HomeMy WebLinkAbout543224 TOUCHSTONE HEALTH PARTNERS - PURCHASE ORDER - 9146724Fort Collins
Date: Ot/'14/20'15
PURCHASE ORDER
Vendor: 543224
TOUCHSTONE HEALTH PARTNERS
125 CRESTRIDGE ST
FORT COLLINS CO 80525-3934
PO Number Page
9146724 1012
This number must appear
on all invoices, packing
sli s and labels.
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
4 FY14 Mental Health Svcs Murphy
Center as contracted on 091414
ADDED PER W.BRICHER EMAIL DATED 1113/15. -ECB
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@fcgov.wrn
1 LOT EA
28.91
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. Fly statute the City of Fort Collins is exempt from state and local taxes. Our Exemption Number is
98-04502. Federal Excise Tax Exemption Canavan, of Registry 84.6000580 is registered with the Collector of
Internal Revenue, Denver, Colomdo (Ref. Colorado Revised Smith. 1923, Chapter 39-26, 114 (a).
Goods Rejected. GOODS REJECTED due to failure to meet spedf liotks, either when shipped or due to defects of
damage in uaasit may be rewmed to you for credit and are not to b< replaced except upon receipt of wriltm
instructions from the City of Our Collins.
Inspection. GOODS are subject or the City of Fort Collins inspection on arrival.
Final Acceptance. Receipt of the merchandise, warviegi a wri ipmmt in response to this older ca ..It in
authorized payment on the pan of Me Ciry of Fan Collins. However, it is to It, arderstood that FINAL
ACCEPTANCE is dependent upon completion of all applicable requited inspection procedures.
Freight Terms, Shipments must be P O.D., City or Fort Collins, ]W Wood St, Fon Collins, CO 80522, unless
otherwise specified on this order. If permission is given to prepay freight and charge separately, the original freight
bill must accompany invoice. Additional charges for lacking will not M accepted.
Shipment Distance. Where manufacm¢rs have distributing points in various pans of Me country, shipment is
expected from the tomes distribution point to deslireetion, and excess freight will be Mainland from Invoice when
shipments are made from greater distance.
Permit. Seller shall procure at aulars sale cost all art permits, awificaes and licenses paired by all
applicable laws, regulations, ordinance and roles 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. Seller Moral agrees to hold the City of Fon Collins harmless from and against all liability and loss
lnmhmd by them by reason of an uscrf or established emlation of any such laws, regulations, odimanca, hales
and requiremcna.
Authorization All parties to this contract agree that the representatives are, in fact, bona fide and posse¢ full and
complete authority to bind said ponies.
LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the terra and conditions stated
herein set forth and my supplementary or habituated hams and conditions mane al hereto or incorporated herein by
reference Any i dditioral or different harmt and conditions proposal by vita aft objected 10 and hereby rejared.
2. DELIVERY.
PLEASE ADVISE PURCHASING AGENT immediately if you cannot make complete shipment to move on your
promised delivery date as acted. Time is of the arena. Delivery and performance must be ateded within the time
sated on the purchase order and the documents attached hereon. No acts of the Purchasers including, without
Ilmilabon, acceptance of polar late deliveries, shall operate as a waiver of this provision. In be event ofmy delay,
the Purchaser shall have, in addition 10 other, legal and thimable remedies, the option ofplacing this order elsewhere
and holding the Seller liable for damages. However, the Seller sail] not be liable for damages m a result of delays
due to causes not miserably foreseeable which ere beyond its reasonable control and without its fault of negligence,
such acts of God, acts ofeivil or military authorities, governmental Families. fires, wHoes, Read, epidemic, wars or
riots provided that notice of the conditions musing suit delay is given to the Purchaser within five (5) days of the
lime when the Seller first received knowledge thereof. In the event of any such delay, the date of delivery shall be
extended for the period dual to the time annually lost by reason ofthe delay.
3. WARRANTY.
The Seller warrants that all good, articles, material, and work covered by this order will conform with applicable
drawings, specifications, samples earlier other descriptions given, will be fit for the purposes founded, and
performed with the highest degree of are and mmpeence in accordance with accepted standards for work of a
similar nature. The Seller agrees to hold the purchaser hamless from any loss, damage or expense which the
Porringer may suffer or incur on account of the Sellers beach of waumry. The Seller shall replan, repair or make
good, without cast to Me 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 team of my applicable waranry provided by the Seller area Me that of
nice frown, of the goods finished hereunder ficer,aae not to be unreasonably delayed), resulting f Imperfect
or defective work done or materials Perished by the Seiler. Acceptance or use of goods by the Purchaser shall not
amlituta 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 of the foregoing warranties
or guaamees, but such liability shall in no event include loss ofpm D or lows of use. NO IMPLIED WARRANTY
OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY.
