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HomeMy WebLinkAbout497384 TRANSIT SOLUTIONS - PURCHASE ORDER - 9131889I CI'�/ Of I Fort Col PURCHASE ORDER PO Number Page 9131889 1 of s This number must appear " Ins on all invoices, packing slips and labels. Date: 04/1512013 Vendor: 497384 Ship To: TRANSFORT BUS FACILITY TRANSIT SOLUTIONS CITY OF FORT COLLINS 913 SONG SPARROW CT 6570 FORTNER ROAD ARNOLD Maryland 21012 CITY OF FORT COLLINS Colorado Delivery Date: 04/15/2013 Buyer: ED BONNETTE Note: PER QUOTE DATED MARCH 21, 2013 FROM JOHN WHITE TO RICHARD DUCKWORTH. Line Description Quantity UOM Unit Price Extended Ordered Price 1 2013 MVSS Maintenance per quote 3/21/13 1 LOT LS In addition to the City of Fort Collins Standard Purchase Order Terms and Conditions, the following Federal clauses apply to this purchase order. 1. NO FEDERAL GOVERNMENT OBLIGATION TO THIRD PARTIES (1) The Purchaser and Contractor acknowledge and agree that, notwithstanding any concurrence by the Federal Government in or approval of the solicitation or award of the underlying contract, absent the express written consent by the Federal Government, the Federal Government is not a party to this contract and shall not be subject to any obligations or liabilities to the Purchaser, Contractor, or any other party (whether or not a party to that contract) pertaining to any matter resulting from the underlying contract. (2) The Contractor agrees to include the above clause in each subcontract financed in whole or in part with Federal assistance provided by FTA. It is further agreed that the clause shall not be modified, except to identify the subcontractor who will be subject to its provisions. 2. PROGRAM FRAUD AND FALSE OR FRAUDULENT STATEMENTS AND RELATED ACTS (1) The Contractor acknowledges that the provisions of the Program Fraud Civil Remedies Act of 1986, as amended, 31 U.S.C. § 3801 et seq . and U.S. DOT regulations, "Program Fraud Civil Remedies," 49 C.F.R. Part 31, apply to its actions pertaining to this Project. Upon execution of the underlying contract, the Contractor certifies or affirms the truthfulness and accuracy of any statement it has made, it makes, it may make, or causes to be made, pertaining to the underlying contract or the FTA assisted project for which this contract work is being performed. In addition to other penalties that may be applicable, the Contractor further acknowledges that if it makes, or causes to be made, a false, fictitious, or fraudulent claim, statement, submission, or certification, the Federal Government reserves the right to impose the penalties of the Program Fraud Civil Remedies Act of 1986 on the Contractor to the extent the Federal Government deems appropriate. (2) The Contractor also acknowledges that if it makes, or causes to be made, a false, fictitious, or fraudulent claim, statement, submission, or certification to the Federal Government under a contract connected with a project that is financed in whole or in part with Federal assistance originally awarded by FTA under the authority 13,600.00 Invoice Address: City of Fort Collins Director of Purchasing and Risk Management This order is not valid over $5000 unless signed by John Stephen, CPPO, CPPB City of Fort Collins City of Fort Collins Purchasing, PO BOX 580, Fort Collins, CO 80522-0580 Accounting Department Phone:970-221-6775 Fax: 970-221-6707 Email: purchasing@fcgov.com PO BOX 580 Fort Collins, CO 80522-0580 Small Purchase of: 2013 Maintenance on Tranfort mobile video security system hardware/software from TranslT Solutions, LLC of Zelienople, PA. CONTRACT CHECKLIST FOR SMALL PURCHASES Checklist Item Contract File Comments Location 7) Independent Cost Estimate See ICE dated 3/5/2013. The City made and documented an independent cost estimate before receipt of proposals. 9) Unreasonable Qualification No Requirements This solicitation did not contain unreasonable requirements placed on firms in order for them to qualify to do business. 11) Organizational Conflict of No Interest (OCI) If there is an apparent or potential OCI the solicitation contains provisions to eliminate or mitigate the conflict (e.g. by inserting a clause that prohibits the contractor from competing for the follow-on contract to the current design or research contact) and OCI Certification is submitted by the contractor. 12) Arbitrary Action No There was no arbitrary action in the procurement process. (An example of arbitrary action is when award is made to other than the contractor who most satisfied all the City Requirements as specified in the solicitation and as evaluated by staff. 13) Brand Name Restrictions No Brand Name or Equal. When it is impractical or uneconomical to provide a clear and accurate description of the technical requirements of the property to be acquired, a "brand name or equal" description may be used to define the performance or other salient characteristics of a specific type of property. The City must identify the salient characteristics of the named brand that offerors must provide. When using a "brand name" specification, the City does not need to reverse -engineer a complicated part to identify precise measurements or specifications in order to describe its salient characteristics. FT A's "Best Practices Procurement Manual," (BPPM) contains additional information on preparation of specifications including examples with specific language. 