HomeMy WebLinkAboutResolutions - 2022.02.03 - 35238V11K1ANlJ
COUNTY MICHIGAN
BOARD OF COMMISSIONERS
February 3, 2022
MISCELLANEOUS RESOLUTION #22-28
Sponsored By: Penny Luebs
IN RE: Sheriff s Office - Grant Application with the Michigan Department of Treasure for the FY 2022
First Responder Training and Recruitment
Chairperson and Members of the Board:
WHEREAS the Oakland County Sheriffs Office (OCSO) is applying for Fiscal Year (FY) 2022 First
Responder Training and Recruitment Grant funding in the amount of S79,570 from the Michigan Department of
Treasury; and
WHEREAS the grant period is February 15, 2022 through September 30, 2022; and
WHEREAS the OCSO"s Training Unit coordinates and implements both mandatory and optional training
sessions for all personnel, including 900 sworn officers; and
WHEREAS the Training Unit has an experienced "in-house" instructional staff, augmented by simulation
training and specialized vendor training; and
WHEREAS although classroom instruction and in-house training courses are beneficial. simulation training
has proven to be the most effective learning experience; and
WHEREAS by policy and direct order of the Sheriff, OCSO Deputies are expected to respond to calls safely
and efficiently using the least amount of force necessary to resolve high stress incidents; and
WHEREAS to meet this clearly defined directive, the OCSO Training Unit has been tasked �,vitlu providing the
most realistic scenario -based training available: and
WHEREAS training that is strictly repetition based, using the same target profile or scenario, leads to de-
escalation and force failures when encountered with a dynamic situation. When these types of training
deficiencies occur in real -world scenarios, the consequences for the Deputy and the individual can be
catastrophic: and
WHEREAS grant funding is being requested to upgrade the current VirTra training simulator platform, with
newer technology, better equipment. upgrades to the visual and audio support components and new scenario
content: and
WHEREAS the current system is at the recommended age for a system upgrade to guarantee optimal
performance: and
WHEREAS the grant application has completed the Grant Review Process in accordance with the Grants
Policy approved by the Board at their January 21. 2021 meeting.
NOSE' THEREFORE BE IT RESOLVED that the Oakland County Board of Commissioners approves the
submission of the grant application to the Michigan Department of Treasury in the amount of $79,570 for the
period of February 15, 2022 through September 30. 2022,
BE IT FURTHER RESOLVED that application and future acceptance of this grant does not obligate the
County to any future commitment and continuation of this program is contingent upon continued future levels
of grant finding.
BE IT FURTHER RESOLVED a budget amendment is not required at this time.
Chairperson, the following Commissioners are sponsoring the foregoing Resolution: Penny Luebs.
27dDate: February 07, 2022
David Woodward, Commissioner
� ja au
Date: February 11, 2022
Hilarie Chambers, Deputy County Executive Il
Date: February 11, 2022
Lisa Brown, County Clerk / Register of Deeds
COMMITTEE TRACKING
2022-01 25 Public Health & Safety - Recommend and Forward to Finance
2022-01-26 Finance - Recommend to Board
2022-02-03 Full Board
VOTE TRACKING
Motioned by Commissioner Gary McGillivray seconded by Commissioner Philip Weipert to adopt the attached
Grant Application: with the Michigan Department of Treasury for the FY 2022 First Responder Training and
Recruitment.
Yes: David Woodward, Michael Gingell, Michael Spisz, Karen Joliat, Kristen Nelson, Eileen Kowall,
Christine Long, Philip Weipert, Gwen Markham, Angela Powell, Thomas Kuhn. Chuck Moss, Marcia
Gershenson, William Miller 11I, Yolanda Smith Charles. Charles Cavell, Penny Luebs, Janet Jackson. Gary
McGillivray. Robert Hoffman (20)
No: None (0)
Abstain: None (0)
Absent: (0)
The Motion Passed.
