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HomeMy WebLinkAbout499502 CENTURA HOME CARE LLC - PURCHASE ORDER - 9122015City of Fort Collins PURCHASE ORDER Date: 04/09/2012 Vendor: 499502 CENTURA HOME CARE LLC 3030 N CIRCLE DR SUITE 210 COLORADO SPRINGS Colorado 80909 Ship To: RISK MP CITY OF 215 N Mi FORTO PO Number Page 9122015 1o12 This number must appear on all invoices, packing slips and labels. of,NENT DIVISION COLLINS N, 2ND FLOOR NS Colorado 80524-4 Delivery Date: 04/06/2012 Buyer: JAMES O'NEILL Note: Line Description Quantity UOM Unit Price Extended Ordered Price Drug Testing 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 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 $5,000.00 Invoice Address: City of Fort Collins Accounting Department PO Box 580 Fort Collins, CO 80522-0580 Purchase Order Terins and Conditions Page 2 of 2 I. COMMERCIAL DETAILS. Tax exemptions. By statute the City of Fon Cnllins is exempt from state and local taxes. Our Exemption Number is 11. NONWAIVER. 98-04502. Federal Excise Tax Exemption Cenifteate of Registry 94-6000M7 is registered with the Collector of Failure of the Purchaser to insist upon strict purformmcc of the terms and conditions hereof. failure or delay to Internal Revenue Denver. Colorado (Ref. Colorado Revised Statutes 1073. Chapter 39 26, 114 (a). exercise any rights or remedies provided hcrcin or by law, failure to promptly notify the Seller in the event of a breach, the acceptance ofor payment for grads hereunder or approval of the design, shall not release the Seller of Gads Rejected. GOODS REJECTED due to failure to main specifications, either when shipped or due to defects of any of the wam, ntics 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 arc of to be replaced except upon receipt of written purchaser to insist upon strict performance hercofor any of its rights or remedies as to any such goods, regardless instructions from the City of Fun Collins. of when shipped, received or accepted, as to any prior or subsequent ddm, It hereunder. not shall any purponttl and modification or rescission of this purchase order by the Purchaser operate as a waiver of any Of the tams Inspection. GOODS arc sublcct to the City of Ford Collins inspection on arrival. bcoof Final Acceptance. Receipt of the merchandise, services or equipment in response to this order can result in 12. ASSIGNMENTOF ANTITRUST CLAI NIS. authorized payment on the pan of the City of Fort Colins. However. it is to he understood that FINAL Seller and the Purchaser recognize that in actual economic practice. overcharges resulting from antitnust ACCEPTANCE is dependent upon completion ofall applicable required inspection procedures, violations arc in fact boom 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 must be F.O.B.. City of Fort Collins, 7W Woad St.. Fort Collins CO 80522, unless acquired under federal or state antitrust laws for such overcharecs relating to the particular goods or services otherwise specified no this made, If permission is given to prepay freight and charge sepnntely, the original freight purchased or acquired by the Purchascr pursuant to this purchase order. bill must accompany invoice. Additional charges for packing will not be accepted. 13. PURCI IASERS PERFORMANCE OF SEVERS OBLIGATIONS. Shipment Distance. Where puma facmmrs have distributing points in various pans of the country, shipment is If the Purchaser directs the Seller to comet nonconforming or defective Foods by a date to be agreed upon by the expected from the nearest distribution point to destination, aril excess freight will be deducted front Im nice when Purchaser and the Seller, and the Seller thereafter indicates its inability or unwillingness to comply, the Purchascr shipments arc made from greater distance. may 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. - Portraits. Seller shall procure at sellers sole enter all necessary permits. certificates and liecaaes rcquimd by all applicable laws, regulations, ordinances and rules of the state, municipality, territory or political subdivision where the work is perfomed, or requited by any other duly constituted public authority having jurisdiction over the work of vendor. Seller further Tigress to hold the City of Pon Collins hamlcm from and against all liability and loss incurred by them by reason of an asserted or esublished violation of any such laws, regulaions, ordinances, mles and requirements. Authorization. All parties to this contract agree that the riprc. enutives arc, in fact, bona fide and possess full and complete authority to bind said panics, LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the tents and conditions stated hencia set forth and any suppicmcmary cr additional terms and conditions annexed hercm or incorporated heroin by reference. Any additional or different term and conditions pmpnsed 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 per(Ormance must he effected within the time stated on the purchase order and the documents attached hereto. No acts of the Purchasers including, without limitation, acceptance of partial late deliveries, shall operate as a waiver of Ihis prevision. In the even, of any delay, the Purchascr shall have, in addition to other legal and equitable remedies the option n(placing this order elsewhere and holding the Seller liable for damages Hovc%cr, the Seller shall nor be liable for damages as a resadt of delays due to causes not reasonably foreseeable which arc beyond its reasonable control and without its fault of negligence. such acts of God. acts ofcivil or military authorities, gnvemmenul priorities, fires strikes, flood, 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 of the delay. 3. WARRANTY. The Seller wamnt, that all gads, articles, materials and work cnvered 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 fnr work of a similar nature The Seller agrees to hold the purchaser harmless from any loss, damage or expense which the Purchascr may suffer or incur mn account of the Scllcrs breach of warm, my The Seller shall replace, repair or make good, without cost to the purchaser, any defects or faults arising within one U ) year or within such IOnger period of time as may he prescribed by law or by the terms ofany applicable warmnty provided by the Scllcr after the date of acceptance of the goods furnished hereunder (acceptance not to be unreasonably delayed), resulting from imperfect or defective work done Or materials famished by the Seller. Acceptance Or use of goods by the Purchnacr shall not constitute a waiver ofany claim under This wamaty. Except as olhcrvise pmvidcd in this purchase Order, the Sellers liability hereunder shall extend to all damages proximately caused by the breach of any Of the foregoing Warranties or guarantees, but such liability shall in no event include Ins, of profits of loss of use. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF IT TNESS FOR PURPOSE SHALL APPLY. 4. CHANCES IN LEGAL TERMS. The Purchascr cony make changes to legal terms by written change order. 5. CHANGES IN COMMERCIAL TERMS. The purchaser may make any changes to the tams, other than legal terms, including addi,iens to or deletions front the quantities origimlly ordered in the specifntinns m drawings, by verbal Or written change Oiler. If any such change affects the amount due or the time ofperformance hereunder, an equitable adjustment shall he 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 bchseen the parties as to any wok or materials then in progress provided that the Purchascr shall not he liable for any claims for anticipated pmlits on the uncompleted portion of the good and/or work. for incidental or consequential damages, and that no such adjustment be made in facer of the Seller with respect to any goal which arc the Sellers standard stock. No such termination shall relieve the Purchaser or the Seller Offaly ofthcirobligations as to any goods delivered hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must be as. erred within thirty (30) days from the date The change or termination is ordered. S. COMPLIANCE WITH LAW. The Seller wamnts that all good, sold hercumdtt shall have been produced. sold, delivered and furnished in strict compliance with all applicable Imes and regulations to which the good, arc subject. The Seller shall execute and delivct such daunrents as may be required In effect or evidiumc compliance. All laws and regulations required to be incorporated in agreements of this character arc hereby incorporated herein by this reference. The Seller agrees in indemnify and hold the Purchascr harmless from all costs and damages suffered by the Purchaser as a result of the Sellers failure to comply with such law. 9. ASSIGNMENT. Neither parry shall assign, transfer. or convey this odcr, or any monies dew or to became due hereunder without the prior written consent of the other parry. 10. TITLE. The Sellerwamnt, full. clear and unrestricted title to the Purchaser for all equipment, materials, and items furnished in performance of this agreement, fire and clear of any and all liens, restrictions, reservations, security interest encumbrances and claims of others. The Seller shall release the Purchaser and its contractors of any tier from all liability and claims of any nature resulting from the perfomnnce of such work. This release shall apply even in the event of fault of negligence of the party released and shall extend to the directors, ofcers and employees ofsuch party. The Scllcrs contractual 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 Purchaser. 14. PATENTS. Whenever the Seller is required to use any design, de,hu,. material or process envcred by letter, patent, trademark or copyright, the Seller 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 Purchascr for any cost. expense Or damage which it may be obliged to pay by reason of such infringement at any time during the prosecution or fiber the completion M the work. In case said equipment. or any part thereof or the intended use of the gaols, 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 of parts, replace the same with substantially equal bill noninfringing equipment. or modify it so it becomes noninfringing. 15. INSOLVENCY. If the Seller shall become insolvent or bankrupt, make 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. 16. GOVERNING LAW. The definitions of terms used or the interpretation of the agreement and the rights ref all panic hereunder shall he cunstmcd 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 Sellers Representative(%), on the premises ofnthers. 17. SELLERS RESPONSIBILITY. The Seller shill carry on said work at Seller's own risk until the same is fully completed and accepted, and sbnlh in case Of any occ idcn t. dastmdion or injury to the work and/or materials before Sc l leis final corn filet inn and .acceptance, complete The work at Seller's own expense and to the setts fact ion of the Purchascr. When matcrin is and equipment are Furnished by others for installalion or oration by the Seller. the Seller %hull receive, mdoad, store and handle sandc at the site and beware responsible therefor as though such materials and/or equipment %Pere being furnished by The Seller under The order. 19. INSURANCE. The Seller shall, at his mvn expense. provide for the payment of workers compensation. including occupational disease benefits. to its employees employed an 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 outomnhile public liability insurance with bodity injury and death nails of at Icast S300.000 for env one person. 554)0.Oo0 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 compensation and insurance. Before any of the Scllcrs or his contractors employees shall do any work upon the promises ofnthers. the Seller shall furnish the Pmchascr with a eenificale 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 Scllcr agrees that such compensation and insurance shall be maintained until after the entire work is completed and accepted. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Seller hereby assumes the entire responsibility and liability fanny and all damage. Ins, Or injury ofany kind or nature whahou%ef to persons or property caused by ofresulting from the execution of the work provided for in this purchase order or in connection herewith. The Seller will indemnify and hold harmless the Purchoscr 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 nr property to ahieh the Purchaser may be pill or ,,hjcct by reason Of any act, action, neglect, omission or default on the pan of the Seller, any of his contractors, or any of the Sellers or contractors officers, agents or employes. In case any suit or other proceedings shall be brought against the Purchascr, 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 Officers, agents or employees as aforesaid, the Seller hereby agrees to assume the defense thereof and to defend the same at the Scllcrs own expense. to pay any and all costs, charges, attorneys Fuca; and other expenses, any and all judgments That 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 caw judgment or ocher lien be placed upon or obtained against the property of the Purchascr, or said parties in or as a result of such suits or other proceeding%. the Seller will a, once cause the same to be dissnh'ed 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 mlcs and regulations issued pursuant thereto. Revised 0312010