HomeMy WebLinkAbout2010-201 Agrmt - Identix Inc
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C'7'1 REC().oDER
C I T Y 0 F . .,,: , ,.d'1
ASHLAND -. . ,,'.DATE"
Page 1/1
"'J.'
tJJ: P.O:NUMBER}'~"..\
20 E MAIN ST.
ASHLAND, OR 97520
(541) 488-5300
11/30/2010
09915
VENDOR: 013543
IDENTIX INCORPORATED
5705 WOLD SHAKOPEE ROAD
BLOOMINGTON, MN 55437
SHIP TD: City of Ashland - Police Dept.
1155 E MAIN STREET
ASHLAND, OR 97520
FOB Point:
Terms: Net
Req. Del. Date:
Speciallnst:
Req. No.:
Dept.:
Contact: Gail Rosenber~
Confirming? No
!~~~QliintitV;lf ElIni(;, :.:. r".,..';:;":"~.,:::',," " .'i;/;?:.~ :"bes'criDti'on~-.'; "'- . .. ':~!1., "..: .::: "..-l;...-....-. - ';:',,' ~:,"':')~Ext.~-Pi"ice/J;. "
" ". " ;'l~Umt Price.;~,::.!
Annual Maintenance - Fingerprint Machine 3,637.59
Per attached Maintenance Agreement
Addenum Quotation #K-7122-S
Coverage/Start date: January 1, 2011
End date: December 31, 2011
i
SUBTOTAL 3637.59
BILL TO: Account Payable TAX 0.00
20 EAST MAIN.ST FREIGHT 0.00
541-552-2028 TOTAL 3.637.59
ASHLAND, OR 97520
~.~ :-AccQunf'Number:1.-': J\~ F.I' -P~roject:Number"'," ~" ~~\"--f ;"AmounC;,~: 'Acc:ouniNu-mbe'r , .. Projiict~NU'n'-lje'r:': ,: .. ~j:;':)~Am'oiYnf!~~'~
f... " " , .
E 1 10.06.09.00.60416 3 637.59
plJ-
'1
C7
--&-0-" /~o
Authorized Signature
VENDOR COPY
FORM #3
CITY OF
ASHLAND
A request for a Purchase Order
REQUISITION
Date of request:
Required date for delivery:
~
Vendor Name
Address, City. State, Zip
Contact Name & Telephone Number
Fax Number
Idpntiv In("ncpnr~t~
570~ w Okl ~h:::lknfJP.P. Rrl ~llitp.1on ~rMmingt/"ln UN ~!i.:117_~107
Penny V;:m I ifh !=l5? ~45 :t1?:\
9528528747
SOLICITATION PROCESS
D Exemot from Competitive Biddina D Emeraencv
Reason for exemption: D Invitation to Bid (Copies on file) D Written findings attached
Date approved by Council: D Quote or Pruposal attached
D Small Procurement CooDerative Procurement
Less than $5.000 D Reauest for ProDosal (Copies on fiie) D State of Oregon
Note: Total contract amount, including any Date approved by Council: Contract #
amendments may not exceed $6,000 . D State of Washington .
Intermediate Procurement ~ Sole Source Contract #
GOODS & SERVICES D Written findings attached D Other govemment agency contract
$5.000 to $100.000 ~ Quote or Proposal attached Agency
D (3) Written quotes attached Contract #
PERSONAL SERVICES D SDecial Procurement D Intergovemmentat Agreement
$5.000 to $75.000 D Written findings attached Agency
D Less than $35,000, by direct appointment D Quote or Proposal attached Contract #
D (3) Wrillen proposals allached Date annroved bv Council: Date approved by Council:
Description of SERVICES
Total Cost
.- ,,:~{...
Machine
Description of MATERIALS
. --,...- .
.' :~. .'
~::( ;c:. ,'" -
. ,_... ,-",):::
:':;-.~'~,~':-- .<' n_ ";~:~t~:,~~:r:~
$3637.59." "",. .
'~~'\~r~;i''-:'', _'..:' \.' 'f,,:"'-'-':;;"':'~-,,;
Unit Price
Total Cost
o Per attached QUOTE
. TOTAL. COST
$ .'" '~'7"~.'::''':'.; .'
