HomeMy WebLinkAbout542167 MORPHO TRUST USA LLC - PURCHASE ORDER - 9145743PO
PURCHASE ORDER 914574er Page
City, of45743 tofz
Flirt Collins( n all invoices,
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Date: 10/03/2014
Vendor: 542167
MORPHO TRUST USA LLC
5705 W OLD SHAKOPEE RD, STE 100
BLOOMINGTON MN 55437
Ship To: POLICE DEPARTMENT
POLICE SERVICES
2221 SOUTH TIMBERLINE ROAD
FORT COLLINS CO 80525
Delivery Date: 10/03/2014 Buyer: ED BONNETTE
Note: PER QUOTE #8006 DATED 9/9114 FROM DIANE HAUSER TO JESSE OLIVAS
(FCPD I/T). THIS SOFTWARE MAINTENANCE AGREEMENT COVERS 18-1/2 MONTHS
9/15/14-3/31/16) TO TAKE THE SXO IDENTIX MACHINE S/N AAV468000342
TO END -OF -LIFE. ANY MAINTENANCE AFTER 3/31116 WILL BE ON A
TIME -AND -MATERIALS BASIS AFTER THAT, AS LONG AS PARTS ARE AVAILABLE.
Line Description Quantity UOM Unit Price Extended
Ordered Price
1 Safran Maintenance Agreement
Per quote 8006 9/9/14
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 LS
11,343.94
$11
Pay terms net 30 days
Invoice Address:
City of Fort Collins
Accounting Department
PO Box 580
Fort Collins, CO 80522-0580
Purchase Order Te1TBs and Conditions
Page 2 of 2
1. COMMERCIALDETAILS.
Tax exemptions. By astute the City of Fort Collins is exempt fmm state and local taxes. Our Exemption Number is
98-04502, Federal Excise Tax Exemption Certificate of Registry 84-6000587 is registered with the Corrine of
Internal Revenue, Denver, Colorado (Ref. Colorado Revised Spectrum 1993. Chapter 39-26, 114 (a).
Goods Rejected. GOODS REJECTED due to failure to one specifwtic ns, either when shipped or due m defects of
damage in union, may be, resumed to you for credit and are not m be, replaced except upon receipt of wrten
instructions form the City of Fort Collins.
Impcctlo.. GOODS arc subjeer I. the City of Fort Collins ipspm over on arrival.
Final Acceptance. Receipt of the merchandise, services or equipment in response to this order can r esult in
aurlroized payment on the pan of the City of Pon Collins. However, it is to be understood thatFINAL
ACCEPTANCE is dependent upon completion of all applicable required inspection prwedures.
Freight Terms. Shipments must be F.O.B., City of Fort Collins, 700 Wood St., Fort Collim, CO 80522, unless
Otherwise specified on this Indic If permission is given to prepay freight and charge separately, the original freight
bill must accompany invoice. Additional charges for picking will Out be incepted.
Shipment Discusses M'bere manufacturers have drembuling Points in various pans of The country, shipment is
expected tram the nearest diaributio r Point to donation, and excess freight will be dMuesed from Invoice when
shipments are made firm gmatm distance,
Permits. Seller shall p..,a at sellers sole cost all necessary pennies, cenificie. and licenses no timl by all
applicable laws, regulations, oelinut and mles of The state, municipality, territory or political subdivision where
the work is performed, or required by any .,he, duly contributed Public authority having jurisdiction wen the work
of vendor. Seller fan ov, papers to hold the Ciry of Tom Collins harmless from and against all liability and loss
red by them mby reams of an asserted or established violation of any such laws, regulations, nN-rome s, ales
rand requirements.
Authority ion. All panics to this commit agree That The Orprescnutives are, in fact, bona fide and possess full and
complete authority to bind said panics.
LIMITATION OF PERMS. 'This Prochme Order expressly limits acceptance to the terms and conditions sited
herein set forth and any supplementary o1 additional terms and conditions annexed harem or incorporated hcrtin by
ref nce. Any additional of different temp and conditions pmposcd by seller we chaired no and hereby rejected.
2. DELIVERY,
PL17ASE ADVISE PURCHASING AGENT immediately if you cannot make complete shipment to artist on year
premised deliverydove as Toed. Time is of the essence. Delivery and performonce most be eflemted within the time
sated on The p.mh. order and The documents attached harem. No acts of the Pnchasers including, wihom
lierinaion, acceptance If partial late deliveries, shall operate as a waiver of this provision. In the event of any delay,
the Purchaser shall have, in addition to other legal and eg,,,[able remedies, tbe.ptinn of placing this coder elsewhere
and bolding the Seller liable for damages. Howes, the Seller shall nor be liable far damages as 0 result of &in,,
due to causes rat reasonably foreseeable which are beyond is reasonable omrbul and without its fair of negligence,
such acts of God, acts oFrivil or milimry auflumil cs, govexamearal priorities, fires, strikes, flood, epidemics, wars01
dots provided that notice of the conditions musing rush delay is given 10 the Purchaer within five (5) days of the
time when the Seller first received knowledge thereof In the event of any such delay, the date of delivery shall be
extended for the period equal t0 the rime actually lost by reaon o'the delay.
