Uniform Terms and Conditions for Purchase Orders
- Seller provides the following terms and conditions (“T&C”) to apply to this Purchase Order (“PO”) for Seller’s products, goods and/or materials .The following terms and conditions (“T&C”) will apply without exception to this PO and any and all sales by Seller to the customer named herein (“Buyer”). By its execution and/or acceptance of this PO electronic or otherwise, Buyer unconditionally and irrevocably accepts these T&C which shall not be waived, modified or amended without the express written consent of Seller’s President or Executive Vice-President. Terms and conditions contained within any other document or agreement issued by Buyer, whether conflicting with the T&C hereof or not, shall be of no force and effect. Any documents that Buyer may use including, but not limited to, purchase orders or sales acknowledgement forms shall be deemed to be for the administrative convenience of Buyer only, and this PO shall supersede and take precedence over any of Buyer’s terms and conditions that may be contained on any such forms.
- Buyer acknowledges and agrees that any Purchase Order/Agreement issued by Buyer is not valid for any order from Seller since the Order is based on Seller’s product standards only. Any plans, specifications, details, descriptions, drawings, documents, terms, and/or conditions not specifically created by Seller or referred to in this PO are not a part hereof and are not binding upon Seller. The specifications as detailed or referenced in this PO as well as any speifications created by Seller shall govern in all instances. It is solely Buyer’s responsibility to verify that any and all applicable product and/or insurance codes and/or ordinances, whether stated on the front of this PO or not, are correct,, complied with, observed and obeyed. Buyer understands and agrees that the foregoing items are outside of the scope of the Seller’s knowledge and that Seller assures only that the products delivered by Seller will meet specific requirements as stated in the PO.
- Seller may initiate and Buyer may request changes to the products ordered noted in this PO. If Seller is willing to comply with Buyer’s requested changes, Seller
will indicate its willingness by preparing a written change order delivered to Buyer using Buyer’s contact information set forth in this PO. Buyer expressly agrees that, if any changes result in added costs of any kind, then Buyer shall bear sole responsibility for such additional costs and the fabrication and delivery time will be extended as determined by Seller in its sole discretion. Buyer agrees any clarification or change order issued by Seller shall be deemed an amendment to this PO unless, within 2 days following the date of such change order, Buyer delivers its written objections thereto to CEO.
- Either party may cancel this PO by giving written notice to the other party within 7 days from the date on this PO. In the event of such cancellation, Buyer agrees to pay Seller for any and all costs and damages occasioned thereby, including, but not limited to, Seller’s expenses of order processing, engineering, detailing, purchase of material, fabrication and applicable incidental and lost profits damages. Additionally, if Seller believes that Buyer’s performance on this PO is substandard or if Seller receives communication from an owner, contractor, subcontractor or any other third party (collectively “third party”) regarding Buyer’s lack of performance on the project covered by this PO, Buyer agrees and consents to allow Seller to communicate directly with any such third party and further agrees that Seller may immediately cancel this PO, and Buyer shall pay Seller any and all damages in accordance with these T&C.
- As soon as the products ordered are ready for delivery to Buyer, Seller will send notification to Buyer and inform Buyer as to the date(s) on which Seller will tender delivery of the products.. Notwithstanding anything to the contrary in this PO or otherwise, title to the products sold by Seller to Buyer shall not pass from Seller to Buyer until the products are shipped from Seller’s facilities by Seller or, when Seller uses a common carrier, when Seller tenders the products ordered to a common carrier for delivery to the Buyer. No product in the possession of Seller shall be deemed to be identified to any contract between Buyer and Seller and title shall remain with Seller as to all materials and goods until shipped from Seller’s facilities or, when Seller uses a common carrier, when tendered to a common carrier. Buyer waives any rights to such goods and agrees not to assert any claim for replevin or similar claim to obtain possession of the products sold. As an accommodation to Buyer, Seller may arrange for shipping of the Products to Buyer’s designated jobsite. Buyer agrees to reimburse Seller for all shipping costs. If Buyer desires to make its own arrangements for shipping, it must notify Seller not less than 30 days prior to the scheduled shipment date. If Buyer fails or refuses to take delivery on the date specified by Seller, then Seller may, in its sole discretion, invoice Buyer for the full price of the Products or for that portion of the Products that is ready for delivery. Additionally, Buyer shall reimburse Seller for the cost of storing such materials and transporting the materials to a storage facility, including spotting, switching, drayage, demurrage, transportation and all other costs incurred and will assume the risk of any and all damages or deterioration to the materials while in storage, including but not limited to cost of repainting. Seller expressly reserves the right, in its sole discretion, to divide this PO into separate shipments and invoice such shipments separately. If Buyer delays the delivery or otherwise delays this PO in any fashion, the purchase price may be adjusted by Seller, in its sole discretion, to reflect any price increase(s) that Seller may put into effect, which Buyer shall immediately pay upon demand.