:'~;:: '.:: ~;i~;: ,.',~
Project Number ______. ___
Account Number 110.06.09.604160 Account Number
. . . -
--- -- -- -- ------
Account Number ___' __' _~. __' ______ Account Number ___. __. __' __' ______
*Expenditure must be charged to the appropriate account numbers for the financia's to reflect the actual expenditures accurately. Attach extra pages if needed.
By signing this requisition 10m>. /
upon request.
e inlom> tion provided above meets the City's public con/racling requirements, and the documentation can be provided
Employee Signature.
Department Head Signature: ----:/'7 )~-
Funds appropriafed ~ current fiscal year: & / NO
~~
Finance Director
Comments:
G: Finance\Procedure\AP\Forms\Form #J . Reauisition (2)'doc
Uodated on: 1113012010
Sep.2}. 2010 4:53PM
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P. 3
Sep,2}. 2010 4:53PM
No, 1047
p, 4
IDENTlX INCORPORTED
SYSTEM MAINTENANCE TERMS AND CONDlTIONS
for use with
U.S. End User Customers
covering
Identix@ Live Scan Product Line
I. GENERAL SCOPE OF COVERAGE
Subject to payment in full of the applicable
maintenance fees for the system ("System") described
in Identix Incorporated's . ("Identix") current
Maintenance Agreement Addendum ("Addendum")
with customer ("Customel"), Identix, or its authorized
agents or subcontractors, shall provide the System
maintenance services ("Services") set forth and in
accordance with the terms herein (this "Agreement')
and the Addendum. The terms of the Addendum are
hereby incorporated into this Agteement by this
reference. C
II, MAINTElIlANCE SERVICES
The Services provided by Identix are those services
selected by Customer from one or more of the
following maintenance services programs:
A. Included With All Remedial Maintenance Services.
lncluded Wilh All Remedial Maintenance Services are
as follows:
o Unlimited 24/7 telephone technical support for
System hardware and software fi"om the
Identix TouchCare Support Center via Identix
toll free telephone number.
. TouchCare Support Center managed problem
escalation, as required, to ldentix' teclmical
SUPPOlt staff to resolve unique problems.
o Identix shall furnish all pm1s and components .
necessary for the service and maintenance of
the System. Replacement plllts shall be sentto
the Customer. All replaced defective pm!s
shall become Identix' property. Identix shall
determine if a replacement part is necesslU')'.
Replacement parts and components may be
new or refurbished. Unless otherwise agreed
by Identix, replacement parts and components
needed at international destinations shall be
shipped by Identil{ to the Customer-specified
United States destination, and the Customer
shall arrange for shipment of the parts and
components to the final international
destination. In the event Identix ships
replacement pm1s and components to an
international destination, the Customer shall be
responsible for all shipping expenses, duties,
Versionl/200712lMarch2007
tm'iffs, tllXes, and all other deliveI)' related
chm"ges.
o ldent!x shall make available to Customer One
copy (in electronic Or other standard form) of
each Update (defined herein) fur those System
components that are developed by ldentix and
for which Identix, in its sole discretion, elects
to develop and generally make available to
customers whose Systems are under wllITanty
or lIndeI' a CUlTent Identix Maintenancel
Agreement Addendum. Customer shall
provide Identix with continuous network Or
dial-up access to the System (whether stand
alone or connected to a central site), and
Identix shall deliver the Update via this remote
means of deliveI)'. In the event continuous
network or dial-up access is not available for
24/7 Maintenance Services and 9/5
Maintenance Services Customers, rhen Identix
shall install the Update during any
subsequently scheduled on-site visit by Identix
for sel'Vice oftha System. An "Update" means
a new release of such System software
components that are developed by Identix
which contain (i) bug fIXes, corrections, or a
work-around of previously identified errors
with such software, or (ii) minor
enhancements, improvements, Or revisiOnS
with substantially simi1m' (but not new)
functionality to the original licensed System
software.
B. '}A/1 Maintenance Sel'Vices. Identix' 24/7
Maintenance Services are as follows:
o Customer will receive a telephone response to
selvice calls within one (1) hour from the time
the Customer places a service call with
Identix' Help Desk.
. Identix' Help Desk will attempt problem
resolution via telephonic verbal and dial-in
troubleshooting prior to dispatching an Identix
field selvice engineer Ul CusUlrner's facility
fOr on-site sOlvice.
o If on-site service is necesslU')', such service
shall be provided 24/1, including holidays.
