HomeMy WebLinkAbout20240750.tiffRESOLUTION
RE: ACCEPT STANDARD BUSINESS ACCOUNTS TERMS AND CONDITIONS, AND
APPROVE AMENDMENT #1 FOR SINGLE -SOURCE PURCHASES FOR OFFICE
SUPPLIES THROUGH COOPERATIVE AGREEMENT, AND AUTHORIZE CHAIR TO
SIGN - AMAZON.COM SERVICES, LLC
WHEREAS, the Board of County Commissioners of Weld County, Colorado, pursuant to
Colorado statute and the Weld County Home Rule Charter, is vested with the authority of
administering the affairs of Weld County, Colorado, and
WHEREAS, the Board has been presented with a Standard Business Accounts Terms
and Conditions, and Amendment #1 for Single -Source Purchases for Office Supplies through a
Cooperative Agreement, between the County of Weld, State of Colorado, by and through the
Board of County Commissioners of Weld County, on behalf of the Department of Finance and
Administration, Purchasing Department, and Amazon.com Services, LLC, commencing upon full
execution of signatures, with further terms and conditions being as stated in said terms and
conditions, and amendment, and
WHEREAS, after review, the Board deems it advisable to accept and approve said terms
and conditions, and amendment, copies of which are attached hereto and incorporated herein by
reference.
NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of
Weld County, Colorado, that the Standard Business Accounts Terms and Conditions, and
Amendment #1 for Single -Source Purchases for Office Supplies through a Cooperative
Agreement, between the County of Weld, State of Colorado, by and through the Board of County
Commissioners of Weld County, on behalf of the Department of Finance and Administration,
Purchasing Department, and Amazon.com Services, LLC, be, and hereby is, accepted and
approved.
BE IT FURTHER RESOLVED by the Board that the Chair be, and hereby is, authorized
to sign said amendment.
cc: F=(cP), ? (T`r")
0441-1 /2.9
2024-0750
Fl0080
P00024
STANDARD BUSINESS ACCOUNTS TERMS AND CONDITIONS, AND AMENDMENT #1 FOR
SINGLE -SOURCE PURCHASES FOR OFFICE SUPPLIES THROUGH COOPERATIVE
AGREEMENT - AMAZON.COM SERVICES, LLC
PAGE 2
The above and foregoing Resolution was, on motion duly made and seconded, adopted
by the following vote on the 1st day of April, A.D., 2024.
BOARD OF COUNTY COMMISSIONERS
WELD COUNT
ATTEST: C�( (,1 x444
Weld County Clerk to the Board
BY. GLtf ' W GtA-u)7 UL
Deputy Clerk to the Board
a_
Key . oss, Chair
Perry L. B o Pro-Tem
Mike Freeman
APP' 0 ED A- •J •RM: USED
County ' ttorney
Date of signature: U I Z
ine
2024-0750
FI0080
P00024
Ciive„t/P4'
x/87
BOARD OF COUNTY COMMISSIONERS
PASS -AROUND REVIEW
PASS -AROUND TITLE: Amazon - Cooperative Purchasing for Office Supplies
DEPARTMENT: Finance DATE: 1-19-2023
PERSON REQUESTING: Toby Taylor & Cheryl Pattelli
Brief description of the problem/issue:
Currently, office supplies are purchased through a variety of sources and acquisitions.
The proposal is to standardize office supply purchases and to capitalize on accepted business practices that
will also realize savings. The proposed solution is to utilize Amazon.com as the designated single -source for
office supplies used by the County departments.
To achieve the single -source procurement via Amazon.com a cooperative agreement with Omina Partners (a
cooperative) would be used. County Code allows for Establishing a Single -Source (Sec. 5-4-95) and utilization
of Cooperative Purchasing Agreements (Sec. 5-4-100).
The approach will utilize the following:
• Place agreement on agenda for approval
• Agreement will secure governmental/business rates (reduced costs) versus individual rates.
• Issue Purchase Cards (primary/alternate) to each department so each can make purchases.
• Adjust P -Card policies and limits.
• All office supply acquisitions (including copier paper, colored paper, and calendars) will be
accomplished via Amazon and delivered to locations.
Single -Sign -On for password access to site will be established. If employee leaves, access will be
stopped.
Instruction and training to designated department personnel on new process.
Amazon Administrators (Purchasing/Accounting) will:
o Setup user profiles that will also restrict shipping locations to County business addresses.
o Protocols can be set with Amazon users to need approval for certain purchases (e.g., IT
equipment, furniture, etc.) to ensure compatibility prior to the spend.
The profiles ensure tax exempt status and the government cooperative purchasing rates versus
individual rates.
The County will realize many staff hours of savings for processing requisitions, purchase order creation,
and contractor oversight for smaller office items.
