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HomeMy WebLinkAbout162251 REDFLEX TRAFFIC SYSTEMS INC - PURCHASE ORDER - 9150700Fort Collins Date: 01/30/2015 PURCHASE ORDER Vendor: 162251 REDFLEX TRAFFIC SYSTEMS INC 23751 N 23rd AVE SUITE 150 PHOENIX AZ 85085-1854 PO Number Page 9150700 1e12 This number must appear on all invoices, packing sli s and labels. Ship To: POLICE DEPARTMENT POLICE SERVICES 2221 SOUTH TIMBERLINE ROAD FORT COLLINS CO 80525 Delivery Date: 01/29/2015 Buyer: DOUG CLAPP Note: THIS PURCHASE ORDER IS FOR THE PROCUREMENT OF GOODS AND/OR SERVICES, AS NEEDED DURING THE CURRENT CALENDAR YEAR. DOLLAR AMOUNTS SPECIFIED ARE ESTIMATES AND NOT A PROMISE TO PURCHASE ANY MINIMUM AMOUNT OF SUCH GOODS AND/OR SERVICES. Line Description Quantity UOM Unit Price Extended Ordered Price t BLANKET PO FOR 2015 1 LOT LS 500,000.00 RedLight & Speed Cameras PER 7283 TRAFFIC CAMERA SYSTEM AWARD & CONTRACT. 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: City of Fort Collins Accounting Department PO Box 580 Fort Collins, CO 80522-0580 1wimmmeltri Page 2 of 2 1. COMMERCIAL DETAILS. Tax exemptions. By statute the City of Fart Collins a exempt from same and local taxes. Our Exemption Number is 11. NONWAIVER. 98-04502. Federal Excise Tax Exemption Catra le or Registry 84-6diat is registered with the Collector of Failure of the Purchuer to insist upon strict performance of the terms and coaditions hereof. failure or delay to Internal Revenue, Denver, Colorado (Rd. Colorado Revised Smuts 1973, Chapter 39-26, 114 (a), exervise any rights or mrmalms provided herein or by law, failure to promptly ratify the Seller in the event of a breach, the acceptance arm payment for goods herand r or approval ofthe design, shall no, release the Seller of Goods Rejected. GOODS REIECTED due to failure to meet spadficztims, either when shipped or due to defects of any of Be, warts ,a. or obligations of this purchase area and shall not be dinned a waiver of any right of the damage in transit, maybe resumed to you for credit and are not to be replaced except upon receipt of wrinm purchaser to insist upon strict performance Extractor my of its rights or remedies as to any such goods, regardless interactions; from the City of Fan Collins. of what shipped, teceived or accepted, res to my prim or subsequent defakt hereuvda, nor shall my purported oral modification or rescission of this purchae order by the Purchiset operate as is waiver of any of the rams Impeclion. GOODS art subject o the City of Fort Collins inspection cen arrival, hereof. Final Acceptance. Receipt of the msrthmdise, services in equipment in response a this order can result in 12. ASSIGNMENT OF ANTITRUST CLAIMS. authorized paMe., on the pan of the City or Fort Collins. However, it is to be undersexa t teed FINAL Seller and the Purchzxer recognise that in actual ec is practice, overchrges amultinm g froantitrust ACCEPTANCE is dependent upon complefon ofall applicable rcryiredinspection procedum. violations are in fact home by the Purchaser. Theretofore, forgoodcane and as consideration for executing this purhhase ardor, the Seller hereby assigns to the Pumhascr my and all claims it may now have or hereafter Freight Tema. Shipments must be ROD., City of Fort Collins, 900 Wood St, Fort Collins, CO 80522, unless acquired under federal or slate antitrust laws far such overchmgm relating or the particular goods or sourvices otherwise specified on Nis orde, if pemissian is given to prepay freight mad charge separately, the original freight purefecal or acquired by the Fushun pursuant to this purchase order. bill must accompany, resume. Additional charges for packing will not be neve ded 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. Shipment Distance. Where ....factor. have distubming points in v erwas pans of the comedy, shipment is If the Puncheon directs the Seller to coned nonconforming or defective good by a date to be agreed upon by the expected from the namt disldbe lon in, m denimtioo, and excess frcighl will be deducted foe Invoice when Purchaser road the Sella and the Seiler thereafter indicates its inability or unwillingness to comply, the Pushover shipments me 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 causes associated with such work. Permits. Sella shall procure a1 sellers sole Goer all nexasery permits, rmiGam, and licenses required by all applicable laws, regulations, ordinances and fines of the sate, municipality, January or political subdivision where the work is performed, or required by any other duly constituted public authority having jurisdiction over the work of vendor. Seller further agrees to hold the City of Fort Collins harmless from and against all liability and loss nimmcd by them by mamn of as asserted or established violation of any such laws, regulations, ordinances, roles and reluirementa. Authorization. All panics to this contract agree that the representatives are, in fact, bona fide and possess full and complete authority to bind said panics. LIMITATION OF TERMS. This Ponlime Onler expressly limits acceptance to the terms and conditions seated herein set faith and any supplementary or additional tears