4. CHANGES IN LEGAL TERMS.
The Purchaser may make changes m legal hems by wduim change older.
5. CHANGES IN COMMERCIAL TERMS.
The Purchaser may make any changes to the terms, other than legal lams, including additi res ,,err deletions from
the quantities originally ordered in the specifications or drawings, by verbal or written change order If any such
change aft cts the amount due or Me time ofpeffamance hereunder, an equitable adjustment shall Ee made.
6. TERMINATIONS.
The Purchaser may at any time by written change other, hemming. this agreement as many or all portions of the
goods Men not shipped, subject to any muiable adjustment between the parties as m any work or materials then in
progress provided that the Purcaaser shall not be liable for any claims for anticipated profits air the uncompleted
portion of the Reads and/or work, for incidenal or consequential damages, and bar no such adjustment be made in
favor after Seller with reaped fro any glands which are the Sellers Mandan stock. No such lamination shall relieve
the purchaser or the Seller Mary aftheir obligations as to any goads delivered hereunder.
T. CLAIMS FOR ADJUSTMENT.
Any claim for allmormnl must be asserted within thirty (30) days from the date the change or termination is
normal,
S. COMPLIANCE WITH LAW.
The Seller amo nts that all good sold hereunder sell have been produced, sold, delivered and furnished in strict
compliance with ell applicable Iowa and u gulatiom to which Me goads art subject The Sella shill execute and
deliver such documents as may be requiral to effect or evidence compliance. All laws and regulations raptured a be
incorporated in agreements of this character are hereby magioated herein by this reference. The Seller agrees to
indemnify and hold the Purchaser harmless from all costs and damages suffered by the Purchnser as a result of the
Sellers failure to comply with such law.
9. ASSIGNMENT.
Neither party shill assign, transfer, or convey this order, or any maia due or in become due hereunder without be
Prior written amount ofhc other Ivry.
I TITLE.
The Sella ..is full, clear and unrestricted title to the Purchaser for all equipment materials, and it. famished
in performance of Mis agreement, free and clear of any ad all liens, legr alimea, overvairm, security interest
encaMr inces and claims of others.
11. NONWAIVER.
Failure of be Purchaser to insist upon strip perfommna of the harms and conditions hereof, failure or delay to
any rights or remalies provided herein or by law, failure to promptly tmtify the Seller in the event of is
breach, the coo race of or payment for goods hereunder or approval ofthe design, shall at release the Seller of
any of Me warranties or obligations of this purchase order and shall hat be deemed a waiver of any right of the
purchaser to insist upon strict performance hereof or any of its rights or remalies as m any such goods. FegnMless
of when shipped, received or 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 of the rem¢
hereof.
12. ASSIGNMENT OF ANTITRUST CLAIMS.
Seller and the Pihrehaser recognize that in actual economic practice, ovemhriges resulting from woiehst
violations we in fact home by the foreigner. nowe fsm far good wage and as consideation for executing this
purchase order, the Seller hereby emigres to the Purchaser any and all claims it may now have or hereaaer
acquired under federal or state antibasr laws for such overcharges relating to the particular goods or services
purchased or acquired by the Purchaser pursuant to this purchase older.
13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS.
Ifrhe Purchases directs the Sella to correct ronamfotming or defective good by a date to he agreed upon by the
Purchaser and the Seller, and the Seller thereafter indicates its inability or unwillingness to comply, the Purchaser
may cause the work to be perfomral by the most expeditious means available to it. and the Seller shall pay all
costs associated with such work.
The Seller shall release the Purchaser and its conbucmrs of any tier from all liability and claims of any retrace
resulting from the Performance ofsuch work.
This release shall apply even in the event of fault of negligence of the pans releaad and shall extent to the
directors, officers and employees ofsuch pay.
The Sellers amumai d obligations, including warranty, shall not be deemed to he reduced, in any way, because
such work is performed or mused to be performed by the Purchaser.