Amazon will integrate to allow use of WorkDay's punchout feature that will allow users to interact with
supplier websites, once those features of WorkDay are brought on-line.
Department Head (or designee) will be able to monitor better what purchases are being made through
their P -Card review/approval process.
Use of Amazon will provide more convenience and order timeliness to the end user: the departments.
What options exist for the Board?
Approve or disapprove standardizing office supply procurement.
Consequences: Not standardizing will result in continued loss of savings and staff hours.
2024-0750
IV1
160'n
PU0024
Impacts: Not standardizing will cost taxpayers more.
Costs (Current Fiscal Year ! Ongoing or Subsequent Fiscal Years):
Annual costs to enroll all County users is estimated at $3,500.
• The current Amazon user spend (without this full office supply approach) has an average $87K per
quarter with a savings of approximately $2.7K per quarter.
• It is anticipated that increasing users for all office supplies will increase savings per quarter.
Copier paper savings alone through Amazon will be an additional $9,637 annually.
• Plus, Purchasing and Printing & Supply process 155 requisitions and purchase orders annually for paper
alone. This staff time will be saved.
Recommendation:
Proceed with the single -source approach for acquisition of office supplies through Amazon by utilizing a
cooperative purchasing agreement that will be placed on an agenda for execution.
Support Recommendation Schedule
Place on BOCC Agenda Work Session Other/Comments:
Perry L. Buck, Pro -Tern
Mike Freeman
Scott K. James
Kevin D. Ross , Chair
Lori Saine
1,4
Cheryl Hoffman
From:
Sent:
To:
Cc:
Subject
Approve - thanks!
Scott James
Monday, January 22, 2024 8:42 AM
Cheryl Hoffman
Esther Gesick
Re: New Office Supply - Amazon Pass Around
Scott K. James
Weld County Commissioner, District 2
1150 O Street, P.O. Box 758, Greeley, Colorado 80632
970.336.7204 (Office)
970.381.7496 (Cell)
Confidentiality Notice: This electronic transmission and any attached documents or other writings are intended only for the person or
entity to which it is addressed and may contain information that is privileged, confidential or otherwise protected from disclosure. If you
have received this communication in error, please immediately notify sender by return e-mail and destroy the communication. Any
disclosure, copying, distribution or the taking of any action concerning the contents of this communication or any attachments by
anyone other than the named recipient is strictly prohibited.
On Jan 22, 2024, at 8:37 AM, Cheryl Hoffman <choffman@weld.gov> wrote:
Hi Scott,
This is #6 of 7.
Do you approve of placement on the BOCC agenda after your review?
Cheryl L. Hoffman
Deputy Clerk to the Board
1150 O Street/P.O. Box 758
Greeley, CO 80632
Tel: (970) 400.4227
choffrnan@vveld.gov
From: Karla Ford <kford@weld.gov>
Sent: Sunday, January 21, 2024 1:34 PM
To: Cheryl Hoffman <choffmao 5lweld.gov>
Subject: New Office Supply - Amazon Pass Around
Karla Ford R
Office Manager, Board of Weld County Commissioners
1150 0 Street, P.O. Box 758, Greeley, Colorado 80632
:: 970.336-7204 :: kford %lweldgov.com :: www.weldgov.com :.
**Please note my working hours are Monday -Thursday 7:00a.m. 5:00p.m.**
<image001.jpg>
Confidentiality Notice: This electronic transmission and any attached documents or other writings are intended only for the person or entity to which it is addressed
and may contain information that is privileged, confidential or otherwise protected from disclosure. If you hove received this communication in error, please
immediately notify sender by return e-mail and destroy the communication. Any disclosure, copying, distribution or the taking of any action concerning the contents of
this communication or any attachments by anyone other than the named recipient is strictly prohibited.
From: Toby Taylor <ttavlor@wei'd.eov>
Sent: Friday, January 19, 2024 11:14 AM
To: Karla ford <kfordfalweld.gov>
Cc: Cheryl Pattelli <cpattelli@weld.gov>
Subject: Office Supply - Amazon Pass Around
Karla,
Could you add this to the packet.
Toby Taylor
Procurement Manager
Weld County Finance
1301 North 17th Avenue
P.O. Box 758
Greeley, CO 80632
P: 970.400.4454
ttavlor(Bsweldsov.com
<Office Supply - Amazon Pass Around.docx>
2
March 21, 2024
Purchasing Division
1301 North 17th Avenue
P.O. Box 758
Greeley, CO 80632
www.co.weld.co.us
To: Board of County Commissioners
From: Toby Taylor
Subject: Amazon Agreement
A proposal was presented to the Commissioners for utilizing Amazon.com to
standardize office supply purchases and to capitalize on accepted business practices
that will also realize savings to the taxpayer. A pass -around was approved on January
19, 2024, for pursuing this agreement and adding to the agenda for execution.
