EX-10.6 6 boeingexhibit106.txt
BOEING PURCHASE CONTRACT PAGE: 1 OF 4 PURCHASE CONTRACT NO: W 311266 DATE: 03/03/2003 SHARED SERVICES GROUP-PUGET SOUND PURCHASE CONTRACT CHANGE NO: 5 BUYER NAME: BRANHAM, LAURA P.O. BOX 3707 CHANGE AFFECTS: ADD UTO12202002 BUYER PHONE: (253)657-6426 MAILSTOP:3U-AA SEATTLE, WA. 98124-2207 ATTN: MATERIAL M/S 3U-AA SUPPLIER NAME: MICHAEL HANISCH TMS INC DBA TMSSEQUOIA PO BOX 1358 STILLWTER OK 74074 SALES TAX STATUS: WA SALES TAX SHIP TO..: NO DELIVERY ATTN: W 311266 PAYMENT REMIT ADDRESS FOB POINT: N/A TMS INC DBA TMSSEQUOIA PO BOX 1358 PAYMENT TERMS: NET 30 STILLWATER OK 74074 PURCHASE CONTRACT SUBJECT TO TERMS AND CONDITIONS: SEE NOTE #1 INCORPORATED HEREIN BY THIS REFERENCE *********************************************************************************************************************************** THIS CONTRACT IS BUYERS OFFER TO SUPPLIER ANY FEDERAL, STATE, LOCAL, OR EXCISE TAXES THE PURCHASE CONTRACT NUMBER, CHANGE NUMBER AND ACCEPTANCE IS LIMITED TO ITS PROVISIONS FOR ARTICLES OR SERVICES OBTAINED BY THIS AND THE APPLICABLE ITEM NUMBER, INCLUDING WITHOUT ADDITION, DELETION, OR OTHER PURCHASE CONTRACT MUST BE IDENTIFIED AS A PART NUMBER AND SERIAL NUMBER MUST APPEAR MODIFICATION. SEPARATE ITEM ON EACH INVOICE SUBMITTED ON EACH INVOICE, PACKING LIST, BILL OF FRIEGHT, POSTAGE, OR SERVICE CHARGES MUST LADING, AND ALL CORRESPONDENCE PERTAINING ALSO BE IDENTIFIED IN THE SAME MANNER. TO THIS PURCHASE CONTRACT. SEND ONE INVOICE COPY TO THE ADDRESS SHOWN ABOVE. ATTENTION ACCOUNTS PAYABLE, UNLESS A PURCHASE CONTRACT NOTE REQUEST INVOICE SUBMITTAL TO ANOTHER ADDRESS. DELIVERY OF ANY GOODS OR PROVIDED SERVICES ALL PAYMENTS SHALL BE MADE NET THIRTY (30) SHALL BE CONCLUSIVE EVIDENCE OF SUPPLIER DAYS AFTER RECEIPT OF A CORRECT INVOICE, ACCEPTANCE OF THIS CONTRACT UNLESSS OTHERWISE AGREED TO IN THE TERMS AND CONDITIONS OF THIS PURCHASE CONTRACT AND/OR PURCHASE CONTRACT CHANGE. IF ACKNOWLEDGEMENT COPY IS ATTACHED IT MUST BE SIGNED AND RETURNED TO THE BUYER (IDENTIFIED ABOVE) WITHIN FIFTEEN (15) DAYS. *********************************************************************************************************************************** 1 BOEING PURCHASE CONTRACT NO: W 311266 CHANGE NO: 5 PURCHASE CONTRACT PAGE: 2 OF 4 ----------------------------------------------------------------------------------------------------------------------------------- ITEM SUB ITEM ORDER TERM DATES BILLING NO NO QUANTITY UM DESCRIPTION START EXPIRE QUANTITY UM UNIT PRICE EXTENDED PRICE 1 1 LT SOFTWARE DEVELOPMENT - COMPANY WIDE 05012002 08312002 1 LT $252,813.00 $252,813.00 ENGINEERING DATA RETRIEVAL SYSTEMS PROJECT (CEDRS) #05232002-A & 05232002-B 2 1 LT XEROX 8830 ROLL FORM PRINTER SUPPORT 08012002 09302002 1 LT $67,650.00 $67,650.00 VERSION: WINDOWS FIXED PRICE SOFTWARE DEVELOPMENT 3 1 LT XEROX 8830 ROLL FORM PRINTER SUPPORT 08012002 09302002 1 LT $39,270.00 $39,270.00 VERSION: UNIX 4 1 LT XEROX 8830 ROLL FORM PRINTER SUPPLY 08012002 12272002 1 LT $950.00 $950.00 COSTS REIMBURSEMENT 5 1 LT XEROX 8830 ROLL FORM PRINTER 08012002 12312002 1 LT $6,790.00 $6,790.00 ASSOCIATED TRAVEL COSTS REIMBURSEMENT 6 1 LT TIME & MATIERALS EFFORTS - 10152002 12272002 1 LT $30,000.00 $30,000.00 ALTERATIONS TO THE PRISM SOFTWARE INCLUDES TRAVEL EXPENSES FOR POSSIBLE TRAVEL TO ST. LOUIS & WICHITA 7 1 LT FIXED PRICE - POSTSCRIPT GENERATOR 10012002 03032003 1 LT $114,180.00 $114,180.00 API FOR CREATING PS OUTPUT - $111,375 PRINT API DEFINITION - $2,805 8 1 LT