion of all applicable caryired inpetion procedures.
Freight Team. Shipments most be F.O.B., City of Fon Collins, 2t10 Wood Sr, Ton Collins, CO 80522, unless
otherwise specified on this order. If permission is given to prepay frd fit and charge sepmatelg the orlg nes) freight
bill most accompany invoice. Additional charges for packing will not ho arapted.
Shipment Distance. Where mannfaconers have distributing points in us pans of the country, shipment is
expected from the oeurest distift, can point to destination, and excess freight will he deducted from Invoice when
shipments are made from greater distance.
Permits. Seller And pmcme at sellers sole cost all nocasary permits, cenificmes and licrnses required by all
applicable laws, regulations, ordinances and roles of the state, municipality, territory or political subdivision where
the work is performed, or nquired by any other duly constituted public authority having mewl cfion over the work
of r.dor. Seller Lure, agrees 10 hold the City of Fear Collin harmless fmm and against all liability and loss
recurred by them by reason of an asserted or established violation of my such laws, regulations, ordinances, roles
and declamations.
Authorization. All panic to this contract agree that the representatives and, in fact, bona fide and possess full and
complete authority to bind said parties.
LIMITATION OF TERMS. This Purchase Order apressly limits acceptance to the terms and conditions stated
herein set forth and any sulmansi nary or additional terms and conditions annexed hereto or incorporated herein by
reference. Any additional or different terms and conditions proposed by sullen arc objected to and hereby rejected.
2. DELIVERY.
PLEASE ADVISE PURCHASING AGENT immediately ifyao cannot nuke complete shipment to active on your
promised delivery dale as noted. Time is order essence. Delivery and performance most be effected within the time
stated on the purchase order and the documents armchcd bureau. No acts of the Purchasers including, without
limitation, acceptance effectual late deliveries, shall operate as a waiver of this prevision. In the event ofany delay,
the Purchaser shall have, in addition to other legal and ryuitable remedies the option ofplacing 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 affairs not favorably foresceable which are beyond its reasonable control and without its fault of negligence,
such acts ofGod, acts ofavil or military authorities, gowns erml priories, fires, strikes, Brood, epidemics, wars or
riots provided cast notice of the conditions causing such delay is given to the Purchaser within five (5) days of the
tune when the Seller first received knowledge thereof In the event of any such delay, the date of delivery shot] be
extended far the period equal to the time amually lost by reason of the delay.
3. WARRANTY.
The Seller warrants that all goods, articles, materials and work covered by this order will conform with applicable
drawings, specifications samples maker other descniptioa given, will he fit for the purposes intended, and
Performed with the highest degree of care and compactors, in accordance with accepted standards for work of a
imilar rulure. The Seller agrea to hold the purchaser, hmmless fmm any lass, damage or expene which the
Forebear may sufferer me= on, account ofthe Sellers breach of wmmnty. The Seller shall replace, repair or make
good, without cost 1m the purchases any def ce, or fouls arising within tom (1) yam a within such longer period of
time m may he prescribW by law or by the hems of my applicable warranty provided by the Seller afer the doe of
acceptance of the goods famished hereunder (acceptance rot to M unreasonably delayed), resulting fmm imperfect
or defective work done or contends fumiahed by the Seller. Acceptance or ere of goods by the Purchaser shall not
constitute a waiver of any claim under this warranty. Except a otherwise provided in this purchase order, the Sellers
liability hereunder shall extend to all damages proximately caused by the breach of any of the foregoing warranties
or gmrantors, but such liability shall in if. 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 purchase, may make change to legal tens by are. change order.
5. CHANGES IN COh1MERCIAL TERMS.
The Purchaser may make any changes to the tens, other than legal demo, including additions d or deletiom form
the quantities originally mcbm d in We specifications of do wings, by verbal or waimen change order. If any such
change affects the amount due or the time of performance hmman , an equitable adjustment shall ho nude.
