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HomeMy WebLinkAbout461367 WO0RKWELL OCCUPATIONAL MEDICINE - PURCHASE ORDER - 9120965PURCHASE ORDER PO Number Page City Of///��� 9120965 ' of z `t Collins This number must appear on all invoices, packing slips and labels. Date: 02/15/2012 Vendor: 461367 WORKWELL OCCUPATIONAL MEDICINE 205 S MAIN ST SUTE C LONGMONT Colorado 80501 Ship To: RISK MANAGEMENT DIVISION CITY OF FORT COLLINS 215 N MASON, 2ND FLOOR FORT COLLINS Colorado 80524-4 Delivery Date: 02/14/2012 Buyer: JAMES O'NEILL Note: Line Description Quantity UOM Unit Price Extended Ordered Price Drug Screening 1 LOT EA 5,000.00 City of Fort Collins Director of Purchasing and Risk Management This order is not valid 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 Total Invoice Address: City of Fort Collins Accounting Department PO Box 580 Fort Collins, CO 80522-0580 Purchase Order Temis and Conditions Page 2 of 2 I. COMMERCIAL DETAILS. Tax exemptions. By statute the City of Fort Collins is exempt from state and local tax,. Our Exemption Number is I I. NONWAI VER. 98-64502. Federal E.seise Tax Exemption Certificate of Registry 94-6000587 is registered With the Collector of Failure of the Pumbeser to insist upon 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 provided hcrcin or by lase, failure to pmm,f, notify the Seller in the event of f breach, the acceptance of or payment for goods hereunder or approval of the design. shall not mlc ec 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 sew aiver Of any right of the damage in transit, may be reNmed to you for credit and are not to be replaced except upon receipt of written purchaser to insist upon strict performance hmofor any of its rights or remedies as to any such goods, regardless instructions from the City of Fnn Collins. of When shipped, received or accepted, as to any prior or subsequent default hereunder, not shall any purported anal modification or rescission of this purchase order by the Purchaser operate as a waiver of any of the terms Inspection. GOODS am 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 result in 12. ASSIGNM ENT OF ANTITRUST CLAIMS. authorized payment on the pan of the City of Fort Collins Hmvcvec it is to be understand 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 arc in fact home by the Purchaser. Theretofore, for good cane 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 must be F.O.N.. City of Fan Collins, 7W Wood St. Fen Collins. CO 80522. unless acquired under federal or state antitrust Imes for .such overcharges relating to the particular goods or services otherwise specified on this order. If permission is given to pmpny freight and charge scpamtely, the original freight purchased or acquirod by the Purchaser 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 manuGcturcrs have distributing points in various parts of the country, shipment is Uthe Purchaser dimcts the Seller to correct nonconforming or defective good by a date to be agreed upon by the expected from the nearest distribution point In destination. and excess freight will be deducted from Invoice when Purchaser and the Scllers and the Seller therea Rer indicates its inability m umvilliagneca to comply, the Purchaser shipments arc made from greater distance. may cause the work to he performed by the most expeditious means available to it, and the Seller shall pay all costs associated With such Work. Permits. Seller shall procure at sellers talc errs, all recess ry permits. certificates and licenses required by all applicable laws, regulations, ordinances and rates of the state. municipality, Territory or political subdivision where the work is perforated, or required by any other duly constituted public authority having jurisdiction over the work of vendor. Seller further agrees to hold the City of Fnn Collins harmless from and against all liability and loss incurred by them by reason of an asserted or established violation of any such laws, regulations, ordinances, odes and requirements. Authorization. All panics to this contract agree that the representatives are, in fact, bone fide and possess bull and complete authority to bind said parties. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the terms and conditions stated herein set forth and nay supplementary, or additional terms and conditions annexed hereto or incorporated herein by reference. Any additional or different terms and conditions proposed by seller arc 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 of the essence. Delivery and performance must be effected within the time stated an the purchase order and the documents attached herem. No acts of the Purchasers including without limitation, acceptance of partial late deliveries. shall opcmte rs a waiver ofthis provision. In the event array delay. the Purchaser shall have, in addition to other legal and equitable remedies, the option ofplacing this order elsewhere and holding the Seller liable for damages. Heavver. the Seller shall not be liable for damages is a result of delays due to causes not maxonably foreseeable which arc beyond its reasonable control and without its fault of negligence, such acts of God, acts ofcivil or military, authorities, governmental priorities. fires, strikes, Brad epidemics. wfrs or riot provided that notice of the conditions causing such delay is given to the Purchaser within fee (5) days of the time when the Seller first received knouiedge 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 of the delay. 3. WARRANTY. The Seller eanants that all goods, articles, materials and work covered by this order Will conform with applicable showings, specificalicam. samples and/or other description given, Will be fit for the purposes intended. and performed with the highest degree of care and competence in accordance with accepted standards for wank of a similar nature. The Seiler agrees to hold the purchaser hornless from any loss, damage or expense which the Purchaser may suffer ar incur on account of the Sellers breach of warranty. The Seller shall replace. repair or make good, withoatcost to the purchaser, any defects or faults arising within one (I ) year or within such longer period of time as may be prescribed by law or by the terms of any applicable warranty provided by the Set lee after the date 0f acceptance of the goads furnished hereunder (acceptance not to he unreasonably dclaved), resulting from imperfect or defective work done m materials fumishcd by the Seller. Acceptance or use of goods by the Purchaser shall not constitute a waiver army 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 of the foregoing warmntics or guarantees, but such liability shall in no event include lase, of profits or loss of use. NO IMPLIED WARRANTY OR M ERCI I A NTA BI LITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHA NGES IN LEGA L 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 terns. Omer than legal trans, including additions to or deletions from the quantities originally ordered in the