and conditions annexed hereto or incorporated herein by reference. Any additional or di Remin terms and conditions proposed by seller are objecmd to and hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately if you caunot make complete shipment to arrive on your promised delivery date as noted Time is of the essence. Delivery and performance must be ff and within the time stated on the pushom order and the documents attached hereto. No acts of the Purchasers including, without limitation, acceptance of panel late delivenes, shall opem,e u a waiver of his provision. In the ,at of any delay, the Purchaser shall have, in addition to other legal and equitable remedies, the option ofplacing this order elsewhere and holding the Seller liable for damages. However, the Seller shall rat be liable for damages as a mull of delays due to causes not reasonably foreseeable which are beyond its reasonable control and without its fault oftw ligmee, such acts of Gad, aces of civil or military author ies, gmvemmerml peonies, fires, strikes, Road, epide noes. wars or hots provided that active of the conditions causing such delay is given to the Purchases within five (5) days of the time when the Seller firsl received kmwledge thereof. In the event of any such delay, the dam of delivery shall be extended for the paned ryml at the tune morally lost by ammo orthe delay. 3. WARRANTY. The Seller warrants that all goods, uncles, aatcnak and weak covered by this order will confmm with applicable drawings, specifications, samples and/or other dacnptions given, will be fit fro the suppose, intended, and Performed with the highest degree of cam and competence in acmNmse with accepted standard for work of a isimilar nature. The Sella agrees to hold the purchaser haemless brain any loss, damage or expense which the purchaser may suRn or incur an mwum of the Sellers branch ofwmanty. The Seller shall replace, repair or make good, without cost to the purchaser, any defects or James arising within one (I) year or within such longer period of time as may be prescribed by law or by the terms of any applicable warranty provided by the Seller after the dare of acceptance of the goods fumishod hereunder (nceptence, not an be unreasonably delayed), resulting from hereabout or defective work done or materials famished by the Seller. Acceptance Or use of goods by the Purchaser shall not constiue a waiver ofany claim under this warranty. Except as 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 guarantees, but such liability shall in no went 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 changes to legal terms by written change order. 5. CHANGES IN COMMERCIAL TERMS. The PUT ucar, nary make any changes to the tane,.,tier don legal terms, including additions to or deletions from the quantities originally ordered in the spmi licatime, or drawings, by verbal err canoe. change order. If say such change offccls the ammmt due or he time ofprfonmce hereunder, as equitable ad machem shall be made. 6. TERMINATIONS. The Purchaser may at any time by written change order, terminate this agreement as to any or all portions of the goods then not shipped, subject to any Mailable adjustment between the parries as to any work or materials than in progress provided that the Purchuer shall not be liable for my claims for anticipated proles on the uncompleted portion of the goods anther work. for incidental or anseluemial damages and that no such adjustment be made in favor of the Seller with mpecuo my goods which art the Sellers standard stock. No such termination shall relieve the Purchrser a, the Seller ofany tribal, obligation as to my goods delivered hereundm. t. CLAIMS FOR ADJUSTMENT. Any claim for adjustment most be msened within thirty (30) days from the date the change or automation is ordered. 8. COMPLIANCE WITH LAW. The Seller warm. that all gmB sold hereuder shall have been produced, sold, delivered and interisland in sane, compliance with all applicable laws and regulations or, which the good am subjen. The Seller shall execute and deliver such documents as may be required to efat or wide. comphianm. All lax, and "uhitions inquired an be incorporated in agreements of this character me, hereby incorporated herein by this reference. The Seller agrees to indemnify and hold the Fuschasa harmless fmm all core and damages suRered by the Purchuer as a result of the Sellers failure to comply with such law. 9. ASSIGNMENT. Neither party shall assign, lumber, or convey this order, or my monies due or to become due hereunder without the prom wrinm consent of the other Entry. 10. TITLE. The Seller warrants full, clear and unrestricted title to the Furehuer far all erluipmrnt materials, ark it. famished in pefomane, of this agreement, free and clam of any and all liens, restrictions, mcrvanons, security intent encumbrances and claims of others. The Seller shall release the Purchaser and its contractors of any tier tram all liability and claims of any nature resulting from the prfmmmce ofsuch work. This release shall apply even in the event of fault of negllgace of the parry released and shall extend to the directors, ofr tiers and employees of such any. The Seller's contractual obligations, including warranty, shall not be deemed to be reduced, in any way, because such work is perfumed o caused to be perfumed by flue Purchaser. 