6. TERMINATIONS.
The Purchaser may at any time by written change order, occurrence this agreement as to any or all portions of the
goods then not shipped, subject to any mli itible adjustment between the parties as to any work or materials then in
progress provided Char the Purchaser shall not be liable for any claims for anticipated profits on the un eriplated
potion of the goods and/or work, for incident 01 consequential damages, and that no such adjustment he nude in
favor of the Sella with respect to any goods which me the Sellers standard stock. No such termination shall relieve
the Purchaser or the Sella of any oftheir obligations as to any goods delivered hereunder.
]. CLAIMS FOR ADJUSTMENT.
Any claim for itak tot mat be aaerted within Wits (30) days from the date the change or manumion is
ordered.
I. COMPLIANCE WITH LAW.
The Seller warrants that all goods sold hereunder shall have ban produced, sold, delivered and famished in strict
compliance with, all applicable laws and regulations to which the goods are subject. The Seller shall execute and
deliver such documents a may be required 1m a@et o1 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
indemnity and hold the Purchaser harmless fmm all costs and damages suffered by the Purchaser as a result of the
Sellers failure to comply with such law.
9. ASSIGNMENT.
Neither party shall assign, transfer, or convey this order, or any monies due or to become due hereunder without the
prior wrinrn commit ofthe other party.
IRTITLE.
The Seller warns full, clear and unrestricted title d the Purchaser for all equipmenl, materials, and is. famished
in performance of this agreement, free and cleat of any and all lidew rtstnctions, reservations, security inmost
encumbrances and claims of mhers.
11. NONWAIVER.
Failure of the Purchaser to insist upon strict performance of the lernew end conditions hereof, fm'lure or delay to
exercise any rights or comedies provided herein or by law, failure to promptly notify the Seller in the event of a
breach the acceptance ofor payment for goods hereunder or approval ofthe design, shall not fella¢ the Seller of
any of the warranties or obligations of this purchase order and shall not be deemed a waiver of any night of the
purchaser to insist upon strict performance hereof or any of its rights or remedies as to any such goods, regardless
of when shipped, received or accepted, as to any prior or subsequent default hereunder, nor adult any purported
am[ modification or rescission of this purchase order by the Purchaser operate as a waiver of any of the terms
hereof.
12. ASSIGNMENT OF ANTITRUST CLAIMS.
Seller and the Pmchsser recognize that in actual n uric practice, overcharges resulting fmm antitrust
violations ate or fact borne by the Purchaser. Theretofore, for good cause and as waidemtion fat executing this
purchase order, the Senn hereby assigns as the Purthasn any and all claims it may cow have or hereafter
acquired under federal or stare antitrust laws for such overcharges relating to the particular goods or services
purchased or acquired by the Purchaser pursuant to this purchase order.
13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS.
If the Purchaser directs the Seller to correct nonconforming or defective goods by a date to be agreed upon by the
Purchaser and the Seller, and the Seller thereafter indicates its inability or unwillingness to comply, the Purchaser
may cause the work to be perfomedd by the most expeditious means available to it, and the Seller shall pay all
costs associated with such work.
The Seller shall release the Purchaser and its contractors of any tier fmm all liability and claims of any cause
moulting from the performance of such work.
This colaase shml apply even in the event of fault of negligence of the pm y released and shall extend to ride
didefors, oRrem and employers of such party.
The Sellers contactual obligations, including warranty, shall not be domed to be reduced, in any way, bnaae
such work is performed or caused to be performed by the Purchaser.
14. PATENTS.
Whenever the Seller is regime] 4, use any design, device, material or process covered by letter, patent, tnulnnark
pydght, the Seller shall indemnify and sme harmless the Purchaser from any and all claims for infringement
bm
y 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 crouch
inGngement at any time during the pranurion or after the completion of the work. In now said equipment. or
any Iran thereof or the intended use of the goods, is in such suit held to comturte infringement and doe ou of
said equipment or pan is enjoined, the Sella shall, at its own expense and at its When, either procure for the
Purchaser the right ro continue using said id uipmrnt or pares, replace the same with subseeptudly equal but
centrifuging equipment, or modify it ao it becomes naninfringing.
