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159198 05/14/2008 CITY OF CARMEL, INDIANA VENDOR: 00353053 Page 1 of 1 ONE CIVIC SQUARE ASAP SOFTWARE CARMEL, INDIANA 46032 PO BOX 95414 CHECK AMOUNT: $1,851.72 o� CHICAGO IN 60694 -5414 CHECK NUMBER: 159198 CHECK DATE: 5/14/2008 DEPARTMENT ACCOUNT PO NUMB INVOICE N UMBER AMOUNT D 601 5023990 W08086 3810993 308.62 SOFTWARE -;651 5023990 3811003 308.62 MATERIALS SUPPLIES 102 4463202 3811006 617.24 SOFTWARE 1301 4463202 14812 3811009 617.24 OFFICE PRO 11 A TO ENSURE PROPER CREDIT, PLEASE RETURN THE UPPER PORTION WITH YOUR REMITTANCE. TNVDIGE I x': P I:A NTJON NUMBER 03&11006 04/30/2008 170800 112562 ITERRY CROCKETT FEDEX GRND OUR COST 1 OF I DATE. X :T ::A:.4.0,:..NUM[ ER" SOLI) B 1 V sot NET 30 03811006 36-3328437 IN CITY OF CARMEL 05/30/2008 I TEM NUMBE X X X X DESCRJPTJON OUNV OT. A +.+.+...++..++9+..,9..,..9...�.":.:�: X .:�:.ORDEP eD:++: :::.:::V 11)+:�:� PRdCE 2105259 VLA OFFICE PRO PLUS 2007 2 2 0 N 308.62 617.24 MICROSOFT 79P-01207 4 4 SPECIAL INSTRUCTIONS INVOICE SALE A MOUNT 617.24 X.: THANK YOU FOR YOUR ORDER ASAP SOFTWARE 4 4 850 ASBURY DRIVE FE J H ANDLING BUFFALO GROVE IL 60089 0.00 SHIP TO PHONE: 847-465-3700 FAX 847-465-3277 4-1 4 4 4 CARMEL CITY FIRE DEPARTMENT WWW.ASAP.COM 2 CARMEL CIVIC SQUARE 0.00 CARMEL IN 46032 xx UNITED STATES X+:�::: X 4 Please keep original box for any returns. If you wish to request a return TO T A L 617.24 w ww:4 authorization, contact our Quality Assurance Department at 800-272-3717 or via e-inail at returns@asap.com. 960-IOF PLEASE SEE IMPORTANT TERMS CONDITIONS ON THE REVERSE SIDE OF THIS INVOICE. Please Pay in UNITED STATES DOLLARS U.S. Terms and Conditions of Sale PLEASE READ THIS DOCUMENT CAREFULLYI IT CONTAINS VERY IMPORTANT INFORMATION ABOUT YOUR RIGHTS AND OBLIGATIONS, AS WELL AS LIMITATIONS AND EXCLUSIONS THAT MAY APPLY TO YOU. THIS DOCUMENT CONTAINS A DISPUTE RESOLUTION CLAUSE. These terms and conditions "Agreement apply to your purchase of computer systems andlor related products andlor services and support sold in the United States "Product from Dell. By accepting delivery of the Product, you accept and are bound to the terms and conditions of this Agreement. It you do not wish to be bound by this Agreement, you must notify Dell and return your purchase pursuant to Deti's Return Policy. (See: httpllwww. dell. comipolicyllegai /warranty.htin. THIS AGREEMENT SHALL APPLY UNLESS (1) YOU HAVE A SEPARATE PURCHASE AGREEMENT WITH DELL, IN WHICH CASE THE SEPARATE AGREEMENT SHALL GOVERN; OR (II) OTHER DELL TERMS AND CONDITIONS APPLY TO THE TRANSACTION. 1. Other Documents. This Agreement may NOT be altered, supplemented, or amended by the use of any other documents) unless otherwise agreed to in a written agreement signed by both you and Dell. If you do not receive an invoice or acknowledgement in the mail, via e -mail, or with your Product, information about your purchase may be obtained at https: support.dell.comtdellcarellnvoice.aspx or by contacting your sales representative. F 2. Payment Terms; Orders; Quotes; Interest. Terms of payment are within Dell's sole discretion, and unless otherwise agreed to by Dell, payment must be received by Dell prior to Dell's acceptance of an order. Payment for the products will be made by credit card, wire transfer, or some other prearranged payment method unless credit terms have been agreed to by Dell, invoices are due and payable within the time period noted on the reverse side of this invoice, measured from the date of the invoice. Dell may invoice parts of an order separately. Your order is subject to cancellation by Dell, at Dell's sole discretion. Unless you and Dell have agreed to a different discount. Dell's standard pricing policy for Dell- branded systems, which include both hardware and services in one discounted price, allocates the discount off list price applicable to the service portion of the system to be equal to the overall calculated percentage discount off list price on the entire system. Deli is not responsible for pricing, typographical, or other errors, in any offer by Dell and reserves the right to cancel any orders resulting from such errors. 3. Shipping Charges; Taxes, Title; Risk of Loss. Shipping and handling are additional unless otherwise expressly indicated at the time of sale. Title to products passes from Dell to Customer on shipment from Dell's facility. Loss or damage that occurs during shipping by a carrier selected by Dell is Dell's responsibility. Loss or damage that occurs during shipping by a carrier selected by you is your responsibility. You must notify Dell within 21 days of the date of your invoice or acknowledgement if you believe any part of your purchase is missing, wrong or damaged. Unless you provide Dell with a valid and correct tax exemption certificate applicable to your purchase of Product and the Product ship -to location, you are responsible for sales and other taxes associated with the order. Shipping dates are estimates only. Title to software will remain with the applicable licensor(s). 4. Warranties, THE LIMITED WARRANTIES APPLICABLE TO DELL- BRANDED HARDWARE PRODUCTS CAN BE FOUND AT http: /iwww. dell .comlpoiicyllegallwarranty.htm OR IN THE DOCUMENTATION DELL PROVIDES WITH DELL BRANDED PRODUCTS DELL MAKES NO WARRANTIES FOR SERVICES, SOFTWARE, OR NON -DELL BRANDED PRODUCTS, SERVICES, MAINTENANCE OR SUPPORT SUCH PRODUCTS, SERVICES, MAINTENANCE OR SUPPORT ARE PROVIDED BY DELL "AS IS" AND THIRD -PARTY WARRANTIES, SERVICES, MAINTENANCE AND SUPPORT ARE PROVIDED BY THE ORIGINAL MANUFACTURER OR SUPPLIER, NOT BY DELL. DELL MAKES NO EXPRESS WARRANTIES EXCEPT THOSE STATED IN DELL'S APPLICABLE DELL- BRANDED WARRANTY OR SERVICE DESCRIPTION IN EFFECT ON THE DATE OF THE INVOICE, PACKING SLIP OR ACKNOWLEDGEMENT DELL BRANDED WARRANTIES AND SERVICES WILL BE EFFECTIVE, AND DELL IS NOT OBLIGATED TO HONOR ANY SUCH WARRANTIES OR SERVICES UNTIL DELL RECEIVES PAYMENT IN FULL, DELL MAY REQUEST CANCELLATION OF THIRD PARTY BRANDED SOFTWARE LICENSES, SERVICES, MAINTENANCE OR SUPPORT IF DELL DOES NOT RECEIVE PAYMENT IF YOU PURCHASE THIRD PARTY BRANDED PRODUCTS, SERVICES, MAINTENANCE, OR SUPPORT, ADDITIONAL THIRD -PARTY TERMS AND CONDITIONS MAY APPLY. 5. Software. All software is provided subject to a license agreement and you agree that you will be bound by such license agreement. 6. Return Policies; Exchanges. Dell's return policy cyan be found at http flwww dell .com /policy /legal /warrantyhtm. You must contact us directly before you attempt to return Product to obtain a Return Material Authorization Number for you to include with your return. You must return Product to us in their original or equivalent packaging. You are responsible for risk of loss, shipping and handling fees for returning or exchanging Product. Additional fees may apply. If you fail to follow the return or exchange instructions and policies provided by Dell, Dell is not responsible whatsoever for Product that is lost, damaged, modified or otherwise processed for disposal or resale. At Dell's discretion, credit for partial returns may be less than invoice or individual component prices due to bundled or promotional pricing. 