The attached amendment authorizes participation with Amazon marketplace through
Omina Partners (a cooperative purchasing program). County Code allows Establishing
a Single -Source (Sec. 5-4-95) and utilization of Cooperative Purchasing Agreements
(Sec. 5-4-100).
The recommendation is to approve the attached participative agreement for utilizing
Amazon marketplace for purchases.
If you have any questions, please contact me at extension 2023.
Sincerely,
Toby Taylor
Procurement Manager
DosuSign Envelope ID: 4DEBCEB4-02F9-444B-A890-498F7E0EBE84 CC OTH 00106160 2024 TR
AMENDMENT NO. 1 TO AMAZON BUSINESS ACCOUNTS TERMS AND CONDITIONS
This Amendment No. 1 (this "Amendment") to the Amazon Business Accounts Terms and Conditions,
available at https://www.amazon.cominoThelokustomeridisolay.htmlnnodeld=201613180 (as updated
from time to time, the "Agreement"), between Amazon.com Services LLC ("Amazon", "we", "us", or
"our") and the Board County Commissioners of Weld County on behalf of the Purchasing Department
("Customer" or "you") is effective as of the later date of signature below (the "Amendment Effective
Date"). This Amendment amends the Agreement as stated below. Unless otherwise defined in this
Amendment, capitalized terms have the meanings ascribed to them in the Agreement. The parties agree
as follows:
1. INDEMNIFICATION. The Section entitled "Indemnification" (currently Section 5) is deleted in its
entirety.
2. LIMITATIONS OF LIABILITY. The Section entitled "Limitations of Liability" (currently Section 6) is
deleted in its entirety and replaced with the following:
"TO THE FULLEST EXTENT PERMITTED BY LAW, UNDER NO CIRCUMSTANCES WILL EITHER PARTY BE
LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES,
INCLUDING ANY LOST PROFITS, THAT RESULT FROM YOUR PURCHASE OF ANY PRODUCTS OR USE OF
ANY SERVICES, EVEN IF THE OTHER PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH
DAMAGES. TO THE FULLEST EXTENT PERMITTED BY LAW, EACH PARTY'S LIABILITY IN ALL EVENTS IS
LIMITED TO THE GREATER OF: (A) THE TOTAL AMOUNT PAID TO AMAZON BY CUSTOMER PURSUANT
TO THIS AGREEMENT FOR THE 12 MONTH PERIOD ENDING ON THE DATE OF THE EVENT GIVING RISE
TO THE LIABILITY.
3. CONFIDENTIALITY. The Section in the Agreement titled "Confidentiality" (currently Section 7.3) is
deleted in its entirety and replaced with the following:
"7.3 Confidentiality. In connection with your use of Amazon Business, we may share with you
information which is identified as confidential or that should reasonably be considered confidential
("Confidential Information"). You will take all reasonable measures to avoid disclosure, dissemination
or unauthorized use of Confidential Information, including, at a minimum, those measures you take
to protect your own confidential information of a similar nature. Amazon acknowledges that you are
an political subdivision of the state of Colorado subject to the Public Records Law of Colorado. Subject
to the foregoing and to the extent allowed by law, you will only disclose this Amendment and all
confidential information exchanged in connection with this agreement after providing Amazon with
notice of any Public Records requests and allowing Amazon the right to request exemption or
redaction based on assertions of confidentiality or proprietary information to the extent permitted by
applicable law."
4. GOVERNING LAW. The Section entitled "Governing Law" (currently Section 8.1) is deleted in its
entirety and replaced with the following:
"The laws of the State of Colorado, without reference to conflict of law rules, govern this Amendment,
the Agreement, and any dispute that might arise between you and us that pertains to Amazon Business
or the Agreement. State or federal courts in Colorado shall be the venue for all claims, disputes, or
disagreements arising under the Agreement. The United Nations Convention for the International Sale
of Goods does not apply to the Agreement.
AMAZON CONFIDENTIAL
legal
(7,2_0:24 O70'
DocuSign Envelope ID: 4DEBCEB4-02F9-4448-A890.498F7EDEBE84
CC OTH 00106160 2024 TR
5. DISPUTES. The Section entitled "Disputes" (currently Section 8.2) is deleted in its entirety.
6. NONDISCLOSURE. The parties: (a) agree the existence and details of this Amendment are not publicly
known; and (b) acknowledge this information constitutes Confidential Information.
7. ENTIRE AGREEMENT. Except as amended by this Amendment, the Agreement remains in full force
and effect. This Amendment, together with the Agreement as modified by this Amendment: (a)
constitutes the exclusive and complete agreement between the parties; and (b) supersedes all prior
agreements and understandings between the parties with respect to the subject matter hereof.
