HomeMy WebLinkAbout109184 LEWAN & ASSOCIATES - CONTRACT - PURCHASE ORDER - 9113727Box
POver,Co55 � COST PER PRINT
Denver, Colorado
303.7 AGREEMENT
303.759.5440
DENVER BOULDER COLORADO SPRINGS FORT COLLINS �GLENWOOD SPRINGS PUEBLO SILVERTHORNE CHEYENNE
CUSTOMER NAME
-;�
SHIP TO CUSTOMER
BILL TO CUSTOMER
�;,
PP
City of Fort Collins Oav2mmETtr
, `. f ; ..
ye) F;- ��e..�,-
�—%
SERVICE ADDRESS
626 Linden St.
BILLI GAODREss. Cc: y. jl NL
INTERNAL USE ONLY
BRANCH DIV
CITY
STATE
ZIP CODE
CITY
STATE
ZIP CODE
Fort Collins
CO
60524
EEPT C'o:-WIJ5
XD
I t).• .�tZ
PROGRAM TYPE
RECEIVED DATE
CUSTOMER KEYCONTACT PRINTED NAME
CUSTOMER PHONE
TERMS
Sandy Aragon
170 • "
NET DAYS WA(.
ENTERED EE#
ENTERED DATE
CUSTOMER KEY CONTACT eMAIL ADDRESS
CUSTOMER PURCHASE ORDER NUMBER
"7
saragon@fcgov.com
3 7:Z
PROOF EE#
LEWAN REPRESENTATIVE
Pi0
LEWAN REPRESENTATIVE NO
Matt Walker
PROOF DATE
METER r7 BY EMAIL
PROVIDE EMAIL ADDRESS.
SUBMISSION BY NETWORK: PROVIDESOFTWARE TYPE.
METHOD: BY FACSIMILE: PROVIDE FAX NUMBER.
FAX CONTACT NAME and PHONE.
AGREEMENT PRICING:
MINIMUM MINIMUM EXCESS
COPY
BEGINNING BASE + / COPIES X ) = BILLING PER COPY
RATE
`/BILL
PRODUCT CODE/DESCRIPTION
SERIAL NUMBER/LOCATION METER CYC. /BILL CYC. CHARGE
?
SHA-MX2610N
---_........................_................................_......
.•. ...... ..•_•. .:._•-� 3000 0.00950
�j......FJ�.... n
$28.50
0.00950
2
...................................................Q
SALES TAX
BASE SUBTOTAL: $o 0o SUBTOTAL: $za.5o
CODE:
SALES TAX TOTAL:
RATE: 0
^'1vwS EXCESs
ESTIMATED TOTAL MINIMUM BILLING / BILLING CYCLE: COPV/PRINT
DER
HARGES
AGREEMENT TERM:
EFFECTIVE START DATE OF THIS AGREEMENT:
INVOICE OPTION: (Choose Only One)
JK BY INVOICE MAILED TO BILLING ADDRESS
TERM OF THIS AGREEMENT IN MONTHS:
❑ BY SPREADSHEET eMAILED TO AP DEPT.
ADVANCE BILLING CYCLE PREFERENCE: MONTHLY QUARTERLY
AP eMAIL ADDRESS:
EXCESS COPY/PRINT BILLING CYCLE
PREFERENC ❑ MONTHLY QUARTERLY
SUPPLIES INCLUDED: TONER/DEVELOPER
W DRUM/IMAGING UNITS ❑
Nrnnt
CUSTGMERAUTHORIZES USE OFWAIL FOR
PAPER AND ST PLES
ARE NOT INCLUDED UNDER THIS AGREEMENT
SERVICE INCLUDED: �BOR
PARTS
DELETIEQUIPENTMOVES, ADDITIONS, AND
DELFT/DNS.
Under this Cost Per Print Agreement (the "Agreement"), Lewan & Associates, Inc., (the "Company") will provide all labor, parts and materials that it deems appropriate and necessary
to maintain in good operating condition those covered imaging devices which are listed above and/or on Schedule A and/or on Schedule B (if attached and signed by both parties)
("Product' and "Products"). Service shall include the diagnosis and correction of Product malfunctions and failures, as well as preventive maintenance, from time -to -time, as deemed
necessary by the Company ("Service," "Services" and "Serviced"). All Service shall be performed during the normal business hours of Monday through Friday, 8:00AM to 5:OOPM, local
observed holidays excluded (the "Normal Business Hours"), unless otherwise set forth in this Agreement. Supplies, to the extent included underthis Agreement, are detailed above.
This first page is referred to as the "Cover Page" of this Agreement. The Terms and Conditions attached to this Cover Page are an integral part of this Agreement, which Customer,
named above, hereby acknowledges having read and accepted.
ACCEPTANCE:
Lewan & Associates,
Lewan & Associates, Inc.