7. Changed or Discontinued Product. Dell's policy is one of ongoing update and revision. Dell may revise and discontinue Product at any time without notice to you and this may affect information saved in your onlme'cart," Deli will ship Preducl that have the functionality and performance of the Product ordered.. but changes between what is shipped and what is described in a specification sheet or catalog are possible. Parts used in repairing or servicing Product may be new, equivalent -to -new, or reconditioned. a. Service and Support. Service offerings may vary from Product to Product. In addition to these terms and conditions, Dell andlor your third -party service provider may provide such service and support to you in the United States in accordance with the term and conditions located at hltp: /www. dell- com /uslem /gen /services /service service_contracts htm or as otherwise delivered to you. Dell andlor your third -party service provider may at their discretion, revise their general and optional service and support programs and the terms and conditions that govern them without prior notice to you. Dell has no obligation to provide service or support until Dell has received full payment for the Product or service /support contract you purchased. Dell is not obligated to provide third -party branded service or support, or service or support for any products or services that you purchased through a third -party and not Dell. It is your responsibility to backup all existing data, software, and programs before receiving services or support (including telephone support). Dell andlor your third -party service provider will have no liability for loss or recovery of data, programs or loss of use of system(s) arising out of the services or support or any act or omission, including negligence, by Deli or your -third -party service provider, Dell and/or your third -party service provider is not permitted by law to copy pirated or copyrighted materials or to copy or handle illegal data. Prio€ to Dell andlor your third -party service provider providing service or support, you represent that your system(s) does not contain illegal files or data. You also represent that you own the copyright or have a license to make copies to all files on your system and do not have any data that would cause Dell to be liable for copyright infringement if those files were copied by Dell andlor your third -party service provider. 9. Limitation of Liability. DELL DOES NOT ACCEPT LIABILITY BEYOND THE REMEDIES SET FORTH HEREIN, INCLUDING BUT NOT LIMITED TO ANY LIABILITY FOR PRODUCT NOT BEING AVAILABLE FOR USE, LOST PROFITS, LOSS OF BUSINESS OR FOR LOST OR CORRUPTED DATA OR SOFTWARE, OR THE PROVISION OF SERVICES AND SUPPORT. EXCEPT AS EXPRESSLY PROVIDED HEREIN, DELL WILL NOT BE LIABLE FOR ANY CONSEQUENTIAL, SPECIAL, INDIRECT, OR PUNITIVE DAMAGES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BYANY THfRD PARTY, YOU AGREE THAT FOR ANY LIABILITY RELATED TO THE PURCHASE OF PRODUCT, DELL IS NOT LIABLE OR RESPONSIBLE FOR ANY AMOUNT OF DAMAGES ABOVE THE AMOUNT INVOICED FOR THE APPLICABLE PRODUCT. NOTWITHSTANDING ANYTHING IN THIS AGREEMENT TO THE CONTRARY, THE REMEDIES SET FORTH IN THIS AGREEMENT SHALL APPLY EVEN IF SUCH REMEDIES FAIL THEIR ESSENTIAL PURPOSE. M. Applicable Law; Not For Resale or Export. You agree to comply with all applicable laws and regulations of the various states and of the United States. You agree and represent that ycu are buying only for Your awn internal use only, and not for resale or export. Dell has separate terms and conditions governing resale of Product by third parties and transactions outside the United States. Terms and conditions for resale are located at vnmw. dell. corn /poltcy(legailtermsofsaie.htm. 11. Governing Law. THE PARTIES AGREE THAT THIS AGREEMENT, ANY SALES THERE UNDER, OR ANY CLAIM, DISPUTE OR CONTROVERSY (WHETHER IN CONTRACT, TORT, OR OTHERWISE, WHETHER PREEXISTING, PRESENT OR FUTURE, AND INCLUDING STATUTORY, COMMON LAW, AND EQUITABLE CLAIMS) BETWEEN CUSTOMER AND DELL arising from or relating to this agreement, its interpretation, or the breach, termination or validity thereof, the relationships which result from this agreement, Dell's advertising, or any related purchase SHALL BE GOVERNED BY THE LAWS OF THE STATE OF TEXAS, WITHOUT REGARD TO CONFLICTS OF LAWS RULES, 12. Binding Arbitration. ANY CLAIM, DISPUTE, OR CONTROVERSY (WHETHER IN CONTRACT, TORT, OR OTHERWISE, WHETHER PREEXISTING, PRESENT OR FUTURE, AND INCLUDING STATUTORY, COMMON LAW, INTENTIONAL TORT AND EQUITABLE CLAIMS) BETWEEN CUSTOMER AND DELL, its agents, employees, principals, successors, assigns, affiliates (collectively for purposes of this paragraph, "Dell') arising from or relating to this Agreement, its interpretation, or the breach, termination or validity thereof, the relationships which result from this Agreement (including, to the full extent permitted by applicable law, relationships with third parties who are not signatories to this Agreement), Dell's advertising, or any related purchase SHALL BE RESOLVED EXCLUSIVELYAND FINALLY BY BINDING ARBITRATION ADMINISTERED BY THE NATIONAL ARBITRATION FORUM (NAF) under its Code of Procedure then in effect (available via the Internet at http:rlwww arb- forum.com, or via telephone at 1- 600- 474 2371). In the event of any inconsistency or conflict between NAF Code of Procedure and this Agreement. this Agreement shall control. The arbitration will be limited solely to the dispute or controversy between customer and Dell. NEITHER CUSTOMER NOR DELL SHALL BE ENTITLED TO JOIN OR CONSOLIDATE CLAIMS BY OR AGAINST OTHER CUSTOMERS, OR ARBITRATE ANY CLAIM AS A REPRESENTATIVE 04 CLASS ACTION OR IN A PRIVATE ATTORNEY GENERAL CAPACITY. The individual (non- class) nature of this dispute provision goes to the essence of the parfies' arbitration agreement, and if found unenforceable, the entire arbitration provision shall not be enforced. This transaction involves interstate commerce, and this provision shall be governed by the Federal Arbitration Act 9 U.S.C. sec. 1 -16 (FAA). Any award of the arbitrator(s) shalt be final and binding on each of the parties, and may be entered as a judgment in any court of competent jurisdiction. Dell will be responsible for paying any arbitration fees to the extent such fees exceed the amount of the filing fee for initiating a claim in the small claims or similar court in the state in which you reside. Each party shall pay for its own costs and attorneys' fees. If any However, if any customer prevails on any claim that affords the prevailing party attorneys' fees, or if there is a written agreement providing for fees, the Arbitrator may award reasonable fees io the prevailing party, under the standards for fee shifting provided by law. Information may be obtained and claims may be filed with the NAF at P.O. Box 50191, Minneapolis, MN 55405. (R EV 05101/07) VOUCHER-NO. WARRANT NO. ALLOWED 20 ASAP Software P b C 8 9.5—y/ IN SUM OF 8,5 As�u ry Drive /L Buffalo Gr ove ll_6 $617.2 ON ACCOUNT OF APPROPRIATION FOR Carmel Fire Department PO# Dept. INVOICE N0. ACCT #/TITLE AMOUNT Board Members 1120 3811006 102 632.02 $617.24 1 hereby certify that the attached invoice(s), or bill(s) is (are) true and correct and that the materials or services itemized thereon for which charge is made were ordered and received except Title Cost distribution ledger classification if claim paid motor vehicle highway fund Prescribed by State Board of Accounts City