- Buyer acknowledges and agrees that it will inspect the goods and/or materials reflected in this PO immediately upon delivery. Seller shall not be liable for any claim of shortage of materials unless notified of such claim by Buyer in writing upon delivery of the applicable materials. If Seller receives timely written notice from Buyer for claimed shortage of materials, Buyer agrees that Seller’s resolution of such claim shall be final. Any claim that materials are defective or nonconforming in any respect or any rejection of materials for being nonconforming under the requirements of this PO must be made in writing within 24 hours after delivery of the materials. Buyer must include in the notice the basis of the alleged non-conformity and the description of that portion of the shipment being rejected within the time frames referenced above (which Buyer agrees and stipulates is a reasonable time). Failure to timely furnish any aforementioned written notice will constitute acceptance of the goods and/or materials and will irrevocably bar any claims for which notice was required. Seller may have an agent inspect the materials for non-conformity. In the event that such materials are determined to be nonconforming,
- Payments under this PO shall be at such place as directed by Seller.. Unless specifically enumerated, the price(s) and/or amount(s) reflected on the
PO does not include the cost of performance bonds, payment bonds, or federal, state or local taxes including, but not limited to, excise, privilege, occupation,
value added, use or sales taxes. Any of these items or amounts that Seller may be required to pay or collect under existing or future laws, including, without limitation, taxes payable upon or with respect to the sale, purchase, delivery, storage, processing, use, consumption or transportation of any of the Products and materials covered hereby, shall be for the account of Buyer and shall be included on Seller’s invoice(s) to Buyer and shall be due and paid in accordance with the terms and conditions herein. If Buyer asserts the purchase of the Products is exempt from sales tax, Buyer must immediately furnish Seller’s Tax Department a valid tax exemption certificate. Buyer agrees to be bound by Seller’s determination of the validity of any tax exemption certificate. Seller reserves the right to reject any and all tax exemption certificates presented to Seller after shipment of the Products. Notwithstanding any other agreement to the contrary, Seller reserves the right, prior to making any shipment, to require from Buyer satisfactory security for the payment of all taxes, costs and charges payable by Buyer. In Seller’s sole discretion, all orders shall either be pre-paid or cash payable on delivery. Buyer agrees to furnish Seller with a true, accurate and complete legal description of any property on which the Products are to be delivered.. Buyer’s entity type(s), state of organization/principal residence, organizational identification number,federal taxpayer identification number(s) and/or social security number(s) and any other information requested by Seller. All credit terms shall be established in the sole discretion of Seller’s Credit Department and such credit terms can be revoked by Seller’s Credit Department at any time. Seller, in its sole discretion, may invoice Buyer for this sale and all material associated with this sale at the time of order,or shipment. Except as otherwise agreed in writing, all sums owed by Buyer to Seller with respect to this sale are due and payable upon the date of invoice. If Buyer fails to