ATTACHMENTS
1. Grant Review Sign -Off
2. First Responder Grant Application
3. First Responder Training and Recruitment Grant - Proposal Narrative
4, First Responder Training and Recruitment Grant - Proposal Budget
�. Oakland County - V300 system upgrade purchase quote
STATE OF MICHIGAN)
COUNTY OF OAKLAND)
L Lisa Brown, Clerk of the County of Oakland, do hereby certify that the foregoing resolution is a true and
accurate copy of a resolution adopted by the Oakland County Board of Commissioners on February 3, 20221
with the original record thereof now remaining in my office.
In Testimony -Thereof, I have hereunto set my hand and affixed the seal of the Circuit Court at Pontiac.
Michigan on Thursday. February 3, 2022,
Lisa Brown, Oakland Cowit,v Clerk "Register of Deeds
GRANT REVIEW SIGN -OFF — Sheriff's Office
GRANT NAME: FY 2022 First Responder Training and Recruitment Grant
FUNDING AGENCY: State of Michigan, Department of Treasury
DEPARTMENT CONTACT PERSON: Paul Workman 248-858-5474
STATUS: Grant Application (Greater than $50,000)
DATE: 01 / 11 /2021
Please be advised the captioned grant materials have completed internal grant review. Below are the returned comments.
The Board of Commissioners' liaison committee resolution and grant application package (which should include this sign -
off and the grant application with related documentation) may be requested to be placed on the agenda(s) of the
appropriate Board of Commissioners' committee(s) for grant acceptance by Board resolution.
Management and Budget:
Approved by M & B — Lynn Sonkiss 1/11/2022.
The draft resolution needs to be reviewed/updated as it appears the last resolve statement was cut
off / missing rest of the statement.
[draft resolution revised]
Human Resources:
Approved by Human Resources. No position implications, so HR action is not needed.- Heather Mason 1/10/2022
Risk Management:
Application approved by Risk Management. R.E. 1/10/2022
Corporation Counsel:
Approve. There are no unresolved legal issues at this time.- Heather Lewis 1/10/2022
Michigan Department of Treasury
First Responder Training and Recruitment Grants
Application (FY 2022)
Issued under authority of 2021 Public Act 87
The purpose of the grant program is to support efforts to expand recruitment, improve training, and provide
additional professional development and support to first responders in local governments.
Please provide the following information.
Entity Type:
Entity Name:
Address:
City:
State: M I
Zip:
Contact Name:
Phone Number:
Email Address:
Support Documentation
Please upload documentation in support of this application such as a program purpose and description, request
for proposals for services, proposed service contracts, and budget for services. Please click on the upload icon
on the left navigation to provide supporting documentation. There is no limit on the number of files that can
be uploaded. There is a 15MB per file upload limit.
By clicking sign on this form, you are certifying that you are the authorized agent and that the eligibility
requirements have been met in accordance with the grant requirements. Applications must be complete and
received by February 15, 2022.
E-SIGN51) by David Woodward
on 2021-12-21 12:15:48 EST
Michigan Department of Treasury
First Responder Training and Recruitment Grants
Application (FY 2022)
Issued under authority of 2021 Public Act 87
GENERAL INFORMATION
Program Purpose:
The purpose of the grant program is to support efforts to expand recruitment, improve training, and provide additional
professional development and support to first responders in local governments
Eligibility:
All Michigan cities, villages, townships, counties, or fire authorities are eligible to apply. "First responder" means law
enforcement officers, firefighters, emergency medical technicians (EMT), paramedics, and local unit of government
corrections officers.
Criteria:
• A completed application with detailed information
• The governmental unit must demonstrate how budgeted costs directly relate to recruitment or training of first
responders
• Priority will be given to projects that will be completed by September 30, 2022
• Projects are funded on a reimbursement basis
• Of the $5 million available, $2 million will be designated for communities with a per capita property taxable value of
less than $15,000 (see list on webpage) with the remaining funds awarded based on a review of applications and the
determination of the effective use of and need for the grant funds.
Application Process:
An application process will be used to solicit proposals for these grants. Applications must be complete and received via
electronic submission as noted in the application by the February 15, 2022 deadline to be considered for funding. The
application may include supporting documentation such as a program purpose and description, request for proposals for
services, proposed service contracts, and a budget for services The submission of an application does not guarantee a
grant award. Additional information about the grant program is available on the Michigan Department of Treasury's
website at: (insert website address.)