FIXED PRICE CONTRACT UTO #12202002 10012002 03032003 1 LT $232,650.00 $232,650.00 NEXTGEN REV B NET PURCHASE CONTRACT VALUE $744,303.00 TAX STATEMENT: "THIS PURCHASE IS SUBJECT TO WASHINGTON STATE OR LOCAL LOCAL SALES OR USE TAX" INVOICE PAYMENT: INVOICES FOR SERVICES OR PARTS DELIVERED AGAINST THIS PURCHASE CONTRACT SHALL BE MAILED DIRECTLY TO: BOEING SHARED SERVICES GROUP-PUGET SOUND P.O. BOX 34031 SEATLLE, WA 98124-1031 ATTENTION: ACCOUNTS PAYABLE MAIL STOP 7J-88 2 BOEING PURCHASE CONTRACT NO: W 311266 CHANGE NO: 5 PURCHASE CONTRACT PAGE: 3 OF 4 INVOICE PAYMENT: PHONE (425) 865-4001 APPLICABLE EARLY PAYMENT DISCOUNTS MUST BE CLEARLY MARKED ON THE FACE OF THE INVOICE. ALL INVOICES MUST BE LEGILE FOR SCANNING. IF THE PRINT IS NOT LINED UP PROPERLY, E.G. PRINTING ON THE LINES OR IF THE PRINT IS TOO LIGHT OR TOO DARK, THE FONT IS TOO THICK AND/OR LETTERS AND NUMBERS ARE TOO CLOSE. THE INVOICE IS NOT LEGIBLE. CARBON OR COLORED PAPER OR INVOICES WITH SHADED AREAS DO NOT SCAN WELL. TYPE OR BLACK INK WORKS BEST. NOTES: 1 TERMS AND CONDITIONS: CORPORATE SOFTWARE LICENSE AGREEMENT BETWEEN THE BOEING COMPANY AND TMS, INC. EFFECTIVE 1/11/2000. DEVELOPMENT AGREEMENT BETWEEN THE BOEING COMPANY AND TMS, INC. FOR THE BOEING ENGINEERING DATA RETRIEVAL SYSTEM (CEDRS) PROGRAM, EFFECTIVE JANUARY 11, 2000. 2 BOEING SITE CONTACT: NAME: CARYN HOPKINS MAIL STOP: 11-XR PHONE: 206-655-6228 3 ALL INVOICES SUBMITTED AGAINST THIS PURCHASE CONTRACT MUST BE LABELED "INVOICE" AND MUST CONTAIN: (1) A UNIQUE INVOICE NUMBER AND DATE (2) PURCHASE CONTRACT NUMBER, INCLUDING PREFIX (ONE PURCHASE CONTRACT PER INVOICE ONLY) (3) BILLING AMOUNTS (S), EXTENSION AND NET OF DISCOUNTS BY ITEM (4) INVOICE SUBTOTAL WHICH EXCLUDES SALES OR USE TAX (5) TAX AMOUNTS BY STATE IF TAXABLE (6) INVOICE TOTAL COPIES OF FREIGHT CARRIER INVOICES MUST ACCOMPANY ALL INVOICES BILLING FOR ACTUAL FREIGHT CHARGES. APPLICABLE EARLY PAYMENT DISCOUNTS MUST BE CLEARLY MARKED ON THE FACE OF THE INVOICE. INVOICES MUST BE MAILED DIRECTLY TO: BOEING SHARED SERVICES GROUP (PUGET SOUND) P.O. BOX 34031 SEATTLE, WA 98124-1031 3 BOEING PURCHASE CONTRACT NO: W 311266 CHANGE NO: 5 PURCHASE CONTRACT PAGE: 4 OF 4 NOTES: ATTENTION: ACCOUNTS PAYABLE MAIL STOP 7J-88 PHONE NUMBER (425) 865-4001 SUPPLIER UNDERSTANDS AND AGREES THAT BOEING APPROVAL AND PAYMENT OF ANY SUPPLIER'S INVOICES AGAINST THIS CONTRACT IS NOT TO BE CONSTRUED AS ANY TYPE OF ACCEPTANCE OF THE PRICES/RATES INCLUDED THERON. PAYMENT OF SELLER'S INVOICES SHALL BE MADE SUBJECT TO ADJUSTMENT FOR ANY AMOUNT SUBSEQUENTLY FOUND TO HAVE BEEN IMPROPERLY INVOICED. 4 A WRITTEN ACKNOWLEDGEMENT OF THIS PURCHASE CONTRACT IS REQUIRED TO BE RETURNED TO THE BUYER NO LATER THAN FIFTEEN (15) DAYS AFTER RECEIPT OF THIS CONTRACT. 5 PURCHASE CONTRACT CHANGE #1 IS ISSUED TO ADD ITEMS 1-4 FOR THE ADDITION OF THE XEROX ROLL FORM PRINTER REQUIREMENTS. 6 PURCHASE CONTRACT CHANGE #2 IS ISSUED TO ADD ITEM NUMBER 6 FOR THE TIME & MATERIALS EFFORTS TO ALTER THE PRISM SOFTWARE TOOL. NOT-TO-EXCEED. 7 PURCHASE CONTRACT CHANGE #3 IS ISSUED TO ADD ITEM NUMBER 7 FOR THE POSTSCRIPT GENERATOR FIXED PRICE API FOR CREATING POSTSCRIPT OUTPUT AND PRINT API DEFINITION ITEMS. 8 PURCHASE CONTRACT CHANGE #4 IS ISSUED TO REVISE THE DOLLAR AMOUNT ON LINE ITEM #5 TO ACCOMMODATE ADDITIONAL TRAVEL CHARGES, AND REVISE THE END DATE OF LINE ITEM #7 TO REFLECT REVISED PROJECT SCHEDULES. 9 PURCHASE CONTRACT CHANGE #5 IS ISSUED TO ADD LINE ITEM #8 FOR THE FIXED PRICE CONTRACT OF UTO #12202002 NEXTGEN REV B. 4