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HomeMy WebLinkAbout465681 LIFE INSURANCFE CO OF NORTH AMERICA - PURCHASE ORDER - 9120197PURCHASE ORDER PO Number Page City Of///��� 9120197 1 of z `t Collins This number must appear on all invoices, packing slips and labels. Date: 01/11/2012 Vendor: 465681 LIFE INSURANCE CO OF NORTH AMERICA PO BOX 13701 PHILADELPHIA Pennsylvania 19101-3701 Ship To: HUMAN RESOURCES CITY OF FORT COLLINS 215 N MASON, 2ND FLOOR FORT COLLINS Colorado 80524-4 Delivery Date: 01/10/2012 Buyer: DAVID CAREY 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 Group LTD 1 LOT LS 280,000.00 Blnaket PO for 2012 Estimated Expenses for Group Long Term Disability (LTD) Policy # LK 962251. Life Insurance Company of North America is a CIGNA company. Terms and Conditions per Agreement for City of Fort Collins RFP# 7053. City of Fort Collins Director of Purchasing and Risk Management This order is not valid over $5000 unless signed by James B. O'Neill Il, 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 Total $280,000.00 Invoice Address: City of Fort Collins Accounting Department PO Box 580 Fort Collins, CO 80522-0580 Purchase Ordcr Terms and Conditions Page 2 of 2 I. COMMERCIAL DETAILS. Tax exemptions. By statute the City of Fort Collins is exempt been state and local taxes. Our Exemption Number is I I. NONWAIVER. 99-0,1502. Federal Excise Tax Exemption Certificate of Registry 84-WO0597 is registered with the Collector of Failure of the Purchaser to insist alarm strict performance of the terms and conditions hereof, failure or delay to Internal Revenue, Denver, Colorado (Ref. Colorado Revised Statutes 1973. Chapter 39.26, 114 (a). exercise any rights or remedies pmvided herein or by lase, failure to promptly notify the Seller in the event of a breach. the acceptance ofor payment for good hereunder or approval of the design, shall not,elcasc the Seller of Goods Rejected. GOODS REJECTED due to failure to meet specification. either when shipped or due to defects of any of the warranties or obligations of this purchase order and shall not be deemed a waiver of any right of the damage in transit, may be returned to you for credit and am not to be replaced except upon receipt of written purchaser to insist upon strict performance hereof or any of its rights or remedies as to any such goods, regardless insnuetinns from the City effort Collins. of when shipped, received or accepted, as to any prior or subsequent default hereunder, nor shall any porponal and madifiatiom or rescission of this purchase order by the Purchaser opentc as a waiver of any of the terms Inspection. GOODS arc subject to the City of Fort Collins inspection on arrival. hereof. Final Acceptance. Receipt of the merchandise, services or equipment in response to this order can myth in 12. ASSIGNMENT OF ANTITRUST CLAIMS. authorized payment on the pan of the City of Fort Collins. Hoverer, it is to be understood that FINAL Seller and the Purchaser recognize that in actual economic practice, overcharges resulting from antitrust ACCEPTANCE is dependent upon completion ofall applicable required inspection procedures. violations are in fact home by the Purchaser. Theretofore, for good cause and as consideration for executing this purchase order, the Seller hereby assigns to the Purchaser any and all claims it may now have or hereafter Freight Terms. Shipments most be F.O.B.. City of Fan Collins. 700 Wood St., Fort Collins, CO 80522. unless acquired under federal or state antitrust laws for such overcharges rclating to the particular goods or services otherwise specified on this order. If permission is given to prepay freight and charge separately, the original (might purchased or acquired by the Parchacr pursuant to this purchase order. bill must accompany invoice. Additional charges for packing will not be accepted. 13, PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. Shipment Distance. Where manufacturers have distributing points in various parts of the country, shipment is If the Purchaser directs the Seller to correct nonconforming or defective goods by a date to be agreed upon by the expected from the nearest distribution paint to destination, and excess freight will be deducted from Invoice when Purchnser and the Seller, and the Seller thereafter indicates its inability or unwillingness to comply, the Purchaser shipments are made fmm greater distance. may cause the work to be perforated by the most expeditious means avaitable to it, and the Seller shall pay all costs asseciatcd with such work. Permits. Seller shall practice at sellers sole cast all necessary permits, ecnifieams and licenses required by all applicable Inns. regulations. ordinances and talcs of the state, municipality, territory or political subdivision where the work is performed, or required by any Other duly constituted public authority having jurisdiction over the work of vendor. Sella further agrees to hold the City of Fort Collins harmless fmm and against all liability and loss incurred by them by reason of an asserted or established violation of any such laws, regulations, ordinances, rates and requirements. Authorization. All parties to this contract agree that the representatives arc, in fan, hones fide and possess full and complete authority to bind mid panics. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the tarts and conditions stated herein set forth and any supplementary m additional terms and conditions annexed hereto or incorporated hercin by reference. Any additional or diffacm toms and conditions proposed by seller me objected to and hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately if yna cannot make complete shipment to arrive on your premised delivery date re, noted. Time is of the essence. Delivery and performrues most be effected within the time stated on the forehase aide, and the documents attached hacto. No acts of the Purchasers including, without limitation, acceptance ofpartial late deliveries, shall operate as a waiver of this prevision. In the event of any delay. the Purchaser shall have, in addition to other legal and equitable remedies, the option ofpincing this order elsewhere and holding the Seller liable for damages. However, the Sella shall not be liable for damages as a result of delays due to causes not reasonably tores. able which arc beyond its reasonable control and without its fault of negligence. such acts ofGod, acts of civil or military authorities, governmental priorities, fares. strikes. Hood, epidemics, wars or riots provided that notice of the conditions causing such delay is given to the Purchaser within five (5) days of the time when the Seller first received knowledge thereof. In the event of any such delay, the date of delivery shall be extended for the period equal to the time actually lost by reason ofthc delay. 3. WARRANTY. The Seller warrants that all good, articles, materials and work covered by this order will conform with applicable drawings, specifications, samples and/nr other descriptions given, will he fit far the purposes intended, and Performed with the highest degree of cam and competence in accordance with accepted standard for work of n similar nature The Scllcr agrees to hold the purchaser harmless Farm any Inns, damage or expense which the Purchaser may suffer or incur on account of the Sellers breach of wamnty. 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 may be prescribed by law or by the tams, ofany applicable wamnty provided by the Seller nfia the date of acceptance of the good, famished hereunder (acceptance not to be unreasonably delayed), resulting fmm intperfeat or defective work done or materials famished by the Sella. Acceptance or use of galls by the Purchaser shall not constitute a waiver of any claim under this warranty. Except as otherwise provided in this purchase aide,. the Sellers liability hereunder shall extend to all damages proximately caused by the breach Many of the foregoing wamatics or guarantees. but such liability shall in an event include loss of profits or lass of use. NO IMPLIED WA RRA NI Y OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHANCES IN LEGAL TERMS. The Purchaser may make changes to legal tams by written change order. 5. CHANGES IN COMMERCIAL TERMS, The Purchaser may make any changes to the terms, other than legal term, including additions to or deletions fmm 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. b. 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 equitable adjustment between the parties as to any work or materials then in pmgme. s provided that the Purchaser Shall not be liable for any claims for anticipated profits on the uncompleted portion of the goods and/or work, for incidental or concquentud damages, and that no such adjustment he made in favor of the Sella with respect to any goods which are the Sellers standard stock. No such temtin ttion shall rel icvc the Purchaser or the Seller of any of their obligations as to any goods dcl ivacd hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjusment most be asserted within thirty (30) days fmm the date the change or termination is ordered. S. COMPLIANCE WITH LAW. The Seller wamnts that all goods sold hereunder shall have been produced. said. 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 a may be acquired to effect or evidence compliance. All laws and regulations required to he incorporated in agreements of this character are hereby incorporated herein by this reference. The Seller agrees to indemnify and hold the Purchaser harmless Farm all costs and damages suffered by the Purchaser as a result of the Scllcrs failure to comply with such law. 9. ASSIGNMENT. Neitha party shall assign, transfer, or convey this order, or any monies due or to become due hereunder without the prior written consent of the other parry. 