Form No. 201 (Rev. 1995) ACCOUNTS PAYABLE VOUCHER CITY OF CARMEL An invoice or bill to be properly itemized must show: kind of service, where performed, dates service rendered, by whom, rates per day, number of hours, rate per hour, number of units, price per unit, etc. Payee Purchase Order No. Terms Date Due Invoice Invoice Description Amount Date Number (or note attached invoice(s) or bill(s)) 04/30/08 3811006 Licenses for MDC's $617.24 I hereby certify that the attached invoice(s), or bill(s), is (are) true and correct and I have audited same in accordance with IC 5- 11- 10 -1.6 ,20 Clerk- Treasurer A TO ENSURE PROPER CREDIT, PLEASE RETURN THE UPPER PORTION WITH YOUR REMITTANCE. A T 03810993 04/30/2008 170800 W08085, TERRY CROCKETT FEDEX GRND OUR COST I OF 1 DUE ORDER::::: DA TE JA :AUMBER IA 0::: �KHER JA NET 30 03810993 36-3328437 IN CITY O CAR 05 3 0/ 2 0 0 8 or ]:T.EM "N KBER im�� L PT I ON OVNf ORDEttED 2105259 VLA OFFICE PRO PLUS 2007 1 1 0 N 308.62 308.62 MICROSOFT 79P-01207 E EJL SPECIAL INSTRUCTIONS INVOICE SAL AMOUNT 308.62 THANK YOU FOR YOUR ORDER ASAP SOFTWARE 850 ASBURY DRIVE FREI L�44AN DVI NO.: BUFFALO GROVE IL 60089 0.00 SHIP TO PHONE: 847-465-3700 FAX: 847-465-3277 CARMEL UTILITIES WWW.ASAP.COM 760 3RD AVE. SW STE 110 SALES 0.00 CARMEL IN 46032 UNITED STATES Please keep original box for any returns. If you wish to request a return TOTAL 308.62 authorization, contact our Quality Assurance Department at 800-272-3717 or via e-mail at returrts@asap.com. 960-IOF PLEASE SEE IMPORTANT TERMS CONDITIONS ON THE REVERSE SIDE OF THIS INVOICE. Please Pay in UNITED STATES DOLLARS U.S. Terms and Conditions of Sale PLEASE READ THIS DOCUMENT CAREFULLY! IT CONTAINS VERY IMPORTANT INFORMATION ABOUT YOUR RIGHTS AND OBLIGATIONS, AS WELL AS LIMITATIONS AND EXCLUSIONS TH, MAY APPLY To YOU. THIS DOCUMENT CONTAINS A DISPUTE RESOLUTION CLAUSE. These terms and conditions "Agreement apply to your purchase of computer systems andlor related products and/or services and support sold in the United States "Product from Deli. By accepting delivery of the Product, you accept and are bound to the terms and conditions of this Agreement. If you do not wish to be bound by this Agreement, you must notify Dell and return your purchase pursuant to Dell's Return Policy. (See hUp: /www. dell. comlpolicyllegallwarranty.htm. THIS AGREEMENT SHALL APPLY UNLESS (1) YOU HAVE SEPARATE PURCHASE AGREEMENT WITH DELL, IN WHICH CASE THE SEPARATE AGREEMENT SHALL GOVERN; OR (11) OTHER DELL TERMS AND CONDITIONS APPLY TO THE TRANSACTION, 1. Other Documents. This Agreement may NOT be altered, supplemented, or amended by the use of any other documant(s) unless otherwise agreed to in a written agreement signed by both you and Dell. If you do not receive an invoice or acknowledgement in the mail, via e-mail, or with your Product, information about your purchase may be obtained at https:// support dell comidelparellnvoice aspx or by contacting your sales representative 2. Payment Terms; Orders; Quotes; Interest. Terms of payment are within Dell's sole discretion, and unless otherwise agreed to by Dell, payment must be received by Dell prior to Dell's acceptance of an order. Payment for the products will be made by credit card.. wire transfer, or some other prearranged payment method unless credit terms have been agreed to by Dell. Invoices are due and payable within the time period noted on the reverse side of this invoice, measured from the date of the invoice. Dell may invoice parts of an order separately. Your order is subject to cancellation by Dell, at Dell's sole discretion- Unless you and Dell have agreed to a different discount, Dell's standard pricing policy for Dell- branded systems, which include both hardware and services in one discounted price, allocates the discount off list price applicable to the service portion of the system to be equal to the overall calculated percentage discount off list price on the entire system. Deli is not responsible for pricing, typographical, or other errors, in any offer by Dell and reserves the right to cancel any orders resulting from such errors. 3. Shipping Charges; Taxes; Title; Risk of Loss. Shipping and handling are additional unless otherwise expressly indicated at the time of sale. Title to products passes from Dell to Customer on shipment from Dell's facility. Loss or damage that occurs during shipping by a carrier selected by Dell is Dell's responsibility. Loss or damage that occurs during shipping by a carrier selected by you is your responsibility. You must notify Dell within 21 days of the date of your invoice or acknowledgement if you believe any part of your purchase is missing, wrong or damaged. Unless you provide Dell with a valid and correct tax exemption certificate applicable to your purchase of Product and the Product ship -to location, you are responsible for sales and other taxes associated with the order. Shipping dates are estimates only. Title to software will remain with the applicable licensor(s). 4. Warranties. THE LIMITED WARRANTIES APPLICABLE TO DELL BRANDED HARDWARE PRODUCTS CAN BE FOUND AT htlp:flwww. dell .comipolicyllegallwarranty.htm OR IN THE DOCUMENTATION DELL PROV €DES WITH DELL BRANDED PRODUCTS. DELL MAKES NO WARRANTIES FOR SERVICES, SOFTWARE, OR NON -DELL BRANDED PRODUCTS, SERVICES, MAINTENANCE OR SUPPORT SUCH PRODUCTS, SERVICES, MAINTENANCE OR SUPPORT ARE PROVIDED BY DELL "AS IS" AND THIRD -PARTY WARRANTIES, SERVICES, MAINTENANCE AND SUPPORTARE PROVIDED BY THE ORIGINAL MANUFACTURER OR SUPPLIER, NOT BY DELL. DELL MAKES NO EXPRESS WARRANTIES EXCEPT THOSE STATED W DELL'S APPLICABLE DELL BRANDED WARRANTY OR SERVICE DESCRIPTION IN EFFECT ON THE DATE OF THE INVOICE, PACKING SLIP OR ACKNOWLEDGEMENT. DELL BRANDED WARRANTIES AND SERVICES WILL BE EFFECTIVE. AND DELL IS NOT OBLIGATED TO HONOR ANY SUCH WARRANTIES OR SERVICES UNTIL DELL RECEIVES PAYMENT IN FULL. DELL MAY REQUEST CANCELLATION OF THIRD- PARTY BRANDED SOFTWARE LICENSES, SERVICES, MAINTENANCE OR SUPPORT IF DELL DOES NOT RECEIVE PAYMENT. IF YOU PURCHASE THIRD PARTY BRANDED PRODUCTS, SERVICES, MAINTENANCE, OR SUPPORT, ADDITIONAL THIRD -PARTY TERMS AND CONDITIONS MAY APPLY. 5. Software. All software is provided subject to a license agreement and you agree that you will be bound by such license agreement. 6. Return Policies; Exchanges. Dell's return policy can be found at http: /www. dell .com /poiicyilegallwarranty.htm. You must contact us directly before you attempt to return Product to obtain a Return Material Authorization Number for you to include with your return. You must return Product to us in their original or equivalent packaging. You are responsible for risk of loss, shipping and handling fees for returning or exchanging Product. Additional fees may apply. If you fail to follow the return or exchange instructions and policies provided by Dell, Dell is not responsible whatsoever for Product that is lost, damaged, modified or otherwise processed for dispossi or resale. At Dell's discretion, credit for partial returns may be less than invoice or individual component prices due to bundled or promotional pricing. 