14) Geographic Preferences No The solicitation contains no in -State or local geographic preference except where Federal statutes mandate or encourage them. 15 Contract Term Limitation No The contract period of performance for rolling stock and replacement parts does not exceed five (5) years inclusive of options without prior written FTA approval. For all other types of " contracts, the procurement file contains evidence that the contract term is based on sound business judgment. 23) Price Quotations Prior to purchase quotes were " Price or rate quotations were obtained from received from two vendors. an adequate number of qualified sources. 24) Clear, Accurate, and Complete Yes Specification A complete, adequate, and realistic specification or purchased description was available and included any specifications and pertinent attachments which define the items or services sought in order for the bidder to properly respond. 41 ) Cost or Price Analysis Yes. Cost Analysis memo dated Either a cost analysis or a price analysis was 3/26/2013 from the department performed and documented. The price was plus two quotes obtained. determined to be fair and reasonable. Price reasonableness based on: Price quotations. Previous purchase. Current price list or advertisement. Value Analysis — coin file. 42) Written Record of Procurement 1. Yes History 2. Yes The file contains records detailing the history 3. Yes of this procurement. At a minimum, these 4. Yes records include: (1) the rationale for the method of procurement, (2) Selection of contract type, (3) reasons for contractor selection or rejection, and 4 the basis for the contract price. 56) Clauses Yes This contract contains the appropriate FTA required clauses. System for Award Management Yes; SAM run on 4/15/13. (SAM) SAM run and include in the file. DOTE TranslT Solutions 114 West GrendvlowAve., Suite 1 Zelienople, PA 16063 DATE: March 21, 2013 Email: Phone: TO: fohn.white(&nvtransilsolullons com 410336-0154 QUOTE EXPIRATION DATE: June 19, 2013 Attention Name: Richard Duckworth Company Name: City of Fort Collins Street Address: City, State, Zip: Phone: 970.416.25W Snail: rduckworthCaXonov.com k SALE3bE1�SON br,roxyr�,thw+7a� r°SHIPPING 1 'U., dx�, iDESCR1PTION OF JOBtxj..',(� vrfszlar,(uro.5 ,")E s.� O.il�:. yiMv r..w= i, Ef110D.vTERMS. y'SSHIPPING'"�rxua.+k yjrJ(. rtn ..-�" res-: tPAYMETERl4S .3thi1+.NYl).k�#ti9:.v.? Jots Whlto 1 Year TraneFod Mdrten a Qw a Fa Vedrt motile video henNrara'softvs+e. Grouni FOa Oryin NET 30 From Stan a Warmrty Period , ?;PARTtNUMBERFta 's�ik.�d{,'f„'r t""" l+r` Is DESCRIPTTION*r?!r3Al %,V �.;kYM WNITaPRIM tz'hOQiY1,{�ari`/.J EXTENDED PRICE WAR-EXT-I-YR Extended Warranty / Maintenance For One Year On All Verint Mobile Video Hardware / Software On 40 Buses, As Well As All Fixed End Review Station Hardware And Verint Vid-Center / Op -Center Software. Approximate Equipment List Is As Follows (including spares): $ 400.00 34 $ 13,600.00 Verint mDVR6s Moble Digital Video Recorders (including spares) 41 Verint mDVR Removable Hard Drives (including spares) 45 Internal/External Cameras Mounted On Buses 210 Microphones (2 Per Bus) 66 G-Force Sensor 34 LED Status Box 34 Verint Review Station 2 Verint Vid-Center Software 1 Verint Op -Center Software 1 ES 1. Pricing Is based on TranslT Solutions LLC Gold Level Warranty. Includes the following: -Agency responsible for all renx e/re lace of components from bus Agency responsible for shiploing costs of defective part from agency to TSI offices. - TSI responsible for shippinq costs of replacement part from TSI office to agency. -TSI responsible to repair / replace any defective part that is RMA'd by TransFort back to TSI. - Phone support coverage Is 8:00 AM - 6:00 PM EST Monday -Friday except holidays. - On -sale su ort not included. 2. Warrant term Is for 1 year from receipt of order or agreed upon start date. 3. Quote does not include any applicable sales tax If not tax exempt, sales tax will be prepaid and added to invoice. -� = -� t 3, 600 • o0 A(C Ct2gos0%3 dL 'k. A01'3 vWvsS Vvlw.fw� E z FSiort of Memorandum DATE: 3/26/2013 TO: Ed Bonnette FROM: Karl Gannon SUBJECT: TransIT Solutions —Cost Analysis Transfort / Dial -A -Ride 6670 Portner Road Fort Collins, 00 80522 970.221.6620 970,221.6285 - fax lcgov.com I find the quote from TransIT Solutions for one year of maintenance on Transfort's mobile video security system hardware/software, to be reasonable. The quote amount of $13,600 or $400.00 per unit (34 x units) is $1,860 lower than the quote received from Verint — the vendor that we had contracted with for similar services in past years. In addition to the cost comparison, staff are confident that the level of service will meet our high expectations. Please let me know if you have any