3. WARRANTY.
The Seller waom as that all goods, articles, materials and work covered by this order will confirm with applicable
drawings, specifications, samples anpor other descriptions given, will be fit for the purposes intended and
performed with she highest degree of care and competence in secoNance exurb accepted standards for work of a
mail. name. The Seller agrees to hold the puchamr hatmb,i, from any lose, damage or expense which The
Purchaser may suntr or incur on account of the Sellers breach of warrany. The Seller shall replace, repair or make
good, without cost to the purchaser, any defects or feulms ansing within one (1) year or within such longer period of
time as may be prescribed by law To by the I. of any applicable warranty provided by The Seller afar the date of
acceptance of the goods famished hereunder (acceptance tut to be unreasonably delayed), resulting from imperfect
or defective work done or materials fmished by The Seller. Acceptance or use of goods by The Pum1xpmr shall not
Institute a waiver of any claim under This warranty. Except a 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 pmflts or loss of me. NO IMPLIED WARRANTY
OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY.
4. CHANGES IN LEGAL TERMS.
The Purchaser any make changes to legal terms by written change .,it,,,
5. CHANGES IN COMMERCIAL TERMS.
The purchaser my make any changes To the coma, oNer thin legal hems, including addition to or dilemma, fort.
the quantities originally ordered in the specifications or drawings, by verbal or wdmen change order. If any such
change offxis the amount due or the time of Perf.,mance, hereunder, on equitable adjusment shall be made.
6. TERMINATIONS.
The Purchaer may at any time by IT.. change order, marinate This agreement as to any or all Pr nions of rl,
guar$ then not shipped, subject to any equitable adjustment locomen the parties To; to any work or materials then in
progress provided Char the Purchaser shall not be liable I, , any dninrs for amicipated profits no the uncompleted
portion of Me gaols interior work, for incidental or consequential damages. and that no such adjustment be made in
favor of The Sell,, witb noisier m any good which are the Sellers smndatV stuck. No such termination shall relieve
the Puchaser or the Seller ofmy 0ftheir obligations as many goods delivered hrmurrrh r.
2. CLAIMS FOR ADIUSTMEN 1.
Any claim for adjustment must be asserted within arty, (30) days from The date the change or nomination is
maned.
8. COMPLIANCE WITH LAW.
The Seller warrants that all goods sold hereunder shall have been produced, sold, delivered and famished in strict
compliance with all applicable laws and regulations to which the goods ape subject. The Seller shall execute and
deliver such de vmeas as may be rrq and m eft n or evideme compliance. All laws and regulation, required to be
incorporated in agreements of this chaacser are hereby incorporated herein by this refterance. The Seller ogre« 10
indemnify and hold the Purchaser harmless from all costs and damages suffered by the Purchaser a a result of the
Sellers failure to comply with such law.
9. ASSIGNMENT.
Neither parry shall assign, transfer, or convey this order, or any monies due or to become due hereunder without the
pear women Tunisia of The other party.
IBTITLE.
The Seller warrant full, clear and unresrncted title to the Franchiser for all equipment, materials. and items fumuhed
in peformanec of this agreement, flee and clear of any and all limps, restrictions, remrvations, security interest
encumbrances and claims ofollers.
11. NONWAIVER.
Failure of the Purchaser to insist upon strict performance of the terms and conditions hereof, failure or delay to
xy rights or remedies provided herein or by law, failure to mentally notify the Seller in the event TOO
breachemy
aceptonce of or paymerd for goods hereunder or approval of the design, sb ill Out release The Seller of
any of the warranties or obliganom c f this purchase omcr and shall not he deemN a waiver of any right of the
puehmer to insist upon stria performance herwfor any of its rights or remedies as to any such goods, regardless
of when shipped, received or impose, as to my prior or subsequent default hereunder, nor shall any putponed
oral modification or rescission of This purchase order by the Puchsscr operate as a waiver of any of The terns
hereof.
12. ASSIGNMENT OF ANTITRUST CLAIMS.
Seller and the Purchaser recognize that in actual economic pracriee, momhorges retailing from mumat
victim. are in fact home by the Purchaser. Thereti fmm, for good cause and as consideration for Isle naing this
purchase order, Oo Seller hereby assigns to the Purchaser any and all claims it may raw have To ImeaRer
required under fedem) or stare antitrust laws for such overcharges miming to The particular goods or services
purchased or acquired by the Purchaser European to this purchase order.
13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS.
Ifthe Purchaser directs the Seller in comer nonconforming or defective goods by a are To be agreed upon by The
Purchaer and the Seller, and The Seller thereafter indicates its inability or unwillingness to comply, The Franchise,
may mum the work To be pnfommed by the most expeditious means available In ins, and the Seller shall pay all
coma associated with such work.