Identix shall use its best efforts to have anrldentix' field service engineer at the
Customer's facility within four (4) hours from
the time the engineer is dispatched by Identix'
I
Sep.2). 2010 4:54PM
Help Desk for customers located within a 100
mile radius of an authorized Identix' service
location and within 24 hours for customers
located outside such 100 mile radius.
. At nO additional charge, Identix will provide
Customer with up to foul' (4) Cuslomer-
requested type of transaction changes to
existing ~pe of transaction applications;
provided, however, that any such type of
.transaction change does not, in the sole
opiliion of Identix' Development
Management Team, ,'equire II significant
development effort. In such event, Identix
will provide Customer with a quote for
developing and providing Customer with any
such applications and changes. Table updates
are treated as Updates and will be made
available to Customer in accordance with
Section II.A. of this Agreement.
C. 915 Maintenance Services. Identix' 915
Maintenance Services are as follows:
. Customer will receive a telephone response to
service calls within one (I) hour from the time
Customer places a service call with Identix' .
Help besk.
. Identix' Help Desk will attempt problem
resolution via telephonic verbal and dial~in
troubleshooting prior to dispatching an Identix
field service engineer to Customer's facility
for on-site service.
. If on-site service is necessary, such service
shall be provided nine (9) business hours (that
is, 8;00 a.m. to 5:00 p.m.) per day, five
business days per week. Identix shall use its
best efforts to have an Identix' field service
engineer at Customer's facility within eight (8)
working hours from the time the engineer is
dispatched by Identix' Help besk if
Customer's facility is located within a 100
mile radius of an authorized Identix' service
location and within 24 hours if Customer's
facility is located outside such 100 mile radius.
. Upon Identix' acceptance of Customer's
request for after hours service, Customer shall
pay fOr such after hours service on a time and
materials basis at Identix' then current rates.
. At nO additional charge, Identix will provide
Customer with up to four (4) Customer-
requested type of transaction changes to
existing type of transaction applications;
provided, however, that any such type of
transaction change doe8 not, in the 80le
opinion of !denth:' Development
Management Team, require a significant
V ersion1l2007/21 March2007
No.1 047
p, 5
development effort. In such event, Identix
will provide Customel' wilh a quote for
developing and providing Customer with any
such applications and changes. Table updates
are treated as Updates and will be made
available to Customer in accordance with
Section ILA. of this Agreement.
D. Help Desk Maintenance Services. Identill:' Help
Desk Maintenance Services are as follows:
. The Services do not include any Identix on-site
maintenance services. The Customer agrees to
provide the on-site personnel to assist the
Identix Help besk with troubleshooting,
module replacement, and .installation of
. Updates, as required.
. Customer shall maintain at least olle (I)
Identix trained System manager on the
Customer's System support staff during the
term of such Sel'vices period contained in the
applicable Addendum, and such Customer
System manager shall be responsible for
periodically backing-up System software in
accordance with Identix' periodic
requirements. Unless otherwise agreed in
Wl.iting by Identix, the Cust{)mer shall be
responsible fOr the installation of each Update.
. Customer will receive a telephone response to
service calls within one (I) hour from the time
the Customer' places a service call with
Identix' Help Desk.
. Identlx shall fumish all parts and components
necessary for the maintenance of the System.
.Identix' shipment of a replacement palt to
Customer will be initiated promptly aftel' the
Identix' Help Desk detennines the need for
such item. Replacement part orders initiated
prior to 3:00 p.m. Centrai shall be shipped the
same business day, where orders initiated after
3 :00 p.m. Central shall be shipped the next
business day. All shipments are made via next
day priority air.
. If a defective part is required by Identix to be
returned to Identix, the packaging material
used in shipment of the replacement palt must
be reused to return the defective palt. [Note;
defective parts are not repaired and retumed to
Customer. Customer will be invoiced for any
defective parts that are not retumed to Identix
within two (2) weeks after receipt of the
replacement part. Identix is not responsible fOr
any markings (i.e., asset tags) that Customer
may place on System components. It is
Customer's responsibility to remove such
markings.]
2
Sep, 27. 2010 4:54PM
. Upon Customei"s request for Identix on-site
service, Identix shall use its best efforts to have
an Identix field service. engineer at the
CUstomer's facility within 48 hours Ii'om the
time the engineer is dispatched by Identix'
Help Desk. Customer shall pay for such on-
site service on a time and travel basis at
ldentix' then CUrrent rates and travel policies,
respectively. Prior to dispatch of an Identix
engineer, Customer shall either provide Identix
with a purchase order ("P.O."), complete
Identix' P.O. Waiver form, Or provide Identix
wIth a valid credit card number.