Project Clarification:
During the application review process, applicants may be contacted for clarification. The Michigan Department of Treasury
reserves the right to award funds for an amount other than requested.
Selection Procedures:
Applications will be selected for funding by the Michigan Department of Treasury based on program purpose, eligibility, and
criteria.
Notification Process:
Applications selected for a grant award will receive a Notification of Intent to Award from the Michigan Department of
Treasury within 60 days of the grant deadline. However, additional time may be required depending on the number of
applications received. Final Award letters will be sent to approved grantees once the Michigan Department of Treasury hs
received all the required Board Resolution(s), Board Meeting Minutes, or Inter -local Agreement(s).
Michigan Department of Treasury
First Responder Training and Recruitment Grants
Application(FY 2022)
Issued under authority of 2021 Public Act 87
GENERAL INFORMATION CONTINUED
Application Deadline:
February 15, 2022.
Completed applications must be received by the Michigan Department of Treasury no later than
11:59 p.m, on February 15, 2022. Incomplete applications may not be considered.
A signed and completed application (including attachments) can be submitted only through the electronic submission link
below:
First Responder Grant Application
Timelines:
A project should not be started before a grant is awarded. No expenses prior to the award date will be paid.
Grant Period:
February 15, 2022-September 30, 2022
FY 2022 Appropriation Amount Available (Min./Max.):
Approximately $5 million in funding will be available for the Michigan Department of Treasury to award with a maximum
award of $100,000 per applicant. Please note that Treasury criteria will prioritize $2 million of the $5 million for
communities with taxable value per capita below $15,000.
Source of Funds:
The grant is financed through a general fund appropriation in Public Act 87 of 2021.
Confidentiality:
Application information is public information under the Freedom of Information Act, Public Act 442 of 1976, as amended
(MCL 15.231 to 15.246).
Contact:
For questions regarding the First Responder Recruitment and Training Grants, please contact the Michigan Department of
Treasury, Comm unity Services Division by e-mail at TreasLocalGovno michiaan.aov or refer to Michigan.gov/FRG for more
information.
Michigan Department of Treasury
First Responder Training and Recruitment Grants
Application(FY 2022)
Issued under authorly of 2021 Public Act 87
CONDITIONS
Implementation of Project:
Following award notification, the grantee agrees to submit Board Resolution(s), Board Meeting Minutes, or Inter -local
Agreements) for all jurisdictions participating in the project, indicating approval of the project and Competitive Grant
Assistance Program grant funding, within sixty (60) days following the Michigan Department of Treasury's Notification of
Intent to Award or be subject to automatic cancellation of the grant. No grant funding will be released until all required
resolutions, minutes or agreements have been received.
Project Clarification:
The Michigan Department of Treasury reserves the right to award funds for an amount other than that requested and/or
request changes to, or clarification of any and all applications received.
Prior to executing any changes to the scope of the project, the selected grantee(s) must inform (in writing) the Michigan
Department of Treasury of the proposed changes. The department will notify the grantee(s) within thirty (30) days, whether
or not the project changes fall under the original grant award.
Eligible Expenditures:
Grant funds should be focused on training and recruitment efforts. Any ancillary costs may or may not be approved at the
discretion of the Michigan Department of Treasury.
Expenditures:
1. The grantee understands and agrees that all expenditures from the grant will:
• Be used to ensure efficient administration of the project.
• Be permissible under state and federal law and consistent with statewide policies, regulations, and practices.
• Be adequately supported by source documentation, including invoices, cancelled checks and electronic payment
confirmations.
2. The grantee agrees to use the approved purchasing practices and bid procedures required by the "Primary Applicant"
for expenditures involving project activity.
3. The grantee agrees to maintain accounting records following generally accepted accounting principles for the expenditure
of grant funds. The grantee agrees to record all revenues and expenditures in a fund or account separate from the
grantee's other funds or accounts.
4. The grantee agrees to maintain all documentation for costs incurred for a seven-year period following the final Michigan
Department of Treasury payment for the project.