7. Changed or Discontinued Prode,Ct. Dell's policy is one of ongoing update and revision. Dell may revise and discontinue Product at any time without notice to you and this may affect information saved in your enline'cart Deli will ship Product that have the functionality and performance of the Product ordered, but changes between what is shipped and what is described in a specification sheet or catalog are possible, Paris used In repairing Gr servicing Product may be new, equivalent -to -new, or reconditioned, 8. Service and Support. Service otferings may vary from Product to Product- In addition to these terms and conditions, Dell and/or your third -party service provider may provide such service and support to you in the United States in accordance with the term and conditions located at http: /lwww. dell .com /uslemlgen /serviceslservice service contracts.htm or as otherwise delivered to you Dell and /or your third -party service provider may at their discretion, revise their general and optional service and support programs and the terms and conditions that govern them without prior notice to you. Dell has no obligation to provide service or support until Dell has received full payment for the Product or servicefsupport contract you purchased. Dellis not obligated to provide third -party branded service or support, or service or support for any products or services that you purchased through a third -party and not Dell. It is your responsibility to backup all existing data, software, and programs before receiving services or support (including telephono support). Dell andlor your third -party service provider will have no liability for loss or recovery of data, programs or loss of use of systems) arising hot of the services or support or any actor omission, including negligence, by Dell or your -third -party service provider. Dell andlor your third -party service provider is not permitted by law to copy pirated or copyrighted materials or to copy or handle illegal data. Prior to Dell and/or your third -party service provider providing service or support, you represent that your systems) does not contain illegal files or data, You also represent that you own the copyright or have a license to make copies to all files on your system and do not have any data that would cause Dell to be liable for copyright infringement if those files were copied by Dell and /or your third -party service provider. 9. Limitation of Liability. DELL DOES NOT ACCEPT LIABILITY BEYOND THE REMEDIES SET FORTH HEREIN, INCLUDING BUT NOT LIMITED TO ANY LIABILITY FOR PRODUCT NOT BEING AVAILABLE FOR USE, LOST PROFITS, LOSS OF BUSINESS OR FOR LOST OR CORRUPTED DATA OR SOFTWARE, OR THE PROVISION OF SERVICES AND SUPPORT. EXCEPTAS EXPRESSLY PROVIDED HEREIN, DELL WILL NOT BE LIABLE FOR ANY CONSEQUENTIAL, SPECIAL, INDIRECT, OR PUNITIVE DAMAGES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR FORANY CLAIM BY ANY THIRD PARTY. YOU AGREE THAT FOR ANY LIABILITY RELATED TO THE PURCHASE OF PRODUCT, DELL IS NOT LIABLE OR RESPONSIBLE FOR ANY AMOUNT OF DAMAGES ABOVE THE AMOUNT INVOICED FOR THE APPLICABLE PRODUCT. NOTWITHSTANDING ANYTHING IN THIS AGREEMENT TO THE CONTRARY, THE REMEDIES SET FORTH IN THIS AGREEMENT SHALLAPPLY EVEN IF SUCH REMEDIES FAIL THEIR ESSENTIAL PURPOSE. 10, Applicable Law; Not For Resale or Export. You agree to comply with all applicable laws and regulations of the various states and of the United States. You agree and represent that you are buying only for your own internal use only, and not for resale or export. Dell has separate terms and conditions governing resale of Product by third parties and transactions outside the United States. Terms and conditions for resale are located at: www_dell. com 1policyllegalftermsofsaiehtm. 11. Governing Law. THE PARTIES AGREE THAT THIS AGREEMENT, ANY SALES THERE UNDER, OR ANY CLAIM, DISPUTE OR CONTROVERSY (WHETHER IN CONTRACT, TORT, OR OTHERWISE, WHETHER PREEXISTING, PRESENT OR FUTURE, AND INCLUDING STATUTORY, COMMON LAW, AND EQUITABLE CLAIMS) BETWEEN CUSTOMER AND DELL arising from or relating to this agreement, its Interpretation, or the breach, termination or validity thereof, the relationships which result from this agreement, Detl's advertising, or any related purchase SHALL BE GOVERNED BY THE LAWS OF THE STATE OF TEXAS, WITHOUT REGARD TO CONFLICTS OF LAWS RULES. 12, Binding Arbitration. ANY CLAIM, DISPUTE, OR CONTROVERSY (WHETHER IN CONTRACT, TORT, OR OTHERWISE, WHETHER PREEXISTING, PRESENT OR FUTURE, AND INCLUDING STATUTORY, COMMON LAW, INTENTIONAL TORT AND EQUITABLE CLAIMS) BETWEEN CUSTOMER AND DELL, its agents, employees, principals, successors, assigns, affiliates (collectively for purposes of this paragraph, "Dell arising from or relating to this Agreement, its interpretation, or the breach, termination or validity thereof, the relationships which result from this Agreement (including, to the full extent permitted by applicable law, relationships with third parties who are not signatories to this Agreement), Dell's advertising, or any related purchase SHALL BE RESOLVED EXCLUSIVELY AND FINALLY BY BINDING ARBITRATION ADMINISTERED BY THE NATIONAL ARBITRATION FORUM (NAF) under its Code of Procedure then in effect (available via the Internet at http:iiwww,arb- forum.com, or via telephone at 1- 806- 474 -237 i In the event of any inconsistency or conflict between NAP Code of Procedure and this Agreement, this Agreement shall control. The arbitration will be limited solely to the dispute or controversy between customer and Dell. NEITHER CUSTOMER NOR DELL SHALL BE ENTITLED TO JOIN OR CONSOLIDATE CLAIMS BY OR AGAINST OTHER CUSTOMERS, OR ARBITRATE ANY CLAIM AS A REPRESENTATIVE OR CLASS ACTION OR IN A PRIVATE ATTORNEY GENERAL CAPACITY The individual (non- class) nature of this dispute provision goes to the essence of the parties' arbitration agreement, and if found unenforceable, the entire arbitration provision shall not be enforced. This transaction involves interstate commerce, and this provision shall be governed by the Federal Arbitration Act 9 U.S,C. sec. 1 -16 (FAA). Any award of the arbitrator(s) shall be final and binding on each of the parties, and may be entered as a judgment in any court of competent jurisdiction. Dell will be responsible for paying any arbitration fees to the extent such fees exceed the amount of the filing fee far Initiating a claim in the small claims or similar court in the state in which you reside. Each party shall pay for its own costs and attorneys' fees. if any. However, if any customer prevails on any claim that affords the prevailing party attorneys' fees, or if there is a written agreement providing for fees, the Arbitrator may award reasonable fees to the prevailing party, under the standards for fee shifting provided by law. Information may be obtained and claims may be filed with the NAP at P.O. Box 50 191 Minneapolis, MN 55405. (REV 05/01107) VOUCHER 081753 WARRANT ALLOWED .f 353053 IN SUM OF ASAP SOFTWARE P. O. BOX 95414 CHICAGO, IL 60694 -5414 Carmel Water Utility ON ACCOUNT OF APPROPRIATION FOR Board members PO INV ACCT AMOUNT Audit Trail Code 3810993 01- 6200 -07 $308.62 lbv v Voucher Total $308.62 ;Cost distribution ledger classification if .claim paid under vehicle highway fund Prescribed by State Board of Accounts City Form No. 201 (Rev 1995) ACCOUNTS PAYABLE VOUCHER CITY OF CARMEL An invoice or bill to be properly itemized must show, kind of service, where performed, dates of service rendered, by whom, rates per day, number of units, price per unit, etc. Payee 353053 ASAP SOFTWARE Purchase Order No. P. O. BOX 95414 Terms CHICAGO, IL 60694 -5414 Due Date 5/9/2008 Invoice Invoice Description Date Number (or note attached invoice(s) or bill(s)) Amount 5/9/2008 3810993 $308.62 hereby certify that the attached invoice(s), or bill(s) is (are) true and orrect and I have audited same in accordance with IC 5- 11- 10 -1.6 t Date Officer i�' TO ENSURE PROPER CREDIT, PLEASE RETURN THE UPPER PORTION WITH YOUR REMITTANCE. A CUSTOMER TENT omr P D 'AT !i. 03811003 04/30/2008,, 70800 I510877 TERRY CROCKETT FEDEX GRND OUR COST I OF I ASARXFERTAX I::RNUM8ER?::T::::::: I I DATf NET 30 103811003136-3328437 IN CITY OF CARMEL 05/30/2008 O.Ty ORDERED y:x�:�:T DESCRIP ITEM NUMBER: 2105259 VILA OFFICE PRO PLUS 2007 1 1 0 N 308.62 308.62 MICROSOFT 79P-01207 I I I SPECIAL INSTRUCTIONS INVOICE 308.62 THANK YOU FOR YOUR ORDER ASAP SOFTWARE 850 ASBURY DRIVE F R E I GH V HAN DL I NG, BUFFALO GROVE IL 60089 0.00 SHIP TO PHONE: 847-465-3700 FAX: 847-465-3277 CARMEL UTILITIES WWW.ASAP.COMI 0.00 760 3RD AVE. SW STE 110 I 1.