15. INSOLVENCY.
If the Seller shall become insolvent or bankrupt, make an assignment for the benefit of creditors, appoint if
or hadee for any of the Sellers property a business, this order may 6Mwith be canceled by the
Purchaser without liability.
to. GOVERNING LAW.
The definitions oftemn used or the interprestion ofthe agreement and the rights of col parties hereunder shall be
command under and gavemed by the laws of ene Sate ofColoado. USA.
The following Additional Conditions apply only in cases when the Seller is to perforra work thermal
im'lef ing the smices of Sallars Repersentariedy, on the prcmisa ofoNers.
12. SELLERS RESPONSIBILITY.
The Seller shall carry, an said work at Sellers own risk until the same is fully completed and accepted, and shall,
in u of any accident, destruction or injury to the work and/or materials before Sellers final compinion and
acceptance, complete the work at Sellers own expense and to the satisfaction of the Purchase. When numerous
and equipment arc furnished by others for installation or erection by the Seller, the Seller shall receive, unload,
store and handle same at the site and become responsible therefor for though such materials and/or equipment
were being famished by the Sellerunder the order.
18. INSURANCE.
The Sallee shall, at his own expense, provide for fie payment of warkrn arnmenowdon, including occupational
disease be fas, d its employees employed on or in connection with the work covered by this P.M. mods,
anNor to their dependents in accordance with the laws of the state in which the work u to be done. The Seller
shall also tarty comprehensive geteed liability inclu m& but nor Insured fired to, contractual and automobile public
liability iauance with bodily injury and chosen limits of at Inner $300,000 for any one person, S500,000 for any
one
accident end property damage limit per accident of S400,OWwise . The Seller shall likerequire his
contractors, if any, to provide for such compensation and insurance. Befnm any ofthe Sellers or his contractors
employees Shall den any work upon the premises of others, the Seller shall famish the Purchaser with a cenifcate
that such compensation and insurance have been provided. Such ambushes shall specify the date when such
compensation and insurance have been provided. Such cenifcates shall specify the date when such compensation
and insurance expires. The Seller farces 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 assuma the entire responsibility and liability for any and all damage, loss or injury of coy kind
r nature whascever W persem or property caused by or resulting fmm the execution ofthe work provided for in
this purchase order or in connection herewith The Seller will indemnify and hold harmless the Purchaser snd any
r all of the Purchasers oficers, agents and employees from and against any mad all claims, losses, damages.
charges rexpenses, whether direct or indirect, and whether to persons or property to which the Purchap r may
he put or subject by reason of any act, action, cigar. omission or default on the pan of the Seller, any of his
contractors, or any of the Sellers or contractors officers, agents or employees. To case any suit or other
proceedings shall be brought against the Purchaser, or its officers, agents or employees at any time on amount or
by reason of any at, action, neglect, emission or default of the Seller of any of his contractors or any of its or
their officers, agents or employees as, aforesaid, the Seller hereby agrees to assume the defense thereof and to
defend the more at the Sellers own expense, to pay any and all cross, charges, Widower fees and other expenses,
any and all judgments that may be incurred by or obtained against the Purchaser or any of is or their officers,
agents or employees in such suits or other proceedings, and in case judgment or other dim be placed upon or
obtained against the property of the Purchase, or said panic in or a a result ofsuch suits or other proceedings,
the Seller will at any cause the same to be dissolved and discharged by giving bond or otherwise. The Seller and
bra comreaors shall take all safety precautions, furnish and iatall all guards necessary for the prevention of
accidents, comply wild all lases and regulations with regard to safely including, but without limitation. the
Occupational Safety and Health Act of 1900 and all Tula and regulation issued parade act thorele.
Revised 02Q014