14. PATENTS.
Whenever tM Seller is requiral to use any design, device, rwterisl or process covered by letter, patent, badertah
or copyright, Me Seller shall indemnify and save hamtless Fire Purchaser from my and all claims for infringement
by reason of Me use of such patented design, device, material or process in connection with the contact, and
shall indemnify the Purchaser for any cost, expense or damage which it may be obliged to pay by reason of such
infr'ngement or any time during the prosecution in Her the completion of the work. In case said equipment, or
any pa thereof or the intended use of the guards, is in such suit held to constitute infringement and the use of
aid equipment or Fan is joined, the Seller shall, at its we expire and al its option, either procue for toe
Purchaser the right no mminue using said mair—., or parts, replace be same with mbsanlially equal but
noninfdging equipment, or modify it an it become roninGnging.
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 Me
Purchaser without liability.
16. GOVERNING LAW.
The definitions of Tema used or the interpretation ofthe agreement and the rights ofall parties hereunder shall b,
onsmhed under and govemed by the laws ofthe State ofColomdo, USA.
The following Additional Conditions apply only in cases where the Seller is to perform work hereunder,
including the services of Sellers Represcnative(s), on the premises of agrees.
U. SELLERS RESPONSIBILITY.
The Seller shall arty on said work at Sellers own risk until Me some is fully completed and acepted, and shall,
in use of any accident datmction or injury to the work mdfor materials before Sellers fm1 completion and
acceptance, complete the work at Seller's own expense and in Fire satisfaction of Fire Purchaser. When materials
and equipment are famished by others for installation or erection by Me Seller, the Sella shall receive, unload,
store and handle same al the site and become responsible therefor as though such materials eaVor equipment
were being famished by the Seller under the order.
18. INSURANCE.
The Sella shall, at his own expense, provide for the payment of workers compensation, including eccupamnal
disease benefits, to its employees employed on or in connection worth the work several by Nis purchase older,
and/or to their dependents in accordance with the laws of the state in which the work is to be done. The Seller
Mall elm carry comprehensive general liability including, but not limited to, contractual and automobile public
lwril iry insurance with bodily injury and death limits of at rea4 S300,000 for any one person, $5 W,000 for aay
one accident and prosperity damage limit per accident of S400,000. The Sella shall likewise require his
contractors, Many, to provide for such compensation road instance. Barren, any of the Sellers or his ca mamors
employees shall do any work upon be premises ofoNers, the, Seller shall fumuh be Purchase with a artifrshe
tear such compensation and announce have been provided. Such certlfiatex shall specify the date whim such
compensation and insurance have been provided. Such cerifares shall specify the date when such compensation
and insurance expires. The Seller agrees that such contractible. and iraumnce shall be maintained until afar the
entire work is completed and accepted.
19. PROTECTION AGAINST ACCIDENTS AND DAMAGES.
The Seller heat asmma the entire raponsibiliry had liability for my and all damage, loss or injury afany klvd
or nature ,lentsaver to persons or propmy, causal by or resulting from Me execution ofthe work provided for in
this pumase older .,an connection herewith. The Seller will indemnify and hold bamless the Purchaser end any
r all of the Purchasers olficcrs, agents and employees from and against any and all claims, losses, damages,
charges or expenses, whether direct or Indicant, and whether to persons or property to which the Purchaser may
be put or subject by reason of any al, action, neglmt omission or default on the pa of Me Sella, any of his
ontmcurs, or any of Me Sellers or contractors officers, agents or employees. In case my suit or offer
proceedings shall be brought against the Purchaser, or its officers, agents or employees an an, time oa aim. or
by maven of my act aa4oe, neglect omission or default of Me Seller of my of his contactors or any of its or
that officers, agents or employees as Mitigated, the Seller hereby agrees to assume be data. Mamf and to
defend the same at Me Sellers own expense, to pay any and ell costs, caatga, attorneys fees and other expenses,
any and all judgments that may be incurred by or nblamed against the Purchases 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 purchaser, or said parties in or m a recall ofsuch suits or offer program s,
Me Seller will at once cause Me same to be, dissolved and discharged by giving bond or otherwise. The Seller and
his contractors shall take all safety, precautions, Flemish oral install all guard manualry, for Me prevention of
accidents, comply with all law; and regulations with regard to safety inclacha& but without limitation, the
Occupational Safety and Health Act of 1970 and all hales and regulations issued pursuant thereto.
Revised 0711!014