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Home My WebLink AboutAVI Systems, Inc./ICS.$76,544.91/Council Chambers AV Repair - ASA DocuSign Envelope ID:3C2AC1AO-352E-4C87-8ACB-016FB5EE24A8 AVI Systems, Inc. Information Systems Department -2023 Appropriation# 1 1 15 101 44-632.01 Fund: P.O.41 10244 APPROVED Contract Not To Exceed S76,544.9I By Se gey Grechuknin at 3:35 pm,Nov 28,2023 ADDITIONAL SERVICES AMENDMENT TO AGREEMENT FOR GOODS AND SERVICES THIS AMENDMENT TO THE AGREEMENT FOR GOODS AND SERVICES ("Agreement") entered into by and between the City of Carmel and AVI Systems, Inc., (the "Vendor"), as City Contract dated January 8, 2020 shall amend the terms of the Agreement by adding the additional services to be provided by Vendor consistent with the Scope of Work attached hereto and incorporated herein as Exhibit "A". The terms and conditions of the Agreement shall not otherwise be affected by this Additional Services Amendment and shall remain in full force and effect. IN WITNESS WHEREOF, the parties hereto have made and executed this Amendment as follows: CITY OF CARMEL, INDIANA AVI Systems, Inc. by and through its Board of Public Works and Safety By: By: t—DocuSigned by: 4.1 James Brainard, Presiding Officer Authorized Signature Date: 12/6/2023 &A-J/14 A\V//Iltani bun, `' Printed Name �6E37 C00068 4C4.. MaryAnn nurke, Member � V Date: 12/6/2023 A I- e--A- / /� �eSsideq"(--Title �� c., jpri hthotn, zz ,42 4oD J C Lori . �111arson, Member FID/TIN: S 0 Date: 12/6/2023 ATTEST: Date: // 2- 2- DocuSigned by: aA.C, Loot Sue Wolfgang 3 clerK844C5... Date: 12/6/2023 ts:cmm:,ct„Dcprmmtsrz-Information ,:cn::2P'-3.AVI Systems.Inc.As.A.doyrll:I 2023 12 42 nnMJ DocuSign Envelope ID:3C2AC1AO-352E-4C87-8ACB-016FB5EE24A8 'xhibit A Council Chambers Repair City of Carmel Carmel Center Green Drive QUOTE NUMBER Carmel, Indiana 46032 185208-93663 Revision: 0 Modified: 11/1/2023 PROPOSAL VALID 10 DAYS NOTE: Historically we have been able to guarantee prices for up to 90+days.However,due to the current environment for raw materials,fuel, currency fluctuations,freight costs,etc... prices are valid for 10 days after the date of proposal and are subject to change without notice. FREIGHT COSTS Due to rapidly increasing freight costs AVI Systems will charge the customer for actual inbound shipping and handling charges. Any freight costs shown in our proposal are an estimate only and are subject to change. 111111111.1 . i. Presented By: Account Manager: Rick Streb Designed By: Phillip Merriett AVI Systems 1256 Washington St A V Columbus, IN 47201-5722 United States (800) 742-5036 https://www.avisystems.com/ https://www.avisystems.coin/ Page 1 of 17 DocuSign Envelope ID:3C2AC1AO-352E-4C87-8ACB-016FB5EE24A8 COMPANY PROFILE COMPANY OVERVIEW AVI Systems (AVI) was established in 1977. AVI is a leading audio/visual systems designer and integrator providing advanced communications products, support services and technology solutions for educational, governmental and corporate environments. Beyond offering state of the art products and services, we create strategic options to meet your unique needs and deliver the optimal communications environment. From system design to installation and product training to service and support programs,we connect our clients with customized end-to-end solutions that are scalable, reliable and, above all, simple to use. Past success has come from our highly experienced people taking the time to fully understand the needs of our customers to provide creative solutions—solutions that ensure superior results and enable our clients to effectively communicate. THE AVI ADVANTAGE • 23 U.S Locations • 45 Years in Business • 700 Employee Owners • 400 Manufacturing Partners enables us to provide optimal AV Solutions • 80%of employees are focused on technical delivery • More than 3500 installations completed last year • PRO Development, PRO Design, PRO Integrations and PRO Support • Company Wide AVIXA Certificates, 125 CTS, 50 CTS-D and 30 CTS-I WHY AVI? We stand apart because of all the things our people have in common. Among them: A shared stake in your success As a 100%employee-owned company, we're 100% dedicated to doing right by our customers—which means we stand by our work, and will always have your back. Unparalleled expertise From credentials to