Sales Printed Name Service Manager Printed Name
Date
NOTE: COST PER PRINT AGREEMENT BECOMES EFFECTIVE ONLY AFTER
SIGNED ACCEPTANCE BY A SERVICE MANAGER.
C a7v(-X-�
store Authorized Signature
�Pc-x S-�, Qoti
Customer Printed Name
'h�44C -Tc rcr1 Ste. �L�
Title
Date
REV 0412011
ELECTRONIC
Lewan & Associates' Cost Per Print Agreement
CPP#
This page is referred to as the "Back Page" of this Agreement The Terms and Conditions printed on this Back Page as well as on the Cover Page are an integral part of this Agreement, which Customer hereby acknowledges having
read and accepted. This Agreement is subject a the following Terms and Conditions
1.0 R=, This Agreement details the Services and Supplies (if any) necessary to maintain the Products.
1.1 Products must be used only in operating conditions and environments that are usual and customary for pmducts of this type and will only be Serviced at Customer's location as detailed in the Customer Information
section on the Cover Page of this Agreement It s understood that the tent "Products" does not Include. (a) computer related equipment, including but rot limited to. CPUs, hubs, contains, switches, and modems, or
accessional to Products: (b) any network or noo-nehwrk cabling (c) costs to install options or peripherals that are purchased during the term of this Agreement or (d) any other component or item not specifically set
forth in the Cover Page of this Agreement.
1.2 Services provided by the Company shall include the cast, unless otherwise excluded. of all labor and mileage which becomes necessary through normal wear and tear and the usual and customary use of the Products.
NI costs (Including but not limited to those far parts, labor, and mileage) necessitated in whole or In part by accident, misuse, abuse., theft, vandalism, fire, water, freezing, ar-bonne contaminants,
physical shock, electrical shock, stress, acts of God, natural disaster, operator error, neglect, m the use of supplies or abachmerns not approved in writing by the Company, or the unauthorized repair of
Products by persons who are not authorized by the Company, or the unauthorized Installation of an Interface with or modification of Product, shall be the Customer's responsibility.
1 3 Service does NOT include: (a) software, software restoration, or software training; (b) repairs for damage resulting from a Product being re acated by any party other than the Company (c) repairs for damage resulting
from any failure of Customer's obligations under the Product lease (including, but not limited to. failing to have at all times a pmpedy-installed Company -approved surge protector attached to each Product; (d) removal
of Product's hardtldve at agreement tern, (a) diagnosis or repair orreplacement parts for failures caused by viruses or third -party hardware devices. and; (0 any substitute equipment while Product is being Serviced.
1.4 Customer acknowledges that, although there may be a separate financing agreement for Products, this Agreement Is only for the Service, Supplies, pans, mileage and labor described herein and is solely between
Customer and the Company.
15 Before this Agreement takes effect, each Product shall be subject, at the Company's sole discretion, to inspection by the Company.
1.6 Replaced Dart& materials and Product covered under this Agreement we lumahed on an exchange basis. Company reserves the right to replace a Product in its entirety if service demands so dictate. Replacement
pats, materials and Product, al the sole discretion of Company. will be new or refurbished, of equal or better quality. Upon exchange, replaced pails, materials and Product became the property of Company.
1 7 The Company shall provide all necessary copier, printer, and facsimile parts for Products (except for ropier drums), unless expressly set forth otherwise in this Agreement. It is agreed that copies run by Company
personnel are necessary for Customer training and the props Serviceof equipment and are included in the counting of Customer prints.
1.8 Unless agreed upon in writing, any and all Services performed outside Normal Business Fours yell be billed at the Company's prevailing allechours rates.
1 9 Charges forservices requested by the Customer other than the Services for the Products shall be billed to Customer at the Company's prevailing time and materials rates.
2.0 Customer Resoonsiblirties. Customer responsibilities include assuring proper management of the environment in which the Product is located; the proper manner in which the Product is operated. and management of
consumable materials (such as tuner. developer, protective covers, paper and staples).
2.1 DURING. ANDIOR AFTER THE TERM OF THIS AGREEMENT: (a) CUSTOMER IS SOLELY RESPONSIBLE FOR THE MAINTENANCE OF ITS OWN DATA, FOR ASSURING THE EXISTENCE OF A VIABLE
BACK-UP OF ALL DATA, AND FOR RECONSTRUCTION OF LOST OR ALTERED FILES. DATA OR PROGRAMS, and, (b) CUSTOMER IS RESPONSIBLE (AND COMPANY ASSUMES NO LIABILITY) FOR THE
SECURITY OF CUSTOMER'S PROPRIETARY, CONFIDENTIAL, AND CLASSIFIED INFORMATION, INCLUDING WITHOUT LIMITATION, LATENT DOCUMENT AND IMAGE DATA STORED ON HARDDRIVES.