questions that 1 can answer. Thanks, Karl Karl Gannon City of Port Collins Transfort / Dial A Ride (970)416-2087 10L--R/NT rorvanw. nanu�pwe wraumenca^ Verint Systems, Inc. 12110 North Pecos Sheet Denver, Colorado 80234 Emall: Phons: Fax. TO Marv.NcAleF.rCa)Vehn 303.450.5904 303.450.5950 Attentlon Name: Company Name Streat Address: Oty. State. Zip: Ernalt WIN DATE February 21, 2013 QUOTE EXPIRATION DATE: May 22, 2013 Richard Duckworth Trnnsforl Fen ccEins, CO G+ FM Fml y I Nat b Dap Trareq DE PARS K eDet1T 'i,ti+tMRS a 7J, C6USFS, .x DED _ ILE MVSS Maintenance - March 1, 2012 UD February 28, 2013 $1514 0.00 1 $15,460.00 Not.: Tacos are not lnclutlod in pricu .. ti... •y15�46p,_00 Page 1 of 1 Fort Collins PURCHASE ORDER PO Number Page 9131889 2 of 6 This number must appear on all invoices, packing slips and labels. Line Description Quantity UOM Unit Price Extended Ordered Price of 49 U.S.C. § 5307, the Government reserves the right to impose the penalties of 18 U.S.C. § 1001 and 49 U.S.C. § 5307(n)(1) on the Contractor, to the extent the Federal Government deems appropriate- (3) The Contractor agrees to include the above two clauses in each subcontract financed in whole or in part with Federal assistance provided by FTA. It is further agreed that the clauses shall not be modified, except to identify the subcontractor who will be subject to the provisions. 3. ACCESS TO RECORDS AND REPORTS Access to Records - The following access to records requirements apply to this Contract A. Where the Purchaser is not a State but a local government and is the FTA Recipient or a subgrantee of the FTA Recipient in accordance with 49 C.F.R. 18.36(i), the Contractor agrees to provide the Purchaser, the FTA Administrator, the Comptroller General of the United States or any of their authorized representatives access to any books, documents, papers and records of the Contractor which are directly pertinent to this contract for the purposes of making audits, examinations, excerpts and transcriptions. Contractor also agrees, pursuant to 49 C.F.R. 633.17 to provide the FTA Administrator or his authorized representatives including any PMO Contractor access to Contractor's records and construction sites pertaining to a major capital project, defined at 49 U.S.C. 5302(a)1, which is receiving federal financial assistance through the programs described at 49 U.S.C. 5307, 5309 or 5311. B. The Contractor agrees to permit any of the foregoing parties to reproduce by any means whatsoever or to copy excerpts and transcriptions as reasonably needed. C. The Contractor agrees to maintain all books, records, accounts and reports required under this contract for a period of not less than three years after the date of termination or expiration of this contract, except in the event of litigation or settlement of claims arising from the performance of this contract, in which case Contractor agrees to maintain same until the Purchaser, the FTA Administrator, the Comptroller General, or any of their duly authorized representatives, have disposed of all such litigation, appeals, claims or exceptions related thereto. Reference 49 CFR 18.39(i)(11). D. FTA does not require the inclusion of these requirements in subcontracts. 4. FEDERAL CHANGES Contractor shall at all times comply with all applicable FTA regulations, policies, procedures and directives, including without limitation those listed directly or by reference in the Master Agreement between Purchaser and FTA, as they may be amended or promulgated from time to time during the term of this contract. Contractor's failure to so comply shall constitute a material breach of this contract. 5. TERMINATION a. Termination for Convenience The City may terminate this contract, in whole or in part, at any time by written notice to the Contractor when it is in the Government's best interest. The Contractor shall be paid its costs, including contract close-out costs, and profit on work performed up to the time of termination. The Contractor shall promptly submit its termination claim to the City to be paid the Contractor. If the Contractor has any property in its possession belonging to the City, the Contractor will account for the same, and dispose of it in the manner the City directs. qCCS114, City of Fort Collins Director of Purchasing and Risk Management This order is not valid over $5000 unless signed by John Stephen, CPPO, CPPB 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 Invoice Address: City of Fort Collins Accounting Department PO Box 580 Fort Collins, CO 80522-0580 Fort Collins PURCHASE ORDER PO Number Page 9131889 3 of 6 This number must appear on all invoices, packing slips and labels. Line Description Ordered UOM Unit Price `Price b. Termination for Default If the Contractor does not deliver supplies in accordance with the contract delivery schedule, or, if the contract is for services, the Contractor fails to perform in the manner called for in the contract, or if the Contractor fails to comply with any other provisions of the contract, the City may terminate this contract for