- -1.1.11- .-I CARMEL IN 46032 UNITED STATES vs:X: 11 Please keep original box for any returns. If you wish to request it return 308.62 authorization, contact our Quality Assurance Department at 800-272-3717 or via e-mail at returns@asap.com. 960-1 OF PLEASE SEE IMPORTANT TERMS CONDITIONS ON THE REVERSE SIDE OF THIS INVOICE. Please Pay in UNITED STATES DOLLARS U.S. Terms and Conditions of Sale PLEASE READ THIS DOCUMENT CAREFULLYI IT CONTAINS VERY IMPORTANT INFORMATION ABOUT YOUR RIGHTS AND OBLIGATIONS, AS WELL AS LIMITATIONS AND EXCLUSIONS THA17MAY APPLY TO YOU. THIS DOCUMENT CONTAINS A DISPUTE RESOLUTION CLAUSE. These terms and conditions "Agreement apply to your purchase of computer systems and/or related products and /or services and support sold in the United States "Product from Dell. By accepting delivery of the Product, you accept and are bound to the terms and conditions of this Agreement. If you do not wish to be bound by this Agreement, you must notify Dell and return your purchase pursuant to Dell's Return Policy. (See: http: /www.dell,com /policy /legal warranty.htm. THIS AGREEMENT SHALL APPLY UNLESS (1) YOU HAVE SEPARATE PURCHASE AGREEMENT WITH DELL IN WHICH CASE THE SEPARATE AGREEMENT SHALL GOVERN; OR (11) OTHER DELL TERMS AND CONDITIONS APPLY TO THE TRANSACTION. 1. Other Documents. This Agreement may NOT be altered, supplemented. or amended by the use of any other document(s) unless otherwise agreed to in a written agreement signed by both you and Dell. If you do not receive an invoice or acknowledgement in the mail, via e-mail, or with your Product, information about your purchase may be obtained at https: support.dell.com /delicare /Invoice.aspx or by contacting your sales representative. 2. Payment Terms; Orders; Quotes; Interest. Terms of payment are within Dell's sole discretion, and unless otherwise agreed to by Dell, payment must be received by Dell prior to Dell's acceptance of an order. Payment for the products will be made by credit card, wire transfer, or some other prearranged payment method unless credit terms have been agreed to by Dell. Invoices are due and payable within the time period noted on the reverse side of this invoice, measured from the date of the invoice. Dell may invoice parts of an order separately. Your order is subject to cancellation by Dell, at Dell's sole discretion. Unless you and Dell have agreed to a different discount, Dell's standard pricing policy for Dell- branded systems, which include both hardware and services in one discounted price, allocates the discount off list price applicable to the service portion of the system to be equal to the overall calculated percentage discount off list price on the entire system. Dell is not responsible for pricing, typographical, or other errors, in any offer by Dell and reserves the right to cancel any orders resulting from such errors. 3. Shipping Charges; Taxes; Title; Risk of Loss. Shipping and handling are additional unless otherwise expressly indicated at the time of sale. Title to products passes from Dell to Customer on shipment from Dell's facility. Loss or damage that occurs during shipping by a carrier selected by Dell is Dell's responsibility. Loss or damage that occurs during shipping by a carrier selected by you is your responsibility. You must notify Dell within 21 days of the date of your invoice or acknowledgement if you believe any part of your purchase is missing, wrong or damaged. Unless you provide Dell with a valid and correct tax exemption certificate applicable to your purchase of Product and the Product ship -to location, you are responsible for sales and other taxes associated with the order. Shipping dates are estimates only. Title to software will remain with the applicable licensor(s). 4. Warranties. THE LIMITED WARRANTIES APPLICABLE TO DELL BRANDED HARDWARE PRODUCTS CAN BE FOUND AT http: /www. dell .com /policy /legal /warranty.htm OR IN THE DOCUMENTATION DELL PROVIDES WITH DELL BRANDED PRODUCTS. DELL MAKES NO WARRANTIES FOR SERVICES, SOFTWARE, OR NON -DELL BRANDED PRODUCTS, SERVICES, MAINTENANCE OR SUPPORT. SUCH PRODUCTS, SERVICES, MAINTENANCE OR SUPPORT ARE PROVIDED BY DELL "AS IS" AND THIRD -PARTY WARRANTIES, SERVICES, MAINTENANCE AND SUPPORT ARE PROVIDED BY THE ORIGINAL MANUFACTURER OR SUPPLIER, NOT BY DELL. DELL MAKES NO EXPRESS WARRANTIES EXCEPT THOSE STATED IN DELL'S APPLICABLE DELL BRANDED WARRANTY OR SERVICE DESCRIPTION IN EFFECT ON THE DATE OF THE INVOICE, PACKING SLIP OR ACKNOWLEDGEMENT. DELL BRANDED WARRANTIES AND SERVICES WILL BE EFFECTIVE, AND DELL IS NOT OBLIGATED TO HONOR ANY SUCH WARRANTIES OR SERVICES UNTIL DELL RECEIVES PAYMENT IN FULL. DELL MAY REQUEST CANCELLATION OF THIRD PARTY- BRANDED SOFTWARE LICENSES, SERVICES, MAINTENANCE OR SUPPORT IF DELL DOES NOT RECEIVE PAYMENT. IF YOU PURCHASE THIRD PARTY- BRANDED PRODUCTS, SERVICES, MAINTENANCE, OR SUPPORT, ADDITIONAL THIRD -PARTY TERMS AND CONDITIONS MAY APPLY. 5. Software. All software is provided subject to a license agreement and you agree that you will be bound by such license agreement. 6. Return Policies; Exchanges. Dell's return policy can be found at http: /www. dell .com /policy /legal /warranty.htm. You must contact us directly before you attempt to return Product to obtain a Return Material Authorization Number for you to include with your return. You must return Product to us in their original or equivalent packaging. You are responsible for risk of loss, shipping and handling fees for returning or exchanging Product. Additional fees may apply. If you fail to follow the return or exchange instructions and policies provided by Dell, Dell is not responsible whatsoever for Product that is lost, damaged, modified or otherwise processed for disposal or resale. At Dell's discretion, credit for partial returns may be less than invoice or individual component prices due to bundled or promotional pricing. 7. Changed or Discontinued Product. Dell's policy is one of ongoing update and revision. Dell may revise and discontinue Product at any time without notice to you and this may affect information saved in your online "cart." Dell will ship Product that have the functionality and performance of the Product ordered, but changes between what is shipped and what is described in a specification sheet or catalog are possible. Parts used in repairing or servicing Product may be new, equivalent- to-new, or reconditioned. 