8. CONFLICTS. In the event of any conflict between the Agreement or any other applicable terms,
conditions, policies, limitations, and requirements on the Amazon.com website and this Amendment,
precedence will be as follows: (a) this Amendment; (b) the Agreement; and (c) the Amazon Business
Acceptable Use Policy, and any other applicable terms, conditions, policies, limitations, and
requirements on the Amazon.com website.
9. COUNTERPARTS AND DELIVERY. This Amendment may be executed in two or more counterparts,
each of which will be deemed an original and all of which taken together will be deemed to constitute
one and the same document. The parties may sign and deliver this Amendment by electronic means.
IN WITNESS WHEREOF, you and Amazon have executed this Amendment as of the Amendment Effective
Date.
AMAZON.COM SERVICES LLC
oaus.e.r
By: %AO&
lfl'er'ftlEan
Name:
Title: Authorized Signatory
Date: March 20, 2024
AMAZON CONFIDENTIAL
Weld Coun
By: l� t��.�►
Kevin D. Ross
Name:
Title: Chair
Date: APR 0 1 2024
3/26/24, 1:05 PM
Amazon Terms and Condition for Registered Business Accounts -Amazon Customer Service
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Amazon Business Accounts Terms and
Conditions
These Amazon Business Accounts Terms & Conditions (the "Agreement") are
between Amazon.com Services LLC ("Amazon," "we," "us," or "our) and the entity
registering fora Business Account ("Customer", you or "your").
1. PURPOSE OF AGREEMENT. This Agreement governs your access to, use of, and
transactions made through Amazon Business. "Amazon Business" enables registered
business customers to purchase products and services for business purposes and to access
and use a set of features, services, software, and applications specifically intended for
business customers. We may make available to you, through Amazon Business, certain
services or products that are subject to additional terms and conditions, and if you use such
services or purchase such products, those terms and conditions (the "Feature Terms") will
also apply to you. Products made available through Amazon Business may be designed for,
and only appropriate for, specialized uses; accordingly, you may only use them as intended
by, and in compliance with all instructions provided by, the manufacturer. Finally, certain
policies accessible through Amazon Business apply to your and your users' use of and
access to Amazon Business. These "Policies" include the Amazon Business Acceptable
Use Policy, the Amazon Business Pricing Policy, the Amazon Business Sanctions and
Export Policy, the Amazon.com Privacy Notice, the Amazon Business Gift Card Policy, and
the Healthcare Disclosure Policies. This Agreement incorporates by reference the Feature
Terms and the Policies.
2. ELIGIBILITY; ACCOUNT SECURITY. By creating a Business Account, you represent that
(i) the individual acting on behalf of the Customer has the authority to bind the Customer, (ii)
the Customer has all requisite right, power, and authority to enter into, perform its
obligations under, and grant the rights and authorizations in the Agreement, and (iii) the
Customer is an Eligible Entity. "Eligible Entities" include all types of businesses (for
example, LLCs, LLPs, corporations, partnerships, sole proprietorships, and PLLCs), all
types of governmental entities (federal, state, local, and quasi -governmental entities), and all
types of non-profit organizations (including 501(c) organizations, 527 organizations, and
similar tax-exempt organizations). Individual consumers should use Amazon.com. Upon
completion of your registration, a "Business Account" will be created for your organization.
You may authorize others to create a "User Account" associated with your Business
Account. You are responsible for all activities that occur under your Business Account and
any associated User Accounts, and must ensure your Users comply with the Acceptable
Use Policy and this Agreement. You are responsible for maintaining the security of the
passwords associated with your Business Account and User Accounts; if you believe an
unauthorized person has access to your password, Business Account, or an associated
User Account, you must contact us immediately and change any compromised passwords.
3. SHIPPING; RETURNS; REPLACEMENT CHARGES; PAYMENT METHODS; TAXES. Your
purchases are subject to Amazon's Shipping and Returns Policies. All purchases of physical
items from Amazon are made pursuant to a shipment contract. This means that the risk of
loss and title for such items pass to you upon our delivery to the carrier. Unless you are
participating in the Pay by Invoice service, payment for all purchases made through your
Business Account is due upon shipment or on the date indicated on the checkout page, or,
for digital products, when we make the digital product available to you. For returns, Amazon
does not take title to returned items until the item arrives at our fulfillment center. At our
B
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Account Settings
ri Change email or
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Amazon Terms and Condition for Registered Business Accounts - Amazon Customer Service
discretion, a refund may be issued without requiring a return. In this situation, Amazon does
not take title to the refunded item. To purchase through Amazon Business, you will need at
least one valid payment method associated with your Business Account; if there is a
problem charging your selected payment method for any purchase, we may charge any
other valid payment method associated with your Business Account. If we send any User a
replacement product fora product they originally ordered using an individual payment
method (such as a personal credit card) and the original product ordered is not returned
within 30 days of the replacement request, you acknowledge and consent that we may
charge any eligible payment method on record for the relevant User Account for the
replacement product. Each party will be responsible, as required under applicable law, for
identifying and paying all taxes and other governmental fees and charges (and any
penalties, interest, and other additions thereto) that are imposed on that party upon or with
respect to the transactions and payments under this Agreement.
