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HomeMy WebLinkAboutResolution - 2011-R0326 - PO - Mentalix Inc.- Fingerprinting System - 07_27_2011Resolution No. 2011-RO326 July 27, 2011 Item No. 5.20 RESOLUTION BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK THAT the Mayor of the City of Lubbock is hereby authorized and directed to execute for and on behalf of the City of Lubbock, a Purchase Order for the purchase of Fingerprinting System as per Purchase Order No.14200009, by and between the City of Lubbock and Mentalix, Inc. of Plano, Texas, and related documents. Said Purchase Order is attached hereto and incorporated in this resolution as if fully set forth herein and shall be included in the minutes of the City Council. Passed by the City Council this ATTEST: :a Garza, City APPROVED AS TO CONTENT: )r Chief of Police APPROVED AS TO FORM: Assistant City Attorney July 27, 2011 TOM MARTIN, MAYOR sj/ccdocs/Laura/Resolutions/RES.Mentalix,Inc.-PurchaseOrd July 14, 2011 4 M lF140;!,bliock PURCHASE ORDER Page - 1 Date - 07/14/2011 Order Number 14200009 000 OP Branch/Plant 142 TO: SHIP TO: MENTALIX INC CITY OF LUBBOCK POLICE INV 1255 W 15T ST SUITE 370 401 34th Street PLANO Texas 75075-4216 Lubbock Texas 79404 INVOICE TO: CITY OF LUBBOCK ACCOUNTS PAYABLE P.O. BOX 20M LUBBOCK, TX 79457 BY: M. 16% L-hl aV2-i Ordered 07/13/2011 Freight Requested 08/22/2011 Taken By R HOLDER Delivery PER S HUDGENS TXMAS CONTRACT NO.10-84020 Descri tion/Su lier Item Ordered Unit Cost UM Extension Request Date Mentalix Turn -Key Solution 1.000 33,350.0000 EA 33,350.00 08/22/2011 Adult Package A Mentalix Turn Key Soultion 1.000 31,350.0000 EA 31,350.00 08/22/2011 Juvenile Package B Mentalix Civil Applicant 1,000 14,625.0000 EA 14,625.00 08/22/2011 LiveScan Syst Package C Mentalix Fed Submit Remote Sys 1.000 11,050.0000 EA 11,050.00 08/22/2011 Package D Total Order Terms NET DUE ON RECEIPT WRTIRANCACRRTIFICATF. RP.01 TIRFn PRinR TO INSTALLATION- 90,375.00 Commercial General Liability, per occurrence- $500,000 Employer's Liability and/or Occupational Medical and Disability and Worker's Compensation, Statutory Amounts-$500,000 Automotive Liability -Any Auto- $100,000 City of Lubbock is named as primary additional insured on Auto/General Liability with a Waiver of subrogation in favor of the City of Lubbock on all coverage, to include products of completed operations endorsement. This purchase order encumbers funds in the amount of $90,375.00 awarded to Mentalix Inc., of Plano, TX on July 27, 2011. The following is incorporated into and made part of this purchase order by reference: Price quotation dated June 30, 2011 from Mentalix, Inc., of Plano, TX. Resolution No. 2001—RO326 CITY OF LUBBOCK: ATTEST: Tom Martin, Mayor Rebecc Garza, City Secretary TERMS AND CONDITIONS IMPORTANT: READ CAREFULLY STANDARD TERMS AND CONDITIONS CITY OF LUBBOCK, TEXAS Seller and Buyer agree as follows: 1, SELLER TO PACKAGE GOODS. Seller will package goods in accordance with good commercial ercial practice. Each shipping container shall he clearly and pemrmmnnty marked as follows (a) Seller's name and address, (b) Consignee's name, address and purchase order or purchase release number and the supply afneeruent number if applicable, (c) Container number and total number of containers, c.g- box I of 4 boxes, and (d) the ntumber ofthe container hearing the packing slip. Seller shall hear cost of packaging unless otherwise provided. Goods shall he suitably packed to secure lowest transportation costs and to eonfonn with requirements of comnmon carriers and any applicable specifications. Buyer's count or weight shall be final and conclusive on shipments not accompanied by packing lists. 2. SHIPMENT TINDER RESERVATION PROHIBITED, Seller is not authorized to ship the goods under reservation and no tender of a bill of lading will operate as a tender of goods. 3. TITLE AND RISK OF LOSS. The title and risk of loss ofthe goods shall not pass to Buyer until Buyer actually receives and takes possession of the goods at the point or points of delivery. 4. NO REPLACEMENT OF DEFECTIVE TENDER. Every tender of delivery of goods must fully comply with all provisions ofthis contract as to tinie ofdelivery, quality and the like. If a tender is made which does not fully eonfonn. this shall constitute a breach and Seller shall not have the right to substitute a confomning tender. provided, where the time for performance has not yet expired, the Seller nay reasonably notify Buyer of his intention to cure and may then make a conforming tender within the contract time but nut afterwatd. 5. INVOICES & PAYMENTS. a. Seller shall submit separate invoices, in duplicate. one each purchase order or purchase release atereach delivery. Invoices shall indicate the purchase order or purchase release number and the supply agreement number if applicable. invoices shall be itemized and transportation charges, if any, shall be listed separately. A copy of the bill of lading, and the freight waybill when applicable, should be attached to the invoice. Mail To: Accounts Payable, City of Lubbock, P.O. Box 2000. Lubbock, Texas 79457. Payment shall no be due until the above instrumentsare submitted alter delivery. o. GRATUITIES. The Buyer tray, by written notice to the Seller. cancel this contract without liability to Seller if if is detentined by Buyer that gratuities, in the four of entertaimient. gifts or otherwise, were offered or given by the Seller, or any agent or representative of the Seller, to any officer or employee ofthe City of Lubbock with a view to securing a contract or securing favorable treatment with respect to the awarding or amending, or the making of any detenninalions with respect to the performing of such a contract. in the event this contract is canceled by Buyer pursuant to this provision. Buyer shall be entitled, in addition to any other rights and remedies, to recover or withhold the amount ofthe cost incurred by Seller in providing such gratuities. 