|
°URCHASE CRDER TERMS AND CONDITIONS
<br /> t. Cffer/Acceptance. If this purchase order refers to your bid or 7. Warranties. All provisions and remedies of :..e Uniform
<br /> proposal, then this purchase order is an ACCEPTANCE of your Commercial Code relating to both implied and excressec Narranties
<br /> CFFER TO SELL in accordance with the terms and conditions of the are herewith referred to and made a part of these Terms and
<br /> IFB/RFP, as stated in your bid. If no bid or proposal is referenced, Conditions and are in addition to any warranties stipulated in the
<br /> the purchase order is an OFFER TO BUY, subject to your specifications.
<br /> acceptance, which must be demonstrated by either your
<br /> performance of the purchase order or by a formal ackr1cwledgment 3. Inspection and Acceptance. Final acceptance is dependent
<br /> in writing. Any COUNTER-OFFER TO SELL is automaticaily upon completion of all applicable inspection procedures. Should the
<br /> construed as a CANCE-LLATICN of this purchase order unless a products or services fail to meet any inspection requirements the
<br /> change order is issued accepting a counter-offer. In the event State may exercise all of its rights, including those provided in the
<br /> vendor form(s) or part(s) of forms are included in, or as an Uniform Commerciai Code. In the case of services. the State
<br /> attachment to, any bid, proposal, offer, acknowledgment, or reserves the right to inspect services provided under this contract at
<br /> all reasonable times and piaces. "Services" as used in this clause
<br /> otherwise, vendor agrees that, in the event of inconsistencies or includes services performed or tangible material produced or
<br /> contradictions, the terms and conditions of,he solicitation document delivered in the performance of services. If any of the services do
<br /> and this purchase order shall supersede and control over those not conform with purchase order requirements, the State may
<br /> contained in the vendor's form(s) regardless of any statement to the require the vendor to perform the services again in conformity with
<br /> contrary in a vendor. form(s). Unless the purchasing agent purchase order requirements, with no additional payment. When
<br /> specifically agrees in writing through overt reference or other defects in the quality or quantity of service cannot be corrected by
<br /> express written indication of assent, terms and conditions on vendor re-performance, the State may (1) require the vender to take
<br /> forms regarding choice of law, venue, warranty disclaimer or necessary action to ensure that the future performance conforms to
<br /> exclusion, indemnification or limitation of liability shall be of no purchase order requirements and (2) equitably reduce the payment
<br /> effect. due the vendor to reflect the reduced value of the services
<br /> performed. These remedies in no way limit the remedies available
<br /> to the State in the termination provisions of this purchase order, or
<br /> 2. Safety Information. All chemicals, equipment and materials remedies otherwise available at law.
<br /> proposed and/or used in the performance of this purchase order
<br /> must conform to the standards required by the William-Steiger 9. Cash Discount. The cash discount period will start from date of
<br /> Occupational Safety and Health Act of 1970.Bidders must furnish all receipt of acceptable invoice, or from date of receipt of acceptable
<br /> Material Safety Data Sheets (MSDS) for any regulated chemicals, products/services at the specified destination by an authorized
<br /> equipment or hazardous materials at the time of delivery. agency representative,whichever is later.
<br /> 3. Changes. The vendor agrees to furnish the products and/or 10. Taxes. The state agency, as purchaser, is exempt from all
<br /> services in strict accordance with the specifications, and at the price federal excise taxes under Chapter 32 of the Internal Revenue Code
<br /> set forth for each item.Nothing in the purchase order may be added (No. 84-730123K]and from all state and local government use taxes
<br /> to, modified, superseded or otherwise altered except in writing [C.R.S. 39-26-114(a) and 203, as amended]. Tax exempt numbers .
<br /> signed by an authorized representative of the state agency for the specific state agency may be found elsewhere in this
<br /> purchasing office and acknowledged by the vendor. Each shipment document. Vendor is hereby notified that when materials are
<br /> received or service performed shall be only upon the terms purchased for the benefit of the State, such exemptions apply
<br /> contained in the purchase order, notwithstanding any terms that may except that in certain political subdivisions (for example - City of
<br /> be contained in any invoice or other act of vendor other than Denver)the vendor may be required to pay sales or use taxes even
<br /> acknowledgment of a written change order to the purchase order. though the ultimate product or service is provided to the State.
<br /> 4. Delivery. Unless otherwise specified, in the solicitation or in this These sales or use taxes will not be reimbursed by the State.
<br /> order, delivery shall be F.O.B. destination. In its acceptance of any 11. Prompt Payment. State law and regulations provide that
<br /> quotation offer, the state agency is relying on the promised delivery vendors will be paid within forty-five days after receipt of products or
<br /> date, installation, or service performance as material and basic to its services and a correct notice of amount due, unless otherwise
<br /> acceptance. In the event of vendor's failure to deliver or perform as agreed to by contract or special conditions of the purchase order. A
<br /> and when promised,the state agency reserves the right to cancel its State liability not paid within forty-five days is considered delinquent
<br /> order, or any part thereof, without prejudice to its other rights, and and, unless otherwise agreed to, interest on the unpaid balance
<br /> vendor agrees that the state agency may return all or part of any shall be paid beginning with the forty-sixth day at the rate of one
<br /> shipment so made, and may charge vendor with any loss or percent per month on the unpaid balance until paid in full.A liability
<br /> expense sustained as a result of such failure to deliver or perform as shall not arise if a good faith dispute exists as to the agency's
<br /> promised. Time is of the essence. obligation to pay all or a portion of the liability.Vendors shall invoice
<br /> the State separately for interest on delinquent amounts due. The
<br /> 5. Rights In Data, Documents, and Computer Software or Other billing shall.reference the delinquent payment, the number of days
<br /> Intellectual Property(State Ownership). Unless otherwise agreed interest to be paid and the applicable interest rate. [Ref. Sec 24-30-
<br /> in writing, any software, research, reports, studies, data, 202(24),C.R.S.,as amended.]
<br /> photographs, negatives or other documents, drawings or materials
<br /> delivered by vendor in the performance of its obligations under this 12.Vendor Offset. Pursuant to CRS 24-30-202.4, as amended, the
<br /> purchase order shall be the exclusive property of the State. The State Controller may withhold payment for debts owed to state
<br /> ownership rights described herein shall include, but not be limited to, agencies under the vendor offset intercept system for: (a) unpaid
<br /> the right to copy, publish, display,transfer, prepare derivative works, child support debt or child support arrearages; (b) unpaid balance of
<br /> or otherwise use the works. tax, accrued interest, or other charges specified in Article 21, Title
<br /> 39. CRS; (c) unpaid loans due to the Student Loan Division of the
<br /> 6. Quality. The State will be the sole judge in determining "equals" Department of Higher Education; (d) owed amounts required to be
<br /> with regard to quality, price and performance. All products delivered paid to the unemployment compensation fund; and (a) other unpaid
<br /> shall be newly manufactured and of the manufacturer's current debts owing to the state or any agency thereof,the amount of which
<br /> model,unless otherwise specified. is found to be owing as a result of final agency determination or
<br /> reduced to judgment as certified by the State Controller.
<br />
|