4 DISCLAIMER. UNLESS OTHERWISE SPECIFIED IN WRITING, ANY INFORMATION,
CONTENT MATERIALS, PRODUCTS (INCLUDING SOFTWARE) OR SERVICES MADE
AVAILABLE TO YOU BY AMAZON ARE ON AN "AS IS" AND "AS AVAILABLE" BASIS, AND
AMAZON MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS
OR IMPLIED, AS TO SUCH INFORMATION, CONTENT MATERIALS, PRODUCTS
(INCLUDING SOFTWARE) OR SERVICES. TO THE FULLEST EXTENT PERMITTED BY
LAW AND UNLESS OTHERWISE SPECIFIED IN WRITING, AMAZON DISCLAIMS ALL
WARRANTIES, EXPRESS OR IMPLIED, AS TO THE PRODUCTS IT SELLS AND THE
SERVICES AND INFORMATION IT PROVIDES, INCLUDING ANY IMPLIED WARRANTIES
OF MERCHANTABILITY AND FITNESS FORA PARTICULAR PURPOSE OR
NONINFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS.
5. INDEMNIFICATION. You will defend, indemnify, and hold harmless Amazon and its
affiliates, and their respective directors, officers, employees, representatives, contractors,
and agents, from and against any loss, damage, judgment, settlement, expense, interest,
and any other liability (including reasonable attorneys' fees and costs) related to or arising
out of any third party allegation, claim, lawsuit, or proceeding (a "Claim") to the extent such
Claim is based on: (a) any breach of the Agreement, (b) any unlawful, improper or negligent
use by anyone of any product sold or service provided to you under the Agreement, (c) any
dispute between you and your Users, or (d) your gross negligence or willful misconduct. You
will use counsel reasonably satisfactory to us to defend each indemnified Claim. If at any
time we reasonably determine that any indemnified Claim might adversely affect us, we may
take control of the defense at our expense. You may not consent to the entry of any
judgment or enter into any settlement of a Claim without our prior written consent, which
may not be unreasonably withheld.
6. LIMITATIONS OF LIABILITY. TO THE FULLEST EXTENT PERMITTED BY LAW UNDER
NO CIRCUMSTANCES WILL AMAZON BE LIABLE FOR ANY CONSEQUENTIAL,
INCIDENTAL, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES, INCLUDING BUT NOT
LIMITED TO ANY LOST PROFITS, THAT RESULT FROM YOUR PURCHASE OF ANY
PRODUCTS OR USE OF ANY SERVICES, EVEN IF AMAZON HAS BEEN ADVISED OF
THE POSSIBILITY OF SUCH DAMAGES. TO THE FULLEST EXTENT PERMITTED BY
LAW, AMAZON'S LIABILITY IN ALL EVENTS IS LIMITED TO THE PURCHASE PRICE
PAID FOR THE PRODUCT OR SERVICE THAT GIVES RISE TO THE LIABILI,
7. CUSTOMER INFORMATION, PRIVACY, CONFIDENTIALITY.
7.1. Customer Information. We require you to provide information about you and your
Users to access and use Amazon Business, and you may need to provide supplemental
information to use or purchase some Amazon Business products or services. You will
ensure that all information that you provide to us is at all times accurate and complete. We
may share information you provide (for example, your organization's name, addresses,
Taxpayer Identification Number) with others in your organization and third parties to confirm
the accuracy of such information and your eligibility to use Amazon Business or certain
services (for example, to confirm you hold a valid license, certification, or credential where
required). To enable us to improve our services, including by making available additional
product selection or business pricing, we may share specific order information about the
products or services you purchase through your Business Account with the suppliers who
provide such products or services. For example, for certain transactions, Amazon Business
may share your organization's name or credentials, shipping address, shipment date,
ASIN/SKU, quantity or other relevant information.
7.2. Privacy. Except as disclosed in this Agreement, our use of your information is governed
by the terms of the Amazon.com Privacy Notice. Please review the Privacy Notice to
understand our practices with respect to your information. Please note that all information
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3/26/24, 1:05 PM Amazon Terms and Condition for Registered Business Accounts -Amazon Customer Service
about Users and User Accounts associated with a Business Account may be shared with
your organization.