Michigan Department of Treasury
First Responder Training and Recruitment Grants
Application(FY 2022)
Issued under authority of 2021 Public Act 87
CONDITIONS CONTINUED
Release of Funds:
Payments to the "Primary Applicant' will be made on a monthly reimbursement basis, providing the grantee is in compliance
with all terms and conditions of the grant, and dependent upon state appropriations.
For a payment reimbursement, a completed First Responder Training and Recruitment Reimbursement Request Form
must be submitted tothe Michigan Department of Treasury. Source documentation supporting the requested reimbursement
amount must be attached to the First Responder Training and Recruitment Reimbursement Request Form. At a minimum,
the source documentation should include copies of the original invoices, cancelled checks, and any other report that would
support the request.
The "PrimaryApplicant's" Chief Financial Officer or Ch iefAd m i n istrative Officer m ust sign and date the First Responder Training
and Recruitment Reimbursement Request Form.
Funds may not be released to the "Primary Applicant" if any of the participants in the project:
1. Have not filed their annual financial report (F65) or audit per the Uniform Budgeting and Accounting Act, 1968 Public Act
2, as amended (MCL 141.421 to 141.440a) or the Uniform System of Accounting Act, 1919 Public Act 71, as amended
(MCL 21.41 — 21.55), or
2. Have not filed their financial plan (deficit elimination plan) per the Glenn Steil State Revenue Sharing Act, 1971 Public
Act 140, as amended (MCL 141.921), or
3. Are delinquent in making payments that are due on loans issued pursuant to the Emergency Municipal Loan Act, 1980
Public Act 243, as amended (MCL 141.931 to 141.942), or
4. Have a payment due and owing to the state.
Reporting Requirements:
1. Final Narrative and Financial Status Reports —As the end of the funded project, the awarded grantee(s) shall submit to the
Michigan Department of Treasury final, signed and dated, narrative and financial status reports. The reports are due
within thirty (30) days after the end of the project.
a. Narrative Report (NR) (Form 4971)—should present the following information:
i. Name of Primary Applicant and Grant Number.
ii. The percentage (%) completed of the project work plan.
iii. The actual project completion date.
iv. A brief outline of the work accomplished.
b. Financial Status Report (FSR) (Form 4972) — should present the following information:
i. Name of Primary Applicant and Grant Number.
ii. The actual project completion date.
iii. Total projected expenditures for the project.
Michigan Department of Treasury
First Responder Training and Recruitment Grants
Applicatiori 2022)
Issued under authority of 2021 Public Act 87
CONDITIONS CONTINUED
2. Final Narrative Report (Form 4971) and Final Financial Status Report (Form 4972) -The selected grantees) shall submit
to the Michigan Department of Treasury final, signed and dated, narrative and financial status reports. The reports are
due within thirty (30) days after the completion of the project.
a. The reports shall include the information as indicated under Quarterly Narrative and Financial Status Reports (above).
b. Indicate "Final Report" on the top of the Final Narrative and Financial Status Reports.
c. In addition to the items listed above, the final narrative report must include a description of the project accomplishments
and any unanticipated benefits/difficulties experienced while completing the project. Additionally, attach a copy of the
project deliverables, if applicable (i.e., feasibility study, pictures of completed construction, etc...).
Audit and Review:
The grantee agrees to allow the Michigan Department of Treasury and the State Auditor General's Office (and/or any of their
duly authorized representatives) access, for the purposes of inspection, audit, and examination, to any books, documents,
papers, and records of the grantee which are related to this project.
The Michigan Department of Treasury may conduct periodic program reviews of the project. The purpose of these reviews
will be to determine adherence to stated project goals and to review progress of the project in meeting its objectives.
The grantee agrees to submit quarterly and final progress reports, along with a final follow-up report to the Michigan
Department of Treasury. The grantee understands that failure to submit any required reports may result in the termination
of the grant.
Grant Termination:
The grantee understands that this grant may be terminated if the Michigan Department of Treasury concludes that the
grantee is not in compliance with the conditions and provisions of this grant or has falsified any information. The Michigan
Department of Treasury will extend an opportunity for the grantee to demonstrate compliance. Notification of termination
will be in writing.
