HomeMy WebLinkAboutContract 51439 CITY SECRETARY , '
CONTRACT NO.- 5 ) 13
TERMINATION AND RELEASE AGREEMENT
(PURCHASE ORDER NO. 18-00102283)
This Termination and Release Agreement("Termination Agreement")is made and entered
into by and between the City of Fort Worth("City"),a home-rule municipal corporation organized
under the laws of the State of Texas, acting by and through Jesus J. Chapa, its duly authorized
Assistant City Manager, and Dani Instruments, Inc. ("Vendor"), a Massachusetts Corporation,
acting by and through Timothy D. Ruppel,its duly authorized US Manager.
Recitals
The following statements are true and correct and form the basis upon which the parties
have entered into this Termination Agreement:
WHEREAS, On December 14, 2017, City issued purchase order#18-00102283, attached
hereto as Exhibit "A" (the "Purchase Order") wherein Vendor agreed to provide a gas
chromatograph - flame ionization detector - mass spectrometer(high performance 120 position
head space auto sampler)to City for its use in its crime laboratory("Work Product");
WHEREAS,The system provided to the City by the Vendor has not satisfied the personnel
in the City's crime laboratory;and
WHEREAS, City and Vendor wish to set forth the terms under which a termination of the
Purchase Order shall occur.
Agreement
NOW,THEREFORE, in consideration of the mutual covenants, promises and obligations
contained herein,City and Vendor agree as follows:
1. The Purchase Order is hereby terminated effective as of October 1,2018.
2. City shall return any of the Work Product produced under the Purchase Order to
the Vendor within ten(10) days after the final date of execution of this Termination Agreement.
3. Vendor will repay City seventy-nine thousand dollars($79,000.00),the full amount
of the Purchase Order.
4. Upon full payment of the $79,000.00, City hereby compromises, settles,
relinquishes, releases, acquits, and forever discharges Vendor of and from any and all claims,
demands,debts,costs, expenses, actions,and causes of action of whatsoever nature,description of
character, whether in tort or in contract, or by virtue of the common law, statute, or regulation,
known or unknown,heretofore existing between the City and Vendor,whether known or unknown,
which may have accrued or may accrue, on account of, arising from, or in any manner growing
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CITY SECRETARY
FT. WORTH TX
out of,relating to,resulting from,or in any way connected to the Purchase Order or the transactions
and occurrences involving the Purchase Order.
5. This Termination Agreement may be executed in multiple originals each of which
shall be deemed an original for all purposes.
6. If any action,whether real or asserted,at law or in equity,arises on the basis of any
provision of this Termination Agreement, venue for such action shall lie in state courts located in
Tarrant County,Texas or the United States District Court for the Northern District of Texas—Fort
Worth Division. This Termination Agreement shall be construed in accordance with the laws of
the State of Texas.
7. This Termination Agreement contains the entire understanding and agreement
between the City and Vendor as to matters contained herein. Any prior or contemporaneous oral
or written agreement is hereby declared null and void to the extent it is in conflict with the terms
and conditions of this Termination Agreement.
8. All terms in this Termination Agreement that are capitalized but not defined shall
have the meanings assigned to them in the Purchase Order.
IN WITNESS WHEREOF,the parties hereto have executed this Termination Agreement in
multiples to be effective as of October 1,2018.
CITY OF FORT WORTH: DANI INSTRUMENTS, INC.,
a Massachusetts Corporation:
By: By:
Name: Jesus J. Chapa Name: Timothy D. Ruppel
Title: Assistant City Manager Title: US Manager
Date: f�'"p� ��8 Date: /o MV
APPROVED AS TO FORM
AND LEGALITY:
By:
Name:, ohn B. Strong.----
Title: Assistant City Attorney
OFFICIAL RECORD
CGT 'SECRETARY
FT. WORTH, TX
Termination and Release Agreement Page 2 of 3
APPROVAL RECOMMENDATION ATTEST:
By:
Chief Joel F. Fitzgerald Name Kayser �•
Chief of Police Title: Cir',Secretary 'oIZT
No M&C required _
STATE OF TEXAS AS
COUNTY OF TARRANT §
BEFORE ME, the unde signed thority, a Notary Public in and for the State of Texas, on
this day personally appeared " known to me to be the person whose name is
subscribed to the foregoing instrument,and-acinowledged to me that the same was the act of the City
of Fort Worth and that she executed the same as the act of the City of Fort Worth for the purposes
and consideration therein expressed and in the capacity therein stated.
wGIVEN UNDER MY HAND AND SEAL OF OFFICE this day of
i:tJ 2018.
MARIA S.SANCHEZ
`' *= My Notary ID#2256490
Expires December 19,2021 No Public in and for the Sta a of Tex
STATE OF ILLINOIS §
COUNTY OF KANE §
BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas, on
this day personally appeared Timothy Ruppel, known to me to be the person whose name is
subscribed to the foregoing instrument,and acknowledged to me that the same was the act of the Dani
Instruments,Inc.,and that he executed the same as the act of Dani Instruments,Inc.,for the purposes
and consideration therein expressed and in the capacity therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this day of
_Qr 1tb-cc ,2018.
CHRISTOPHER LEWIS II
Official Seal _I�
Notary Public-State of Illinois 6a�Publfc ' and for the State of Illinois
My Commission Expires May 31,2022
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