customer satisfaction, we have— by any measure—the most talented and best trained people in our industry. Moreover they have the energy, intelligence and integrity to get the job done right. Focus on the future You need to know that your technology partner will always be there for you. Unparalleled customer support, top of the line insurance, and AVI's rock-solid financial and underpinnings provide that reassurance. As a 100% employee-owned company, we're 100%dedicated to doing right by our customers—which means we stand by our work, and will always have your back. https://www.avisystems.corn/ Page 2 of 17 DocuSign Envelope ID:3C2AC1AO-352E-4C87-8ACB-016FB5EE24A8 IMPORTANT NOTICE ON SUPPLY CHAIN CONCERNS IMPORTANT INFORMATION - PLEASE READ To Our Valued Customers: With the COVID-19 pandemic continuing to spread, it has built a domino effect in creating more havoc in its wrath, disrupting major supply chains worldwide. Congestion at ports due to logistical demands have also caused a shortage in shipping containers. In our industry, the COVID pandemic has caused a rising demand for components used in PC's and audio visual products, which in turn, has resulted in a severe shortage in semiconductors, panels, memory and audio/visual equipment. In addition, the rapid growth of e-commerce, a longer-than-expected shipping season, and worldwide equipment shortages, are all driving freight rates to new record heights. We cannot provide accurate freight costs for any project until after we order the product. Any freight shown on our quote is just an estimate and may be adjusted. These issues will likely have an impact on our products and services. Delivery times will be constrained for an extended period of time and it may be several months before we can receive the product. In addition many of our manufacturers are discontinuing some products after we have provided you a quote. We will do our best to provide a product that is comparatively priced and will ask for your approval to make the change, however, sometimes a replacement product may be more expensive than the original product quoted. We will notify you as soon as possible and ask for you to approve the cost increase via a change order. We have always tried to provide consistency to our customers. However, we are asking for your understanding in this difficult time as the lead time and price for raw materials have increased tremendously this year. Many of our suppliers are providing us with monthly adjustments to pricing and extended lead times. Our proposals are only valid for 10 days from the date of proposal. Lead times for delivery of the products may be several months. It is important to receive orders as soon as possible after quoting so that we can get product ordered and lock in costs. We will let you know after we order products from the manufacturers of any extended lead times. AVI Systems Page 3 of 17 DocuSign Envelope ID:3C2AC1AO-352E-4C87-8ACB-016FB5EE24A8 SCOPE OF WORK This quote covers the repair for the Carmel City Hall Council Chambers Repair. The existing AMX equipment will be removed and handed to the client for recycling. The existing amplifiers will be removed and handed to the client for recycling. The Existing DSP will be removed and handed to the client for recycling. Client will be providing: - One (1) DMF-CI-8 chassis - Two (2) E30C - Two (2) NVX 360 - One (1) POE+ Switch. One (1) Crestron CP4N will be installed in the Broadcast Rack. This will be connected to all existing control wiring. One (1) Additional DMF-CI-8 Chassis will be installed in the rack. The Chassis will be loaded with the required cards. These will be connected to the existing inputs and outputs to the projects, Ross Systems etc. One (1) QSC 110f will be installed in the rack to replace the Clear one DSP and Shure DSP. This will be connected to the existing wiring. We will setup the client's VOIP connection in the DSP in place of the analog connection. One (1) QSC 4K4 will be installed in the rack to replace the two OFE amplifiers. This will be connected to the existing speakers and wiring. The existing AMX HDMI Wall plates at either end of the Council Desk will be replaced with Crestron DM Transmitters. We will reuse existing cabling. HDMI receivers will be installed in the rack and connected to the DM Chassis. One (1) NVX 360 will be installed at each projector in place of the AMX receivers. The existing Cabling will be replaced. AVI Systems Page 4 of 17 DocuSign Envelope ID:3C2AC1AO-352E-4C87-8ACB-016FB5EE24A8 The Existing Touch Panel at the front of the room will be replaced with a tabletop 10" panel connected to the existing wiring. The Existing Touch Panel in the AV booth will be replaced with a tabletop 10" Touch Panel connected to the existing wiring. One (1) 7" Wall mounted touch panel will be installed at the Right side desk per the client request. Pricing includes installation of cat 6 cabling from the AV booth to the location. Once complete, the system will be programmed to control the system similarly to the existing AMX system. CLIENT RESPONSIBILITIES Client to coordinate all installation scheduling with the AVI Systems Project Manager Provide keys/access card for utilization by our staff to access the rooms and building on the dates of installation. Client to ensure the rooms in question are available and free of debris and obstructions for the duration of the installation. Client to provide a trash disposal area onsite for all packaging and trash. AVI Systems will make best efforts to install all cabling without the need for additional cut outs in the drywall for cable pulls. If it is determined onsite that this will change, a client rep will be notified immediately to discuss before any further work is performed. Client to provide all equipment listed in the quote. Outside of the new touch panel location, all cabling will be reused. IF any new cable pulls are required, a change order may be discussed. AVI Systems Page 5 of 17 DocuSign Envelope ID:3C2AC1AO-352E-4C87-8ACB-016FB5EE24A8 OFE Carmel Provided Equipment 2 Owner Furnished Owner Provided 1 Owner Furnished Owner provided Equipment 2 Owner Furnished Owner provided Equipment 1 Owner Furnished OFE Carmel Provided Equipment Total $0.00 *Price Includes Accessories Council Chambers Repair Project No: 185208-93663 Rev.0 11/1/2023 Page 6 of 17 DocuSign Envelope ID:3C2AC1AO-352E-4C87-8ACB-016FB5EE24A8 Equipment, Materials, Services for Repair 1 AVI Due to rapidly increasing freight costs AVI will charge the customer for actual inbound shipping and handling charges.Any freight costs shown in our proposal are an estimate only and are subject to change. 1 AVI Misc cables and hardware 100 Belden DataTwist 2400, Category 6, CMP, Black, Priced per foot 8 Blackmagic Design Micro Converter SDI to HDMI 3G 1 Crestron Electronics AirMedia Series 3 Receiver 200 with Wi-Fi Connectivity 2 Crestron Electronics AirMedia® Series 3 Connect Adaptor [Available March 30th, 2023] 1 Crestron Electronics 4-Series Control System 1 Crestron Electronics DigitalMedia Card Chassis for DM-NVX-C & DMCF, 8 Slots 4 Crestron Electronics DM NVX 4K60 4:4:4 HDR Network AV Encoder/Decoder 1 Crestron Electronics DM NVX 4K60 4:4:4 HDR Network AV Encoder/Decoder Card 2 Crestron Electronics DM NVX 4K60 4:4:4 HDR Network AV Decoder Card 5 Crestron Electronics DM NVX 4K60 4:4:4 HDR Network AV Encoder Card 3 Crestron Electronics Dm NVX 4K60 4:4:4 HDR Network AV Encoder Card With DM Input 2 Crestron Electronics DigitalMedia Ultra Midspan PoDM++ Injector *Price Includes Accessories Council Chambers Repair Project No: 185208-93663 Rev.0 11/1/2023 Page 7 of 17 DocuSign Envelope ID:3C2AC1AO-352E-4C87-8ACB-016FB5EE24A8 2 Crestron Electronics DigitalMedia 8G+ 4K60 4:4:4 HDR Receiver& Room Controller 100 2 Crestron Electronics Wall Plate DigitalMedia 8G+ Transmitter 200, Black Textured 2 Crestron Electronics 10.1 In.Tabletop Touch Screen, Black Smooth 1 Crestron Electronics 7 in.Wall Mount Touch Screen, Black Smooth 1 Crestron Electronics Universal Mounting Bracket For TSW-70 Series 1 Integration Services AVI Systems Integration Services may include, project management, design, field engineering, programming, administrative, travel and vehicle expenses. Installation is included in the equipment price. 