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HomeMy WebLinkAbout543224 TOUCHSTONE HEALTH PARTNERS - PURCHASE ORDER - 9146724 (2)PO PURCHASE ORDER 914672er Page C117/ of PURCHASE 46724 1 of z ' `t Collins( hisnumber must appear ` v �7 on all invoices, packing sli s and labels. Date: 11/26/2014 Vendor: 543224 TOUCHSTONE HEALTH PARTNERS 125 CRESTRIDGE ST FORT COLLINS CO 80525-3934 Ship To: CITY MANAGER CITY OF FORT COLLINS 300 LAPORTE AVE CITY HALL WEST - 1 ST FLOOR FORT COLLINS CO 80521 Delivery Date: 11/18/2014 Buyer: ED BONNETTE Note: Line Description Quantity UOM Unit Price Extended Ordered Price 2 FY14 Mental Health Svcs Murphy Center as contracted on 091414 3 FY14 Mental Health Svcs Murphy Center as contracted on 091414 I;lw.f P14 City of Fort Collins Director of Purchasing and Risk Management This order is not valid over $5000 unless signed by Gerry S. Paul City of Fort Collins Purchasing, PO BOX 580, Fort Collins, CO 80522-0580 Phone:970-221-6775 Fax: 970-221-6707 Email:purchasing@fogov.com 1 LOT EA 1 LOT EA 15,508.02 2,491.98 Total Pay terms net 30 days Invoice Address: City of Fort Collins Accounting Department PO Box 580 Fort Collins, CO 80522.0580 Purchase Order Terms and Conditions Page 2 of 2 I. COMMERCIAL DETAILS. Tax exemptions. By sutute the Ciry of pan Collins is exempt from sane all local taxes. Our Exemption Number is 11. NONWAIVER. 984a502, Federal Excise Tax Exemption Certificate of Registry M-6 )0058) is registered with the Collector of Failure of Ne punhsser m insist upon we, performance of the terms wail vodihions hereof, failure Or delay to Internal Revenue, Deaver, Colorado (Ref. Colorado Revised Stammer 1993, Chapter 39-26, 114 (a). exercise my rights or remedies provided herein or by law, random m promptly amity the Sella in the event of a breach, the acceptance ofor payment for goads hereunder or approval of the design, shall not release the Sella of Goods Rejected. GOODS REJECTED due to failure to meet specifications, 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 nown, may be returned to you for credit all are not W be replaced except upon receipt or wri een purchaser to insist upon series performance hereofor my of its rights or remedies as to my sub goods, regardleas insNmmions from the City of Fon Collins. of when shipped, received or occurred, as W any Prior or subsequent default heremder, nor shall any puryone l one modification we rescission of this pumha• order by the Purchaser wermte as a waver of my of the tics Inspection. GOODS are subject to the City affect Collins inspection an arrival. hereof. Final Acceptance. R.ripl of the merchandise, services or equipment in response to this order can , esult in 12, ASSIGNMENT OF ANTITRUST CLAIMS. alnhmised payment on the part of the City of To. Collins. However, it is to In understood thatFINAL Seller it the Purchaser recogme Nat in actual economic practice, overcharges resulting from mmmwt ACCEPTANCE is dependent upon completion ofail applicable fix,maetl inspection procedures. violations are in fact home by the purchaser. Theretofore, far good cause and res camideauon for <e atrom Nis purchase order, file Seller hereby resign a the Purchaser my and all claims it may now have m hereafter Freight Terms. Shipments most W F.O.B., City, of Fan Collins, 700 Wood St, Fan Collins, CO 80522, unless acquired miler federal m stare wan ,. laws for such Overcharges relating to the rental. sal. goods or services otherwise specified on this order. Hpermusion is given to prepay freight and charge separately, the Original freight purchased or acquired by me Purchaser pursuant to this purchase order. bill must accompany invoice. Additional charges for packing will not be accepted I3,PURCHASERS PERFORMANCE OF SELLERSOBLIGATIONS. Shipment Distance. Where twauNm have points in various pans the amtry, shipment ls or defective If the Sella tolerthe nonconforming or defectivegoods byadhe to be eptadupon by the is nearest distribution point a dxtiwtion, and excess freight will be deduned farm Invoice when expected from Poi destination, ver mautdirectsthe Purchaser all the Sella, and the Seller thereaftert inability v wwillingness m comely, the Purchaser ad shipments ere made from greater distance. c.pud sits may cause the wank to be perfoemed by the most expeditious aeons available is it. and the Sella shall pay all cosh associated with such work. Permits. Seller shall procure at shuns sole cost all necessary permits, certificates and licenses required by all applicable laws, regulations, odimncx wail wales of the swam, municipality, lerrirory or Political subdivision where the work is ped'oaed, or required by my other duly comtimpd public authority having jurisdiction over the work of valor. Seller fuller agrees hs hold the City of Fan Collins harmless tram and against all liability and loss androd by them easo by town of an asserted or establisheda violation of my such laws, regulations, dinances, roles rmuiretimms. Authorisation All parties to this contract agree Nat Ole representatives we, in fact. bum fide and possess full and complete authority to bird said parties. LIMITATION OF TERMS. This Purchase Under expressly limits acceptance as the terms and conditions smtcd herein set forth and any supplementary, or