Grantee acknowledges that continuation of this grant is subject to appropriation or availability of funds for this grant. If
appropriations to enable the Michigan Department of Treasury to effect continued payment under this grant are reduced,
the Michigan Department of Treasury shall have the right to terminate this grant. The Michigan Department of Treasury shall
give grantee at least thirty (30) days advance written notice of termination for non -appropriation.
Proposal Narrative
Oakland County Sheriffs Office
FY2022 First Responder Training and Recruitment Grants
The Oakland County Sheriff's Office (OCSO) has a well -established Training Unit which
coordinates and implements both mandatory and optional training sessions for all personnel,
including 900 sworn officers. In conjunction with internal training requirements, the OCSO
generally, and often, offers training to outside agencies within Oakland County, as well as
federal agencies, legislators, and community leaders. Nationally recognized standards are
consistently addressed during training, licensing requirements are monitored and kept current,
and procedures for implementing new equipment are addressed and practiced. The Training Unit
is committed to providing the most up-to-date training available, and consistently planning for
increasing law enforcement challenges. The Unit has an experienced "in-house" instructional
staff, augmented by simulation training and specialized vendor training. Although classroom
instruction and in-house training courses are beneficial, simulation training has proven to be the
most effective learning experience.
By policy and direct order of the Sheriff, OCSO Deputies are expected to respond to calls safely
and efficiently using the least amount of force necessary to resolve high stress incidents. To meet
this clearly defined directive, the OCSO Training Unit has been tasked with providing the most
realistic scenario -based training available. Training that is strictly repetition based, using the
same target profile or scenario, leads to de-escalation and force failures when encountered with a
dynamic situation. When these types of training deficiencies occur in real -world scenarios, the
consequences for the Deputy and the individual can be catastrophic. Behavior analysis of force
encounters prove that human performance errors, such as slip and capture errors (as seen when
using a firearm instead of a Taser) can be reduced by prolonged implementation of simulation
training.
To combat this training deficiency, the OCSO Training Unit originally purchased the VirTra
Police Training V300 simulator five years ago. VirTra helps prepare law enforcement officers
for real -life incidents so they can return home safely after each shift. Each real -world use of
force training simulator has surreal scenarios that provide an in-depth look into human
performance.
Page 1I2
The demands on law enforcement to make critical decisions in tense, uncertain and rapidly
evolving situations require that the human performance aspect of cognitive neuroscience and
human physiology are taken into account as part of the police training methodology. Based on
research, VirTra updates simulation technology for best use in evolving law enforcement
scenarios. Training scenarios are filmed in superior quality and contain the full fidelity of real
actors —thus eliminating `video game' training. VirTra's extensive branching options further
increase the realism by allowing scenarios to unfold based on the instructor, trainee or team's
decisions. Scenarios include those that require de-escalation such as: active shooting events,
mental health response, traffic stops, domestic violence calls, dealing with PTSD, and many
others.
The VirTra system is a vital asset to the OCSO and other local area agencies. This grant funding
request includes an upgrade of the current VirTra platform with newer technology, better
equipment, upgrades to the visual and audio support components and new scenario content. The
current system is at the recommended age for a system upgrade to guarantee optimal
performance. Older systems such as the V300 have a difficult time supporting all that VirTra has
to offer from a training platform. This equipment plays a crucial role in maintaining training at a
sufficient level and building on our community policing effort.
Page 212
Proposal Budget
Oakland County Sheriffs Office
FY2022 First Responder Training and Recruitment Grants
Project: Upgrade to Virta Training Simulator
Item Description
VirTra V300 System Hardware Upgrade
System Upgrade Installation
Shipping
Total Project Cost
Quantity Total
1 $ 71,500.00
1 $ 6,270.00
1 $ 1,800.00
$ 79,570.00
Page 1I1
7870 S Kyrene Road, Tempe, AZ 85284 USA I TOLL FREE: 800A56.8746 PK 480,968.1488 FAX: 480.9681448 1 VIRTRA.COM
Account Name
Oakland County Sheriffs Office
Created Date
8/7/2020
Contact Name
Scott Panin
Quote Number
00004152
Phone
(248) 858-5078 t,
Expiration Date
9/1/2022
Email
panins@oakgov.com
Ship To Name
Oakland County Sheriffs Office
Prepared By
Nick Newhouse
Installation Street
1200 N. Telegraph Road Building 38E
Phone
(480) 968-1488'..