1 QSC Unified Core with 24 local audio I/O channels, 128x128 total network I/O channels with 8x8 Software-based Dante license included, USB AV bridging, dual LAN ports, POTS and VoIP telephony, no GPIO, 16 next-generation AEC processors, 1RU. 1 QSC 4-Channel 1000W/CH Q-SYS Network Amplifier, Lo-Z, 70V, 100V direct drive, FlexAmpTM, Mic/line Inputs, 100-240V. 1 QSC Q-SYS Core 110 license for Microsoft Teams Room software features, enables both Q-SYS Scripting and UCI Deployment, Perpetual Equipment, Materials, Services for Repair Total $76,544.91 Project Subtotal: $76,544.91 *Price Includes Accessories Council Chambers Repair Project No: 185208-93663 Rev.0 11/1/2023 Page 8 of 17 DocuSign Envelope ID:3C2AC1AO-352E-4C87-8ACB-016FB5EE24A8 PROJECT SUMMARY Total Installation Price: $76,544.91 Grand Total: $76,544.91 Council Chambers Repair Project No: 185208-93663 Rev.0 11/1/2023 Page 9 of 17 DocuSign Envelope ID:3C2AC1AO-352E-4C87-8ACB-016FB5EE24A8 RESPONSIBILITIES & ASSUMPTIONS Customer Responsibilities • AVI can supply necessary drawings, details and services for certain items that are better handled by the Contracting Party, Purchaser or others. Unless specifically included in our proposal the costs for these services are not included in this proposal and are the responsibility of the customer. • Supply and installation of all 120V wiring for AV requirements. • Supply and installation of any junction boxes, wall boxes, surface mount raceway, conduits and floor boxes needed for AV wiring connectivity. • Supply and installation of all necessary wall backing or structure for LCD displays, speakers, recessed screens, etc. as required by our project manager. • All necessary permits and fees to conform to state and city building codes. • Telephone and data network for audio, video, or control equipment. This includes configuration of your VoIP system to work with our audio conferencing equipment. • Supply and installation of phone or data, related to connection of video teleconferencing system to network. Configuration of your network to work with the AV system. Network should be in place and tested one week prior to equipment installation. • Loading of software of any kind on computer(s). Products that include software will be provided to the customer for installation on their equipment. Training on software is not included unless specifically shown in our proposal. • All labor is priced as non-union. • Installation of custom rear projection screens, associated millwork or wall construction. Installation of recessed projection screens in plaster, drywall or hard ceilings • Any rework of ceiling tiles and grid due to the installation of above ceiling equipment. • Any modifications to millwork or installation required for installation of audio visual equipment. This includes modifications to provide adequate airflow. Modifications to millwork or furniture, unless otherwise noted in the quotation. • HVAC to provide properly cooling for the AV equipment. • Any required asbestos abatement. AVI Systems Page 10 of 17 DocuSign Envelope ID:3C2AC1AO-352E-4C87-8ACB-016FB5EE24A8 RESPONSIBILITIES & ASSUMPTIONS Assumptions • Room Availability - Room(s) in which installation is to be done will be made available for AVI Systems' exclusive use on the day(s) of the scheduled installation. Installations will be scheduled Monday - Friday (excluding holidays) between the hours of 7:00AM - 6:00 PM. • Parking - The customer will provide adequate parking for AVI Systems' vehicle(s) in a location conducive to our access to the vehicle(s) for retrieval of tools and supplies throughout the workday. If such parking is within a secured facility, the customer will validate the parking ticket for AVI Systems' vehicle(s). • Merchandise Storage - Once new merchandise sold and provided by AVI Systems for this installation has been delivered to the job site and signed for by a representative of the customer. The customer will assume responsibility for the secure storage of such merchandise until the completion of the installation. • Existing Equipment— If this project entails installation and/or re-use of any existing equipment owned by the customer, the customer shall, at AVI Systems request, provide us with any documentation which may be required in order to properly install and/or integrate the equipment into the new system. AVI is not responsible for the functionality of this equipment and if found to not be working and required for system functionality must be replaced at the customer expense. AVI Systems Page 11 of 17 DocuSign Envelope ID:3C2AC1AO-352E-4C87-8ACB-016FB5EE24A8 GENERAL TERMS & CONDITIONS 1. PREVAILING TERMS AND CONDITIONS:These Terms and Conditions,together with any appendix or other document into which these Terms and Conditions are incorporated (the "Agreement"),form the entire agreement between AVI Systems (AVI)and Customer as to the subject matter addressed herein(this "Agreement") and will become effective upon the execution of Customer. Requests for quotation, notification of acceptance or other purchasing documents provided by Customer concerning Products which are inconsistent with, different from or in addition to this Agreement are hereby rejected. In the event of a discrepancy in unit and extended pricing,the unit price will prevail. 