fulfill the terms of payment applicable hereto, Seller may defer further shipments, and/or in its sole discretion, cancel the unshipped balance of any unfilled orders. Seller may assign its right to receive from Buyer any payments called for hereunder at any time on upon notification to Buyer as to the assignee for receipt of such payments. If Buyer is in default of this PO or any other agreement with Seller and/or Seller’s affiliates, Seller shall have the right, in addition to all other rights stated herein, as well as in law or at equity, to withhold delivery and demand adequate assurances of Buyer’s ability to perform Buyer’s obligations. Buyer specifically agrees with Seller that any invoiced sum that has not been paid by Buyer within 30 days from the date of invoice shall bear interest at a rate of 18%, but in no event greater than the maximum rate for which Seller and Buyer could lawfully contract with respect to such payment under applicable law. Additionally, if an invoice becomes past due, is placed in the hands of an attorney for collection or if this PO is relevant to any other dispute(s) between the parties, in addition to any other claims, defenses, amounts and/or damages asserted or recovered by Seller, Buyer agrees to pay Seller any and all reasonable and necessary attorneys’ fees and costs incurred in any such dispute(s) and/or proceeding(s), together with interest, expenses, costs and any other charges. Costs incurred in the collection of sums include, without limitation, copying and mailing expenses, lien fees, lost management time, inspection expenses and expert witnesses’ expenses in addition to taxable costs incurred in litigation
- LIMITATIONS OF WARRANTIES AND DAMAGES– Any warranty is non-assignable and non-transferable. DISCLAIMER OF IMPLIED WARRANTIES-SELLER MAKES NO WARRANTY OR REPRESENTATION OF ANY KIND WITH RESPECT TO THE PRODUCTS AND ANY AND ALL IMPLIED WARRANTIES ARE EXPRESSLY EXCLUDED AND DISCLAIMED INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND ANY AND ALL LIABILITY, WARRANTIES AND REPRESENTATIONS REGARDING, PAST, PRESENT OR FUTURE., IT IS EXPRESSLY UNDERSTOOD AND AGREED THAT SELLER’S MAXIMUM AGGREGATE LIABILITY TO BUYER OR ANY THIRD PARTY, INCLUDING, WITHOUT LIMITATION, ANY SUBSEQUENT PURCHASER, WHETHER IN AGREEMENT, UNDER ANY WARRANTY, IN TORT (INCLUDING NEGLIGENCE), IN STRICT LIABILITY OR OTHERWISE SHALL NOT EXCEED THE RETURN OF THE AMOUNT OF THE PURCHASE PRICE ACTUALLY PAID BY BUYER TO SELLER WITH RESPECT TO THE PRODUCTS DELIVERED. ACCORDINGLY, BUYER AGREES TO ASSUME THE RESPONSIBILITY FOR INSURING AGAINST OR OTHERWISE BEARING THE RISK OF ANY AND ALL GREATER DAMAGES. UNDER NO CIRCUMSTANCES SHALL SELLER BE LIABLE FOR ANY SPECIAL, INCIDENTAL, LIQUIDATED, CONSEQUENTIAL, EXEMPLARY, PUNITIVE, DELAY, COST OF COVER OR BACK-CHARGE DAMAGES, EVEN IF SELLER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. UNDER NO CIRCUMSTANCES SHALL SELLER BE LIABLE FOR, INCLUDING, BUT NOT LIMITED TO, PERSONAL INJURY, PROPERTY DAMAGE, DAMAGE TO OR LOSS OF EQUIPMENT, LOST PROFITS OR REVENUE, LABOR COSTS AND EXPENSES, COSTS OF RENTING EQUIPMENT AND OTHER ADDITIONAL EXPENSES, EVEN IF SELLER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SELLER WILL NOT BE LIABLE FOR ANY DAMAGES, LOSSES OR EXPENSES AS A RESULT OF BUYER’S (OR ANY OTHER PARTY’S) NEGLIGENCE, WHETHER DEEMED ACTIVE OR PASSIVE AND WHETHER OR NOT ANY SUCH NEGLIGENCE IS THE SOLE OR CONTRIBUTING CAUSE OF ANY SUCH DAMAGE, LOSS OR EXPENSE. BUYER ACKNOWLEDGES THAT THE PRICING OF THE PRODUCTS AND/OR SERVICES TO BE PROVIDED BY SELLER PURSUANT TO THIS PO REFLECTS THE