additional terms and conditions annexed hereto or inimmu m ed herein by reference. Any additional or different temu and conditions proposed by seller are objected to and hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately try.. carrot make mmplele shipment m wive on your premised delivery date as noted. Time is of Oa, essence. Delivery all performance must be a@email within the time stated on the purchase order and the reconnects attached hereto. No acts of the Purchasers including, without limitation, acceptance of panial late deliveries, shall operate as a waiver of this provision. In the event army delay, the Purchaser shall have, in addition to other legal it egmobb, remedies, the option afflicting this order elsewhere and holding the Sella liable for damages. Ilowevm the Sell,, shall not be liable far damages as a result of delays due as wanes war resonantly foreseeable which are beyond its mawmble mntml and without is fault of negligence, such acts of God, acts ofeml or military out nchics, govemmmul i riadties, fires, strikes, flood, epidemics, wars a, riots provided Wert notice of the conditions causing such delay is given to the Purchaser within five (5) days of the time when the Seller first revived knowledge thercoC In the event of any such delay, the date of delivery shall be extended for the period equal to the time actually last by reason of the delay. 3. WARRANTY. The Seller warrants that all goods, articles, materials and work covered by this order will conf with applicable dmwings, specifications, samples andtor 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 'miler nature. The Seller agrees to hold the pumhuser harmless from any lass, damage w exeeam which the Purchaser may suffer or incur on account of the Sellers breach of wamnty. The Seller shall replace, repair or make good, without cart ro the purehaur, my defects or faults arising within one (1) year or within such longer period of time as may be presented by law or by the terms of my applicable warranty provided by the Seller after the date of acceptance of the good famished hereunder (acceptance not to be immeasurably delayed), resulting tram impenf act or defective work done or materials famished by the Seller. Acceptance or use of goods by the Purchaser shall not constitute a waiver crony claim under this warranly. Except as otherwise provided in this purchase order, the Sellers liability hereunder shall extend to all damages proximately caused by the breach of my of the f going wmmnties or guammtts, but such liability shall in no event initiate loss of proNs or loss of nse. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4, Cl LANCES IN LEGAL TERMS. The purchaser may make changes to legal now by wdnen charge other. 5. CHANGES IN COMMERCIAL TERMS. The Purchaser may sake any changes to the tams, other than legal terms, includingadditions to or deletions fmm the quantities originally nMered in the ws cifrstions or drawings, by verbal or writ wan change now 11any such change affects the amount due .,,he time ofpedomsanct, hereunder, as equitable adjustment shall be made. 6. TERMINATIONS. The Purchaser may at my time by written change rude, terminate this agreement as to any or all ponima of me goods then not shipped, subject to my equitable adjustment between the panics. to any work or materials then in pmgre s provided that the Purchaser shall not be liable for any claims for anticipated profits on the uncompleted portion of the goods anakor work, for incidental or consequential damages, and that no such adjustment be made in favor of the Seller with respect to my goods which art the Sellers standard stock. No such kmWmtion shill relieve the Purchaser or the Seller ofany of their obligations as W my good delivered hereumlet. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment mast Ise asserted within mirm (30) days from me date the change or termination is ordered. S. COMPLIANCE WITH LAW. The Seller wa aats Out all good to hereunder shall have beer, produced, sold, delivered it famished in stria compliance with all applicable haws and regulations N which Ore good arc subject. The Seller shall execute all deliver such documents as may be respond to effect or evidence compliance. All laws and regulations required to be commented in agreement, of this character are hereby unaccustomed herein by this reference. The Seller agrees to indemnify and hold the Purchaser harmless from all execs and damages suffered by the Purchaser as a result of the Sellers failure to comply with such Law. 9. ASSIGNMENT. Neither party shall assign, broader, or convey this order, or any monies due or to become due hereunder without the poor written consent of the omen party. 10. TITLE. The Seller warrants full, clear and unexpected tide to the Purchaser far 01 eryipmans, materials, all it. furnished in performance of this agreement, f ant clear of any and all liew, mpictiors, msemd., security, in,., encumbrances and claims of others. The Seller shall release the Punchsser and its contractors of my tier from all liability and claims of any nature resulting Gom the performance ofsuch work. This release shall apply even in the evcar of fault of negligence of he party released and shall extend to the dimanrs. olEews and employees ofsuch panty. The Sellers c untmctml obligations, including wnrtanty, shall not he decreed to be, reduced, in any way, because such work is performed m caused to be performed by the Purchaser. 