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166650 12/10/2008 CITY OF CARMEL, INDIANA VENDOR: 00350601 Page 1 of 1 ONE CIVIC SQUARE DUNCAN VIDEO INC CARMEL, INDIANA 46032 702 ADAMS CHECK AMOUNT: $3,210.00 CARMEL IN 46032 CHECK NUMBER: 166650 CHECK DATE: 12/10/2008 DEPARTMENT ACCOUNT PO NUMBER INVOICE NUMBER AMOUNT DESCRIPTION 102 4467007 DVIQ12669 3,210.00 TRAINING EQUIPMENT dancan video, inc. 702 adams street 12/0 V 80 carmel,indiana46032 INVOICE DATE 71515 telephone 317- 815 -6300 Fax 317 -815 -6310 0 -538 -2800 0 PAGE 1 CITY OF CARMEL FIRE DEPARTMENT CITY OF CARMEL FIRE DEPARTMENT o ATTN: DENISE SNYDER H. MATT HOFFMAN 2 CARMEL CIVIC SQUARE P 2 CARMEL CIVIC SQUARE T CARMEL, IN 46032 T CARMEL, IN 46032 O O CUSTOMER NO. P.O. NO..` ORDER NO. _SHIP VIA TYPE SALESMAN NO. 1 VERBAL MH FFMAN 71810 OUR DELIVERY STOCK QTY. ORD. QTY. SHR B 10 DESCRIPTION PRICE TOTALAMOUNT 1 1 LC— XG250,EIKI 3800 ANSI PROJECTOR 3190.00 3190.00 S/N:G88B3612 SHIP /HAN 20.00 ALL RETURNS MUST BE ACCOMPANIED BY A RETURN AUTHORIZATION NUMBER. ALL RETURNS ARE SUBJECT TO A 30% RESTOCKING CHARGE. *CELEBRATING 25 YEARS!! Please Remit To: Duncan Video, Inc. SUBTOTAL NET 30 DAYS TAX 0.00 702 Adams Street 0.00 INVOICE Carrn�,'1 1F5032 FREIGHT 3,210.00 TOTAL A Service charge of 2% per month will be added to Past Due Accounts. Purchaser shall pay costs of collection including attorney's fees and court cost. Purchaser has read and agrees to all terms on the reverse side of this document, which supercede any other agreement of the parties. TERMS AND CONDITIONS ARTICLE 1,0 CERTWICATIOW f er ce1L,ss that :t wilt porrhase Products only as a bonalfde and user. for itz; otvb j a i use an d ex ept'or used Prrrduol5, will not resell sarr_e, unless othenaise provided in this Agreement, the other notice thereof prompity after it becomes known to that party. it any of these acts or ovants of force maleure exceed sixly (60} con €!molts as m,rmulative days, then either party may, as Its sole remedy- cancel ARTICLE 2.0 PREVAILING TERMS AND CONDITIONS: Lxoepl in the even[ of Duncan Video, Inc. this Agreennent to the exte not previously fu':lifed by giving the other notice, aril: n ether owiv will 06 liable f riancing of fh= Products herei ide•, tree terms and of this Agreement, and the Term, and to the other for damage resulting Irom that cancellation. conditions rontalned in arry At oencilce„ to this, A reeinent. local form the entire agreement between the pal!ies. An terms or conditions contained In any Company purchase order, request for quotation, ARTICLE 14.0 LIMITED WARRANTY: The warranty cards enclosed with Products state Duncan Video, acceptance or pt[t ,rule tasir d ,.umenis concerning Prosfuds which are inconsistent with, different from Inc "s limited warranty to Purchaser ap ^I'cab'e to those Products. If Products are not accompadied by or in ad.vho t to the terns and ccriditiyoris of this Agreement are void, warranty cards, Duncan Video, Inc_', then m rrent warrar€ y arprcabie to those Products will apply. €'mess a separate service agreement has been entered it €o between the ponies, all repairs to or replacements of ARTICLE 3.0 APPROVAL OF ORDERS: This Agreement and all Company purchase orders for Products Products after the expiration of the applicab warranty period will be P'urchaser's responsiGoty under this Agreement are subject to acceptance by Duncan Video, Inc., including, it