FINANCE DEPARTMENT

PURCHASING OFFICE
124 W. Michigan Avenue, 81h floor
Lansing, Michigan 48933-1603
(517) 483-4124
Fax (517) 483-4524
http://wvvw.lansingmi.gov/finance/purchasing

Virg Bernero, Mayor

Dear City of Lansing Supplier:

This notice will serve as a restatement of the City of Lansing's policy that only those recognized
associates of the City's Purchasing organization are permitted and authorized to make any
spending commitments in or on behalf of the City of Lansing.

The City of Lansing's Purchasing Office has the sole responsibility as delegated to it by
ordinance and charter for the procurement of materials, equipment, goods and services.
This includes, but not limited to, raw materials, capital equipment, MRO supplies, consultants,
contract services, information technology and telecommunications.

This exclusive authority for the Purchasing Office of the City of Lansing to make spending
commitments applies to all verbal and written communications concerning all issues including
sourcing decisions, supplier selection, contract negotiations and the implementation of general
terms/conditions and the length of the City's commitment for all current and future purchases.
The City of Lansing's suppliers may not rely on verbal or written commitments from any other
organization within the City of Lansing except the Purchasing Office in relation to incurring
expense or requesting payments or reimbursement of any kind from the City of Lansing.

The City's Purchasing Office encourages you to distribute this notice to all appropriate personnel
within your organization to ensure total compliance and a complete understanding of this City
policy. If you have any questions regarding this restatement of policy, please call or write to your
contact in the City of Lansing's Purchasing Office.

Sincerely,

Stephanie Robinson CPPB

Senior Buyer
"Equal Opportunity Employer"
 FINANCE DEPARTMENT
PURCHASING OFFICE
124 W. Michigan Ave., 81h Floor
Lansing, Michigan 48933
(517) 483-4128
http:I/WVWJ.Iansingmi.gov/finance/purchasing

Virg Bernero, Mayor

City of Lansing Purchasing Office

124 W Michigan Ave, 8th Floor
Lansing, MI 48933 ·
(517) 483-4124 office
(517) 483-4524 fax
http://finance.cityoflansingmi.com/purchasing

Following is a Purchase Order issued by the City of Lansing. This Purchase Order
constitutes our sole offer to purchase goods and/or services as stipulated therein. All
Purchase Orders are subject to the terms and conditions included in this document and
subsequent documents in this mailing. The Purchase Order number must appear on all
packages, correspondences, packing slips and invoices.

Specifications including, but not limited to, price, quantity ordered, shipping instructions
are of the utmost importance and must be adhered to. Any discrepancies in specifications
and terms or conditions should be immediately communicated to the City of Lansing
buyer listed on the purchase order. The Supplier must contact the City of Lansing buyer
with the nature of the delay and expected duration, if there are any delays in the delivery
of the goods or services listed on the purchase order.

The Michigan Employee Right to Know Law requires manufacturers/suppliers provide

the City of Lansing with Material Safety Data Sheets (MSDS) for any product that
requires one.

Please confirm receipt of the Purchase Order, acknowledging all terms and conditions, by
faxing a signed copy with estimated shipping date and any noted changes to the City of
Lansing Purchasing Office at 517.483.4524.

Any questions or instructions regarding this Purchase Order should be directed to the
Buyer listed on the purchase order at 517.483.4128.