14. PATENTS. Whenxar the Seller is required to use any design, device, material or process covered 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, maenal or process in connection with the contract, and shall indemnify the Purchaser for my cost, expense or damage which it may be obliged to Pay by reason of such infringement at any time during the prosecution or after the completion of the work. In case said equipment. or any part hereof or the intended use of the good, is in such .it held Ix mmtimm infringemenl and the use of said equipment or an is enjoined, the Seller shall, at its own expense and at its Orion, either prvure for the Purchaser the right to continue using said equipment or parts, replace the same with substantially equal but noniufnnging equipment. or modify it set it becomes nominfringing 15. INSOLVENCY. If the Seller shall become insolvent or bmkmpt nuke an assignment for the benefit of creditors, appear a receiver or misuse for any of the Sellers property or business, this order may forthwith be canceled by the Punctuate, without liability. 16, GOVERNING LAW. The definitions of leans used or the interpretation ofthe agreement and the rights of all parties hereunder shall be command under and governed by the laws ofthhe State of Colorado, USA. The following Additional Conditions apply only in ca where the Seller is to perform work hereadeq including the smicx of Sellers Reprtunmive(s), on the premiss ofoOers. 17. SELLERS RESPONSIBILITY. The Seller shall carry on said work at Sellers own risk onfil the same is fully completed and accepted, and shall, in e of any accident, destruction or injury N the work maker materials before Sellers final completion and acceptance, complete the work at Sellers awn expense and to me satisfaction of the Purchaser. When materials ail equipment are f ished by others for installation or erection by We Seller, the Seller shall receive. reload, stare and handle same at not site and become rtspomible therefor as graph such materials a filar equipment were being firmuhed by the Seller under, the order. 18. INSURANCE. The Seller shall, at his own expense, provide for the payment of workers 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 sum in which the work 6 m be done. The Seller shall also carry comprehensive ganctul liability including, but not limited N, conractml road emomobile public liability insurance en ba ce with injury and death limits of at least $300000 for my one personW , $500,Cfor my accident ad property damage limit per accident of $400,000. The Seller shall likewise require his contractors, if any. to provide for such compensation and assurance. Deface any of the Sellers or his contractors employees shall do my work upon the premises of offers, the Seller shall famish the Purchavm with a certificate Nat such compensation and insurance have been provided Such certificates shah specify me date when such compensation all immune have been provided. Such ternfical. shall specify the date when such compensation and inawence expires. The Seller agrees that such mmprnsation and insurance shall be maNaNed until after the entire work is completed and accepted. 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Seller hereby sssumrs the entire firma nibiliry and liability fan my aad all damage, loss m injury of., kill r where whosoever m persons or pmpnty caused by or resulting fmm the execution ordw work provided for in this purchnu other or in connection herewith. The Seller will indemnify and hold hmmless the Purchaser and any r all of the Purchasers officers, agents and employees from and against my and all claims, losses, damages, charges or expenses, whether direct or indirect, and whether to persons or property to watch the Purchaser may b, put or subject by reason of my act, action, neglect, omission or default an the pan of the Seller, my of his corrections, or my of the Scllen Or contactors officers, agents or employees. In case my suit Or other proceedings shall be brought against the Purchaser, err its odium, agents or employees at my lime an.coum w by reason of any son, .,i m, neglect, omission or default of the Seller of any of his cantr.mrs 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 my and all costs, charges, attorneys fees and other expenses, any it all judgmens that may bu incurred by en obtained against the Purchaser or any of is or then otbces. agents or employees in such suits or other Proceedings, and in cane judgment or other her be placed upon or obtained against the property of the Purchasn, err said panic in or as a result of such suits an outer proceedings, the Seller will at once cause the same to be dissolved and discharged by giving bard or otherwise. The Seller and his contractors shall take all safety precautions, famish and install all guard necessary for the prevention of accidents, comply with all laws and regulations with regal to safety including, but without limitation, the Occupational Safety and Health Act of 1970 all all wales and regulations issued pursuant thereto. Revised 07RO14