Allentown Housing Authority - Opening Doors for the Community

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Allentown Housing Authority
1339 W Allen Street Allentown, PA 18102
Phone: 610-439-8678
TDD: 610-439-1586

PURCHASE ORDER TERMS AND CONDITIONS

These General Terms and Conditions ("Terms") shall govern all purchases, made by a Purchase Order by the Allentown Housing Authority ("Housing Authority" or "Purchaser") from any person or entity ("Vendor") and all Vendors shall be subject to the following terms and conditions.

  1. INCORPORATION OF TERMS:

    The Terms and Conditions set forth herein are expressly incorporated into any Purchase Orders issued by the Housing Authority to a person or entity from whom the Housing Authority is requesting to purchase goods or services. Any acknowledgement which contains terms and conditions in addition to or inconsistent with the following shall not be binding upon the Housing Authority unless acceptance thereof is made in writing by the Housing Authority.
  2. CONTACT:

    Vendor's point of contact at the Housing Authority shall be the Procurement Officer, or other person as designated by the Housing Authority.
  3. CANCELLATION:

    Purchaser reserves the right to cancel this order in whole or in part if delivery is not made in accordance with all the terms of this order.
  4. CHANGES:

    Purchaser shall indemnify Vendor against any loss caused by Purchaser's cancellation or changes in quantity, specifications, or time of performance, unless caused by Vendor's own acts.
  5. COMPLIANCE WITH LAWS:

    Vendor shall comply with all applicable federal, state and local laws and any rules, regulations and orders issued under such laws, including but not limited to, labor standards acts, anti-kickback acts, wages and hours provisions, workers' compensation requirements, the Rehabilitation Act of 1973, Title VII of the Civil Rights Act of 1964, the Occupational Safety and Health Act, and any requirements of the Pennsylvania Department of Labor and Industry and Pennsylvania Department of Environmental Protection, including with respect to accident prevention and health safeguards.
  6. DELIVERY AND INSURANCE:

    All materials must be delivered to the designated delivery point, as specified by Purchaser, with all transportation charges prepaid. Any insurance on orders shall be at Vendor's expense. Delivery shall occur between 8 a.m. and 3 p.m., with no Saturday, Sunday or Holiday deliveries. Vendor shall acknowledge this Purchase Order promptly, and accompany each delivery with a packing slip or memo showing Purchase Order number and materials furnished. If any item on the order is a hazardous chemical, as defined under 29 CFR § 1910.1200, Vendor shall provide a Materials Safety Data Sheet for each hazardous item with the shipped container and also include one copy with the invoice.
  7. DELAYS IN DELIVERY:

    Delays in delivery caused by any bona fide strikes, government priority or requisition, riots, fires, sabotage, acts of God, or any other delays deemed by Purchaser to be clearly and unequivocally beyond Vendor's control will be recognized by Purchaser. Vendor may be relieved of the responsibility of meeting the delivery time as stipulated in the Purchase Order upon Vendor's filing with Purchaser just and true statements requesting an extension of delivery, signed by Vendor and giving in detail all the essential circumstances which upon verification by Purchaser may be granted. The request of extension must be filed with the Procurement Officer or designee no later than seven calendar days prior to the actual delivery date. Failure to file this request for delivery extension shall render Vendor liable for the difference between the "Open Market" and the contract price and other costs, as applicable, under the uniform commercial code.
  8. LATE SHIPMENTS:

    Vendor is responsible for notifying the Procurement Officer or designee of any late or delayed shipments. Purchaser reserves the right to cancel all or any part of an order if the shipment is not made as promised.
  9. INSPECTION AND REJECTION:

    Material must be properly marked. Packages must be marked plainly with shipper's name and Purchase Order number. Damaged material will not be accepted. Articles furnished under this order shall be subject to inspection and acceptance at Purchaser's destination anytime within 10 days after delivery. Defective articles will be rejected and charged back to Vendor. Rejected articles shall be returned to Vendor at its expense. Vendor shall pay all shipping charges on return and replacement of rejected articles.
  10. ASSIGNMENT OR SUBCONTRACT:

    Vendor shall not subsequently assign its obligations under the applicable Purchaser Order without written consent of Purchaser having first been obtained. Vendor assumes full liability for all acts and omissions of any subcontractor or of anyone employed directly or indirectly by either Vendor or its subcontractor, and this liability shall be in addition to any other legal liability of Vendor. Neither the approval nor the endorsement of Purchaser nor anything contained in the Purchase Order, Terms, or any other documents shall be construed as creating any contractual relationship between any subcontractor and Purchaser. Subcontractors must provide a certificate of insurance to the Housing Authority with the same provisions as prime contractors.
  11. INDEMNITY:

    Vendor shall indemnify and hold harmless Purchaser from and against any claims, injuries, damages, or losses, including attorney's fees and litigation expenses, arising out of the performance of Vendor. TO THE FULLEST EXTENT PROVIDED BY LAW, CONTRACTOR SHALL INDEMNIFY, DEFEND AND HOLD HARMLESS THE AUTHORITY, ITS BOARD OF COMMISSIONERS, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SERVANTS, ASSIGNS AND AFFILIATES (HEREINAFTER "INDEMNIFIED PARTIES") FROM AND AGAINST ANY AND ALL SUITS, ACTIONS, CLAIMS (ACTUAL OR THREATENED), DAMAGES, LIABILITIES, LOSSES, FINES, PENALTIES, DIMINUTION IN VALUE, AND EXPENSES, INCLUDING BUT NOT LIMITED TO LEGAL FEES (INCLUDING THOSE INCURRED TO ENFORCE THE INDEMNIFIED PARTIES' RIGHT TO DEFENSE AND INDEMNITY HEREUNDER), COSTS OF INVESTIGATION AND SURVEILLANCE, MEDICAL TREATMENT, EXPERT WITNESS FEES, TRAVEL AND ACCOMMODATIONS, FILING FEES AND ALL OTHER ASSOCIATED COSTS, WHETHER OR NOT INVOLVING A THIRD PARTY CLAIM, ARISING OUT OF OR IN ANY MANNER CONNECTED TO THE ACTS OR OMISSIONS OF CONTRACTOR AND ITS AGENTS, SERVANTS, EMPLOYEES, SUBCONTRACTORS OR ANYONE DIRECTLY OR INDIRECTLY EMPLOYED BY IT OR FOR WHOSE ACTS OR OMISSIONS IT MAY BE LEGALLY LIABLE, REGARDLESS OF WHETHER OR NOT SUCH DAMAGES, LIABILITIES, LOSSES, FINES, PENALTIES, DIMINUTION IN VALUE AND EXPENSES ARE CAUSED IN PART BY THE INDEMNIFIED PARTIES.
    1. The defense and indemnification includes all costs incurred by the Authority associated with compliance with any subpoena(s) for documents, sworn testimony or for any other purposes relating to this Agreement including, but not limited to, then-existing standard fees for consulting, deposition and trial testimony and all expenses related thereto. Costs further include, but are not limited to, hourly personnel charges, transcript costs, filing fees, witness fees, telephone charges, postage, delivery service fees, travel and accommodations, expert witness fees, advice of counsel and all other reasonable associated costs.
    2. Contractor expressly agrees that this Article shall apply regardless of the legality or compliance of the conduct of Contractor, its agents, servants, employees, representatives, contractors, invitees or Contractor under or with any law, including without limitation the terms herein, and Authority's Rules and Regulations, minimum standards and directives.
  12. INSURANCE:

    Work must NOT proceed unless an up-to-date "Certificate of Insurance" is on file in the Housing Authority Office. Vendor must carry the following policies with applicable limits:
    1. Workers' Compensation Insurance in the minimum amount of $100,000 bodily injury by each accident, $500,000 bodily injury by disease and $100,000 bodily injury be disease each employee;
    2. Commercial General Liability Insurance in the minimum amount of $2,000,000 each occurrence; $2,000,000 Advertising and Personal Injury Limit; $2,000,000 General Aggregate per Location/Site; $2,000,000 Products and Completed Operations Aggregate; $50,000.000 Fire Damage Legal, any one fire; and $5,000 Medical Payments.
    3. Automobile liability insurance coverage for owned, non-owned, and hired autos with a limit of not less than $1,000,000 each occurrence;
    4. Commercial Umbrella/Excess Insurance with the following minimum limits: $5,000,000 Per Occurrence, $5,000,000 General Aggregate, $5,000,000 Products/Completed Operations Aggregate.
    Vendor may obtain further clarification of these insurance requirements from the Procurement Officer.
  13. LIQUIDATED DAMAGES:

    Vendor is responsible for completing the project or supplying the materials within the time frame established in the Purchase Order unless written requests for time extension are authorized in writing by the Procurement Officer or designee. If the work is not completed by the contract delivery date or performance date, Vendor shall be liable for liquidated damages resulting from such unexcused delays. Damages will be assessed according to a formula that is reasonable in light of the harm caused by default/act/omission.
  14. LOSS AND DAMAGED SHIPMENTS:

    Risk of loss or damage to items prior to the time of their receipt and acceptance by Purchaser is upon Vendor. Purchaser has no obligation to accept damaged shipments and reserves the right to return at Vendor's expense damaged merchandise even though the damages were not apparent or discovered until after receipt of the items.
  15. PACKAGING:

    Materials shall be clearly labeled and packaged according to industry standards. Improper packaging, which may cause materials loss, damage, or delay, shall be the liability of Vendor.
  16. PATENTS:

    Vendor hereby guarantees that the sale or use of the products described herein will not infringe any patent, copyright or trademark.
  17. WITHHOLDINGS:

    Purchaser reserves the right to withhold 10% of this purchase order price pending completion, inspection and acceptance by the Procurement Officer or designee.
  18. PAYMENT FOR CONTRACT PERFORMANCE:

    Upon the complete performance pursuant to the Purchase Order by Vendor, and after the acceptance of said performance by Purchaser, Purchaser shall pay to Vendor any balance then remaining due and payable under the Purchase Order and Terms for said work, material, services, items, supplies or equipment.
  19. PRICE:

    No order shall be executed at higher prices than previously quoted or charged without first advising Purchaser, who reserves the right to refuse to accept or pay for any amount over that shown on order. Prices quoted are to be firm and final. All prices quoted shall be net and shall reflect any available discount except for discounts for timely payment. All shipping and packing charges are the responsibility of Vendor. C.O.D. shipments will not be accepted unless otherwise agreed to in writing by the Procurement Officer or designee.
  20. NON-DISCRIMINATION:

    Provisions of Executive Order 11246, prohibiting discrimination because of race, color, sex, religion or national origin, are incorporated herein by reference, and Vendor agrees that no person shall be excluded from participation in, denied the benefits of, or otherwise be subjected to discrimination as related to the fulfillment of goods or services sold to Purchaser on the grounds of race, color, sex, or national origin.
  21. WARRANTIES:

    By acceptance of this order Vendor expressly warrants that the articles delivered under this order shall be free from defects in workmanship, materials or fabrication, shall, where design is Vendor's responsibility, be free from defects in design; shall comply with the requirements of this order and any drawings, design or specifications referred to herein; shall be fit and sufficient for the purpose, if any, disclosed in this order or otherwise made known to Vendor; and shall not infringe any intellectual property rights of any other party.
  22. AMERICANS WITH DISABILITY ACT:

    Vendor agrees that it will comply with all applicable requirements of the Americans with Disability Act of 1990, 42 U.S.C. § 12101, et seq.
  23. TAX EXEMPTION:

    Pursuant to 35 P.S. §1563, Purchaser is exempt from Pennsylvania Sales Tax.
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