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HomeMy WebLinkAbout543224 TOUCHSTONE HEALTH PARTNERS - PURCHASE ORDER - 9146724 (2)Fort Collins Date: 0112012015 PURCHASE ORDER Vendor: 543224 TOUCHSTONE HEALTH PARTNERS 125 CRESTRIDGE ST FORT COLLINS CO 80525-3934 PO Number Page 9146724 1of2 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 Buver: ED BONNETTE Note: Line Description Quantity UOM Unit Price Extended Ordered Price 5 FY14 Mental Health Svcs Murphy 1 LOT EA 1,578.26 Center as contracted on 091414 ADDED PER W. BRICHER EMAIL DATED 1/16/15. -ECB 6 FY14 Mental Health Svcs Murphy Center as contracted on 091414 ADDED PER W. BRICHER EMAIL DATED 1/16/15. -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.com 1 LOT EA 13,929.76 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. COMMERCIALDEfABS. Tax exemptions. By statute the City of Fort Collins is exempt men sate rind lam taxes. Om Exemption Numbs is 11. NONWAIVER. 98-04502. Federal Excise Tax Exemption Certifcaae of Registry M-6000587 is registered with the Collector of Failure of the purchaser to insist upon stria performance of the terms and conditions hereof, failure or delay to Internal Revenue, Denver, Colored. (Ref. Colored. Revised Statures 1973, Chapter 39-26, 114 (Q. anxim any rights or remedies provided herein or by law, failure a promptly gouty the Seller in the event of a breach, the maturate ofor payment for goods hereunder or approval ofthe designs shall not release the Seller of Goods Rejected. GOODS REJECTED due to failure to mad specifimtime, either when shipped or due to defcm of any of the womntics or obligations of Its purchase order road shall tar W domed a waiver of any right of the damage in transit, may be remmed to you for credh and are not to be replaced except upon receipt of written purchaser to insist upon strict performance hereofor any of its rights or remedies in to any such goods, regardless instructions from its, City of Fon Collins. of when shipped, received or accepted, as, to any prior or subsequent default hereunder, nor shall any imported oral modi fictvion or rescission of this purchase order by the Purchaser operate as a waiver of any of the terms Impesion. GOODS are subject to the City of Fort Collins inpection on arrival, hereof. - Final Acceptance. Receipt of fin merchandise, services or equipment in response to this order can result in 12. ASSIGNMENT OF ANTITRUST CLAIMS. authorized payment on tad part of the City of Fact Cultures. However, it is to be understood thatFINAL Seller and the Purchaer margin. that in eras] a Im primate, tce, mchargu resulting from sommust ACCEPTANCE is dependent upon completion afoul applicable required inspection procedures. violations am in fact home by the Purchaser. Thertofoa, for good amuse end az consideration for executing this purchase order, the Sella 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 Fort Collins, 700 Wood St., Fort Collins, CO 80522. unless acquired under federal or same sntilrmt lax, for such overcharges reason, an the particular grad or services mherwise specified on this order. Upermission is given to prepay freight and charge separately. Ne original freight purchased or acquired by the Purchaser pursuant m this pmchase order. bill must accompany imoia. Additional charges for parking will Trot ho ocapand. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. Shipment Distance. When manufacturas have distributing points m various pans of the rountry, shipment is If me Purchaser directs the Seller to correct nonconforming or defective goods by a date in be a greed upon by the expected fmm the nearest distribution point to dsiin aim, and cares freight will be deducted from Invoice when Purchaser and the Seller, and the Sells thereater indicates its inability or unwillingness to comply, Ne Purchoser shipments are made been grams 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. Permits. Seller shall procure at sellers sole cost all necessary pewits, carifimtes and licenses required by all applicable laws, regulations, ofi ieances and rules of the state, mamicipality, tenimry or political subdivision when The Seller shut] release the Purchaser and its contractors .f any tier from all liability and claims of any nature the work is performed, or required by any other duly conetimted public authority having jurisdiction over the work resulting from the performance ofmch work. of vendor. Seller further agrees to hold the City of Fort Collins harmless from and against all liability and loss incurred by them by reason of an maned or established violation of any such laws, regulations, ordination, roles This release shall apply court in the event of fault of negligence of the patty releaud and shall extend to the and requirements. directors, officers and employees of such party. Aulhoriaatim. All parries to this contras agree that the repreunmrica are, in fact, bona fide and possess fall and complee andamiry to bind said parties. LIMITATION OF TERMS. This Purchaes, Order expressly limits acceptance to the terms and musicians added herein set fired and any supplementary or additional icon and conditions anmxed hereto or incorporated herein by reference. Any additional or different terms and conditions proposed by seller arc objesed to and hereby coated. 3. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately if you carrot make complete shipment to arrive on your promised delivery date as noted. Time is of the essence. Delivery and perfowuntt must be eRected within the time stated an the purchase order and the documents attached herein. No acts of the Purchasers including, without limiatioo, acceptance ofpanisl late deliveries, shall mare as a waiver of this provision. In the event of any delay, the Purchaser shall have, in addition to other legal and aluitat le remedies, the option of placing this other elsewhere and holding the Seller liable for damages. However, the Sella sm[] not be liable for damages as a result of delays due to comes not reasonably foreseeable which arc beyond its reasonable council and without its fault ofneglignoe, such acts of God acts ofdvil or military, authorities, governmental pnorities, fins, strikes, Rood, epidemics, wars or non provided then notice of the conditions; musing such delay is given to the Purchaser within five (5) days of the time when Ore Sella fast received knowledge thereof. In tad event of any such delay, tad date of delivery shall In extended for the period equal to the time actually lost by reason of We delay. 3. WARRANTY. The Seller wamnts that all good, articles, materials and work mooed by this order will conf with applicable drawings, specifications, samples maker other descriptions given, will be ❑t for the paramours intended, and Performed with the highest degree of cart and competence in accordance with accepted standard for work of a similar nature. The Seller agrees to hold the purchaser harmless fmm any loss, damage err expense which the Purchaser may suffer or cram on account of the Sellers breach of warranty. The Seller shall replace, repair or make good, without cost to the purchaser, any defects or faults arising within one (I) year or within such longer period of time m may be prescribed by law or by the terms of any applicable warranty provided by the Sella after the dam of acceptance of the goads betrothed 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 Purchaser shall rot constitute a waiver of any claim it,, this wamnty. Except as otherwise provided in this purchase codes, the Sellers liability hereunder shall extend to all dmnages proximately social by the breach of any of the trucking wmmnties or guarantees, but such liability shall in an event include loss ofmofits or loss of am NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHANGES IN LEGAL TERMS. lam Puchaser may make changes to legal terra by written change order. 5. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any changes to the temos other than legal terms, including additions to or deletions from the gmoafia— artymalg aNcrnd in the specifications or dmwings, by cat n, -elan, change order If any such change affects the amount due or the time of performance hereunder, an equitable adjustment shall be mode. 6. TERMINATIONS. The Purchases may al any time by wane. change ode', tor —man Nis agree era as to any or all ammus of the goods then not shipped, subject a any equitable adjustment between the parties in to any work or materials then in progress provided Nal me Purchaser shall not be liable for any claims for suramparcd profits on due mcomplered portion of the good and/or work, for incidents] or consequential damages, and that no such adjustment be made in Avon of tad Sella with respat to any good which art the Sellers sandaret stock. No such lamination shot] relieve the Purchaser or the Sella ofany of their obligations as to any goad delivered hereunder. 9. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must be summed within thins (30) days farm the date the change or termination is ordered. 8. COMPLIANCE WITH LAW. The Seller warrants that all goods sold hereunder shall have ban produced, sold, delivered and fumshed in suit compliance with all applicable laws and fi,pi ntions m which the good 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 Pumbaser 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 may, shall assign, transfer, or convey this only, of any muoies doe err to become due hereunder without the prior writs. commit i fthe other party. 10. TITLE. The Sells warrants full, clear and awestricted title in the Purchaser for all equipment materials, and items famished in performance of this agreement free and clear of any and all liens, restrictions, reservatiour, secmlry imre est encumbrances and claims of others. The Seller's commensal obligations, including wamnty, shall nos be denied to be reduced, in any way, because such work is perfumed or caused in be performed by the Purchaser. 