~Ro~@Yl
Stephanie Robinson CPPB
Senior Buyer
 GENERAL CONDITIONS AND SPECIFICATIONS
'Seller': as used herein means the party with whom the order is placed as shown on
the face of this Purchase order. 'Buyer as used herein means City of Lansing.
CHANGES: No variation in the terms, conditions, deliveries, prices, quality, quantity
or specifications of this order will be effective without Buyer's written consent.
PATENTS, COPYRIGHTS AND TRADEMARKS: Except where the claimed
infringement arises out of Seller's compliance with specifications or design furnished
by Buyer, Seller shall hold Buyer harmless from any loss, cost, damage or expense
on account of any injunction that may be issued against buyer, and from any loss,
cost, damage, or expense resulting from any claim or suit for alleged infringement of
any patents, copyrights or trademarks arising out of the purchase, use, sale, or
distribution by Buyer of the property described herein, and Seller will defend all such
suits or actions at its own expense and will pay all costs and expenses incidental
thereto provided, however, that Buyer may participate (at Seller's expense), in the
defense of such suits or actions or, if it so selects, it may assume through its own
counsel (at Seller's expense), the entire defense of the same. The Buyer assumes no
responsibility for any loss, cost, damage or expense incurred by Seller as a result of
any claim of alleged infringement of any patent, copyright or trademark which arises
out of Seller's compliance with specifications or design furnished by Buyer.
WARRANTIES: All goods furnished by Seller pursuant to this order are warranted by
Seller to be of the best quality of their respective kinds (unless otherwise authorized
by Buyer), to be merchantable, to be free from defects of design, materials and
workmanship, to be fit for the purpose for which they are to be resold, and to conform
to specifications and conditions set forth with the purchase order. These warranties
run in favor of Buyer. If this purchase order is terminated in part, the warranties
survive as to goods delivered. Seller shall at its sole expense cure any breach of
warranty promptly upon notice thereof; upon failure to timely so cure, Buyer may
effect cure, and Seller shall indemnify Buyer for the cost thereof. In the event of
breach for which cure cannot be reasonably effected, Seller shall indemnify Buyer for
any of its damages arising from the breach, including incidental or consequential
damages, if any.
TERMINATION: This purchase order may be terminated by Buyer, in whole or in
part, by written notice to Seller. Upon receipt of said termination notice the Seller
shall immediately discontinue all work on the order and discontinue the placing of any
further orders for materials, facilities and supplies in connection with the performance
of this contract and shall make every effort to procure termination of all existing orders
or contract which the said Seller shall have made, upon terms satisfactory to the
Buyer, and shall thereafter do only such work as may be necessary· to preserve and
protect work already in progress and material, plant and equipment for such work in
transit. Payment for work already completed or in progress of completion at the time
notice of termination is received shall be adjusted by agreement between the Seller
and the Buyer in a reasonable manner.
NO PUBLICITY: The Seller shall not without prior written consent of the Buyer in each
instance reveal, describe or otherwise communicate or disclose to any third person,
or use in any advertising, general publicity, sales promotion, or otherwise, any
designs, photograph or other reproductions of materials or work hereby ordered or
any of the details or characteristics thereof, or any information of any sort thereon.
CONFIDENTIAL DATA: This order and accompanying documents is (are) submitted
in confidence, for the sole purpose of use in execution of this order in accordance with
its terms: acceptance of such order will bind the Seller to prevent any other use or
disclosure of the contents of documents by agents or employees of the Seller or
otherwise while in Seller's possession or control, actual or constructive.
INSPECTION: Buyer shall have the privilege of returning goods at Seller's expense if
found defective or not in compliance with Buyer's specifications. Buyer shall have the
privilege of inspecting goods at Seller's plant, but such inspection shall not release
the Seller of its guarantees or responsibility to furnish satisfactory material. Buyer's
representatives shall be afforded safe access to Seller's manufacturing plant at all
reasonable times for the purpose of inspecting work being performed hereunder.
REFUSED OR RETURNED SHIPMENTS: Buyer may refuse or return, FOB Buyer's
dock: (a) Shipments in excess of quantities ordered, (b) Goods which are not
specified in this order, (c) Goods which are not as represented or warranted.
DATE AND QUANTITIY REQUIRED: Time and delivery of specified quantities is of