8. Service and Support. service offerings may vary from Product to Product. In addition to these terms and conditions, Dell and /or your third -party service provider may provide such service and support to you in the United States in accordance with the term and conditions located at http: /www.dell.com /us /em /gen /services /service_service_contracts.htm or as otherwise delivered to you. Dell and /or your third -party service provider may at their discretion, revise their general and optional service and support programs and the terms and conditions that govem them without prior notice to you. Dell has no obligation to provide service or support until Dell has received full payment for the Product or service /support contract you purchased. Dell is not obligated to provide third -party branded service or support, or service or support for any products or services that you purchased through a third -party and not Dell. It is your responsibility to backup all existing data, software, and programs before receiving services or support (including telephone support). Dell and /or your third -party service provider will have no liability for loss or recovery of data, programs or loss of use of system(s) arising out of the services or support or any act or omission, including negligence, by Dell or your- third -party service provider. Dell and /or your third -party service provider is not permitted by law to copy pirated or copyrighted materials or to copy or handle illegal data. Prior to Dell and /or your third -party service provider providing service or support, you represent that your system(s) does not contain illegal files or data. You also represent that you own the copyright or have a license to make copies to all files on your system and do not have any data that would cause Dell to be liable for copyright infringement if those files were copied by Dell and /or your third -party service provider. 9. Limitation of Liability. DELL DOES NOT ACCEPT LIABILITY BEYOND THE REMEDIES SET FORTH HEREIN, INCLUDING BUT NOT LIMITED TO ANY LIABILITY FOR PRODUCT NOT BEING AVAILABLE FOR USE, LOST PROFITS, LOSS OF BUSINESS OR FOR LOST OR CORRUPTED DATA OR SOFTWARE, OR THE PROVISION OF SERVICES AND SUPPORT. EXCEPT AS EXPRESSLY PROVIDED HEREIN, DELL WILL NOT BE LIABLE FOR ANY CONSEQUENTIAL, SPECIAL, INDIRECT, OR PUNITIVE DAMAGES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY THIRD PARTY. YOU AGREE THAT FOR ANY LIABILITY RELATED TO THE PURCHASE OF PRODUCT, DELL IS NOT LIABLE OR RESPONSIBLE FOR ANY AMOUNT OF DAMAGES ABOVE THE AMOUNT INVOICED FOR THE APPLICABLE PRODUCT. NOTWITHSTANDING ANYTHING IN THIS AGREEMENT TO THE CONTRARY, THE REMEDIES SET FORTH IN THIS AGREEMENT SHALL APPLY EVEN IF SUCH REMEDIES FAIL THEIR ESSENTIAL PURPOSE. 10. Applicable Law; Not For Resale or Export. You agree to comply with all applicable laws and regulations of the various states and of the United States. You agree and represent that you are buying only for your own internal use only, and not for resale or export. Dell has separate terms and conditions governing resale of Product by third parties and transactions outside the United States. Terms and conditions for resale are located at www.dell.com /policy /legal /termsofsale.htm. 11. Governing Law. THE PARTIES AGREE THAT THIS AGREEMENT, ANY SALES THERE UNDER, OR ANY CLAIM, DISPUTE OR CONTROVERSY (WHETHER IN CONTRACT, TORT, OR OTHERWISE, WHETHER PREEXISTING, PRESENT OR FUTURE, AND INCLUDING STATUTORY, COMMON LAW, AND EQUITABLE CLAIMS) BETWEEN CUSTOMER AND DELL arising from or relating to this agreement, its interpretation, or the breach, termination or validity thereof, the relationships which result from this agreement, Dell's advertising, or any related purchase SHALL BE GOVERNED BY THE LAWS OF THE STATE OF TEXAS, WITHOUT REGARD TO CONFLICTS OF LAWS RULES. 12. Binding Arbitration. ANY CLAIM, DISPUTE, OR CONTROVERSY (WHETHER IN CONTRACT, TORT, OR OTHERWISE, WHETHER PREEXISTING, PRESENT OR FUTURE, AND INCLUDING STATUTORY, COMMON LAW, INTENTIONAL TORTAND EQUITABLE CLAIMS) BETWEEN CUSTOMER AND DELL, its agents, employees, principals, successors, assigns, affiliates (collectively for purposes of this paragraph, "Dell') arising from or relating to this Agreement, its interpretation, or the breach, termination or validity thereof, the relationships which result from this Agreement (including, to the full extent permitted by applicable law, relationships with third parties who are not signatories to this Agreement), Dell's advertising, or any related purchase SHALL BE RESOLVED EXCLUSIVELY AND FINALLY BY BINDING ARBITRATION ADMINISTERED BY THE NATIONAL ARBITRATION FORUM (NAF) under its Code of Procedure then in effect (available via the Internet at http: /www.arb- forum.com, or via telephone at 1- 800 -474- 2371). In the event of any inconsistency or conflict between NAF Code of Procedure and this Agreement, this Agreement shall control. The arbitration will be limited solely to the dispute or controversy between customer and Dell. NEITHER CUSTOMER NOR DELL SHALL BE ENTITLED TO JOIN OR CONSOLIDATE CLAIMS BY OR AGAINST OTHER CUSTOMERS. OR ARBITRATE ANY CLAIM AS A REPRESENTATIVE OR CLASS ACTION OR IN A PRIVATE ATTORNEY GENERAL CAPACITY. The individual (non class) nature of this dispute provision goes to the essence of the parties' arbitration agreement, and if found unenforceable, the entire arbitration provision shall not be enforced. This transaction involves interstate commerce, and this provision shall be governed by the Federal Arbitration Act 9 U.S.C. sec. 1 -16 (FAA). Any award of the arbitrator(s) shall be final and binding on each of the parties, and may be entered as a judgment in any court of competent jurisdiction. Dell will be responsible for paying any arbitration fees to the extent such fees exceed the amount of the filing fee for initiating a claim in the small claims or similar court in the state in which you reside. Each party shall pay for its own costs and attorneys' tees, if any. However, if any customer prevails on any claim that affords the prevailing party attomeys' fees, or if there is a written agreement providing for fees, the Arbitrator may award reasonable fees to the prevailing party, under the standards for fee shifting provided by law. Information may be obtained and claims may be filed with the NAF at P.O. Box 50191, Minneapolis, MN 55405. (REV 05/01/07) VOUCHER 085483 WARRANT ALLOWED 353053 IN SUM OF ASAP SOFTWARE P O Box 95414 ,Chicago, IL 60694 -5414 Carmel Wastewater Utility ON ACCOUNT OF APPROPRIATION FOR Board members PO INV ACCT AMOUNT Audit Trail Code 3811003 01- 7200 -07 $308.62 po �Q��� 1 Voucher Total $308.62 Cost distribution ledger classification if claim paid under vehicle highway fund Prescribed by State Board of Accounts City Form No. 201 (Rev 1995) ACCOUNTS PAYABLE VOUCHER CITY OF CARMEL An invoice or bill to be properly itemized must show, kind of service, where performed, dates of service rendered, by whom, rates per day, number of units, price per unit, etc. Payee 353053 ASAP SOFTWARE Purchase Order No. P O Box 95414 Terms Chicago, IL 60694 -5414 Due Date 5/9/2008 Invoice Invoice Description Date Number (or note attached invoice(s) or bill(s)) Amount 