7.3. Confidentiality. In connection with your use of Amazon Business, we may share with
you information which is identified as confidential or that should reasonably be considered
confidential ("Confidential Information"). You will take all reasonable measures to avoid
disclosure, dissemination or unauthorized use of Confidential Information, including, at a
minimum, those measures you take to protect your own confidential information of a similar
nature. You may use Confidential Information only in connection with your use of Amazon
Business. You will not disclose Confidential Information during the term of this Agreement or
at any time during the 5 -year period following the termination of the Agreement, unless
required by law. This applies to all Confidential Information in your possession, regardless of
when or where you receive it.
8. GOVERNING LAW, DISPUTES, GOVERNMENTAL ENTITIES.
8.1. Governing Law. The laws of the State of Washington, without reference to conflict of
law rules, as well as the Federal Arbitration Act and federal arbitration law, govern the
Agreement and any dispute that might arise between you and us that pertains to Amazon
Business or this Agreement. The United Nations Convention for the International Sale of
Goods does not apply to the Agreement.
8.2. Disputes. Any dispute or claim relating in any way to Amazon Business or this
Agreement will be resolved by binding arbitration. To begin an arbitration proceeding, you
must send a letter requesting arbitration and describing your claim to our registered agent
Corporation Service Company, 300 Deschutes Way SW, Suite 304, Tumwater, WA 98501.
The arbitration will be conducted by the American Arbitration Association (AAA) under its
rules (available at www.adr.org or by calling 1-800-778-7879). An arbitrator can award on an
individual basis the same damages and relief as a court (including injunctive and declaratory
relief or statutory damages). You may choose to have the arbitration conducted by
telephone, based on written submissions, or at a mutually agreed location. We and you
agree that any dispute resolution proceedings will be conducted only on an individual basis
and not in a class, consolidated or representative action. If, for any reason, a claim proceeds
in court rather than in arbitration we each waive any right to a jury trial. We and you both
agree that you or we may bring suit in court to enjoin infringement or other misuse of
intellectual property rights.
8.3. Public Sector Entities. If you area public sector entity and precluded by law from
agreeing to any of the provisions of Section 8 as set forth above, then any disputes with you
will be governed by the substantive laws of the sovereign under whose laws you were
formed and the venue for any such dispute will be the venue required by the laws of such
sovereign. Similarly, if the laws of such sovereign would result in other provisions in this
Agreement being deemed unlawful, void or for any reason unenforceable against you, those
provisions will not apply to you and will be deemed severable from this Agreement. All other
provisions in the Agreement remain in full force and effect.
9. THIRD -PARTY OFFERINGS. Parties other than Amazon operate stores, provide services or
software, or sell product lines through Amazon Business. In addition, we provide links to the
sites of affiliated companies and certain other businesses. If you purchase any of the
products or services offered by these businesses or individuals, you are purchasing directly
from those third parties, not from Amazon. We are not responsible for examining or
evaluating, and we do not warrant, the offerings of any of these businesses or individuals
(including the content of their sites). Amazon does not assume any responsibility or liability
for the actions, product, and content of all these and any other third parties. You should
carefully review their privacy statements and other conditions of use.
10. MODIFICATIONS. We may, at any time in our discretion, change the Agreement by posting
such a change on Amazon Business or by notifying your account administrators. YOUR
CONTINUED USE OF AMAZON BUSINESS AFTER WE CHANGE THE AGREEMENT
CONSTITUTES YOUR ACCEPTANCE OF THE CHANGES. IF YOU DO NOT AGREE TO
ANY CHANGES, YOU MAY CANCEL YOUR BUSINESS ACCOUNT OR REFRAIN FROM
USING THE AMAZON BUSINESS SERVICES IMPLICATED BY SUCH CHANGES.
11. ENTIRE AGREEMENT. The Agreement constitutes the exclusive and complete agreement
between us and you. We will not be bound by any term, condition, obligation, or other
provision which is different from or in addition to the provisions of the Agreement or which
may be in any order, receipt, acceptance, confirmation, correspondence or other document,
including informational forms we complete, sign or otherwise provide to you for your
convenience.
12. TERM; TERMINATION. This Agreement takes effect when you create a Business Account
and continues in effect until you or we terminate it. We may terminate the Agreement by
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3/26/24, 1:05 PM Amazon Terms and Condition for Registered Business Accounts - Amazon Customer Service
providing notice to your administrators. We reserve the right, in our sole discretion, and with
or without notice unless required by applicable law, to refuse service; remove or edit
content; modify, suspend or discontinue the availability of any features, products, or
services; terminate your right to use some or all of the Amazon Business services; and/or
cancel orders. Amazon may choose to charge, modfy, or stop charging a fee for any service
in its sole discretion. You may terminate the Agreement by giving us notice and dosing your
Business Account and each User Account. Upon termination, all rights and obligations under
the Agreement automatically terminate except for rights of action occurring prior to
termination, payment obligations, and Sections 1, 4, 5, 6, 7.3, 8, 10, 11, 12, 14, 15.