INTENT OF THE PARTIES TO LIMIT SELLER’S LIABILITY AS PROVIDED HEREIN. ANY ACTION, CLAIM OR PROCEEDING RELATING TO THIS PO OR THE TRANSACTIONS CONTEMPLATED BY THIS PO MUST BE BROUGHT WITHIN 2 YEARS AND 1 DAY FOLLOWING THE ACTION OR EVENT GIVING RISE TO SUCH ACTION, CLAIM OR PROCEEDING. BUYER AGREES TO USE ITS BEST EFFORTS TO MITIGATE ANY DAMAGES SUSTAINED BY BUYER, OWNER(S) OR ANY THIRD PARTIES PURSUANT TO OR IN CONNECTION WITH THIS PO. NOTWITHSTANDING THE FOREGOING, THE DISCLAIMER OF WARRANTIES AND/OR THE DISCLAIMER AND/OR LIMITATION OF DAMAGES WILL NOT BE DEEMED TO DISCLAIM LIABILITY SPECIFICALLY IMPOSED ON SELLER BY STATUTE OR REGULATION, TO THE EXTENT SUCH LIABILITY CANNOT BE WAIVED OR DISCLAIMED. SOME JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OF IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE DISCLAIMERS OR LIMITATIONS SET FORTH HEREIN MAY NOT FULLY APPLY TO BUYER. TO THE EXTENT THAT THE DISCLAIMERS AND/OR LIMITATIONS SET FORTH HEREIN ARE NOT FULLY ENFORCEABLE UNDER APPLICABLE LAW, BUYER MAY HAVE OTHER LEGAL RIGHTS, WHICH VARY FROM JURISDICTION TO JURISDICTION. Buyer acknowledges its responsibility to determine the intended use of the products ordered, its appropriateness for all uses, applications and loads to be encountered, including but not limited to, live load, wind load, snow/ice load, water load, collateral and auxiliary loads, as well as its appropriateness for drainage systems/requirements, and compliance with the requirements of all governing code bodies, statutory and regulatory agencies. Buyer acknowledges that the Seller is only a Supplier, of goods and is in no way responsible for the use, installation and/or application of the goods and/or materials covered hereunder. Buyer acknowledges that it is not unconscionable under the commercial circumstances hereof to limit the award of consequential damages as contemplated by this PO. Except for the obligations of Seller under “Warranty,” all responsibility of Seller for the products ordered ceases upon delivery thereof by to Buyer.
- ACCEPTANCE OF MATERIALS – Buyer also acknowledges. agrees and stipulates that installation of materials shall unequivocally constitute irrevocable acceptance of materials.
- FORCE MAJEURE-Under no circumstances shall Seller be liable in any way to Buyer, building owner and/or any other party for water intrusion or the existence_of_moisture occurring prior to delivery or existing thereafter or any possible effects resulting therefrom; delays, failure in performance, or loss or damage due to force majeure conditions including, without limitation: fire; flood; epidemics; quarantine; lightening; strike; embargo; explosion; power surge or failure; acts of god; acts of war or terrorism; labor or employment disputes; civil disturbances; acts of civil or military authority; inability to secure materials, fuel, products or transportation facilities; acts or omissions of suppliers; or any other causes beyond Seller’s reasonable control.
- PRICE INCREASES -BUYER AGREES AND STIPULATES THAT, IN THE EVENT SELLER RECEIVES NOTIFICATION OF A PRICE INCREASE FROM ANY OF ITS SUPPLIERS BETWEEN THE DATE OF THIS PO AND THE DATE SCHEDULED FOR DELIVERY OF THE PRODUCTS, SELLER RESERVES THE RIGHT, IN ITS SOLE DISCRETION AND JUDGMENT, TO INCREASE THE PURCHASE PRICE STATED HEREIN IN AN AMOUNT CORRESPONDING TO SAID PRICE INCREASE(S). MOREOVER, BUYER AGREES AND STIPULATES THAT IT SHALL PAY TO SELLER ANY AND ALL SURCHARGES INCLUDING, BUT NOT LIMITED TO, FUEL SURCHARGES, THAT SELLER MAY PUT INTO EFFECT PRIOR TO DELIVERY OF ALL OF THE MATE RIALS COVERED BY THE PO.