the essences of this contract, and Seller will incur damages and costs, including back-
order expenses, for failure to so perform. Adequate assurances, if requested by
Buyer, will be provided within two working days of request, unless otherwise
specified. Seller agrees to notify Buyer immediately of any inability to meet required
delivery dates and/or quantities. Seller shall be liable for Buyer's above costs and
damages. Should Buyer elect to seek cover, it is granted license (but is not obligated)
to obtain identical goods
MARKING: Seller shall mark on each container (box or pallet) name of shipper and
Buyer's order number and other such markings as required by Buyer and shall attach
a copy of the packing list to the customer.
SHIPPING AND INVOICING INSTRUCTIONS: Shipping and invoicing instructions
shown on the face of this order must be followed. Excess transportation charges due
to failure to follow our shipping instructions or due to the Seller's splitting this order
into more tlian one shipment will be charged back to the Seller, unless Buyer has
approved partial shipments in advance.
BUYER'S PROPERTY: Whenever the Seller shall have property of the Buyer for the
Seller's fabrication or otherwise as herein required, the Seller agrees to receive and
hold such property of Buyer in trust for performance of this purchase order and to
insure said property at Seller's expense, for the benefit of Buyer and Seller as their
respective interests may appear, against all loss and damage from whatever cause,
to the full insurable value of said respective interests.
ASSIGNMENT: Seller shall not assign or novate is rights or delegate its duties under
this agreement without written consent of Buyer, which consent shall not
unreasonable by withheld. Such consent shall not release Seller from its obligations
and liabilities under this agreement.
COMPLIANCE WITH LAWS: The Seller hereby accepts exclusive liability for, and
shall hold the Buyer harmless from, the withholding and payment of contributions on
taxes pursuant to unemployment insurance, health or accident insurance, social
security and internal revenue laws, State and Federal, upon the payroll of employees
of Seller engaged in or during the course of the above mentioned and described work.
The seller further agrees to comply with, and to save the Buyer harmless from all loss
and damage due to noncompliance with all laws, regulations and codes, Federal,
State and Local, affecting the manufacture, sale, transportation or delivery of any
materials under this Purchase Order.
GOVERNING LAW AND LEGAL COSTS: This contract is made in the State of
Michigan, and shall be governed and construed in accordance with laws of the Sate
of Michigan. Actions or arbitrations arising from this order shall be brought in the Sate
of Michigan. In any such action, the prevailing party shall be entitled to recover its
reasonable attorney's fees and costs in addition to any other sum awarded.
INDEMNIFICATIONS: Seller indemnifies, hold harmless, and shall upon written
notice defend, City of Lansing, its officers, agents and employees, from any and all
liability, suits, actions, demands Oust and unjust), direct damages, consequential and
incidental damages (including but not limited to product handling, shipping, and
mailing fees and costs), litigation or arbitration fees and costs, judgments and awards,
arising by virtue of: 1/Seller's operations in fulfilling this order, and 2/breach by Seller
of the terms of this order, including warranties, 3/goods found to be defective, and
4/negligence, whether, active, passive, or statutory, of Seller, its agents, servants,
employees and subcontractors.
DEBAR: By acceptance of this purchase order, vendor certifies that neither it nor its
principals are presently debarred, suspended, proposed for debarment, declared
ineligible, or voluntarily excluded from participation in this transaction by any Federal,
State or Local department or agency.
DISCLOSE: All contractors or vendors having contractual relationships or open
purchase orders with the city shall fully disclose in writing to the City Clerk and the
Board of Ethics the existence of any employment, partnership or ownership
relationship the contractor or vendor has with a former employee or officer of the city
if such relationship was created within one year from the date the officer or employee
terminated employment with the city.
SWEATSHOPS: Per the Purchasing Ordinance, the City shall not, to the
extent possible, purchase, lease, rent or take on consignment goods or
supplies for use or for resale at City owned enterprises which were
produced or manufactured under sweatshop conditions.
By accepting this Purchase Order the vendor certifies that product
requested on this Purchase Order is not produced under sweatshop
conditions. For detailed information and definitions for sweatshops, please
see Section 206.23 of the City of Lansing Purchasing Ordinance.