13. COPYRIGHTS; TRADEMARKS; PATENTS. Use of Amazon Business does not give you
the right to frame, use or reproduce any of our copyrighted material, trademarks, service
marks, or other proprietary rights or material, or to use any of our patents, except as
expressly permitted in writing by Amazon. Please see the Amazon Business Help Pages for
further detail on Amazon owned or licensed copyrights, trademarks, patents, as well as how
to address concerns about the use of your intellectual property rights by third parties.
14. LICENSE; SOFTWARE. The following Amazon Software Terms and License apply to your
access and use of Amazon Business and all features and software (including any updates or
upgrades to the software) and any related documentation we make available to you in
connection with Amazon Business (the "Amazon Software"). Subject to your compliance
with the Agreement and your payment of any applicable fees, Amazon or its content
providers grant you a limited, non-exdusive, non -transferable, non-sublicensable license to
access and use Amazon Business and Amazon Software. You may not use data mining,
robots, or similar data gathering and extraction tools in connection with Amazon Business,
nor may you download or copy Amazon Business information, including any collection of
product listings, descriptions, reviews, or prices without our consent or for the benefit of
another merchant. The following terms apply to your use of Amazon Software.
14.1. Use of the Amazon Software. You may use Amazon Software solely for purposes of
enabling you to use Amazon Business, as permitted by the Agreement. You may not
incorporate any portion of the Amazon Software into other programs or compile any portion
of it in combination with other programs, or otherwise reproduce, duplicate, copy (except to
exercise rights granted in this section), modify, exploit, create derivative works of, distribute,
sell, resell, assign any rights to, or license the Amazon Software in whole or in part
(including any features of Amazon Business). All software used in Amazon Business is the
property of Amazon or its software suppliers and is protected by U.S. and international
copyright Laws. You may not make any derivative use of Amazon Business without the
express written consent of Amazon.
14.2. Use of Third Party Services. When you use the Amazon Software, you may also be
using the services of one or more third parties, such as a wireless carrier or a mobile
software provider. Your use of these third party services may be subject to the separate
policies, terms of use, and fees of these third parties.
14.3. No Reverse Engineering. You may not reverse engineer, decompile or disassemble,
tamper with, or bypass any security associated with the Amazon Software, whether in whole
or
in part.
14.4. Updates. We may offer automatic or manual updates to the Amazon Software at any
time and without notice to you.
14.5. Government End Users. If you area U.S. Government end user, we are licensing the
Amazon Software to you as a "Commerdal Off -the -Shelf Item" as that term is defined in the
U.S. Code of Federal Regulations (see 48 C.F.R. § 2.101), and the rights we grant you to
the Amazon Software are the same as the rights we grant to all others under this
Agreement.
14.6. Reserved Rights, Termination. All rights not expressly granted to you in the
Agreement are reserved and retained by Amazon or its licensors, suppliers, publishers,
rightsholders, or other content providers. The licenses granted by Amazon terminate if you
do not comply with the Agreement.
14.7. Conflicts. In the event of any conflict between the Agreement and any other Amazon
or third -party terms applicable to any portion of Amazon Software, such as open -source
license terms or specific product feature restrictions that are conveyed to you in the feature
experience, such other terms will control as to that portion of the Amazon Software and to
the extent of the conflict.
15. MISCELLANEOUS.
15.1. Suggestions. If you make any suggestions about Amazon Business or the features
(including any related technology), we will be free to use, disclose, reproduce, modify,
https://www.amazon.com/gp/h.lp/customer/display.html/?nodeld=201613180 4/6
3/26/24, 1:05 PM Amazon Terms and Condition for Registered Business Accounts - Amazon Customer Service
license, transfer and otherwise distribute, and exploit any of the foregoing information or
materials in any manner.
15.2. Assignment. Except in connection with a reorganization, merger, sale, or transfer of
substantially all of your assets (in which cases you must promptly provide written notice
following assignment), you may not assign the Agreement without our prior written consent.
Subject to that restriction, the Agreement will be binding on, inure to, and be enforceable
against the parties and their respective successors and permitted assigns.
15.3. Severability. If any provision of this Agreement is deemed unlawful, void, or for any
reason unenforceable, then that provision will be deemed severable from this Agreement
and will not affect the validity and enforceability of any remaining provisions.
15.4. Waiver. Our failure to enforce your strict performance of any provisions of this
Agreement will not constitute a waiver of our right to enforce such provisions or any other
provision of this Agreement subsequently.
15.5. Conflicts. M the event of any conflict between the Agreement and the Policies, the
Agreement will prevail. In the event of any conflict between the Agreement and the Feature
Terms, the applicable Feature Terms will control.