Installation City
Pontiac
Extension
5026'-
Installation State
MI
Email
nnewhouse@virtra.com
Installation Zip Code48341
Notes:
Subsequent years of Annual Service Plan available.
Cost is 10% of owned assets. ("20,247.301year)
V-300 System Upgrade including'
• New computers
• New Projectors
• Computer rack
• New Instructor Station including monitors, keyboard
and mouse
System
• Tracking system
SU-V300 Hardware
• Re -Laser Devices as needed
Upgrade
• UPS
(V-300)
• Update VirTra Operating System to current version
• Complete V-300 base library of scenarios
Covers existing
SP-ACC Service Plan- accessories
Accessories owned for one
year
System
SU-V300-INSTL Upgrade
V-300
Installation
All upgraded items come with a full 1 year warranty
included. Extended service plans available after the
first year. Existing hardware will be returned to VirTra
for disposal.
$71,500.00 1.00 $71,50000
1 year annual service agreement to include telephone
support, remote assistance, labor, parts, travel,—$7,8G734 1.39—$7,657..84
software updates, and overnight shipping.
VirTra V-300 system upgrade installation. Includes all
travel and expenses in CONUS. $6,270.00 1,00 $6,270.00
Ncmovcd cost fer Servlre Phan -.Accessories from +Grant
Request (rel lacinq all currently owned equipment and
dC6CSg(`110. )
V3Z.227,84 - W 60r.81 = 579,570
Subtotal
$85,427.84
Discount
0.00%
Total Price
$85,427 84
S&H
$1,800 00
Grand Total
$87,227.84
VirTra, Inc.
Sales Terms and Conditions for Direct Sales to End Users/Buyer
Effective as of May 1, 2017 (supersedes all prior versions)
7970 S Kyreno Road, Tempo-, AZ 85284 USA I TOLL FREE: 800.455.8740 PH: 480,968.11,88 FAX: 480.968.1448 1 VIRTRA.COM
Definitions: The following capitalized words shall mean:
"End UserslBuyer" means the organization or person who buys Seller's Goods and Services.
"Goods and Services" means the articles, products, accessories and services to be supplied to Buyer by Seller.
"Technology and Intellectual Property Rights" means all patents, registered and unregistered designs, copyright, trademarks, know-how, software,
firmware, hardware, systems, components, or assemblies.
"Seller' means VirTra, Inc., located at 7970 S Kyrene Rd., Tempe, AZ 85284,
These Sales Terms and Conditions for Direct Sales to End Users/Buyers ("T&C") apply to Buyer's purchase of all Goods and Services
purchased directly from Seller. Goods and Services sold by Seller are expressly subject to and conditioned upon the T&C set forth
herein. By accepting delivery of the Goods and Services, Buyer accepts and is bound to these T&C. Any different or additional terms
set forth by, whether in Buyer's purchase order or another communication, are expressly rejected and will not be binding on Seiler
unless agreed to in writing by an authorized officer of Seller.
All Sales Final. All sales are final and no returns, refunds or exchanges of the Goods and Services are allowed, except as provided by state or
federal law, and, to the returns, refunds or exchanges are required by law, must be preapproved by Seller using their Return Merchandise
Authorization (RMA) form.
Restocking Fees, In Seller's sole discretion, all returns, refunds or exchanges may be charged a restocking fee of up to 15% of the purchase
price paid, plus any applicable shipping and sales tax, unless the returned product is defective, or the return is a direct result of a Seller's error,
Payment Terms. Terms of payment are within Seller's sole discretion and, unless otherwise agreed to by Seller in writing, payment in full must be
received prior to Seller's final acceptance of an order Payment for Goods and Services will be made in United States currency ($US Dollar) by a
preapproved payment method. Credit payment terms must be preapproved by Seller's Finance Department and if approved, invacag arc due and
payable within the time period noted on invoices, measured from the date of the invoice Seller may at its sole discretion invoice parts of an order
separately Seller may suspend or cancel Buyer's order for any failure to comply with agreed upon payment terms. Seller is not responsible for
Pricing, typographical, or other errors in any offer by Seller and reserves the right to cancel any orders resulting from such errors
Late Payments. Interest and late payment fees may be. calculated from the day after the payment's stated due date through thn date payment is
received in full, at the maximum legal allowable interest rate in effect on the applicable dates.