default. Termination shall be effected by serving a notice of termination on the contractor setting forth the manner in which the Contractor is in default. The contractor will only be paid the contract price for supplies delivered and accepted, or services performed in accordance with the manner of performance set forth in the contract. If it is later determined by the City that the Contractor had an excusable reason for not performing, such as a strike, fire, or flood, events which are not the fault of or are beyond the control of the Contractor, the City, after setting up a new delivery of performance schedule, may allow the Contractor to continue work, or treat the termination as a termination for convenience. c. Opportunity to Cure The City in its sole discretion may, in the case of a termination for breach or default, allow the Contractor 30 days in which to cure the defect. In such case, the notice of termination will state the time period in which cure is permitted and other appropriate conditions If Contractor fails to remedy to The City' s satisfaction the breach or default of any of the terms, covenants, or conditions of this Contract within (ten (10) days] after receipt by Contractor of written notice from the City setting forth the nature of said breach or default, the City shall have the right to terminate the Contract without any further obligation to Contractor. Any such termination for default shall not in any way operate to preclude the City from also pursuing all available remedies against Contractor and its sureties for said breach or default. d. Waiver of Remedies for any Breach In the event that the City elects to waive its remedies for any breach by Contractor of any covenant, term or condition of this Contract, such waiver by the City shall not limit the City's remedies for any succeeding breach of that or of any other term, covenant, or condition of this Contract. 6. CIVIL RIGHTS REQUIREMENTS Civil Rights - The following requirements apply to the underlying contract: (1) Nondiscrimination - In accordance with Title VI of the Civil Rights Act, as amended, 42 U.S.C. § 2000d, section 303 of the Age Discrimination Act of 1975, as amended, 42 U.S.C. § 6102, section 202 of the Americans with Disabilities Act of 1990, 42 U.S.C. § 12132, and Federal transit law at 49 U.S.C. § 5332, the Contractor agrees that it will not discriminate against any employee or applicant for employment because of race, color, creed, national origin, sex, age, or disability. In addition, the Contractor agrees to comply with applicable Federal implementing regulations and other implementing requirements FTA may issue. (2) Equal Employment Opportunity - The following equal employment opportunity requirements apply to the underlying contract: (a) Race, Color, Creed, National Origin, Sex - In accordance with Title VII of the Civil Rights Act, as amended, 42 U.S.C. § 2000e, and Federal transit laws at 49 U.S.C. § 5332, the Contractor agrees to comply with all applicable equal employment opportunity requirements of U.S. Department of Labor (U.S. DOL) regulations, "Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor," 41 C.F.R. Parts 60 et seq ., (which implement Executive Order No. 11246, "Equal Employment Opportunity," as amended by Executive Order No. 11375, "Amending Executive Order 11246 Relating to Equal Employment q1-cs"t, - Invoice Address: City of Fort Collins Director of Purchasing and Risk Management This order is not valid over $5000 unless signed by John Stephen, CPPO, CPPB City of Fort Collins City of Fort Collins Purchasing, PO BOX 580, Fort Collins, CO 80522-0580 Accounting Department Phone:970-221-6775 Fax: 970-221-6707 Email:purchasing@fcgov.com PO BOX 580 Fort Collins, CO 80522-0580 Fort of PURCHASE ORDER PO Number Page 9131889 4 of 6 This number must appear on all invoices, packing slips and labels. Line Description Quantity UOM Unit Price Extended Ordered Price Opportunity," 42 U.S.C. § 2000e note), and with any applicable Federal statutes, executive orders, regulations, and Federal policies that may in the future affect construction activities undertaken in the course of the Project. The Contractor agrees to take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, creed, national origin, sex, or age. Such action shall include, but not be limited to, the following: employment, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. In addition, the Contractor agrees to comply with any implementing requirements FTA may issue. (b) Age - In accordance with section 4 of the Age Discrimination in Employment Act of 1967, as amended, 29 U.S.C. § § 623 and Federal transit law at 49 U.S.C. § 5332, the Contractor agrees to refrain from discrimination against present and prospective employees for reason of age. In addition, the Contractor agrees to comply with any implementing requirements FTA may issue. (c) Disabilities - In accordance with section 102 of the Americans with Disabilities Act, as amended, 42 U.S.C. § 12112, the Contractor agrees that it will comply with the requirements of U.S. Equal Employment Opportunity Commission, "Regulations to Implement the Equal Employment Provisions of the Americans with Disabilities Act," 29 C.F.R. Part 1630, pertaining to employment of persons with disabilities. In addition, the Contractor agrees to comply with any implementing requirements FTA may issue. (3) The Contractor also agrees to include these requirements in each subcontract financed in whole or in part with Federal assistance provided by FTA, modified only if necessary to identify the affected parties. 