E. Preventive Maintenance Services. Identi,,'
Preventive Maintenance Services are as follows:
· Preventive maintenance service calls consist of
System cleaning, verification of calibration,
and verification of proper System
configuration and operation in accordance with
Identix' specifications for such System.
Identix and Customei' will seek to agree upon
the scheduling of the preventive maintenance
service call promptly after COmmencement of
the term of this Agreement and the
commencement of any renewal term.
· Preventive maintenance service calls are only
available in connection . with Identix' 24/1
Maintenance Services and [dentix' 9/5
Maintenance Services offerings. Preventive
maintenance service calls are priced on a pel'
call basis in accordance with Identix' then
current published prices for such Services.
Preventive Maintenance Services may not be
available for ceJtain System components.
Ill. EXCLUSIONS FROM SERVICES
A. Exclusions. The SeJ'Vices do not include any of the
following;
. System relocation.
. Additional training beyond that amount 01' level of
training originally ordered by Customer.
· Maintenance SUPPolt or troubleshooting for
CUstomer provided communication networks.
· Maintenance required to the System 01' its parts
arising out of misuse, abuse, negligence,
attachment of unauthorized components (including
software), or accessm'ies or parts, use of sub-
standard supplies, or other causes beyond Identix'
control.
· Maintenance required due to the System being
modified, damaged, altered, moved or serviced by
personnel other than Identix' authOrized service
representatives, 01' if parts, accessories, or
Version 112007121 March2007
No. 1047
P. 6
components not authorized by Identix are fitted to
the System.
. Maintenance required due to failures caused by
Customer or Customer's software or other
software, hardware or products not licensed by
Identix to CUstomer.
. Providing or installing updates or upgrades to any
third pmty (i.e., Microsoft, Oracle, etc.) software.
. Providing consumable p1ll1s and components (i.e.,
platens, toner cartridges, etc.); such items are
replaced at the Customer's expense.
. Maintenance required due to failures resulting
from software viruses, worms, Trojans, and any
other forms of destructive or interruptive means
introduced into the System.
. Maintenance required due to failw'es caused by
Customer facility issues such as inadequate power
sources and protection or use of the System in
environmental conditions outside of those
conditions specified in Identix' System
documentation.
B. Availability of Additional Services. At Customer's
request, Identix may agree to perfOlm the excluded
services described immediately above in accordance
with Identix' then CUn'ent rates. Other excluded
services that may be agreed to be performed by Identix .
shall. require Identix' receipt of a Customer P.O.,
Customer's completion of Identix' P.O. Waiver form,
01' Customer providing Identix with a valid ci'edit card
number before work by [dentix is commenced.
C. Non-Registered System Comoonents. Any System
components not registered in the Addendum for which
Services are ,'equested by Customer may be required to
have a pre-maintenance inspection by Identix before
being added to the Addendum and this Agl'eement.
This inspection will also be required if this Agreement
has expired by more than thirty (30) days. Identix'
inspection will be billed at Identix' current inspection
rate plus travel expenses and parts (if any required).
D. Third Party Hardware and Software. Customer
shall be solely responsible for obtaining from Identix
or an Identix authorized or identified vendor, at
Customer's sole expense: (I) all Identix and third party
softwlll-e that may be required for use in connection
with any Updates, major enhancements or new
versions; and (ii) all hardware that may be required for
the use of any Updates, major enhancements or new
versiOnS. [dentix will specifY the hardware and third
party software requirements for any Updates.
IV. SERVICE CALLS
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Sep. ?7. 2010 4:55PM
Customer mQY contact ldentix' TouchCare Support
Center by calling 1-888-HELP-IDX '(888-435-7439).
Service calls under this Agreement will be made at the
installation address identified in the Addendum or as
otherwise agreed to in writing.
V. TERM AND TERMINATION
This term of this Agreement shall commence upon
Identix' receipt of the annual maintenance fee reflected
ill the Addendum and shall continue for a period of one
(1) year. This Agreement may be renewed for
additional one (1) year terms upon the parties' mutual
agreement and Customer's execution of an updated
Addendum and Identix' receipt of the applicable
annual maintenance fee reflected in. the updated
Addendum. Either party may terminate this
Agreement ill the event of a material breach by the
other party that remainS uncured for a periOd of thirty
(30) days from the date the non-breaching party
provided the other with written notice of such breach.