appropriate, approval by Duncan Video, Inl Credit Department. Upon notice by Duncan Video, fire., Purchaser will furnish EXCEPT FOR THE FOREGOING WARRANTIES, Duncan Video, Inc. HEREBY DISCLAIMS AND Duncan Video, Inc. such financial information as Durcan Video, Inc. may reasonably request for this EXCLUDES ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING. BUT NOT LIMITED TO, approval. Cirr n Vtdea. Inc. may, in its sole discretion, cancel this Agreement at any time or delay THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. t,hipirl of Products if Purchaser falls to meet credit requ'rements established by Duncan Wilco, Inc. ANY WARRANTY WITH REGARD TO ANY CLAIM OF INFRINGEMENT THAT MAY BE PROVIDED IN SECTION 2 -312 (3) OF THE UNIFORM COMMERCIAL CODE ANDiOR IN ANY OTHER COMPARABLE Purchaser authorizes Dun:;an Video, Inc. to file financing statements, signed only by Duncan Video, Inc., STATE STATUTE RESPECTING PRODUCTS IS EXPRESSLY EXCLUDED. DUNCAN VIDEO, INC. .vh,ch Duncan Video, Inc. deems necessary to establish or main vin I security interest in the Equipment HEREBY DISCLAIMS ANY REPRESENTATION OR WARRANTY THAT PRODUCTS ARE COMPATIBLE listad on thisnvoice. WITH ANY COMBINATION OF NON DUNCAN VIDEO, INC. PRODUCTS Purchaser MAY CHOOSE TO CONNECT TO PRODUCTS. ARTICLE 4.0 PRODUCTS: Products covered by (his Agreement, and the ,uanlit!ss thereof, are only friosc> ..r_r twally de-Aired in fhi. lgreearsnt Products may be added to this Agreement only by the parties' ARTICLE 15.0 LIMITATION OF LIABILITY: THE LIABILITY OF DUNCAN VIDEO, INC. IF ANY, AND a 7'ee: i_nt rn wee ^g. Duman Video, Inc. may make changes to °inducts that an not adversely alfecl their Purchaser's SOLE AND EXCLUSIVE REMEDY FOR DAMAGES FOR ANY CLAIM OF ANY KIND tcna uraito v. :gut ilne pr:o> ap rc ai C or riot _aeon to a vhaser. Duncan Video_ L.n L well give WHATSOEVER UNDER THIS AGREEMENT, REGARDLESS OF LEGAL THEORY, -WILL NOT BE €'crctnasar ;;:ISr noEtCm i€ Duncan Video. Inc n -ak -os changes Ia Products th=at aIll their for tit cr function GREATER THAN THE ACTUAL PURCHASE PRICE OF THOSE PRODUCTS WITH RESPECT TO WHICH d9scointntues a_:y ?rodurt ,,nor to ra:fPlrent Ttereender; lit s'irh evert, Duncan Video, Inc. will use SUCH CLAIM IS MADE. UNDER NO CIRCUMSTANCES WILL DUNCAN VIDEO, INC. BE LIABLE TO reasonable i lorta to find a substliule produ t i cuoolaple ti Purchaser. in Purchasers sae aiscl out, Purchaser FOR ANY SPECIAL, INDIRECT. INCIDENTAL OR CONSEQUENTIAL DAMAGES RELATIVE fat +ng tital, then either parry may cancel any Coirpany purchase order lot Products to tite extent nol TO THIS AGREEMENT INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR COMPENSATION, previously fa!(i €led by giving the other notice, and neither party will be liable to the other for damages REIMBURSEMENT OR LOSS OF PRESENT OR PROSPECTIVE PROFITS, EXPENDITURES. resulting trcrn that Cancel =aGOr.. INVESTMENTS OR COMMITMENTS, WHETHER MADE IN THE ESTABLISHMENT, DEVELOPMENT OR MAINTENANCE OF BUSINESS REPUTATION OR GOODWILL, COST OF CAPITAL. OR FOR ANY ARTICLE 5.4 PRICES AND PAYMENT: Purchaser will pay Duncan Video, Inc those price, indicated in OTHER REASON WHATSOEVER, INCLUDING, BUT NOT LIMITED TO THE CLAIMS OF ANY THIRD l Agrooiaent for Products, tintess otherwise provided Duncan Video. Inc. may change prices for any PARTY, This limitation of liability will in no way affect Purchaser's right to seek appropriate