7. DISADVANTAGED BUSINESS ENTERPRISE (DBE) a. This contract is subject to the requirements of Title 49, Code of Federal Regulations, Part 26, Participation by Disadvantaged Business Enterprises in Department of Transportation Financial Assistance Programs. The national goal for participation of Disadvantaged Business Enterprises (DBE) is 10%. The agency' s overall goal for DBE participation is 9.9 %. A separate contract goal [has not] been established for this procurement. b. The contractor shall not discriminate on the basis of race, color, national origin, or sex in the performance of this contract. The contractor shall carry out applicable requirements of 49 CFR Part 26 in the award and administration of this DOT -assisted contract. Failure by the contractor to carry out these requirements is a material breach of this contract, which may result in the termination of this contract or such other remedy as City of Fort Collins deems appropriate. Each subcontract the contractor signs with a subcontractor must include the assurance in this paragraph ( see 49 CFR 26.13(b)). The successful bidder/offeror will be required to report its DBE participation obtained through race -neutral means throughout the period of performance. c. The contractor is required to pay its subcontractors performing work related to this contract for satisfactory performance of that work no later than 30 days after the contractor' s receipt of payment for that work from the City of Fort Collins . In addition, is required to return any retainage payments to those subcontractors within 30 days after incremental acceptance of the subcontractor' s work by the City of Fort Collins and contractor s receipt of the partial retainage payment related to the subcontractor' s work. d. The contractor must promptly notify City of Fort Collins whenever a DBE subcontractor performing work related to this contract is terminated or fails to complete its work, and must make good faith efforts to engage City of Fort Collins Director of Purchasing and Risk Management This order is not valid over $5000 unless signed by John Stephen, CPPO, CPPB 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 Invoice Address: City of Fort Collins Accounting Department PO Box 580 Fort Collins, CO 80522-0580 Fort Collins PURCHASE ORDER PO Number Page 9131889 5of6 This number must appear on all invoices, packing slips and labels. Line Description Quantity UOM Unit Price Extended Ordered Price another DBE subcontractor to perform at least the same amount of work. The contractor may not terminate any DBE subcontractor and perform that work through its own forces or those of an affiliate without prior written consent of City of Fort Collins. INCORPORATION OF FEDERAL TRANSIT ADMINISTRATION (FTA) TERMS The preceding provisions include, in part, certain Standard Terms and Conditions required by DOT, whether or not expressly set forth in the preceding contract provisions. All contractual provisions required by DOT, as set forth in FTA Circular 4220.1 F, are hereby incorporated by reference. Anything to the contrary herein notwithstanding, all FTA mandated terms shall be deemed to control in the event of a conflict with other provisions contained in this Agreement. The Contractor shall not perform any act, fail to perform any act, or refuse to comply with any City of Fort Collins requests which would cause the City of Fort Collins to be in violation of the FTA terms and conditions. 9. ENERGY CONSERVATION REQUIREMENTS Energy Conservation - The contractor agrees to comply with mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act. 10. Conformance with ITS National Architecture To the extent applicable, the Contractor agrees to conform to the National Intelligent Transportation Systems (ITS) Architecture and Standards as required by SAFETEA-LU § 5307(c), 23 U.S.C. § 512 note, and follow the provisions of FTA Notice, " FTA National ITS Architecture Policy on Transit Projects," 66 Fed. Reg. 1455 et seq ., January 8, 2001, and any other implementing directives FTA may issue at a later date, except to the extent FTA determines otherwise in writing. Total $1 Invoice Address: City of Fort Collins Director of Purchasing and Risk Management This order is not valid over $5000 unless signed by John Stephen, CPPO, CPPB City of Fort Collins City of Fort Collins Purchasing, PO BOX 580, Fort Collins, CO 80522-0580 Accounting Department Phone:970-221-6775 Fax: 970-221-6707 Email:purchasing@fcgov.com PO BOX 580 Fort Collins, CO 80522-0580 Purchase Order Terms and Conditions Page 6 of 6 1. COMMERCIAL DETAILS. Tax exemptions. By statute the City of Fort Collins is exempt from state and local taxes. Our Exemption Number is 11. NONWATVER. 