10. TITLE. The Seller warranty full, clear sad unrestricted title to the Purchaser for all equipment. materials, and items furnished in performance of this agreement. free and clear of any and all liens, restrictions, rcservatlon, security interest encumbrances and claims of others. The Seller shall release the Purchaser and its contractors of any tic, front all liability and claims of any .Oturc resulting fmm the performance of nmh work. This release shall apply even in the event of fault of negligence of the parry released and shall extend to the directors, officers and employees of such parry. The Seller's cormactual obligations including wamnty, shall not be deemed to be reduced, in any way, because such work is performed or caused to be performed by the Pumhaser. 14. PATENTS. Whenever the Seller is required to use any design, device, material or process coverts by Icier, patent, andemark or copyright, the Scllcr shall indemnify and save harmless the Purchaser from any and all claims for infringement by reason of the use of such patented design, device, material or process in connection with the contract. and shall indemnify the Purchaser for any cost, expense or damage which it may be obliged to pay by reason ofsuch infringement at any time during the prosecution or aRer the completion of the work. In case said equipment, or any part thereof or the intended use of the good, 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, either procure for the Purchaser the right to continue using said equipment or pans replace the mine with substantially equal but noninfringing equipment, or modify it so it become noninfringing. 15. INSOLVENCY. If the Seller shall become insolvent or banknrpt, mike an assignment for the benefit of creditors, appoint a receiver or trustee for any of the Sellers property or business, this order may forthwith be canceled by the Purchaser without liability. tb. GOVERNING LAW. The definitions ofterms used or the interpretation ofhhe agreement and the rights ofnll panics hereunder shall be construed under and governed by the laws of the State of Colorado, USA. The following Additional Conditions apply only in cases whac the Sella is to perform work hereunder, including the services of Sellers Representative(s). on the premises efothcrs. 17. SELLERS RESPONSIBILITY. The Seller shall carry on mid work at Sclla s own nsk until the mac is fully completed and accepted, and shall, in case of any accident, dtruction or injury to the work and/or materials before Scllcrs final completion and acceptance, complete the work at Seller's own expense and to the satisfaction of the Purchaser. When materials and equipment are famished 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 acre being furnished by the Seller under the order. 19. INSURANCE. The Seller shall, at his own expense, provide for the payment of worker compensation, including occupational disease benefits, to its employees employed on or in connection with the work covered by this purchase order. and/or to their dependents in accordance 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 of at least S300,000 for any one person. S500.00o for any one accident and property damage limit per accident of S400.000. The Seller shall likewise require his contractors. if any, to provide for such eompenmricn and insurance. Before any of the Scllcrs or his contractors employees shall do any work upon the premises of others. the Sellershall famish the Purchaser with a cenificate that such compensation and insurance have been pmvided. Such cenificmes shall specify the date when such compensation and insurance have been provided. Such certificates shall specify the date what such eompenmticn and insurance expires. The Scllcr ngmus that such compensation and insurance shall be maintained until aRcr the entire work is completed and accepted. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. I'he Scllcr hereby esoma, the ratio, responsibility and liability for any and nil damage, loss err injury of any kind or ramie whatsoever to persons or pmperry caused by or insulting from the executina ofthe work provided for in this purchase order a 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 persans or property to which the Purchaser may be put or subject by reason of any act. action, neglect, omission or default on the pan of the Seller, any of his contractors, or any of the Sellars or contractors officers. agents or employees. In ease any suit or other pmccedings shall be brought against the Purchaser, or its officers, agents or employees at any time 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 oRners, agents or employees as afomoid, the Seller hacby agrees to assume the defense thereof and to defend the same at the Scllcrs own expense, in pay any and all costs, charges, attorneys fees and other expenses. any and all judgments that may be incomd by or obtained against the Purchaser or any of its or their officers, agents or employees in such suits or other proceedings, and in case judgment or other lien be placed upon or obtained against the property of the Purchascr, at said panics in or as a result ofsuch suits or other proceedings. the Seller will at once use the same to be dissolved and discharged by giving band or otherwise. The Seller and his contractors shall take all safety precautions. famish 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 M 1970 and all miss and regulations issued pursuant thereto. Revised 03/2010