VI. FEES FOR SERVICES
A. ~. The initial fee for Services under this
Agreement shall be the amount set forth in the
Addendum. The annual maintenance Cee during any
renewal term will be ldentix' cUrrent rates in effect at
the time ofrenewal. Customer agrees to pay the total
of all charges for Services annually in advance within
thirty (30) days of the date ofIdentix' invoice for such
charges. Customer' understands that atterations,
attachments, specification changes, Or use of sub-
standard supplies that cause excessive service calls,
may require an increase hi. Service fees during the te1m
of this Agreement at the election of Identix, and
Customer agrees to promptly pay such charges when
due.
B. - Failure to Pav Fees. If Customer does not pay
Identix' fees for Services or parts as provided
hereunder when due; (i)' Identix may suspend
performance of its obligation to provide Services until
the account is brought CUrrent; and (ii) Identix may, at
its discretion, provide the Services at current ''non
contract/per call" rates On a COD basis. Customer
agrees to pay Identix' costs and expenses of colle~tion
including the maximum attorneys' fee permitted by
law (said fee not to exceed 25% of the amount due
hereunder). .
vn. LIMITED WARRANTY I DISCLAIMER I
LIMITATION OF LIABILITY
Versionl12007121 March2007
No. 1047 P. 7
Identix shall provide the Services hereunder in a
professional 'and workmanlike manner by duly
qualified personnel. EXCEPT FOR THIS LIMITED
WARRANTY, IDENTIX HEREBY DISCLAIMS
ALL WARRANTIES. EXPRESS AND IMPLIED,
INCLUDING, BUT NOT UMIlED TO, THE
IMPLIED WARRANTIES OF MERCHANTABILI1Y
ANn FITNESS FOR A PARTICULAR P'URPOSE IN
REGARD TO THE SERVICES, SOFTWARE, AND
ANY OTHER GOODS PROVIDED HEREUNDER.
IN NO EVENT SHALL IDENTIX' AGGREGATE
LlABILITY TO CUSTOMER ARISING OUT OF, OR .
RELATED TO, THIS AGREEMENT, UNDER ANY
CAUSE OF ACTION OR THEORY OF RECOVERY,
EXCEED THE NET FEES FOR IDENTIX'
SERVICES ACTUALLY PAID BY CUSTOMER TO
IDENTIX UNDER THE API'LICABLE
ADDENDUM TO THIS AGREEMENT DURING
THE TWELVE (12) MONTHS PRIOR TO 'THE
DATE THE CUSTOMER'S CAUSE OF ACTION
AROSE. IN NO EVENT SHALL lDENTIX BE
LIABLE TO CUSTOMER FOR ANY INDIRECT,
SPECIAL, INCIDENTIAL, CONSEQUENTIAL OR
PUNITIVE DAMAGES (INCLUDING, BUT NOT
LIMITED TO, LOST PROFITS OR REVENUE;
LOSS, INACCURACY, OR CORRUPTION OF
DATA OR LOSS OR INTERRUPTION OF USE; OR
FOR ANY 1-IATTER BEYOND IDENTIX'
REASONABLY CONTROL, EVEN IF ADVISED OF
THE POSSIBILITY Of SUCH DAMAGES. NO
ACTION, REGARDLESS OF FORM, MAY BE
BROUGHT BY CUSTOMER MORE THAN TWO
(2) YEARS AFTER THE DATE THE CAUSE OF
ACTION AROSE.
vm. LIMITED LICENSE TO UPDATES
ldentix may deliver ldentix-developed Updates to
Customer. The terms of Identix' end user license for
the ldentix' software delivered as pllIt of the System
shall govern Customer's use of the Updates.
lX. MUSCELLANEOUS
This Agreement shall be governed by and construed
according to the laws of the State of Minnesota,
excluding its conflict of law1j pl'Ovisions. This
Agreement constitutes the entire agreement between
the parties regarding the subject matter described
herein and may not be modified except in writing
signed by duly authorized representatives of Identix
and the CUstomer. This Agreement may not be
assigned by Customer withOut the prior eXpress written
consent ofIdentix.
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