7. SPECIAL TOOLS & PEST EQUIPMENT. I f the price stated on the face hereof includes the crest of any special tooling or special test equipment fabricated or inquired by Seller Ibr the purpose of tilling this order, such special loafing equipment and any process sheets related thereto shall become the property of the Buyer and to the extenl feasible shall he identified by the Seiler as such. S. WARRAN'TY-PRfCF. a. The price to be paid by the Buyer shall be that contained in Seller's bid which Seller warrants in be no higher than Seller's current process on orders by others for products ofthe kind and specification covered by this agreement for similar quantities under similar of like conditions and methods of purchase. In the event Seller breaches this warranty, the prices of the items shall be reduced to the ScIler's current prices on orders by others, or in the alternative. Buyer may cancel this contract without liability to Seller for breach or Seller's actual expense. b. The Seller warrants that no person or selling agency has been employed or retained to solicit or secure this contract upon an agreement or understanding for commission, percentage, brokerage, or contingent fee excepting bona Fide employees of bona tide established commercial or selling agencies maintained by the Seller for the purpose of securing business. For breach of vitiation ofthis warranty the Buyer shall have the right in addition to any other right of rights to cancel this contract without liability and to deduct from the contract price, or otherwise recover without liability and to deduct front the contract price, or otherwise recover the full amount of such commission. percentage, brokerage or contingent fee. 9. WARRANT]' -PRODUCT. Seller shall not limit or exclude any implied warranties and any allcnlpt to do so shall render this contract voidable at the option ofthe Buyer. Seller warrants that the goods frunished will conform to the specification, drawings, and descriptions listed in the bid invitation, and to the santple(s) furnished by the Seller, if any. In the event of a conflict or between the specifications, drawings, and descriptions, the specifications shall govern. Notwithstanding any provisions contained in the contractual agrecnteirt, the Seller represents and wan ants fault -free perfonance and fault -free result in the processing date and date related data (including. but not limited to calculating, comparing and sequencing) of al I hardware, software and firmware products delivered and services provided under this Contract. individually or in combination, as the case nay be from the effective date ofthis Contract. Also. the Seller warrants the year2000 calculations will be recognized and accommodated and will not, in any way, result in hardware, software or firmware failure. The City of Lubbock, at its sole option, nay require the Seller, at any tittle, to demonstrate the procedures it intends to follow in order to comply with all the obligations contained herein. The obligations contained herein apply to products and services provided by the Seller, its sub -Seller ur any third party involved in the creation or development of the products and services to be defivercd to the City of Lubbuck under this Contract. Failure to comply with any of the obligations contained herein. may result in the City of Lubbock availing itself of any of its rights under the law and under this Contract including, but not limited In, its right pertaining to termination or default. The warranties contained herein are separate and discrete front any other warranties specified ill this Contract, and are not subject to any disclaimer of warranty, implied or expressed, or limitation ofthe Seller's liability which may he specified in this Contract, its appendices, its schedules, its annexes or any docunncnt incorporated in this Contract by reference. 10. SAFETY WARRANTY. Seller warrants that the product sold to the Buyer shall eonfonn to the standards pronwlgaied by the U. S. Departinern of labor under the Occupational Safety and Health Ad of 1970. In the event the product does not conform to OSHA standards. Buyer nay return the product for correction or replacement at the Seller's expense. In the event Seller fails to make the appropriate correction within a reasonable tine, correction made by Buyer will be at the Seller's expense. 