Taxes. Sales tax, end user tax, pass -through tax, value-added tax (VAT), transaction privilege tax, consumption tax, customs tax and/or duties arc
the sole responsibility of Buyer, and Buyer agrees to reimburse Seller for all applicable taxes that Seller is required to collect, regardless of the tax
amount being excluded from Seller's quotes or Buyer's Purchase Orders.
Tax Exemption. Buyer most provide Seller with a correct, valid and signed tax exemption certificato applicable to the specific Goods and Services
purchased, relevant to the end use location, prior to Seller invoicing. If an invalid tax exemption certificate is received or no tax exemption
certificate is received, it will be the responsibility of Buyer to pay all required taxes. Additionally, it will be Buyer's responsibility to obtain any tax
refunds permitted if Seller has collected and remitted taxes to a taxing authority
Shipping; Title; Risk of Loss. Shipping and handling cost will be added to all invoices unless otherwise expressly indicated and agreed to in
writing at the time of sale. Seiler reserves the right to make partial shipments unless specifically stated otherwise on Buyer's signed quote or
purchase order and such shipping terms are pre -approved by Seller in writing. Products may ship from multiple locations. Title and.risk of loss
aaaf,s frorft Seller In Ruvpr FOR Shinninn Point iinnn Ralfpr's deliupry to the rn mmni shipping carrier, Any loss or damage that occurs during
shipment is Buyer's responsibility. Buyer must promptly file claims for damaged items with the freight carrier. Shipping dates are estimates only.
Excusable Delays. Seller will use commercially reasonable efforts to deliver all products ordered as agreed or as soon as reasonably practicable
In the event of interruption of any delivery due to causes beyond the reasonable control of Seller, including but not limited to force meteors, fire,
labor disturbances, riots, accidents, or inability to obtain necessary materials or components, Seller has the right, in its sole discretion and upon
oral or written notice to Buyer, to delay or terminate the delivery.
Not For Resale or Export. Buyer agrees and represents that they are buying for their sole use, and does not intend to resale or plan to export
Seller's products. Shipping of Seller's products out of the United States (US) is restricted by US federal law and neither Seller's products nor the
technology can be exported out of the US without Seller's prior written approval and a validated export/import license (DSP 5.6l.or 73) submitted
to Seller for processing and approval and issued by the US State Department.
Regulations and Restrictions. Buyer agree to comply with all applicable laws, codes and license requirements, and controls of the United States
and other applicable jurisdictions in connection with the use of Seller products including Buyer's acceptance of responsibility for the payment of
any relevant taxes or duties. Buyer is responsible for understanding and verifying all local laws, regulations, restrictions and building code
requirements for the purchase, delivery, receipt, storage, installation and use of Seller's Goods and Services. Seller may suspend or cancel
Buyer's order, at Seller's sole discretion, for violation of regulations and restrictions.
Technology and Intellectual Property Rights. Buyer agrees that Seller claims, and has claim to, various proprietary rights of its Goods and
Services, and Buyer agrees to take reasonably necessary steps to ensure that Seller's rights will not directly or indirectly be violated, which would
cause irreparable harm to Seller. Except for the license to use the Goods and Services, the sale of Goods and Services will not center upon Buyer
any license, express or implied, under any patents, trademarks, trade names, or other proprietary rights owned or controlled by Seller, its
subsidiaries, affiliates, or suppliers; it being specifically understood and agreed that all the rights are reserved to Seller, its subsidiaries, affiliates,
or suppliers. Without limiting the foregoing, Buyer will not, without Seller's prior written consent, use any trademark or trade name of Seller in
connection with any Goods and Services. Buyer may not obscure, remove, or alter any copyright, trademark, service mark or other proprietary
notices or legends provided on the products.
