HomeMy WebLinkAbout129298 EMERGENCY PHYSICIAN OF FORT COLLINS - PURCHASE ORDER - 9957431Date: 12/14/2009
City of
�t CO«II15
Page Number: 1
Purchase Order Number: 9957431
Delivery Date: 12/11/2009 Buyer: BONNETTE, ED
Purchase Order number must appear on invoices, packing lists, labels, bills of lading, and all correspondence.
Note:
Line Qty/Units Description Extended Price
2 1 LOT 9,000.00
2009 Contract
Emergency Medical Physician
DR. DAVID FARSTAD
ACCT NUMBER CHANGE PER K NEITH EMAIL DATED 12/14/09. -ECB
Total
R- 0'n#--X-Q �7—
City of Fort CoWin# Director of Purchasing and Risk Management
This order is ftthalid over $5000 unless signed by James B. O'Neill II, CPPO
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
$9,000.00
Invoice Address:
City of Fort Collins
Accounting Department
PO Box 580
Fort Collins, CO 80522-0580
Purchase Order Terms and Conditions
I. COMMERCIAL DETAILS.
Tax exemptions. By statute the City of Foil Collins is exempt from state and local nixes. Ow' Exeniptiou Nuniber is
98-04502. Federal Excise Tax Exemption Certificate of Registry 84-6000587 is registered with the Collector of
Internal Revenue, Denver, Colorado (Ref. Colorado Revised Statutes 1973. Chapter 39-26, 114 (a).
Goods Rejected GOODS REJECTED due to failure to meet specifications, either when shipped of due to defects of
damage in transit, may be returned to you for credit and are not to be replaced except upon receipt of written
instructions fi can the City of Foil Collins.
Inspection. GOODS are subject to the City of Fort Collins inspection on ariva
Final Acceptance. Receipt ofthe merchandise, services or equipment in response to this order can result in authorized
payment on the pat of the City of Fort Collins. However, it is to be understood that FINAL ACCEPTANCE is
dependent upon completion of all applicable required inspection procedures.
Freight Terns. Shipments must be F.O.B., City of Fort Collins, 700 Wood St., fort Collins. CO 80522, unless
otherwise specified on this order. If permission is given to prepay freight and charge separately, the original fright bill
must accompany invoice. Additional charges for packing will not be accepted.
Shipment Distance. Where manufacturers have distributing points in various pans of the county, shipnnent is expected
fiom the newest distribution point to destination, and excess freight will be deducted Boni Invoice when shipments are
made from greater distance.
Permits. Seller shall procure at sellers sole cost all necessary permits. certificates and licenses required by all applicable
laws, regulations, ordinances and rules ofthe state, municipality. ten itory 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 fruther agrees to hold the City of Fort Collins handess from and against all liability and loss inclined by them by
reason of an asserted or established violation of any such laws, regulations, ordinances, rules and requirements.
Authorization. All parties to this contract agree that the representatives are, in fact, bona fide and possess full and
complete authority to bind said parties.
LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the terns and conditions stated herein
set forth and any supplementary of additional terns and conditions annexed hereto or incorporated herein by reference.
Any additional or different terns and conditions proposed by seller are objected to and hereby rejected.
2. DELIVERY.
PLEASE ADVISE PURCHASING AGENT immediately if you cannot make complete shipment to arrive on your
promised delivery date as noted. Time is ofthe essence. Delivery and performance must be effected within the time
stated on the purchase order and the documents attached hereto. No acts of the Purchasers including, without
limitation, acceptance ofpanial late deliveries, shall operate as a waiver lift his pl ovision. fit the event ofany delay, the
Purchaser shall have, in addition to other legal and equitable remedies. the option ol'placing 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
causes not reasonably foreseeable which are beyond its reasonable control and without its f:mlt ofnegligence, such acts
of God, acts of civil or military authorities, governmental priorities. fires, strikes, flood, epidemics, wars in riots
provided that notice ofthe conditions causing such delay is given to the Purchaser within five (5) days ofthe time
when the Seller first received knowledge thereof. In the event of any such delay, (lie date of detive)rshall be extended
for the period equal to the time actually lost by reason ofthe delay.
3. WARRANTY.
The Seller warrants that all goods, articles, materials and work covered by this order will conform with applicable
drawings, specifications, samples and/or other descriptions given, will be fit for the purposes intended, and performed
with the highest degree of care and competence in accordance with accepted standards for work of a similar nature.