1 I NO WARRANTY BY BUYER AGAINST INFRINGEMENTS. As part ofthis contract for sale Seller agrees to ascertain whether goods manufactured in accordance with the specifications attached to this agreement will given: rise to the rightful claim of any third person by way of in&ingenlent ofthe like. Buyer makes no warranty that the production of goods according to the specification will not give rise to such a claim, and in no event shall Buyer be liable to Seller for indemnification in the event that Seller is sued on the grounds of infringement of the like. If Seller is ofthe opinion that an infringement or the like will result, be will notify the Buyer to this effect in writing within two weeks after the sitpting of this agreement. If Buyer does not receive notice and is subsequently held liable for the infringement or the like, Seller will save Buyer harmless. If Seller in good faith ascertains the production of the goods in accordance with the specifications will result in infringement or the like, the contract shall be null and void. 12, RIGHT OF INSPECTION Buyer shall have the right to inspect the goods at delivery before accepting them. 13. CANCELLATION. Buyer shall have the right to cancel for default all or any part of the undelivered portion ofthis order if Seller breaches any ofthe tents hereof including warranties of Seller or if the Seller becomes insolvent or commits acts of bankruptcy. Such right of cancellation is in addition to and not in lieu of arty other remedies which Buyer may have in law or equity. 14, TERMINATION. The performance of work under this order may be terminated in whole. or in part by the Buyer in accordance with this provision. Termination of work hereunder shall be effected by the delivery ofthe Seller of a' Notice of'renvination" specifying the extent to which performance of work under the order is terminated and the date upon which such termination becomes effective. Such right or termination is in addition to and not in lieu ofthe rights of Buyer set forth in Clause 13, herein. 15. FORCE MAJEURE. Neither party shall be held responsible for losses. resulting irilic fulfillment of any terns of provisions of this contract is delayed or prevented by any cause not within the control of the party whose perfomance is interfered with, and which by the exercise of reasonable diligence said party is unable to prevent. 16. ASSIGNMENT -DELEGATION. No right or interest in this contract shall be assigned or delegation ofany obligation made by Seller without the written pennissicn ofthe Buyer. Any attempted assignment or delegation by Seller shall be wholly void and totally ineffective for all purpose unless made in confunmtity with this paragraph. 17. WAIVER. No claim or right arising out of a breach of this contract can be discharged in whole or in part by a waiver or renunciation ofthe claim or right unless the waiver or renunciation is supported by consideration and is in writing signed by the aggrieved party. 18. INTERPRETATION -PAROLE EVIDENCE. This writing, plus any specifications for bids and performance provided by Buyer in its advertisement for bids, and any other documents provided by Seller as part of his bid, is intended by the parties as a final expression of their agreement and attended also as a complete and exclusive statement nrthe temss of their agreement. Whenever a tern[ defined by the Urtifonn Conmmercial Code is used in this agreement, the definition contained in tie Code is to control. 19, APPLICABLE LAW. This agreement shall be governed by the Uniform Commercial Code. Where ever the tens "Unifomt Commercial Code" is used, it shall be consulted as meaning the Unifomt Commercial Code as adopted in the State of Texas as effective and in force on the date of this agreement. 20. RICHT TO ASSURANCE. Whenever one party to this contract in good faith has reason to question the other party-s intent to perform he pray demand that the other party give written assurance of his intent to perfart. In the event iliac a demand is made and uo assurance is given within five (5) days, the demanding party may treat this failure as an anticipatory repudiation of ilme contract. 21. INDEMNIFICATION. Seller shall indenutify, keep and save hardest the Buyer, its agenm officials and employees, against all injuries, deaths, loss, damages, claims. patent claims, suits, liabilities, judgments. costs and expenses, which may in anywise accrue against the Buyer in consequence ofthe granting ofthis Contract or which may anywise result therefrom, whether or not it shall be alleged or determined that the act was caused through negligence or omission ofthe Seller or its employees, or of the subSeller or assignee or its employees, if airy, and die Seller shall, at his own expense, appear, defend and pay all charges of attorneys and all costs and other expenses arising therefrom of incurred in connection therewith, and. if any judgnneut shall be rendered against die Buyer in any such action, the Seller shall, at its own expenses. satisfy and discharge the settle Seller expressly understands and agrees that any bond required by this contract, or otherwise provided by Seller, shall in no way limit the responsibility to indcuinit'y, keep and save harmless and defend the Buyer as herein provided. 22. TIME, It is hereby expressly agreed and understood that lime is of the essence for the perfomance of this contract, and failure by contract to meet the tine specifications of this agreement will cause Seller to be in default ofthis agreement. 23, MBE. The City of Lubbock hereby uotifies all bidders that in regard to any contract entered into pursuant to this request, otinorily and women business enterprises will be afforded equal opportunities to submit bids in response to this invitation and will not be discriminated against on the grounds of race, color, sex or natural origin in consideration for an award. Rev. 08/2005