specifications or drawings, by verbal or winuct change order. If any such change affects the anmun, that or the time afperfommnec hereunder, an equitable adjustment shall he made. fi. TERM [NATIONS. The Purchaser may at any time by written change odor, terminate this agreement as to any or all portions of the goods then not shipped, subject to any equitable adjustment between the parties os to any work or materials then in progress Presided that the Purchaser shall not be liable for any claims for anticipated profits on the uncompleted portion of the goods rather work, for incidental or consequential damages, and that no such adjustment be made in favor of the Scllcr with respect to any goods which arc the Sellers standard stock. No such termination shall rel neve the Purchaser or the Seller of any of their obligations as to anv goods dcl is Fred hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim far adjustment most be azscned within thirty (301 days from the date the change or termination is ordered. S. COMPLIANCE WITH LAW. The Seller warrants that all goods sold hereunder shall have been produced, sold, delivered and famished 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 hapless from all costs and damages suffered by the Purchaser as a result of the Sellers failure to comply with such lave. 9. ASSIGNMENT. Neither patty shall assign, transfer, or convey this order. or any monies due or to become due hereunder without the prior written consent of the other party. 10. TITLE. The Seller ..am full. clear and notes tricled title to the Purchaser for all equipment, materials, and items furnished in pefommncc of this agreement, free and clear of any and all liens, restrictions, reservations, security interest encumbrances end claims of athers. The Seller shall release the Purchaser and its contractors of any tier from all liability and claims of any nature resdting from the performance of such work. This release shall apply even in the event of fault of negligence of the parry released and shall extend to the diatoms. officers and employees ofsach party. The Seller's cantrucmnl obligations. including wfumaty, shall not be deemed to he reduced, in any may, because such work is performed or caused 10 be performed by the Purchaser. 14. PATEN'rs. Whenever the Seller is mcaired to use any design, device, material or process covered by letter. patent, trademark or copyright the Seller shall indent ni fv and save harmless the Purchaser from any and all claims for inbri reco a t by reason of the asc of such Pal cored design, device, ntatcriel or process in connection with the contract, fail shall in lcro ify the Purchaser for any cost, expense or damage which it mzv be obliged to pay by reason of such infringement at tiny time during the prosecution or after the completion of the Work. In case said equipment, or any part thereof or the intended use of the goad, is in such suit hem to constitute infringement and the use of vivid equipment or pan is enjoined. the Seller shall, at its men expense fad at its option, citle, procure for the Pamhascr the right to continue using said equipment at parts, replace the sane with substantially equal but noninfringing equipment, or itndify it .so it becomes noninfringing. 15. INSOLVENCY. If the Seller shall becmnr insdvcnl or banknipt mike an assignment for the benefit of creditors, appoint a receiver or tnisice for any of the Shccrs progeny or business, this order may forthwith be canceled by the Purchaser without liability. 16. GOVERNING LAW. The definitions of term used or the interpretation afthe agreement and the rights ofall 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 where the Seller is to perform work hereunder, including the services of Shccrs Represcntative(s), on the premises afothers. 17. SELLERS RESPONSIBILITY. The Sellershall tarty on said work at Shccrs own risk until the same is fully completed and necepted, and shall, in case of any accident, destruction or injury to the work and/or materials before Scllers final completion and acceptance, complete the work at Seller's men expense and to the satisfaction of the Purchaser. When materials and equipment arc furnished by others for installation or croction by the Seller, the Seller shall receive, unload, store and handle same at the site and became responsible therefor as though such materials and/or equipment were being furnished by the Seller under the order. IA. INSURANCE. The Seller shall, at his own expense, provide for the payment of eorker compensation, including occupational disease benefits, to its employees employed on or in connection with the mark 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 hodily injury :rod death limit. of a, Icon S300.000 for any one person, S500,000 for any one accident and property damage limit per accident of S400.000. The Seller shall likewise require his contraclors, if any, In provide for such compensation and insurance Before any of the Sellers or his contractors employees shall do any work upon the premises Probers, the Seller shall famish the Purchaser with a certificate that such ammpcnslion 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 fad insurance shall be maintained until after the entire work is completed and accepted. 19, PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Seller hemby resumes the entire responsibility and liability for any and all damage, loss or injury ofany kind or nature whntsocrcr to persons or property catiscd by or resulting from the execution ofthe work provided for in this purchase order or in connection herewith. The Seller will indemnifv and hold hnmdess the Purchaser and any or n11 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 crony act action. neglect, omission at default on the pan 0f the Seller, any of his contactors, or any of the Shccrs or contractors officers, agents or employees. In case any suit or other proceedings shall be brought against the Purchaser, or its officers, agents or employers at any time on account or by reaxon of any act action, neglect omission or default of the Seller of any of his contractors or any of its or their oRecrs, agents or employees as aforesaid, the Seller hereby agrees to assume the defense thereof and to defend the same at the Scllers own expense, to pay any and all costs, charges. attorneys fees and other expenses, any and all judgments thin may be incurred by or obtained against the Purchaser or any of its or their officers. agents or employees in such suits or other proceedings. and in cast judgment or other lien be placed upon or obtained against the property of the Putehescr, or mid panics in or as a result of such suit or other p anger ings. the Seller will .1 once cause the same to be dissolved and discharged by giving bond or olhetw'ise. The Seller and his contractors shall take All safety precautions, famish and install ill guards necessary for the prcvrntion 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 talcs and regulations issued pormant thereto. Revised 03/2010