5/9/2008 3811003 $308.62 hereby certify that the attached invoice(s), or bill(s) is (are) true and :orrect and I have audited same in accordance with IC 5- 11- 10 -1.6 Date Officer TO ENSURE PROPER CREDIT, PLEASE RETURN THE UPPER PORTION WITH YOUR REMITTANCE. IlIVOICE INVOICE MIER: NUMBER WSTOMEW::Pb.:A 0381 500P--i4/30/2008 170800 1 14812 FEDEX GRIND OUR COST I OF I vm� FEE:: ORDER DUE ';MIN �T. T ERM S :OA W NET 30 103811009136-3328437 IN CITY OF CARMEL 05/30/2008 ITEM NUMBER: rT OR PRMF 21OS259 VILA OFFICE PRO PLUS 2007 2 2 0 IN 308.62 817.24 MICROSOFT 79P-01207 SPECIAL INSTRUCTIONS INVOICE ZALE AM 617.24 THANK YOU FOR YOUR ORDER ASAP SOFTWARE 850 ASBURY DRIVE BUFFALO GROVE IL 60089 B::LNSUR 0.00 SHIP TO PHONE: 847-465-3700 FAX: 847-465-3277 IN CITY OF CARMEL WWW.ASAP.COM ONE CIVIC SQUARE SALES T 0.00 CARMEL IN 46032 UNITED STATES Please keep original box for any returns. If you wish to request a return -T.0TAL 617.24 authorization, contact our Quality Assurance Department at 800-272-3717 or via e--mail at returns@asap.com. 960-10F PLEASE SEE IMPORTANT TERMS CONDITIONS ON THE REVERSE SIDE OF THIS INVOICE. Please Pay in UNITED STATES DOLLARS U.S. Terms and Conditions of Sale PLEASE READ THIS DOCUMENT CAREFULLYI IT CONTAINS VERY IMPORTANT INFORMATION ABOUT YOUR RIGHTS AND OBLIGATIONS, AS WELL AS LIMITATIONS AND EXCLUSIONS THAT MAY APPLY TO YOU. THIS DOCUMENT CONTAINS A DISPUTE RESOLUTION CLAUSE. These terms and conditions "Agreement apply to your purchase of computer systems andlor related products andlor services and support sold in the United States "Product from Dell. By accepting delivery of the Product, you accept and are bound to the terms and conditions of this Agreement. If you do not wish to be bound by this Agreement, you must notify Dell and return your purchase pursuant to Dell's Return Policy. (See http:!iwvw. dell .comipolicylleeal!warranty.htm. THIS AGREEMENT SHALL APPLY UNLESS (1) YOU HAVE SEPARATE PURCHASE AGREEMENT WITH DELL, IN WHICH CASE THE SEPARATE AGREEMENT SHALL GOVERN; OR (fl) OTHER DELL TERMS AND CONDITIONS APPLY TO THE TRANSACTION. 1. Other Documents, This Agreement may NOT be altered, supplemented, or amended by the use of any other documents) unless otherwise agreed to in a written agreement signed by both you and'i If you do not receive an invoice or acknowledgement in the mail, via e-mail, or with your Product, information about your purchase may be obtained at https:ll support.dell_com /dolleare /Invoice.aspx or by contacuiig your sales representative. 2. Payment Terms; Orders; Quotes; Interest. Terms of payment are within Dell's sole discretion, and unless otherwise agreed to by Dell, payment must be received by Dell prior to Dell's acceptance of an order. Payment for the products will be made by credit card, wire transfer, or some other prearranged payment method unless credit terms have been agreed to by Dell. Invoices are due and payable within the time period noted or the reverse side of this invoice, measured from the date of the invoice. Dell may invoice parts of an order separately. Your order is subject to cancellation by Dell, at Dell's sole discretion. Unless you and Dell have agreed to a different discount, Dell's standard pricing policy for Dell- branded systems, which include both hardware and services in one discounted price, allocates the discount off list price applicable to the service portion of the system to be equal to the overall calculated percentage discount off list price on the entire system. Dell is not responsible for pricing, typographical, or other errors, in any offer by Dell and reserves the right to cancel any orders resulting from such errors. 3. Shipping Charges; Taxes; Title; Risk of Loss. Shipping and handling are additional unless otherwise expressly indicated at the time of sale. Title to products passes from Dell to Customer on shipment from Dells facility. Loss or damage that occurs during shipping by a carrier selected by Dell is Dell's responsibility. Loss or damage that occurs during shipping by a carrier selected by you is your responsibility, You must notify Dell within 21 days of the date of your invoice or acknowledgement if you believe any part of your purchase is missing, wrong or damaged. Unless you provide Dell with a valid and correct tax exemption certificate applicable to your purchase of Product and the Product ship -to location, you are responsible for sales and other taxes associated with the order. Shipping dates are estimates only. Title to software will remain with the applicable licensor(s). 4. Warranties. THE LIMITED WARRANTIES APPLICABLE TO DELL BRANDED HARDWARE PRODUCTS CAN BE FOUND AT htlpalwww. dellcom ipolicyllegaliwarranty.htm OR IN THE DOCUMENTATION DELL PROVIDES WITH DELL BRANDED PRODUCTS. DELL MAKES NO WARRANTIES FOR SERVICES, SOFTWARE, OR NOWDELL BRANDED PRODUCTS, SERVICES, MAINTENANCE OR SUPPORT. SUCH PRODUCTS, SERVICES, MAINTENANCE OR SUPPORT ARE PROVIDED BY DELL "AS IS" AND THIRD -PARTY WARRANTIES, SERVICES, MAINTENANCE AND SUPPORT ARE PROVIDED BY THE ORIGINAL MANUFACTURER OR SUPPLIER, NOT BY DELL. DELL MAKES NO EXPRESS WARRANTIES EXCEPT THOSE STATED IN DELL'S APPLICABLE DELL BRANDED WARRANTY OR SERVICE DESCRIPTION IN EFFECT ON THE DATE OF THE INVOICE, PACKING SLIP OR ACKNOWLEDGEMENT. DELL BRANDED WARRANTIES AND SERVICES WILL BE EFFECTIVE, AND DELL IS NOT OBLIGATED TO HONOR ANY SUCH WARRANTIES OR SERVICES UNTIL DELL RECEIVES PAYMENT IN FULL. DELL MAY REQUEST CANCELLATION OF THIRD PARTY BRANDED SOFTWARE LICENSES, SERVICES, MAINTENANCE OR SUPPORT IF DELL DOES NOT RECEIVE PAYMENT. IF YOU PURCHASE THIRD PARTY- BRANDED PRODUCTS, SERVICES, MAINTENANCE, OR SUPPORT, ADDITIONAL THIRD -PARTY TERMS AND CONDITIONS MAY APPLY. 5, Software. All software is provided subject to a license agreement and you agree that you will be bound by such license agreement. 6. Return Policies; Exchanges, Dell `s return policy can be found at http ;ilwww. dell ,com /poliGy /legal/warranly.htm, You must contact us directly before you attempt to return Product to obtain a Return Material Authorization Number for you to include with your return. You must return Product to us in their original or equivalent packaging. You are responsible for risk of loss, shipping and handling fees for returning or exchanging Product, Additional fees may apply. If you fall to follow the return or exchange instructions and policies provided by Dell, Dell is not responsible whatsoever for Product that is lost, darnaged, modified or otherwise processed for disposal or resale. At Dell's discretion, credit for partial returns may be less than invoice or individual component prices due to bundled or promotional pricing. 7. Changed or Discontinued Product. Dell's policy is one of ongoing update and revision. Dell may revise and discontinue Product at any time without notice to you and this may affect information saved in your online cart." Dell will ship Product that have the functionality and performance of the Product ordered, but changes between what is shipped and what is described in a specification sheet or catalog are possible. Parts used in repairing or servicing Product may be new, equivalent -to -new. or reconditioned. 