2. PAYMENT TERMS:Subject to credit approval,the Customer shall pay within 30 days of invoice date for non-installation orders. Installed system orders require a minimum 50%down payment with order. Systems where installation and completion of the project will extend over a period greater than 30 days from date of order will be subject to progressive billing up to 75%of the contract amount as well. In such cases,AVI will invoice for equipment received and assigned to the project(order)and services performed. The remaining 25%is due NET 30 after completion. Progressive invoices will be due and payable according to normal credit terms. If at any time, Customer fails to pay invoices when due, or if for any reason AVI feels insecure in extending credit,AVI may decline to provide further goods on credit.Any account payments shall not extinguish any unpaid portion of the subject invoices, despite any notation on or accompanying payment such as "in full payment" or"in full satisfaction," or words of similar effect. CUSTOMER UNDERSTANDS THAT THIS PROVISION CONSTITUTES A WAIVER OF RIGHTS UNDER APPLICABLE LAW. 3. FAILURE TO PAY: If the Customer fails to pay AVI for products when due,then in addition to any other remedies available to AVI under this Agreement or allowed by law for that default, Customer will pay AVI an additional monthly financing charge equal to the lesser of: (a)one and one-half percent(1.5%);or(b)the maximum monthly interest rate allowed by law; of any amounts past due,chargeable during each month that payment remains outstanding and AVI's reasonable expenses of collection, including, but not limited to,attorneys' and experts'fees and court costs. Failure by Customer to pay any part of the account when due, or in the event that proceedings in bankruptcy, receivership, or insolvency are institutes by or against Customer or its property, AVI may, at its option, cause the entire unpaid balance to become immediately due and payable and AVI shall have the right to enter at any time without notice upon the premises where any of the materials procured by Customer from AVI are located and take possession, reclaim,and exercise any and all rights available at law or equity to AVI with respect to the materials or collection of debt. Customer hereby expressly waives any right to action that may accrue by reason of the entry for taking possession of or the selling of with respect thereto including service charges and reasonable attorneys'fees and court costs. Customer agrees to reimburse AVI for all costs and expenses, including attorneys'fees and court costs,which AVI may incur in connection with any federal or state insolvency proceeding commenced by or against Customer, including those seeking dismissal or conversion of the bankruptcy proceeding,or opposing confirmation of Customer's plan there under. 4. ADDITIONAL SECURITY FOR PAYMENT: Customer hereby agrees to execute such additional documents as AVI may require from time to time including a personal and/or business guarantee and UCC Financing Statements. As collateral securing Customer's obligations,Customer grants to supplier a continuing security interest in all of Customer's accounts and all goods provided by AVI to Customer(whether or not paid for by Customer). 