14. PATENTS. Wheneve,the Seller is required to um any design, device, mamnal or room. covered by lane,, paten, trademark wpyright the Seller shall indemnify and save battles, he Purchaser for. any cad all claims for iu['ngemem by reason of the use of such patented design, device, material or process in connection with the contract, and shall indemnify the Puncheon for any cost, expense or damage which it may be obliged to pay by mason of such infringement at any time during the prosecution or after the completion of the work. In case said equipment or any pan thereof or the intended use of the goads, is in such suit held to constitute infringement and the use of said equipment or pan is enjoined, the Seller shall, at its own expense and at its option, tithe procure for the Purchaser the right to continue using said tgiripocal or parrs, tepid. the same with substantially .it but mninGnging equipment, or modify it so it becomes noninfringing. 15, INSOLVENCY. If ,he Seller shall become incandesce or bardmpt, make an acsigrupnt for the bereft of creditors, appoint a absence err trustee for any of the Sellers popery or business, skis maker may forthwith be capeled by the Parretti without liability. 16. GOVERNING LAW. The definitions of men used m the inrerprelation of the agreement and the rights of all panics hareuMer shall be construed under and governed by the laws ofthe Suite of Colorado, USA. The following Additional Conditions apply mly in cases when, the Seller is to perform work hertmder, including the services orS,11,. Repres maritee(s), on the premises of others. T. SELLERS RESPONSIBILITY. The Sella shall carry on aid work at Sidles we risk until the same is rally completed and acre ume, and shall, in case of any accident, destruction or injury to the work andlor materials bef Selkts final completion and acceptance, complete the work at Sclkls own expense and to the satisfaction of the Puncheon. When materials and equipment arc furnished by others for installation or erection by the Sella, the Seller shall receive, unload store and handle tame at the site and become responsible therefor as though such materials =Nor c impmcrt 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 the work covered by this purchase order, maker to their dependents in accoakmce with the laws of the state in which the work is to be done. The Seller shall also carry comprehensive general liability including, but not limited to, contractual and automobile public liability insurance with bodily injury and death limits area least $300,000 for any one person, S500,000 for any are accident and property damage limit per accident of $400,000, The Seller shall likewise require his contractors, it 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 Purchuer with a certificate that such compensation and insurance have ben provided. Such certificates shall specify the date when such compensation and insurance have been provided. Such certificates shall specify the date 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 Seller hereby nssumea the entire respasibility and liability for any and all damage, lass or injury of may kind or nature whatsm er to scream or property caused by or resulting frothe execution narrow work provided far in this purchase order or in connectionm ro herewith. The Seller will indemnify and hold homdess the Purchaser and my r all of the Purchasers o?cers, agenu and employes from and aShow any and all claims, losses damages, charges or expenses, whether direct or indirect and whether a persons or properly to which the Purtbase may be put or subject by mason of my act, moan, neglect radiation or defmll on the not of ibe Sella, my of his ontrtom, or my of the Seller or contractors officers, agents or employees. In case my suit m otha proceedings shall be brought Wool the Purchaser, or is olBcas agents or employees at my time an account or by reason of my act, action, neglect, omission or &feel, of the Seller of any of his conmc,ors or may of its or their officers, agents or employe as aforemid, rate Seller hereby agrees to assume the defense themf and to defend the more at the Sellers awes expense, to pay any and all casts, charges, anomeys fees ink other expenses, my ark all judgments that may be incurred by or obtained author the Purchase or my of is or their officers, agents or employees in such suits or other proceedings, and in case judgment or other Jim be placed upon m obtained against the property refuse Purchaser, or said panties in or as a result of soh suits or other proceedings, the Sella will at one auu the same in be dissolved and discherrgal by giving bond or otherwise. The Seller and his cotit... shall take all mfny concentrate, fiunish and imall all guard na., far the pmention of accidents, comply with all laws aM regulations with regard to safety including, but without limitation, the Occupational Safety ark Heath Act of 1970 and all roles and cuplatiom issued purchased theme. Revised 07n014