14. PATENTS. Whatever the Seller is m3uired to use my design, device, material or process covered by letter, patent mdemark copyright, he Seller shall indemnify and save harmless the Purchase fmm say said all claims far hnfnngemmt by reason of the use of such patented design, device, material or process N correction with the contras, and shall indemnify the Purchaser for any cost, expense or damage which it may be obliged to pay by reason ofmift infringement at any time during the Innovation or after the completion of the work. In case avid equipment, or any pan thereof or the intended use of the Goods, is in such suit held a coarstiti a infringement and the use of said equipment or pan is enjoined, the Seller shall, at its own expense and in its option, either procure for the Purchaser the right to continue using said aulpmcnt or pans, replace the some with substantially equal but noninfringing equipment or modify it so it becomes rmninMnging. 15. INSOLVENCY. If the Seller shall become insolvent or bankrupt. make an assignment fro the benefit of creditors, mission a madiver or manta for any of the Sellers property or business, this order may forthwith be canceled by the Purchaser without liability. 16. GOVERNING LAW. The definitiom of.. used or the intnprdatim fthe agreement most Ne rights of all parries hereunder shall he contacted under tad governed by Ne laws offle State ofColorsdo, USA. The following Additional Conditions apply only in cases where the Sella is a perform work hereunder, including the services of Sellers Represenmove(s), on the premise.fothers. 19. SELLERS RESPONSIBILITY. The Seller shall carry on said work at Sellers awn risk until the same is fully completed and accepted and shall, in rise of any accident. destruction in injury to the work ruckus materials before Sellers final completion and acceptince, complete the work at Sellers awn expense and to the satisfaction of the Purchaser. When tramenals and equipment am f shed by others for Installation in erosion by she Sella, the Sella shall receive, uNoad mare and hamlle same at the site and became responsible therefor as though such materiah snk.r muiprtrent were being famished by she Seller under the other. 18. INSURANCE. The Seller shall, in his own expense, provide for the payment of workers compensation, including occupational discuss benefits, to its employees employed on in in connection with the work covered by this purchase order, enkrr, m their dependents in accordance with the laws of the sate N 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 wink bod.1y injury and death limit. of m leas, motors) for any one person, $500,000 for any one accident and progeny damage limit per accident of S4W,000. The Seller shall likewise require his contractors, Fray, it, provide for such compensation and insurance. Before any of the Sellers or his contractors employees shall do any work upon the premises of others, the Seller shall famish the Purchaser with a certificate that such compensation and insurance have been provided. Such cenifiwtes shall specify the date when such compensation and insurance have been provided. Such certificates shall specify the dote when such compensation and insucaunce expires. The Sella agrees Nat such compensation and insurance shall be mainaitted until after me entire work is completed and accepted 19. PROTECTION AGAINST ACCIDENTS AND DAMAGES. The Sella hereby assumes the smart responsibility and liabiliry for any mad all damage, loss or injury of., kind or nacre whomever to persons or pmperry round by or resulting from the execution of the work provided for in this purchase order or in connection herewith. The Sella will indemnify and hold hamlets the Purchmer aM any or all of the Purchsers officers, agents and employees fmm 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 of any act, action, neglect omission or default on the pan of the Seller, any of his ontradors, or any of the Sellers or contractor; oRcers, agents .1 employees. 1. se. any suit or other proceedings shall be brought against the Purchaser, or its officers, agents or employees at any time on account of by remain of any act, action, neglect, omission or default of the Sells of any of his contractors or any of its or their officers, agents or employees as aforesaid, the Sella hereby agrees a assume the defense thereof and to defend the same at the Sellers own exposure, to pay any and all costs, charges, aromeys fees and other expenses, any end all judgments that may be incurred by or obtained aguirut the Purchaser or any of its or their officers, agents or employees in such suits or older proceedings, and in case judgment or other him h placed upon or obtained against the property of the Purchaser, in said partite in or as a result of such suits or other proceedings, the Sella will at more cause Ne same a be dissolved and discharged by giving banal or wthewix. The Sella and his contractors shall take ell safety precautions, famish and install all guard rwammy for Ne prevention of accidents, comply with all law, and regulations with regaod a salary including, but withoul lirstitation, the Occupmiorml Safety and Health Act of 1970 and all roles and regulations issued Panama theca. Revised 074!014