5. APPROVAL OF ORDERS:All Customer purchase orders for Products under this Agreement are subject to acceptance by AVI including, if appropriate,approval by AVI Credit Department. Upon notice by AVI,Customer will furnish AVI such financial information as AVI may reasonably request for this approval. AVI may, in its sole discretion, cancel this Agreement at any time if Customer fails to meet credit requirements established by AVI. 6. DELIVERY: Delivery times shown on the quote are typical for the quoted equipment but may vary due to equipment availability and installation department workload. Relevant information regarding delivery and installation scheduling, if applicable,will be provided to you as soon as we receive it. AVI will not be responsible for delivery delays due to product availability or express shipping charges to expedite delivery. 7. TRANSPORTATION COSTS: Unless otherwise provided in this Agreement,the prices for Products indicated in this Agreement exclude all transportation costs, including, but not limited to,freight, insurance and special handling and packaging. AVI will prepay these costs and invoice them to Customer. AVI Systems Page 12 of 17 DocuSign Envelope ID:3C2AC1AO-352E-4C87-8ACB-016FB5EE24A8 GENERAL TERMS & CONDITIONS 8. TITLE AND RISK OF LOSS:Title and risk of loss of Products will pass to Customer the earlier of 1) invoicing or 2) product shipping from manufacturer,etc. 9. TAXES:The prices for Products indicated in this Agreement are subject to taxes, including, but not limited to,sales,excise or use taxes. Customer shall pay all sales, use,ad valorem, excise and/or any other taxes imposed on either party by virtue of this Agreement. AVI will invoice Customer for any of these taxes AVI is legally obligated to collect from Customer. 10. INSTALLATION: If applicable, installation will be performed during our normal working hours,7:00 a.m. -6:00 p.m., Monday through Friday(excluding holidays) unless otherwise noted on the quote. If installations are scheduled outside of normal business hours due to client's request,those hours will be billed at overtime rates. Installation schedules must be coordinated through our Installation Department. When delivery of all required equipment is confirmed,our Installation Department will contact you to work out a firm installation schedule. If an installation must be re-scheduled at your request, it will be moved to the next suitable opening in the Installation Department schedule. If upon arrival on the scheduled installation date AVI is prohibited from working in the rooms the Customer will be responsible for all costs associated with rescheduling. 11. CHANGES/RETURNS: Due to the custom nature of Audio and Video equipment, customer-requested changes or changes to design once equipment is on-hand or in transit, may result in re-stocking charges to the Customer. Re-stocking charges will be assessed at the rate of 20%of the original purchase price. Any changes to the agreed-upon scope of work defined in the quote must be authorized in writing and will result in additional charges. These charges will be accomplished via a change order that must be completed and signed by both parties before any equipment or labor is provided as a result of the change in scope of work. 12. WARRANTY:AVI makes no warranty regarding the equipment used in the system,and does not assume any manufacturer's warranties for such equipment. For installed systems AVI warranty covers removal, repair and replacement of equipment on a"return to factory" basis for a period of ninety(90) days for equipment covered under the manufacturer's warranty. After ninety(90) days AVI will charge the customer for labor to remove and replace any equipment covered under the manufacturer's warranty. Please note:AVI will assist the customer in obtaining cure under manufacturers'warranties for system equipment for a period of one (1)year from the date of Substantial Completion at no cost to the Owner. This will include providing invoices,warranty information and contacting the manufacture on behalf of the customer to initiate warranty repairs or replacement. AVI recommends the purchase of the optional AVI Extended Labor Warranty and 1 Year Managed Service Agreement.This agreement provides one (1) preventive maintenance call and extends the labor warranty for removal, repair and replacement of the equipment to one (1)year. Without acceptance of the AVI Extended Labor Warranty&1 Year Managed Service Agreement any labor for removal and replacement of equipment covered under manufacturer warranty, non-warranty service calls, manufacturers repair fees, shipping charges and bench time will be billed at the prevailing labor and travel rates. AVI warrants the system