98-04502. Federal Excise Tax Exemption Certificate of Registry 84-6000587 is registered with the Collector of Failure of the Purchaser to insist upon strict performance of the tents and conditions hereof, failure or delay to Internal Revenue, Denver, Colorado (Ref. Colorado Revised Statutes 1973, Chapter 39-26. 114 (a). exercise any rights or remedies provided herein or by law, failure to promptly notify the Seller in the event of a breach, the acceptance of or payment for goods hereunder or approval of the design, shall not release the Seller 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 transit, may be trained to you for credit and are not to be replaced except upon receipt of written purchaser to insist upon strict perfomance hereofor any of its rights or remedies as to any such goods, regardless instructions from the City effort Collins. 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 terms Inspection. GOODS are subject to the City of Fort Collins inspection on arrival. hereof. Final Acceptance. Receipt of the merchandise, services or equipment in response to this order can result in 12. ASSIGNMENT OF ANTITRUST CLAIMS. authorized payment on the pan of the City of Fort Collins. However, it is to be understood that FINAL Seller and the Purchaser recognize that in actual economic practice, overcharges resulting from antitrust ACCEPTANCE is dependent upon completion of all applicable required inspection proceduresviolations are in fact home 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 Terns. Shipments most be F.O.D., City of Fart Collins, 700 Wood St., Fort Collins, CO 80522, unless acquired under federal or state antitrust laws for such overcharges relating to the particular goods or services otherwise specified on this order. If permission is given to prepay freight and charge separately, the original freight purchased or acquired by the Purchaser pursuant to this purchase order. bill most accompany invoice. Additional charges for packing will not be accepted. Shipment Distance. Where manufacturers have distributing paints in various parts of the country, shipment is expected from the nearest distribution point to destination, and excess freight will be deducted from Invoice when shipments are nude from greater distance. Permits. Seller shall procure at sellers sole cost all necessary permits, cenificates and licenses required by all applicable laws, regulations, ordinances and tales of the state, municipality, territory or political subdivision where the work is performed, or required by any other duly constiuted public authoriy having jurisdiction over the 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 asserted or established violation of any such laws, regulations, ordinances, tales and requirements. Authorization. All parties to this contract agree that the represmailives are, in fact, bona fide and possess full and complete authority to bind said parties. LIMITATION OF TERMS. This Purchase Order expressly limits acceptance to the icons and conditions stated herein set forth and any supplementary or additional terms and conditions annexed hereto or incorporated herein by reference. Any additional or different terms and conditions proposed by seller are objected to and hereby rejected. 2. DELIVERY. PLEASE ADVISE PURCHASING AGENT immediately if you cannot nuke complete shipment to arrive on your promised delivery date as noted. Time is of the essence. Delivery and performance must be effected within the time stated on the purchase order and the documents attached hereto. No aces of the Purchasers including, without limitation, acceptance ofpartial late deliveries, shall operate m a waiver ofthis provision. In the event ofany delay, the Purchaser shall have, in addition to other legal and equitable remedies, the option of placing this order elsewhere and holding the Seller liable for damages. However, the Seller shall not be liable for damages as a result of delays due to causes not reasonably foreseeable which are beyond its reasonable control and without its fault of negligence, such acts of God, acts of civil or military authorities, governmental priorities, fires, strikes, Rood, 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 fast received knowgedge 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 warrants that all goods, articles, materials and work covered 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 for work of a similar nature. The Seller agrees to hold the purchaser harmless from any loss, damage or expense which the Purchaser may sutler or incur 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 (1) 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 Seller after the date of acceptance of the goods furnished hereunder (acceptance not to he unreasonably delayed), resulting from imperfect or defective work done or materials famished by the Seller. Acceptance or use of goods by the Purchaser shall not constitute 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 guarantees, but such liability shall in no event include loss of profits or loss of use. NO IMPLIED WARRANTY OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY. 4. CHANGES IN LEGAL TERMS. The Purchaser may make changes to legal terms by written change order. 