The Seller agrees to hold the purchaser harmless from any loss, damage of expense which the Purchaser nnay suffer or
incur on account ofthe Sellers breach of warranty. The Seller shall replace, repair or make good, without cost to the
purchaser, any defects or faults arising within one (1) year or within such longer period of time as maybe prescribed by
Iry or by the terns of any applicable warranty provided by the Seller after the date of acceptance of the goods
famished hereunder (acceptance not to be unreasonably delayed), resulting Bonn imperfect or detective work done or
materials furnished by the Seller. Acceptance or use of goods by the Purchaser shall not constitute a waiver of any
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 ofthe foregoing waranties or guaantees. but such
liability shall in no 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 Purchaser may make changes to legal terms by written change order.
5. CHANGES IN COMMERCIAL TERMS.
The Purchaser may make any changes to the terms, other than legal terns, including additions to or deletions fromm the
quantities originally ordered in the specifications or drawings, by verbal or written change order. If any such change
affects the amount due or the time of performance hereunder, an equitable adjustment shall be made.
6. TERMINATIONS.
'file Purchaser may at anytime by written change order, terminate this agreement as to :uyor all portions ofthe goods
then not shipped, subject to any equitable adjustment between the parties as to any work or materials then in progress
provided that the Purchaser shall not be liable for any claims for anticipated profits on the uncompleted portion ofthe
goods and/or work, for incidental of consequential damages, and that no such adjustment be ni:ude in favor ofthe Seller
with respect to any goods which are the Sellers standard stock. No such termination shall relieve the Purchaser or the
Seller of any of their obligations as to any goods delivered hereunder.
7. CLAIMS FOR ADJUSTMENT.
Any claim for adjustment must be asserted within thirty (30) days from the date the change or termination is ordered.
8. COMPLIANCE WITH LAW.
The Seller warrants that all goods sold hereunder shall have been produced, sold delivered and furnished in strict
compliance with all applicable laws and regulations to which the goods are subject. The Seller shall execute and deliver
such documents as may be required to effect or 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
indemnify and hold the Purchaser harmless from all costs and damages suffered by the Purchaser as a result ofthe
Sellers failure to comply with such law.
If and only to the extent this [Agreement] constitutes a "sole source government contract" within the meaning of
Article XX V I I I of the Colorado Constitution ("Article XXVIII"), then the provisions of Section 15 of Article XX V I I I
are hereby incorporated into this [Agreement]. In such a case, if the [Contractor] or any other person who is a
"contract holder" m defined in Section 2(4.5) ofArtfcle XXVIII intentionally violates Section 15 or Section I7(2) of
Article XXVIII, then the [Contractor] agrees it shall be ineligible to hold any sole source government contact, or
public employment with the state of Colorado or any of its political subdivisions, for three years.
9. ASSIGNMENT.
Neither party shall assign, transfer, or convey this order. of any nnonies clue or to become due hereunder without the
prior written consent of the other party.
to. "1'I fLI:.
The Seller warrants lull, clear and unrestricted title to the Purchaser for all equipment, materials. and itens furnished in
performance of this agreement, tree and clear of any and all liens, iexuictions, reservations, security interest
encumbrances and claims of othei:s.
11. NONWAIVER.
Failure of the Purchaser to insist upon strict performance of the terms and conditions hereof, failure or delay to
exercise any rights of remedies provided herein of by law, failure to pi onnptly notify the Seller in the event of a breach,
the acceptance of or payment for goods hereunder or approval ofthe design, shall not release the Seller of any of the
waranties or obligations of this purchase order and shall not be deenned a waiver of any right of the purchaser to insist
upon strict performance hereof m any of its rights of remedies as to any such goods, regardless of when shipped,
received of accepted, as to any prior or subsequent default hereunder, nor shall any purported oral modification or
rescission of this purchase order by the Purchaser operate as a waiver of any ofthe terms hereof.
12_. ASSIGNMENT OF ANTITRUST CLAIMS.
Seller and the Purchaser recognize that in actual economic practice, overcharges resulting front antitrust violations are
in fact borne by the Purchaser. Theretofore, forgood cause and as consideration for executing this purchaseorder, the
Seller hereby assigns to the Purchaser any and all claims it may now have or hereafter acquired under federal or state
antiVust laws tot such overcharges relating to the particular goods or services purchased or acquired by the Purchaser
pursuant to this purchase order.
13. PURCHASERS PERFORNIANCE OF SELLERS OBLIGATIONS.
If the Purchaser directs the Sellei to connect nonconforming or defective goods by a date to be agreed upon by the
Purchaser and the Selleit and the Seller thereafter indicates its inability or unwillingness to comply, the Purchmermay
cause the work to be performed by the most expeditious means available to it, and the Seller shall pay all costs
associated with such work.