relief Products, whose est +mated caiivery date indicated in this Agreentent is more than sixty (80) days after rite at tow arising from or incident to any death, personal injury or property damage which is in any way date ltereef, by giving f urchasrrr prior notice. It Uecausa of any price increase, Purchaser does not wish connected to Duncan Video, !no.'s negligence, willful misconduct or strict liability in tart with to purchase Products previously ordered. than Purchasei stay, as Its sole remedy. cancel [his Agreement respect to Products and their use. to the extent net previously tuiffled by rivtnq Duncan Video, Inc- notice r=athin tan 1701 days of that notice, ltnless r.-ifterrrfse provided m this Agreement- Purchase; must pay for Products in cull within thirty i301 days ARTICLE 18.0 DEFAULTS: If Purchaser Is in default of any of the terms or conditions of this Aq :-ee :merit of the r r,,cice Quiet. Purchaser °ray not make dedu.: °ions or offsets of any kind from payments duc Dur €earn or any other agreerneri€ whir Duncan Video. Ine., noncan Video, Inc- may suspend fudher performance Viaea, loc.'wil Purchaser has received a wr:nen credit memarandum from Puristic Video. Inc. under thisAgreeman€. authonzing that deduction or offset. ARTICLE 17.0 TRADEMARKS: Purhaser acknowledge?; fire validity of Duncan Video, Inc, 6 tradenames ARTICLE 6,0 TRANSPORTATION COSTS: Unless otherwise provided in this Agreement. the prices for and trademarks appearing on Products, and Purchaser will have no right to or interest in any trademarks Product= intlica €ed in this Agreement exclude all Irnnsporfalion costs, inrludfng, but not, limited to, freight. or tradenai owned, used or dalmad now or it) the future by Du:tean Video, too. insurar!ce and special handling and packaging, and Duncan Video. Inc. w ill prepay these costs and invoice them to Purchaser, ARTICLE Ill NOTICES: Any notice given under this Agreement will be deemed to be sufficiently given when sent in writing by certified or registered mail or by facsimile or oll rapid form of tmnsmissicn where ARTICLE 7.U- TAXES: The prices for Products indicated in this Agreement exclude all sexes, including, receipt is acknowledged To Via parties Of their respective addresses set forth herein or as those addresses but not limited to, Sales, excise ar use faxes. Purchase' shall pay a ll sales, use, ad valorem, excise and/or may be subsequently changed by giving nonce. The date of mailing or Transmission of any notice hpmurder acv Oliver lazes imposed on either parry by virtue of this Agreement, except for taxes based nr Duncan :alll he deemed the data on which that notice has been q!ven- b rjeo. inv.'s net =uomc. D-prican Vids4>. lcc wilt Tnvo_`.3 °urc :riser for arry of These :cxes Duncan Video. inn,. i r,)ated K, Lclle..t -^i r'ui ARTICLE 19.0 EXPORT. ParOhn..er will n_. ..,a arry I rodarl -r irtaicd -.c anr,<rgy or .,c t.,dva a viela[on of applicable lJ S, law: and reguiatro "i.ochoser w °'I be r. x!ll for obtairrr; any regtwec ARTICLE 8.0 ADJUSTMENTS It tf,o r ,rs 0 ode is indic<,xd in this Agrccrnenr are pnucs wh,ch export,lcanses for Products. hake been rdu e(l, ether based. (a) on Purchaser `s :eplosentar:cn that Company would purchase Oil rn'im r t y iriar ties cf Products and Purchaser fsi €s to purchase those minimums, or, (b) on Purchaser's ARTICLE 20.0 ASSIGNMENT: Purchaser may not assign any of its r ights