- JURISDICTION, MANDATORY VENUE AND WAIVER OF JURY TRIAL -, Buyer acknowledges, stipulates and agrees that this PO was executed, accepted and is to be performed in Colorado. Buyer acknowledges, stipulates and agrees that (i) any and all claims, actions, proceedings or causes of action relating to the validity, performance, interpretation, and/or enforcement hereof shall only be asserted and/or submitted to a court Denver County Colorado and that mandatory venue and jurisdiction for any legal action arising from this PO and/or relating to this PO is only in a court located in Denver County Colorado, (ii) Buyer irrevocably submits itself to the exclusive jurisdiction of the state and federal courts in Colorado,(iii) Buyer irrevocably waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of exclusive venue of any litigation arising out of or in connection with this PO brought in any such court, and (iv) Buyer irrevocably waives any claims that litigation brought in any such court has been brought in an inconvenient forum. FURTHER, EACH PARTY KNOWINGLY AND VOLUNTARILY AGREES NOT TO ELECT AND EXPRESSLY WAIVES A TRIAL BY JURY WITH RESPECT TO THIS PO AND/OR THE DOCUMENTS CONTEMPLATED HEREBY FOR ANY CLAIM, COUNTERCLAIM OR OTHER ACTION ARISING IN CONNECTION HEREWITH. The scope of each of the foregoing waivers is intended to be all encompassing. Buyer acknowledges that the foregoing waivers are material inducements to the agreement of Seller to enter into a business relationship with Buyer, and that Seller has already relied on these waivers in entering into this PO. Buyer warrants and represents that it has reviewed these waivers with its legal counsel, and that it knowingly and voluntarily agrees to each such waiver following consultation therewith.
- ASSUMPTION OF RISK AND INDEMNITY-BUYER ASSUMES ENTIRE RESPONSIBILITY AND LIABILITY FOR ANY CLAIMS OR ACTIONS BASED ON OR ARISING OUT OF INJURIES, INCLUDING DEATH, TO PERSONS OR DAMAGE TO OR DESTRUCTION OF PROPERTY (WHETHER BELONGING TO BUYER, BUILDING OWNER(S), AND/OR ANY THIRD PARTY), SUSTAINED OR ALLEGED TO HAVE BEEN SUSTAINED IN CONNECTION WITH OR INCIDENTAL TO THE PERFORMANCE HEREOF BY BUYER, ITS AGENTS AND EMPLOYEES, AND ITS SUBCONTRACTORS, THEIR AGENTS AND EMPLOYEES, INCLUDING CLAIMS OR ACTIONS BASED IN WHOLE OR IN PART UPON THE ALLEGED NEGLIGENCE OR FAULT OF SELLER, SELLER’S REPRESENTATIVES, OR THE EMPLOYEES, AGENTS, INVITEES, OR LICENSEES THEREOF. BUYER FURTHER AGREES TO DEFEND, INDEMNIFY AND HOLD HARMLESS SELLER AND REPRESENTATIVES, AND THE EMPLOYEES, AGENTS, INVITEES AND LICENSEES THEREOF IN RESPECT OF ANY SUCH MATTERS AND AGREES TO DEFEND ANY CLAIM OR SUIT OR ACTION BROUGHT AGAINST SELLER, SELLER’S REPRESENTATIVE, AND THE EMPLOYEES, AGENTS, INVITEES AND LICENSEES THEREOF. BUYER FURTHER AGREES, WARRANTS AND ACKNOWLEDGES THAT IT IS AWARE THAT SELLER MUST INDEMNIFY AND HOLD HARMLESS BUYER AGAINST LOSS, INCLUDING ALL COURT COSTS AND OTHER REASONABLE EXPENSES, REASONABLE ATTORNEYS’ FEES, AND ANY REASONABLE DAMAGES, ARISING OUT OF A PRODUCTS LIABILITY ACTION, EXCEPT FOR ANY LOSS CAUSED BY BUYER’S NEGLIGENCE, INTENTIONAL CONDUCT OR OTHER ACT OR OMISSION, SUCH AS NEGLIGENTLY MODIFYING OR ALTERING THE PRODUCT, FOR WHICH BUYER IS INDEPENDENTLY LIABLE, , AND BUYER KNOWINGLY, INTENTIONALLY AND VOLUNTARILY WAIVES, DISCLAIMS,RELINQUISHES AND FOREVER RELEASES SELLER FROM ANY AND ALL OF ITS OBLIGATIONS TO INDEMNIFY AND HOLD HARMLESS BUYER AGAINST ANY LOSS ARISING OUT OF A PRODUCTS LIABILITY ACTION AS REQUIRED BY CHAPTER
- Buyer will, at its sole expense, maintain insurance during the performance of the services covered by this PO and thereafter, including General Liability Insurance with a per occurrence limit of not less than $2,000,000. This insurance will include general liability, products liability and completed operations liability coverages, which will extend for 3 years after the completion of the services. Buyer agrees to name Seller as an additional named insured by endorsement with respect to the coverages required to be maintained by Buyer pursuant hereto and Buyer’s insurance coverages shall be primary to and not concurrent with any insurance coverages maintained by Seiler. Buyer waives any and ail rights of subrogation as against Seller. Buyer also agrees that ii shall provide Seller with Waivers of Subrogation by endorsement on its insurance policies with respect to the insurance coverages described herein.