Design Changes Seller reserves the right to make changes in design of any of its products without incurring any obligation to notify Buyer or to
make the same change to products previously purchased by Buyer,
Severable Provisions, If any provision of these T&C is found to be invalid or unenforceable, by a court of competent jurisdiction, then the
remainder will remain in full force and effect and any invalid provisions) will be modified or partially enforced by the court to the maximum extent
permitted by law to effectuate the purpose of this agreement
Limitation of Liability. Seller shall not be liable for any or all loss or damage suffered by Buyer in excess of the contract price Nothing contained
in these F&C shall be construed so as to limit or exclude the liability as a result of Seller's gross negligence or that gross negligence of its
employees or agents.
Relationship of Parties. Nothing contained in these T&C shall be construed as establishing or implying any partnership orjoint venture between
the parties and nothing in these T&C shall be deemed to construe either or the parties as the agent of the other
Assignment and Sub -Contracting. The contract between Buyer and Seller for the Goods and Services shall not be assigned or transferred, nor
the performance of any obligation sub -contracted, without the prior written consent of both Buyer and Seller.
Entire Agreement. These T&C alone with the product warranty. license and service aareement(s), constitute the entire agreement between the
VirTra
7970 S Kyrene Road, Tampa, AZ 85284 USA I TOLL FREE: 800,455.8746 PH: 480,968.1488 FAX: 480.968.1448 1 VIRTRACOM
parties. These Sales T&C supersede and replace any prior agreement or understanding between the parties, including any oral representations
concerning the subject matter of this agreement, Any prior or extrinsic representations or agreements. with the exception of the product warranty,
any service and license agreement(s), are intended to be discharged or nullified.
Governing Law; Jurisdiction and Venue. The laws of the State of Arizona, USA govern this transaction and agreement, without regard to
conflicts of law. Any litigation regarding the interpretation or enforcement of these "1 &C shall be resolved in the State of Arizona and the courts of
Arizona shall have exclusive jurisdiction over such litigation and the parties agree to such exclusive jurisdiction,
Exclusions and Limitations; Release.
To the extent permitted by law, Seller's warranty and the remedies set forth in that warranty are exclusive and in lieu of all other warranties,
remedies, and conditions, whether oral or written, statutory, express or implied, as permitted by applicable law, Seller specifically disclaims any
and all statutory or implied warranties, including without limitation, warranties of merchantability, design, fitness for a particular purpose, arising
from a course of dealing, usage or tradr. practice, warranties against hidden or latent defects, and warranties against patent infringement. If Seller
cannot lawfully disclaim statutory or implied warranties than to the extent permitted by law, all such warranties are limited to the duration of the
express warranty described above and limited to the other provisions contained in the warranty docurrenl.
The remedies provided for in the warranty are expressly in lieu of any other liability Seller may have. Seller's cumulative habdtty, to any party for
any loss or damage resulting from any claims, demands, or actions arising out of or relating to any Seller product will not exceed the purchase
price paid to Seller by Buyer for the product, notwithstanding third party purchases, In no event will Seller be liable for any direct, special, indirect,
incidental, exemplary, punitive or consequential damages, however caused, whether for breach of warranty, breach of contract, negligence, strict
liability, tort or under any other legal theory, even if Seller has been advised of the possibility of those damages or if those damages could have
been reasonably foreseen, and notwithstanding any failure of essential purpose of any exclusive remedy provided in the warranty Some local
laws do not allow for the limitation or exclusion of liability for incidental or consequential damages, so the abovo imitation or exclusion may not
apply to Buyer. Seller disclaims any representation that it will be. able to repair any product under warranty or make a product exchange without
risk to or loss of programs or data.
Buyer agrees to release and save Seller harmless from any and all liability arising out of use or misuse of Seller product, including any claims for
damages and personal injuries. Buyer agrees to assume all risks of loss and all liability for any damages and personal injury which may result
from use or misuse of Seller product Seller is not liable for any claims made by a third party or by Buyer for or on behalf of a third party
To accept this quote as a purchase order, please sign and return to VirTra rep
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Date:
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