or systems it designs,sells,and installs to be free of defects in our workmanship and installation materials (cables,connectors and hardware)for a period of one (1)year from the date of Substantial Completion. If during that time,the system fails to perform as specified due to defective workmanship or installation materials,AVI will correct the problem at no additional charge.AVI is not responsible for the condition or functionality of the customer's existing equipment. Definitions: Substantial Completion is the stage in the progress of the work when the work or designated portion thereof is sufficiently complete in accordance with the contract documents so that the owner can occupy or utilize the Work for its intended use. This is the date that the customer begins utilizing the equipment. Workmanship is our physical installation of the equipment and components so that they form a complete system. AVI Systems Page 13 of 17 DocuSign Envelope ID:3C2AC1AO-352E-4C87-8ACB-016FB5EE24A8 GENERAL TERMS & CONDITIONS Installation Materials are the cables,connectors, hardware and accessories utilized to assemble the equipment into a functioning system. Equipment is the physical components such as audio,video and control system electronic components, microphones, cameras, projection screens, lecterns, racks and furniture that are provided with a separate manufacturer provided warranty. Limitations:This warranty does not apply to any appearance items of the product or to any product the exterior of which has been damaged or defaced. This warranty does not cover failure due to system or product misuse,abnormal service or handling, removal of Customer's media or replacement, improper operation, system alterations or modifications from AVI's design or construction,or failure to maintain or use equipment in accordance with manufacturer recommendations.This warranty does not cover damage caused by fire, smoke,water, lightning,electrical surges or other damage caused by weather, natural disaster, or any outside forces. This warranty does not cover service calls that are the result of the mis- adjustment of the system or the connection of Owner's equipment to the system. This warranty does not include maintenance activities such as re-convergence of projections systems, re-programming of control systems or the replacement of projection lamps or other expendable items.AVI is not responsible for"image burn" as a result of prolonged periods of static images being displayed on certain devices.The duties of AVI are limited to those expressly stated in this Agreement. AVI MAKES NO OTHER WARRANTY, EXPRESS OR IMPLIED,WHETHER OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE,OR OTHERWISE,ON THE SYSTEM OR ANY PARTS OR SERVICE RENDERED HEREUNDER. AVI SHALL IN NO EVENT BE LIABLE FOR ANY INDIRECT, SPECIAL,CONSEQUENTIAL, OR OTHER DAMAGES, HOWEVER CAUSED, INCLUDING LOSS OF BUSINESS OPPORTUNITIES OR LOST PROFITS, DIRECTLY OR INDIRECTLY ARISING FROM THE CUSTOMER'S DIFFICULTY WITH OR INABILITY TO USE THE SYSTEM, EITHER SEPARATELY OR IN COMBINATION WITH ANY OTHER EQUIPMENT. 13. WAIVER: Either party's waiver of the other's default in its obligations under any terms or conditions of this Agreement will not in any way limit or affect that party's right to enforce and compel strict compliance with that term or condition at any other time or with any other term or condition. 14. BONDING: If required AVI can provide performance bonding for work covered under this Agreement. Cost for such bonding will be added to the first progress invoice. 15. ENTIRE AGREEMENT:This Agreement and appendices to this Agreement supersedes,terminates and otherwise voids any and all prior written and/or oral agreements between the parties with respect to Products. There are no warranties, representations or understandings of any kind or description whatsoever made by either party to the other,except such as are expressly set forth herein. Any additional terms or notes appearing on attached schedules, quote summaries and/or change. AVI Systems Page 14 of 17 DocuSign Envelope ID:3C2AC1AO-352E-4C87-8ACB-016FB5EE24A8 PAYMENT TERMS & SCHEDULE Payment Breakdown Amount Due Date 50%- deposit of overall contract invoiced with order, $38,272.46 paid NET30 25%- of overall contract— progress billings—as $19,136.23 product is delivered to our warehouse. 