- SELLER IS NOT RESPONSIBLE FOR ANY SPECIAL INSPECTIONS THAT MAY BE NEEDED.
- IT IS THE RESPONSIBILITY OF THE BUYER TO TAKE CARE OF THE FOUNDATION OR SLAB DESIGN AS WELL AS THE BUILDING CONSTRUCTION, PERMITS AND ALL ASSOCIATED ITEMS THAT ARE TYPICAL FOR BUILDING CONSTRUCTION.
- THE BUYER IS RESPONSIBLE FOR THE UNLOADING OF THE PRODUCTS AT THE POTNT OF DELIVERY. THE BUYER IS ALSO RESPONSIBLE FOR THE EQUIPMENT NEEDED TO OFF-LOAD THE PRODUCTS. IN THE EVENT OF A BACK ORDER OR ANY OTHER TYPE OF REDELIVERY ISSUE THE BUYER WILL BE RESPONSIBLE FOR THE EQUIPMENT AND OFF-LOADING OF THE MATERIAL AS WELL.
- ALL FOB ORDERS ARE SOLD AS-IS. VRM WILL ASSUME ZERO LIABILITY FOR ANY ISSUES ONCE THE FOB TRUCK LEAVES THE VRM BATCH LOCATION.
- Concrete properties are only valid in a drum for 90 mins. Buyer assumes all responsibility for time management.
- The seller assumes no liability for ready mix concrete to which materials have been added that were not supplied by Velocity Ready Mix, including water added off the VRM batch plant location.
- Velocity Ready Mix is not responsible for maintaining ‘plastic properties after arrival on jobsite.
- VRM is not responsible for grade, or pre-placement procedures including rebar or base.
- VRM is not responsible for Freeze-Thaw, water or snow on the ground, or wind cracking.
- Buyer has the right to refuse any concrete for legitimate reason. In the event the buyer pours the concrete they accept the product as is with no recourse.
- Unloading: Drivers are only permitted to deliver concrete where site conditions permit sale and proper operation of equipment. Drivers are not permitted to go beyond curb line, except under Customer consent and acceptance of risk tor any loss or damage to the property or our equipment, including, but not limited to, towing fees or wrecker charges for getting out of the location. Customer must supply suitable washout area lor driver to wash out truck. Purchaser is permitted 5 minutes per yard for unloading and each additional hour will be charged at S90.00 per hour.
- Added Ingredients: Purchaser assumes lull responsibility for strength, slump, and quality of concrete when additional vrater. color, or any other material is requested.
- Acceptance: By accepting VRM concrete in this purchase. Purchaser agrees that VRM concrete is of adequate quality for use by Purchaser. Purchaser agrees that claims for shortages of cement are invalid and batch weights will be provided to ensure amount delivered.
- Payment: All invoices are to be paid al lime of service rendered unless otherwise nogociated in wriling. Customers will have a CC on file and give VRM auihorization to charge all remaining balances. Upon failure to make total and complete payment on purchase, Purchaser agrees to pay all fees and costs, legal or otherwise, associated with collection of any remaining outstanding and unpaid balance. A 0.1% service lee will be charged and compounded each day against any unpaid balance due beginning 1 month follov;ing this invoice date. PURCHASER AGREES THAT THE VENUE AND JURISDICTION FOR ANY DISPUTE ARISING BETWEEN PURCHASER AND COMPANY SHALL BE IN THE CITY AND COUNTY OF DENVER, COLORADO. By purchasing malerial, Purchaser authorizes Velocity Ready Mix lo make inquiries into banking and business/trade references that Purchaser has supplied.