'file Seller shall release the Purchaser and its contractors of any tier from all liability and claims of any nature resulting
from the performance of such work.
phis release shall apply even in the event of fault of negligence ofthe party released and shall extend to the directors.
officers and employees of such pally.
The Sellers contractual obligations, including warranty, shall not be deemed to be reduced, in anyway, because such
work is perfbined or caused to be performed by the Purchaser.
14. PATENTS.
\Vhenever the Seller is required to use any design, device, material of process covered by letter, patent, trademark of
copyrigln. the Seller shall indennify and save harmless the Purchaser fi oni any and all clains for infringement by reason
ofthe use ofsuch patented design. device, material or process in connection with the contract, and shall indemnify the
Purchaser tinany cost, expense or dance which it maybe obliged to pay by reason of such infringement at anytime
during the pi osecut ion or after the completion of the work. In case said equipment, or any part thereof or the intended
use ofthe goods, is in such suit held to constitute infiingement and the use ofsaid equipment of pan is enjoined. the
Seller shall, at its own expense and at its option, either procure for the Purchaser the right to continue using said
equipment or pans. replace the same with substantially equal but non -infringing equipment, or modify it so it becontes
non -infringing.
15. INSOLVENCY.
If the Seller shall become insolvent or bankrupt, nuke an assignment fertile benefit of creditors, appoint n receiver or
trustee for any ofthe Sellers property m business, this order may forthwith be canceled by the Purchaser Without
liability.
16. GOVERNING LAW.
The definitions of terns used or the interpretation ofthe agreement and the rights of all parties hereunder shall be
construed under and governed by the laws ofthe State of Colorado. USA.
The following Additional Conditions apply only in cases where the Seller is to perform work hereunder, including the
services of Sellers Repiesentative(s), on the premises of others.
IT SELLERS RESPONSIBILff Y.
The Seller shall carryon said work at Seller's own risk until the same is fully completed and accepted. and shall, incase
of any accident, destruction or injury to the work and/or materials before Seller's final completion and acceptance,
miplete the work at Seller's own expense and to the satisfaction ofthe Purchaser. When materials and equipment are
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 as though such materials and/or equipment were being famished bythe Seller
under the order.
19. INSURANCE.
l he Seller shall, at his own expense, provide for the payment of workers compensation, including occupational disease
benefits, to its employees employed on m in connection with the work covered by this purchase order, and/or to their
dependents in accordance with the laws ofthe state in which the work is to be done The Seller shall also cant'
comprehensive general liability including, but not limited to, contractual and automobile public liability insumneewith
bodily injury and death limits of at least $300,000 for any one person, $500,000 for any one accident and property
damage limit per accident of $400,000. The Seller shall likewise require his contractors, if any, to provide for such
connpensation and insurance. Before any ofthe Sellers or his contractors employees shall do any work upon the
premises ofotheis, the Seller shall furnish the Purchaser with a certificate that such compensation and insurance have
been 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.
"File Seller hereby assunnes the entire responsibility and liability for any and all damage, loss of injury of any kind or
nature whatsoever to persons a' property caused by or resulting from the execution ofthe work provided for in this
purchase order or in connection herewith. The Seller will indemnify and hold harmless the Purchaser and any or all of
the Purchasers officers, agents and employees from and against any and all claims, losses, damages. charges or
expenses, whether direct or indirect, and whether to persons or property to which the Purchaser may be put or subject
by reason of any act, action, neglect, omission or default on the pan ofthe Seller, any of his contractors, or any of the
Sellers of contractors officers, agents or employees. In case any suit or other proceedings shall be brought against the
Purchaser, of its officers, agents m employees at anytime on account or by reason of any act, action, neglect, omission
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 same at the Sellers own expense, to pay any and
all costs, charges, attorneys fees and other expenses, any and alljudgntents that may be incurred by or obtained against
the PtrcluiSer or any of its or their officers, agents m employees in such suits or other proceedings, and in case
judgment or other lien be placed upon or obtained against the property ofthe Purchase, or said parties in oras a result
ofsuch suits or other proceedings, the Seller will at once cause the same to be dissolved and discharged by giving bond
or otherwise. The Seller and his contractors shall take all safety precautions, furnish and install all guards necessary for
the prevention of accidents, comply with all laws and regulations with regard to safety including, but without
limitation, the Occupational Safety and Health Act of 1970 and all rules and regulations issued pursuant thereto.
Revised 04/2009