8. Service and Support. Service offerings may vary from Product to Product. In addition to these terms and conditions, Dell andlor your third -party service provider tray provide such service and support to you in the United Stales in accordance with the term and conditions located at http:l /w ww.dell comiuslemlgen(serviceslservice service_contracts.htm or as otherwise delivered to you. Dell andlor your third -party service provider may at their discretion, revise their general and optional service and support programs and the terms and conditions that govern them without prior notice to you. Dell has no obligation to provide service or support until Dell has received full payment for the Product or servicelsupport contract you purchased. Dell is not obligated to provide third -party branded service or support, or service or support for any products or services that you purchased through a third -party and not Dell, It is your responsibility to backup all existing data, software, and programs before receiving services or support (including telephone support). Dell andlor your third -party service provider will have no liability for loss or recovery of data, programs or loss of use of system(s) arising out of the services or support or any act or omission, including negligence, by Dell or your -third -party service provider. Dell andlor your third -party service provider is not permitted by law to copy pirated or copyrighted materials or to copy or handle illegal data Prior to Dell andlor your third -party service provider providing service or support, you represent that your systems) does not contain illegal files or data. You also represent that you own the copyright or have a license to make copies to all files on your system and do not have any data that would cause Dell to be liable for copyright infringement if those files were copied by Dell and/or your third -party service provider. 9. Limitation of Liability. DELL DOES NOTACCEPT LIABILITY BEYOND THE REMEDIES SET FORTH HEREIN, INCLUDING BUT NOT LIMITED TO ANY LIABILITY FOR PRODUCT NOT BEING AVAILABLE FOR USE, LOST PROFITS, LOSS OF BUSINESS OR FOR LOST OR CORRUPTED DATA OR SOFTWARE, OR THE PROVISION OF SERVICES AND SUPPORT, EXCEPT AS EXPRESSLY PROVIDED HEREIN, DELL WILL NOT BE LIABLE FOR ANY CONSEQUENTIAL, SPECIAL, INDIRECT, OR PUNITIVE DAMAGES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY THIRD PARTY. YOU AGREE THAT FOR ANY LIABILITY RELATED TO THE PURCHASE OF PRODUCT, DELL IS NOT LIABLE OR RESPONSIBLE FOR ANY AMOUNT OF DAMAGES ABOVE THE AMOUNT INVOICED FOR THE APPLICABLE PRODUCT. NOTWITHSTANDING ANYTHING IN THIS AGREEMENT TO THE CONTRARY, THE REMEDIES SET FORTH IN THIS AGREEMENT SHALL APPLY EVEN IF SUCH REMEDIES FAIL THEIR ESSENTIAL PURPOSE. 10. Applicable Law; Not For Resale or Export. You agree to comply with all applicable laws and reguiations of the various states and of the United Stales. You agree and represent that you are buying only for your own internal use only, and not for resale or export. Dell has separate terms and conditions governing resale of Product by third parlies and transactions outside the United States. Terms and conditions for resale are located at wwm dell .cornipolicyllegalttermsofsale. him. 11. Governing Law. THE PARTIES AGREE THAT THIS AGREEMENT, ANY SALES THERE UNDER, OR ANY CLAIM, DISPUTE OR CONTROVERSY {WHETHER IN CONTRACT, TORT, OR OTHERWISE, WHETHER PREEXISTING, PRESENT OR FUTURE, AND INCLUDING STATUTORY, COMMON LAW, AND EQUITABLE CLAIMS) BETWEEN CUSTOMER AND DELL arising from or relating to this agreement, its interpretation, or the breach, termination or validity thereof, the relationships which result from this agreement, Dell's advertising, or any related purchase SHALL BE GOVERNED BY THE LAWS OF THE STATE OF TEXAS, WITHOUT REGARD TO CONFLICTS OF LAWS RULES. 12. Binding Arbitration. ANY CLAIM, DISPUTE, OR CONTROVERSY (WHETHER IN CONTRACT, TORT, OR OTHERWISE, WHETHER PREEXISTING, PRESENT OR FUTURE, AND INCLUDING STATUTORY, COMMON LAW, INTENTIONAL TORT AND EQUITABLE CLAIMS) BETWEEN CUSTOMER AND DELL, its agents, employees, principals, successors, assigns, affiliates (collectively for purposes of this paragraph, 'Deli ansing from or relating to this Agreement, its interpretation, or the breach, termination or validity thereof, the relationships which result from this Agreement (including, to the full extent permitted by applicable law, relationships with third parties who are not signatories to this Agreement), Dell's advertising, or any related purchase SHALL BE RESOLVED EXCLUSIVELYAND FINALLY BY BINDING ARBITRATION ADMINISTERED BY THE NATIONAL ARBITRATION FORUM (NAF) under its Code of Procedure then in effect (available via the Internet at httpJlwww.arb- forum.corn, or via telephone at 1- 800-174- 2371). In the event of any inconsistency or conflict between NAF Code of Procedure and this Agreement, this Agreement shall control. The arbitration will be limited solely to the dispute or controversy between customer and Dell. NEITHER CUSTOMER NOR DELL SHALL BE ENTITLED TO JOIN OR CONSOLIDATE CLAIMS BY OR AGAINST OTHER CUSTOMERS, OR ARBITRATE ANY CLAIM AS A REPRESENTATIVE OR CLASS ACTION OR IN A PRIVATE ATTORNEY GENERAL CAPACITY. The individual (non- class) nature of this dispute provision goes to the essence of the parties' arbitration agreement, and if found unenforceable, the entire arbitration provision shall not be enforced. This transaction involves interstate commerce, and this provision shall be governed by the Federal Arbitration Act 9 U.S.C. sec. 1 -16 (FAA). Any award of the arbitrator(s) shall be final and binding on each of the parties, and may be entered as a judgment in any court of competent jurisdiction. Defl will be responsible for paying any arbitration fees to the extent such fees exceed the amount of the filing fee for initiating a claim in the small claims or similar court in the state in which you reside. Each party shall pay for its own costs and attorneys' fees, if any, However, if any customer prevails on any claim that affords the prevailing party attorneys' fees, or if there is a written agreement providing for fees, the Arbitrator may award reasonable fees to the prevailing party, under the standards for fee shifting provided by law. Information may be obtained and claims may be filed with the NAF at P.O. Box 50191, Minneapolis, MN 55405. fRSV 05101107) Prescribed by State Board of Accounts ACCOUNTS PAYABLE VOUCHER City Form No. 201 (Rev. 1995) CITY OF CARMEL An invoice or bill to be properly itemized must show: kind of service, where performed, dates service rendered, by whom, rates per day, number of hours, rate per hour, number of units, price per unit, etc. Payee �P u Purchase Order No. Terms 2 4_� G.0 C'c� Date Due Invoice Invoice Description Amount Date Number (or note attached invoice(s) or bill(s)) Total(o I hereby certify that the attached invoice(s), or bill(s), is (are) true and correct and I have audited same in accordance with IC 5- 11- 10 -1.6. 20 Clerk Treasurer VOUCHER NO. WARRANT NO. ALLOWED 20 IN SUM OF$ r� 1 o C��7 ON ACCOUNT OF APPROPRIATION FOR Board Members PO# or INVOICE NO. ACCT #/TITLE AMOUNT DEPT_ I hereby certify that the attached invoice(s), or 3 Q_ od 4617 -A bill(s) is (are) true and correct and that the materials or services itemized thereon for which charge is made were ordered and received except 20 cf Signature Title Cost distribution ledger classification if claim paid motor vehicle highway fund