2.2 For Service to be performed, Customer shall assure adequate consumables are at the Product site at the expected time of Service. The cost of same consumables may be included under this Agreement, Included'
consumables shall be detailed as "Supplies" on the Cover Page of this Agreement. Shipments of Supplies shall be limited to Customer's sixty (60) day need, as detemlined by Customer volume and manufacturer
yields. It is agreed that Supplies famished under this Agreement will be used only ineligible Products.
2.3 Customer is responsible for providing prompt access to Products and maintaining a Customer representative present at all times while Service Is being performed. Failure to provide timely access to Products
may result in additional charges.
2.4 Customer is responsible, at the request of the Company, for providing a dedicated electrical circuit to the Products suitable to the Products' proper operation. Failure to use a dedicated electrical circuit,
when so requested by the Company. shall void any product warranty.
2.5 Customer is responsible for the compatibility with Products of Customer -installed. equipment not covered by this Agreement. Customer, upon request by the Company for the purpose of providing Service.
is solely responsible for the disconnection (and re -attachment) of equipment not covered by this Agreement from (in) Products.
2.6 Customer agrees to designate and make available a key operator (the "Key Operator") who will be responsible for properly operating Products and fulfilling the responsibilities of the Key Operator as set forth in the
operator guide. Key Operators shall be trained by the Company.
2.7 Under the Billing Cycle Preference section of this Agreement Customer Is responsible for providing to the Company an accurate meter count ("Meter-) indicating Product usage for each Product. In the event
that Meter is delayed or incomplete, it is agreed that the Company may Invoice, and that Customer shall pay. Product Meter invoices based upon forecast Meter calculations.
2.8 Customer agrees to pay for or return non -charged Supplies received under this Agreement that are in excess of ten percent (10%) of the normal supply usage associated with the agreed print volume. measured
annually, for Product.
2.9 Customer agrees to pay invoices, if any, when due. Invoice terms are NET 10. In the event that Customer is more than thirty (30) days past due on any invoice(sj, then Service and Supplies may be suspended
unfil such time as all past due balances and current invoices are paid. In the event that Customer becomes delinquent an any payments, all charges for Services and Supplies provided by the Company, if any
(during the period coverall the delinquency) shall be automatically adjusted to the Company's then -prevailing, non -contract service and supply rates. Customer agrees to pay all collection fees, attorneysfees, and
man costs, moulded by law, incurred by Company in enforcngthe terms of this Section 2.9.
2.10 Customer agrees that the Company may increase the MINIMUM BILLING, PER COPYIPRINT CHARGE, BASE CHARGE. and/or EXCESS PER COPYIPRINT CHARGE. as agreed to by the Parties and set forth on
the Cover Page of this Agreement once each year during the term of this Agreement by an amount not to exceed fifteen percent (15%) of the MINIMUM BILLING, PER COPYIPRINT CHARGE, BASE CHARGE. auditor
EXCESS PER COPY/PRINT CHARGE in effect at the end of the prior term, or the maximum percentage permitted by law. whichever is lower.
2.11 When placed in-service. Customer agrees to notify the Company by eMail, as soon as is reasonably possible. of any additional equipment used by the Customer which is capable of using Company -provided Supplies
perthis Agreement.
3.0 Warranties and Limitation of Liability on Work Performed.
3.1 THE COMPANY WARRANTS THAT ALL SERVICES WILL BE FREE FROM DEFECTS IN WORKMANSHIP AT THE TIME OF PERFORMANCE. THE COMPANY SPECIFICALLY DISCLAIMS ALL OTHER
WARRANTIES OF ANY NATURE OR SOURCE, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR
PURPOSE.
3.2 THE COMPANYS TOTAL LIABILITY TO CUSTOMER OR ANY OTHER PARTY FOR ANY CLAIM, WHETHER IN CONTRACT, TORT (INCLUDING WITHOUT LIMITATION NEGLIGENCE WHETHER SOLE OR
CONCURRENT) OR OTHERWISE, ARISING OUT OF, CONNECTED WITH, OR RESULTING FROM THE FURNISHING OR FAILURE TO FURNISH ANY SERVICES OR SUPPLIES HEREUNDER SHALL NOT
EXCEED THE COST PAID BY THE CUSTOMER FOR THE SERVICES OR SUPPLIES WHICH GIVES RISE TO THE CLAIM THE REMEDIES SET FORTH IN THIS SECTION 3 SHALL BE CUSTOMER'S SOLE
AND EXCLUSIVE REMEDY.