The Seller shall release The Purehaur and its contractors of any tier from all liability and claims of any nalure
resulting fmm The pefformace of such work.
This release shall apply even in the event of fair[, of negligence Of The party released and shall extend to the
directors, officers and employees of such party.
To, Seller's eunsmemal obligations, including womanly, shall not be deemN to be reduced, in any way, because
such work is performed or caused to be performed by the Purchaser.
W. PATENTS.
Whenever she Seller u required to me any design, device, nu¢rial or process covered by Iene, paint, trademark
TV copyright, the Seller shall indemnify and save hatmdcas the Pmchaer from say and all claims for infringement
by moron of he use of such patented design, device, material or process in connection with the copper, and
shall indemnify the Purchaer for any cost, expense or damage which it may be obliged to pay by team. of such
infHngcmmnt at any time during roe pr.sccution or after the completion of The work. In sae said equipment, or
any pan Thereof or Ile intended me, of The goods, is in such suit held to constimte infringement and The use, of
said equipment or pan 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 pans, replace the same with subsmntiilly equal but
noninGnging equipment, or modify it so it becomes noninGnging.
I S. INSOLVENCY.
If the Seller shall become insolvent or bankrupt, make an assignment for The benefit of credilaut appoint a
or mature for any of the Sellers property or business, this Order may forthwith be canceled by the
PurchaserPulhaser without liability.
16. GOVERNING LAW.
The definitions ofterme used or the interpretation of the agreement and the rights of all parties hereunder shall be
conswed under and prevented by the laws of the State of Colorado, USA.
The following Additional Conditions apply only in saes where the Seller is to perfmm work hereunder.
including The sm'ices ief Sellers Repremmadve(s), course pmrrises ofothers.
IT. SELLERS RESPONSIBILITY.
The Seller shall cany on said work. Seller's awn risk until she same is fully completed and accepted. anW shall,
in case of any redden, destruction or injury To The work andlor materials before Sellers final completion said
acceptance, complem The work at Sellers own expense and m The asti,fican m c f she Purchaer. When materiah
and equipment are famished by others for installation or erection by the Seller, the Seller shall receive, unload,
store and handle same at the sire and become responsible therefor as though such materials andror equipment
were being famished by Ore Seller weer the Omer.
18. INSURANCE.
The Seller shall, at his own expense, provide for The payment of workers compensation, including occupational
disease benefice, to its employees employed on or in connection with the work covered by this purchase order,
author to their dependents in accordance with the laws of the state in which the work is m be done. The Seller
shall Jan carry, cmm,mloac o, General liability including. bur Trot limited to, cm arsomad and summobile public
liability inc mutt with bodily injury and death limits of at least S300.000 for any one pumn, S500,000 for any
e accident and property damage limit per accident of S400,000. The Seller shall likewise require his
comencton, if any, in provide for such compensation and imumnce. Before any of the Sellers or his contactors
employees sled) do any work upon the pmntmi of others, the Seller shall f ish the Push+ with a wnlfcame
that such compeasaunn and insurance have been provided. Such certircates shall specify the, are when such
compensation and insurance have been provided. Such certificates shall specify the are when such compensation
and insurance expires. The Seller ogres that such compensatian and insurance shall be maintained until net the
entire work is completed and accepted.
19. PROTECTION AGAINST ACCIDENTS AND DAMAGES.
The Seller thereby assumes The entire responsibility and liability fa any and all damage, loss or injury of any kind
Or nature whomsoever In persons ar property caused by or resulting fmm The execution of the work provided for in
this purchase order or in connection herewith. The Seller will indemnify and hold hpmrless the Purc)rssm and any
r all of the purchasers eficers, agents and employees from and against soy arm all claims, losses, doperms.
charges or expenses, whether direct or indirect, and whether To pours or property to which the Purchaser may
be, pm or subject by reason of any act, action, neglect, omission or default on the pan of the Seller, any of his
coureprom, or my of the Sellers or comaators officers, agents or employees. In cam any suit or other
proceedings shall be brought against Ore Purchaer, or its officers, agents m employees at any time on account or
by reason of any net, action, ncglmt omission Or default of The Seller of any of has comramma or any of its or
due, officers, agms or employers as aforesaid, the Seller hereby agrees To assume the defepse thereof and or
defend the same at the Sellers awn expense, to pay any and all costs, charges, attomeys fees and other expenses,
any and all judgments that may be incurred by or obtained against the Pmmwmr or any of its or their officers.
agents or employees in such stairs m other praeedings, and in case judgment or other lien he placed upon of
obtained against the proper*, of the Pmchacr, or said panics th or as a resat of such suits or other proceedings,
the Seller will at once cause The same m be dissolved and discharged by giving bond or otherwise. The Seller and
his contractors shall take all safety precautions, finish and Install all guards necessary for the prevention of
acidenrs, comply with all laws and regulations with regard to safety including, but without limimrion, the
Occupational Safety and Health Act of 1970 and all ales and regulations issued pursuant Theme.
Revised 0712014