15.6. Construction. The word "including" will be interpreted without limitation when used in
this Agreement.
15.7. Notices. You consent to receive communications from us electronically, including
through e -mails, text messages, in -app push notices, notices and messages posted on
Amazon Business or in your Message Center and other communications made available to
you on a desktop or mobile device. You agree that all agreements, notices, disclosures, and
other communications that we provide to you electronically satisfy any legal requirement that
such communications be in writing. You may retain copies of all of these communications for
your records. We may also send you notices at the address provided when registering your
Business Account, which you agree is a proper and valid address for any legal or
contractual purpose. If you are sending Amazon a legal or contractual notice, you must
comply with our notice procedures available here.
Last Updated: January 1, 2020
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ACCEPTANCE OF STANDARD BUSINESS ACCOUNTS TERMS AND CONDITIONS, AND
APPROVE AMENDMENT #1 TO STANDARD BUSINESS ACCOUNTS TERMS AND
CONDITIONS FOR COOPERATIVE PURCHASES FOR OFFICE SUPPLIES - AMAZON.COM
SERVICES, LLC
APPROVED AS TO SUBSTANCE:
Department Head, or Elected Official
APPROVED AS TO FUNDING:
Chief Financial Officer, or Controller
APPROVED AS TO FORM:
O.44'71 ,
County Attorney
Contract F
Entity Information
Entity Name*
AMAZON.COM
Contract Name*
AMAZON MARKETPLACE
Contract Status
CTB REVIEW
Entity ID*
@00025730
C) New Entity?
Contract ID
7987
Contract Lead
TTAYLOR
Contract Lead Email
ttaylor@co.weld.co.us
Parent Contract ID
Requires Board Approval
YES
Department Project #
Contract Description *
THIS IS A PARTICIPATIVE AGREEMENT (PA) WITH AMAZON MARKETPLACE TO ALLOW THE USE OF THE RESOURCE.
THE PA INCLUDES AN ADDENDUM THAT ALLOWS SPECIFIC ITEMS WELD COUNTY DESIRES FROM A LEGAL
PERSPECTIVE.
Contract Description 2
ALREADY EXECUTED AND APPROVED BY THE BOARD ON APRIL 1, 2024. KNOWN AS 2024-0750, IN TYLER
Contract Type *
CONTRACT
Amount*
$0.00
Renewable*
YES
Automatic Renewal
YES
Grant
NO
IGA
NO
Department
PURCHASING
Department Email
CM-
Purchasing@weldgov.com
Department Head Email
CM-Purchasing-
DeptHead@weldgov.com
Requested BOCC Agenda Due Date
Date* 03/28/2024
04/01/2024
Will a work session with BOCC be required?*
NO
Does Contract require Purchasing Dept. to be
included?
YES
County Attorney Bid/RFP #*
GENERAL COUNTY NA
ATTORNEY EMAIL
County Attorney Email
CM-
COUNTYATTORNEY@WEL
DGOV.COM
If this is a renewal enter previous Contract ID
If this is part of a MSA enter MSA Contract ID
Note: the Previous Contract Number and Master Services Agreement Number should be left blank if those contracts
are not in OnBase Zoce -D�
Contract Dates
Effective Date Review Date * Renewal Date"
04/01/2024 03/05/2025 05/05/2025
Termination Notice Period Committed Delivery Date Expiration Date
Contact Information
Contact Info
Contact Name Contact Type Contact Email Contact Phone 1 Contact Phone 2
Purchasing
Purchasing Approver Purchasing Approved Date
CONSENT 04/12/2024
Approval Process
Department Head Finance Approver Legal Counsel
TOBY TAYLOR CONSENT CONSENT
DH Approved Date Finance Approved Date Legal Counsel Approved Date
04/12/2024 04/12/2024 04/12/2024
Final Approval
BOCC Approved Tyler Ref #
AG 040124
BOCC Signed Date Originator
TTAYLOR
R
BOCC Agenda Date
04/01/2024
Houstan Aragon
From:
Sent:
To:
Subject:
Follow Up Flag:
Flag Status:
Onbase
Tuesday, October 7, 2025 2:56 PM
CM-ClerktoBoard; Toby Taylor; CM-Purchasing-DeptHead
Fast Tracked Contract ID (9981)
Follow up
Flagged
Contract # 9981 has been Fast Tracked to CM -Contract Maintenance.
You will be notified in the future based on the Contract information below:
Entity Name: AMAZON.COM
Contract Name: AMAZON MARKETPLACE
Contract Amount: $0.00
Contract ID: 9981
Contract Lead: TTAYLOR
Department: PURCHASING
Review Date: 10/1/2026
Renewable Contract: YES
Renew Date: 10/1/2026
Expiration Date:
Tyler Ref #:
Thank -you
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