or delegate arty of Its duties VOp e6Crtat.an Ina: Pbrchaser was roirclr4l Products for its Owtt use and not for resale but Purchaser or obligations under this Agreement without Duncan Video. Irrc's pnicr m1ler conseiv, which consent wi;T. resells same, then, is addition to any otho, re!necrns available to Duncan Video, Inc- uneer this Agreement not be unreasonably delayed or withheld. Any assign nev ar delegation Hereet by Purchaser without or allowed by law far ihat defaull, Duncan Video, I:ic. may reYOactiveiy increase those pikes to make there Duncan Video, Inc.', consent will be deemed void, e"u ii to these pr aa'flog rot the quiir' s Of Pioduct s actually purchased by ccmpary andror for the apprnp..are ves iIC of trace and i.)urican V;Ooo, Inc will invoice Purchaser for any reselling increase ARTICLE 21.0 WAIVER: L7the party s rte ive. of the c, ar.: s detain' io !s cbllgaJnna tIl any 'erm or i n prices, condition of this Agreemert not in any wav limit or affect that party s tight to enforce and compel sincl Jrr plialr�e wrh trial lend or cono,for a: any qtf, .r Wrie O! itt airy p I i o, cfraciiii.i ARTICLE 9.0 FINANCE CHARCE,COSTS OF COLLECTION: li Ptrrcha ei fails to pay Demean VdeO, Inc. fo r P:...:ar,;, r riu. t' er. in additi a c, ny or ..r rerne_ re's ataill. to Duncan ✓ideo..na. tmdar ARTICLE 22.0 REMEDIES: Lars specific r.ght rr rerr,df r.e core r, 7 a :r ter r<rl i.r,ipr fire Apreeme atf.t red cy- i :or inal ;,ofaui'„ Pururasur will pay Dun V,daa, Inc. an additional will riot be exclusive but cumulative of all outer rights and talriedhcs aa'ccraec that pill nc ova ;ie ar moll hnmicmy chyle oyun[ 10 Vle 4essar of (a) T WO percent (2,10%,;: or, (b) file maxi :murn monthly allowed by law therefor, nierest rate allnwed by law. on any ar is past due. chargeable during each month that myment reiraiins cadslrtrl and Cl Video, Till reasonoblo expenses of collectiotn, Inc €uding, bull not fill to. ARTICLE 23.0 INVALIDITY: it any teen or conditon of th Agtisame tt is hsid rit or unenforcealre anomeys' and expe:l's tees and court costs. by any court in whole or it part, that term or condition will oe construed and enforced to the greatest extent possi'nie and the virdity of the remaining terms and condifions will not be affected thereby, ARTICLE 16 DELIVERY: nil d livrery -1u',e s far Pro'rcls in is d iud In this Agreement are estimeles f r-(eronce e:.iv sod our car= V 'a. :d dl .t. .art' =enable erEOrts to meet them_ Purchaser will ARTICLE 24.0 CHOICE OF LAW: This Agreement ttidi be ecnstrueof and onion ©d in accordance with et ne exm earl t €rim its eltli,, tion to coy for r €odt cis whorl fin,.t,y del ":vered or from any Of Its Other the laws of the State of Irlianl whilcut reference to its conflicts of law prtndrptes, Proper Venue for a!t az't.. rs Y (trcur d.. Howe,vi. I: Deincau bid €e, Inc. delays del very of Products by more than sixty tl actions ansingfrorn Ihis Agreement shall be Hamill a Ceim y. hrdla!tei, days anor the estimated eirl demo, then Purchaser mav, W its sole remedy. cancel any purchase order far Pro..,...is o t ?e extent rot previously fr,ti €led by piv:ng Durcan Video. Inc, notice w :thlrr ten (10) days, ARTICLE 25.0 SOFTWARE: Any License Agreement enclosed in the crlgina''art;nry pacxaging for and nc r,f,,, patty Wil ac fiab!e t o the Other Ior de sagas resuliirig from lhai cancellation. f" oducts will state those additional