5. CHANGES IN COMMERCIAL TERMS. The Purchaser may make any changes to the terms, other than legal temps, including additions to or deletions from the quantities originally ordered in the specifications or drawings, by verbal or written change order. If any such change affects the amount due or the time of performance hereunder, an equitable adjustment shall be made. 6. TERMINATIONS. The Purchaser may at any time by writtrn change order, terminate this agreement as to any or all portions of the goods then not shipped, subject to any equitable 4mtmmt between the parties as to any work or materials then in progress provided that the Purchaser shall not be liable for any claims for anticipated profits on the uncompleted portion of the goods and/or work, for incidental or consequential damages, and that no such adjustment be made in favor of the Seller with respect to any goods which are the Sellers standard stock. No such termination shut] relieve the Purchaser or the Seller of any of their obligations as to any goods delivered hereunder. 7. CLAIMS FOR ADJUSTMENT. Any claim for adjustment must be asserted within thirty (30) days from the date the change or urmination is ordered. 8. COMPLIANCE WITH LAW. The Seller warrants that all goods sold hereunder shall have been produced, sold, delivered and furnished in strict compliance with all applicable laws and regulations to which the goods are subject The Seller shall execute and deliver such documents as may he 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 Purchaser 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 party shall assign, transfer, or convey this order, or any monies due or to become due hereunder without the prior written consent of the other parry. 10. TITLE. The Seller warrants full, clear and unrestricted tide to the Purchaser for all equipment, materials, and items famished in performance of this agreement, free and clear of any and all liens, restrictions, reservations, security interest encumbrances and claims of others. 13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS. If the Purchaser directs the Seller to correct nonconforming or defective goods by a date to be 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 performed 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 contractors of any tier from all liability and claims of any nature resulting from the performance 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, officers and employees ofsuch party. The Seller's contractual obligations, including warranty, shall act be deemed to be reduced, in any way, because such work is performed or caused to be perforated by the Purchaser. 14. PATENTS. Whenever 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, material or process in connection with the contract, and shall indemnify the Purchaser 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 after the completion of the work. In case said equipment, or any part thereof or the intended use of the goods, is in such suit held to constitute infringement and the use of said equipment or part 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 or parts, replace the same with substantially equal but 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 oflerms used or the interpretation ofthe agreement and the rights ofall panics hereunder shall be construed under and governed by the laws of the State of Colomdo, USA. The following Additional Conditions apply only in cases where the Seller is to perform work hereunder, including the services of Sellers Representative(s), on the premises of others. 17. SELLERS RESPONSIBILITY. The Seller shall carry on said work at Sellers own risk until the same is fully completed and accepted, and shall, in case of any accident, destination or injury to the work and/or materials before Sellers final completion and acceptance, complete the work at Sellers own expense and to the satisfaction of the Purchaser. When materials and equipment are famished by others for installation or erection by the Seller, the Seller shall receive, unload, 'store and handle same at the site and become responsible therefor as though such materials and/or equipment were being famished 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 state in 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 with bodily injury and death limits of at least S300,000 for any one persoq S500,000 for any one accident and property damage limit per accident of S400,000. The Seller shall likewise require his contractors, if any, to pmvide 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 cenificale 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 Seller 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 for any and all damage, loss or injury