25%- of overall contract—final billing—upon $19,136.22 completion of project. Systems where installation and completion of the project will extend over a period greater than 30 days from date of order will be subject to monthly progressive billing. In such cases, AVI will invoice for services performed and equipment received and assigned to the project. Progressive invoices will be due and payable according to our normal credit terms. AVI Systems Page 15 of 17 DocuSign Envelope ID:3C2AC1AO-352E-4C87-8ACB-016FB5EE24A8 PAYMENT TERMS & SCHEDULE ACKNOWLEDGEMENT As the authorized representative of the Customer, I acknowledge that I have read the attached scope of work and fully understand what is being proposed. I also acknowledge that I have read the customer responsibilities section, assumptions and general terms and conditions. By accepting our proposal whether by purchase order or signed contract I accept the Payment Terms and Conditions shown above. I understand that the Total shown on the Payment Terms and Schedule may not include any applicable sales tax and that applicable tax will be added to our invoice if required. I understand that the warranty for labor on installed equipment is covered for a period of ninety (90) days. On some proposals we may offer an Optional Managed Services Agreement. If offered it will be shown as "MANAGED SERVICES AGREEMENT" on our proposal as an OPTION. If you choose to accept that option please initial the Optional Managed Services Agreement document at the end of our proposal. If a "MANAGED SERVICE AGREEMENT" is offered and accepted the cost for that agreement will be added to the amount shown above in the Payment Terms and Schedule. Please read the Optional Managed Services Agreement for details. I understand that without this agreement AVI will charge the customer for labor to remove and replace any equipment covered under the manufacturer's warranty after ninety(90) days from the date of substantial completion. Substantial Completion is the stage in the progress of the work when the customer begins utilizing the system for its intended use. AVI Systems City of Carmel Signed: Signed: Name: Rick Streb Name: Title: Account Manager Title: Date: Date: Phone: (800) 742-5036 Phone: Fax: (812) 376-3557 Fax: *All change orders will be invoiced at time of change AVI Systems Page 16 of 17 DocuSign Envelope ID:3C2AC1AO-352E-4C87-8ACB-016FB5EE24A8 PAYMENT TERMS & SCHEDULE AVI Systems Page 17 of 17 DocuSign Envelope ID:3C2AC1AO-352E-4C87-8ACB-016FB5EE24A8 Page 1 of 1 INDIANA RETAIL TAX EXEMPT 9' City ® I2Irrie]I CERTIFICATE NO.003120155 002 0 PURCHASE ORDER NUMBER FEDERAL EXCISE TAX EXEMPT 110244 ONE CIVIC SQUARE 35-6000972 THIS NUMBER MUST APPEAR ON INVOICES,A/P CARMEL, INDIANA 46032-2584 VOUCHER,DELIVERY MEMO,PACKING SLIPS, SHIPPING LABELS AND ANY CORRESPONDENCE FORM APPROVED BY STATE BOARD OF ACCOUNTS FOR CITY OF CARMEL-1997 PURCHASE ORDER DATE DATE REQUIRED REQUISITION NO. VENDOR NO. DESCRIPTION 11/7/2023 376619 AV Council repair AVI SYSTEMS INC ICS VENDOR PO BOX 801069 SHIP 10701 N. College Ave, Ste A TO Carmel, IN 46280- KANSAS CITY, MO 64180--1069 Timothy Renick (317) 571-2576 PURCHASE ID BLANKET CONTRACT PAYMENT TERMS FREIGHT 82185 QUANTITY UNIT OF MEASURE DESCRIPTION UNIT PRICE EXTENSION Department: 1115 Fund: 101 General Fund Account: 44-632.01 1 Each AV repair $76,544.91 $76,544.91 Sub Total $76,544.91 OF CA46: 81" \s‘s\I\ fll ' i111 � . aA ■ � :' - Send Invoice To: ICS Quote No 185208-93663 Timothy Renick 10701 N. College Ave, Ste A 1ND- Carmel, IN 46280 PIrk - (317) 571-2576 PLEASE INVOICE IN DUPLICATE DEPARTMENT ACCOUNT PROJECT PROJECT ACCOUNT AMOUNT PAYMENT $76,544.91 SHIPPING INSTRUCTIONS *A/P VOUCHER CANNOT BE APPROVED FOR PAYMENT UNLESS THE P.O. NUMBER IS MADE A PART OF THE VOUCHER AND EVERY INVOICE AND VOUCHER HAS THE PROPER SWORN *SHIP PREPAID. AFFIDAVIT ATTACHED. I HEREBY CERTIFY THAT THERE IS AN UNOBLIGATED BALANCE IN *C.O.D.SHIPMENT CANNOT BE ACCEPTED. THIS APPROPRIATION SUFFICIENT TO PAY FOR THE ABOVE ORDER. *PURCHASE ORDER NUMBER MUST APPEAR ON ALL SHIPPING LABEL *THIS ORDER ISSUED IN COMPLIANCE WITH CHAPTER 99,ACTS 1945 AND ACTS AMENDATORY THEREOF AND SUPPLEMENT THERETO. ORDERED BY Timothy Renick James Crider TITLE Director Director of Administration CONTROL NO. 110244 CONTROLLER