semis and conditions pl any license granted to Puicliaser applicable to those Products. In st other cases, any software furnished by Duncan Video, Inc cinder this Agreement is ARTICLE 11.0 METHODS AND POINT OF DELIVERY: Unless othe €wise provided in i Agreentent- done so on a non -tmn fwable Iirense -to -rise basis and all right, title and interest therein is aid w!h rennain Duncan Video, Inc..vill moose the carrier is shipping hraducts ana ail ships :ears e +cl to Pvrohasar vested ox lusivoly Ili Durican Video, Inc. or its I censors, Purchaser will not uoaanrPila, disassemr�ec. air wit h3 i ..a fTr.,aan V :cl lire, oihc, wl do "VF, trn Fcj e rojo of a,n/ r+..m 7nrrished .,y Di_wc .n ✓idaa, ,r c nor wltl P,r ,baser main sn i.,,p;ra, ol..t.,,: af, .z,a ex::r..,. rr:r r :y rran:e :,.ie W by o' es su,l scfi_ era p ut:;€ ARTICLE 12.0 RISK OF (.055. sk Of 's::;, „t J; d<i i <,g r_ oduo[ t o Purc rascf upon "ur bacKap pur',;,es only Dunc Vco,lrr, 6rc iri ,.,ir,:y a cO o soharare opor ssafor: c.oficety them to a "C l ri ter. Ali claims ioi ca,naco to or WeS OI Products of refaled Product i.ina y e. Ail software. 'urv,.t i bl, D)n :a n video. 12'f, is to I it ri; ,a .6der trot nruM t ,i,adb ..y f over .ss; e t v to the earner cr €he insurance comuany (as may bathe case), information and will be held by Purchaser in strict ;onfrdence and disolasyd ors a t f- non ,c oll [hose Of its eniployefl who have agreed in wr'ling to nuainta,: the or r tar Ga ;i!y cu: h_tuC rricivi tftir ARTICLE 130 FORCE MAJEUI Each r: l :-dill be excused from any default in its obligations under party confidential Information. I ,j A) eli tEni, tt'ter than the =Wert of n:crr. ,S due, from any act or event be }'Ord its asOnanfo cuntrok or a .ions of €ty, Includr c. bul no :Ln![ed to vela of God. accident fire, bead, storm- riot, war, ARTICLE 26.0 ENTIRE AGREEMENT: i his Agreement and any Appendices to this Agreeri sabots ,e explosion sit r IO.,. -oat, lalwrt sturtbacce, 'rational defense requirement govemmeulal action, supersede, fermi and ethorwise void any and iii prior wnuen andr•'or oral agreements Between the law, onlinarr ;.e rue 0: r ;uIr1t ou. w hetl aa.id ..r In.ah 1 n,rblElty to oi or cunaiment of electricity or parties with respect to Products. There are no warranties, representations, or rrnders!andings of any kind other ,ypt.s of energy, raw ma era+, labor, err., -comic praducfi; or transportation, failure of normal sources or description whratsoever made oy e!4ne€ party to the other, nxceat such as are expressly set Iorth Irarein- el sup ply, or any similar or dffe:ent corrinancy which would !make per formance or timely performance 'f his Agreement may be modified only by a written instrumenl signed by both padies mak!nq specific cornmersially mfr ;realioafile.. The party relying on any of these acts or events of force majeura must give retell hereto. 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)) DVIQ12669 Projector for Training Room $3,210.00 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 Duncan Video, Inc. IN SUM OF 702 Adams Street Carmel, IN 46032 $3,210.00 ON ACCOUNT OF APPROPRIATION FOR Carmel Fire Department PO# Dept. INVOICE NO, ACCT #/TITLE AMOUNT Board Members 1 120 DVIQ12669 102- 670.07 $3,210.00 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 nor �Tac� �/7 Title Cost distribution ledger classification if claim paid motor vehicle highway fund