3.3 IN NO EVENT SHALL COMPANY BE LIABLE FOR INCIDENTAL, CONSEQUENTIAL, OR SPECIAL DAMAGES INCURRED BY CUSTOMER OR ANY THIRD PARTY, INCLUDING WITHOUT LIMITATION ANY
LOSS OF USE, LOSS OF ANTICIPATED PROFITS. COSTS OF DOWNTIME, OR FOR SUBSTITUTE EQUIPMENT, AND ANY CLAIMS OF CUSTOMER'S CLIENTELE FOR SERVICE INTERRUPTIONS. UNAUTH-
ORIZED ACCESS TO LATENT IMAGE DATA, OR FAILURE OF SUPPLY THIS EXCLUSION SHALL APPLY EVEN IF CUSTOMER'S SOLE AND EXCLUSIVE REMEDY HEREUNDER FAILS FOR ANY REASON.
3.4 NO OBLIGATION OR LIABILITY SHALL ARISE OUT OF THE COMPANY RENDERING TECHNICAL OR OTHER ADVICE IN CONJUNCTION WITH SERVICES PROVIDED.
40 Indemnification. (a) Customer is responsible for any losses, damages. penalties, claims, suits, and actions (collectively -Claims') whether based on a theory of contract, tan, strict liability, or otherwise caused by or related to
or In any manner arising out of the use. ownership. possession, or funding or financing, of the equipment (including but not limited to the negligence of Customer. Customer's employees or agents, or any third parry), and. (b)
Customer is responsible for any and all costs and attorneys fees incurred by he Company relating to any such claim. Customer agrees to reimburse and, if requested. to defend the Company at Customer's own cast and
.expense, against any Claims. Customer's obligations under this Section 4.0 shall survive termination of this Agreement.
Company Employees. Customer understands that all employees who participate in the provision of Service are employed by the Company and represent' a substantial investment to that for Customer. on behalf of itself and
all Customer aKliaters, agrees during the term of this Agreement and for ninety (90) days thereafter not to contact or solicit any employee of the Company for the purpose of causing, inviting, or encouraging any such
employee to terminate employment win the Company.
6.0 Term
.
6.1 Themil term of this Agreement is set forth on the Cover Page of this Agreement.
62 This Agreement shall be automatically renewed for successive one yea terms, at prevailing paces, unless written notice of canceilation is received by the other party thirty (30) days pnorto the end of the current term.
6.3 Should Customer desire to cancel the Agreement al some other time, Customer agrees to pay liquidated damages equal to the greater of (i) the Company's prevailing time and material rates for SeMces actually
performed or, (if) the total monthly minimum billing multiplied by six (6). The Customers responsibility, to pay any current or accrued charges at the time of cancelation shall survive termination of this Agreement
7.0 ConfidenbafN. Customer, is affiliates, and their respective employees, agree to maintain as confidential all of Company's whiten, pre-printed, and/or electronic documents and malenais ("Information") which are discbsed
to Customer. Customer shall not, directly or indirectly, disclose any such Information to any third parry without Company's prior written consent. The dissemination of Information by Customer shall be within its own
organization and shall be limited to those employees of Customer w1 oseduses. justify the need to know such Information. Any breach of this confidentiality provision will be considered theft of Company's trade secrets.
8.0 General.
8_1 This Agreement contains the entire agreement between Customer and the Company with respect to the subject matter hereof. The invalidity in whole or in part of any provision of this
Agreement shall not affect the validity of any other provisions. Any representations, inducements, .promises. negotiations or otherwise. not contained herein, shall not be of any farce or effect.
unless attached. in writing, to this document and signedby both parties
8.2 The headings contained m this Agreement are for purposes of reference only and shall not limit or define the meaning of any provision of this Agreement.
8.3 This Agreement is not transferable or assignable by the Customer without the priorwriben consent of the Company.
8.4 The Company shall not be determined to hem default of any provision herein or be liable for any delay, failure in performance or interruption of Service resulting from acts of God, civil or military catastrophe. slakes,
embargoes, transportation delays, inability to obtain materials from suppliers, product deficiencies or any other sttualion beyond the reasonablecontrol of the Company.
8.5 The parties shall attempt in good fain to resolve any controversy, claim or dispute, of whatever nature basing between the parties, by mediation pursuant to Commercial Mediation Rules before resorting to arbitration,
litigation or any other dispute resolution procedure.
8.6 The relationship of the parties established under this Agreement is that of independent contractor and neither party is a partner, employee, an agent, or pint venturer of or with the other.
8.7 The waiver of any breach of any of the terms and conditions set forth herein shall not be construed as a waiver of any other breach The failure of either party to exercise any right arising from any
default of the other party hereunder shall not be deemed to be a waiver of such right.
8.8 The laws of the State of Cold rado shall govern the validity. performance. and all matters relating to the interpretation and effect of this agreement and any amendment hereof. NabCe shall be
provided to Lewan 8 Associates, Inc., POBox 22855. Denver, Colorado 80222.
3 9 Sections 2.1, 3.0. 4.0. 5.0. 6.1 and 7.0 shall survive termination of this Agreement.
Authorized Signature Date _2�Al
REV 0412011