ofany kind or nature whatsoever to persons or property caused by or resulting front the execution of the work provided for in this purchase order or in connection herewith. The Seller will indemnify and hold harmless the Purchaser 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 or property to which the Purchaser may be put or subject by reason of any act, action, neglect, omission or default on the part of the Seller, any of his contractors, or any of the Sellers or contractors officers, agents or employees. In case any suit or other proceedings shall be brought against the Purchaser, 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 effects, 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 any and all costs, charges, attorneys fees 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 case judgment or other lien be placed upon or obtained against the property of the Purchaser, or said parties in or as a result of such suits or other proceedings, the Seller will at once cause the same to be dissolved and discharged by giving bond or otherwise. The Seller and his contractors shall take all safety precautions, famish and instill 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 tales and regulations issued pursuant thereto., Revised 03/2010 FEDERALLY REQUIRED AND OTHER MODEL CLAUSES APPLICABILITY OF THIRD PARTY CONTRACT CLAUSES (excluding micro -purchases, except for construction contracts over $2,000) TYPE OF PROCUREMENT Clause Professional Operations/ Rolling Stock Construction Materials & Services/A& E Management Purchase Supplies No Federal Government Obligation To Third Parties X All All All All All (by Use of a Disclaimer False Statements or Claims X All All All All All Civil and Criminal Fraud Access To Third Party X All All All All All Contract Records Changes to Federal X All All All All All Requirements Termination X All All All All All Civil Rights Title VI, EEO, ADA X >$10,000 >$10,000 >$10,000 >$10,000 >$10,000 Disadvantaged Business X All All All All All Enterprises DBEs Incorporation of (FTA) Terms X All All All All All Suspension and Debarment NA >$25,000 >$25,000 >$25,000 >$25,000 >$25,000 Buy America NA >$100,000 >$100,000 >$100,000 Resolution of Disputes, Breaches, or Other Litigation NA >$100,000 >$100,000 >$100,000 >$100,000 >$100,000 Lobbying NA >$100,000 >$100,000 >$100,000 >$100,000 >$100,000 Clean Air NA >$100,000 >$100,000 >$100,000 >$100,000 >$100,000 Clean Water NA >$100,000 >$100,000 >$100,000 . >$100,000 >$100,000 Caro Preference NA All All All Fly America NA Involves foreign Involves foreign air Involves foreign Involves foreign Involves foreign air transport t travel transport or travel air transport or air transport or transport or travel b air travel travel Davis -Bacon And Copeland Anti- NA >$2,000 (including Kickback Acts ferry vessels Contract Work Hours And Safety NA >$2,500 (except >$2,000 (including Standards Act transportation >$2,500 ferry vessels) services Bonding NA $100,000 Seismic Safety A & E for New NA Buildings & New Buildings & , Additions Transit Employee Protective NA Transit Operations Agreements Charter Bus NA All School Bus NA All Drug Use - Testing and Alcohol NA Transit Operations Misuse - Testing Patent Rights and Rights in Data NA Research & and Copyright Requirements Development Energy Conservation X All All All All All Recycled Products NA Contracts for items Contracts for items Contracts for items designated by designated by designated by EPA, when EPA,when EPA,when procuring $10,000 procuring $10,000 procuring $10,000 or more per year or more per year or more per year Conformance With ITS National Architecture X ITS Projects ITS Projects ITS Projects ITS Projects ITS Projects ADA Access NA A & E All All All All Bus Testing NA All Pre -Award And Post Delivery NA Audits All Search Results �j�/�l/3 4;3 Current Search Terms: transit* solutions* zelienople* PA No records found for current search. SAM I system for Award Management 1.0 IBM v1.863.20130412-1616 a (� Note to all Users: This is a Federal Government computer system. Use of this l(1sA.gQ V.� system constitutes consent to monitoring at all times. r of FO�ft�5 Independent Cost Estimate Date of Estimate: 3/5/2013 Contract Type' Existing Contract or PO (Y/N): N Desonption of Goods (A) or Serviras (B): Annual (2013) Malntertime on Mobile Video Severity System m obtained Ne following estimate from; Published Price List/ Past Pricing (date) May, 2012 - 2012 Maintenance Quota l lnvolon from Venrrt anng w Techinratl Estimate (performed by) :relent Third Pa , Estimate (performed by) Other(specify) Cost Estimate Details: (Esumete calculated in us Dollars) Product CPI TOTAL Notes/Data Source 2010 Hardware&SORwam Suppcn S 1456700 2011 Hardware & Sofman; SUDppn S 14 UMg 00 2012 Harowem & Software Support 5 151M6.00 2013 Hantware & SoitwareSwpon s 157Mfi.00 2.00% 5 1M g59.12 Total S 15.aMg.72 B Estimates are based on past pricing plus a 2% Increase for the 2013 CPI incr tise. S:1TMnsfonlAdmimAnanclal Coc Mlnator- i(adPumhaeng - GencmlVCE -2013 MUSS Malnterancel,.MVSS Malnteriance 3/26/2013