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HomeMy Public PortalAbout076-2017 - RSD- Mason Engineering refurbish wash sysytemA,."FmFNr ORIGINAL THIS AGREEMENT made and entered into this ZT""day of June, 2017, by and between the City of Richmond, Indiana, a municipal corporation acting by and through its Board of Sanitary Commissioners (hereinafter referred to as the "City") and Mason Engineering and Construction, Inc., 5720 Huguenard Road, Fort Wayne, Indiana 46818 (hereinafter referred to as the "Contractor"). SECTION L STATEMENT AND SUBJECT OF WORK City hereby retains Contractor to refurbish the True Grit Wash System, which refurbishing includes the Parkson Certified Rebuild OEM Parts and Supervision as well a new Smith and Loveless Model 67C174-300 250 GPM Ni-Hard Grit Concentrator. A Request for Quote was made by City, which is on file in the office of the Department of Sanitation for the City of Richmond, consisting of one (1) typewritten pages, which is attached hereto and incorporated by reference herein as Exhibit "A". The response of Contractor to said Request for Quote is attached hereto and incorporated herein by reference as Exhibit `B". Should any provisions, terms, or conditions contained in any of the documents attached hereto as Exhibits, or in any of the documents incorporated by reference herein, conflict with any of the provisions, terms, or conditions of this Agreement, this Agreement shall be controlling. The Contractor shall furnish all labor, material, equipment, and services necessary for the proper completion of all work specified. No performance of services shall commence until the following has been met: 1. The City is in receipt of any required certificates of insurance and/or warranties; 2. The City is in receipt of any required affidavit signed by Contractor in accordance with Indiana Code 22-5-1.7-11(a)(2);and 3. A purchase order has been issued by the Purchasing Department. SECTION II. STATUS OF CONTRACTOR Contractor shall be deemed to be an independent contractor and is not an employee or agent of the City of Richmond. The Contractor shall provide, at its own expense, competent supervision of the work. SECTION III. COMPENSATION City shall pay Contractor for its services an amount not to exceed Fifty Thousand Eight Hundred Fifty -Eight Dollars and No Cents ($50,858.00). Contract No. 76 -2017 Page 1 of 6 SECTION IV. TERM OF AGREEMENT This Agreement shall become effective when signed by all of the parties hereto and shall conclude as soon as possible but in any event no later than December 31, 2017. Notwithstanding the term of this Agreement, City may terminate this Agreement in whole or in part, for cause, at any time by giving at least five (5) working days written notice specifying the effective date and the reasons for termination which shall include but not be limited to the following: a. failure, for any reason of the Contractor to fulfill in a timely manner its obligations under this Agreement; b. submission of a report, other work product, or advice, whether oral or written, by the Contractor to the City that is incorrect, incomplete, or does not meet reasonable professional standards in any material respect; c. ineffective or improper use of funds provided under this Agreement; d. suspension or termination of the grant funding to the City under which this Agreement is made; or e. unavailability of sufficient funds to make payment on this Agreement. In the event of such termination, the City shall be required to make payment for all work performed prior to the date this Agreement is terminated, but shall be relieved of any other responsibility herein. This Agreement may also be terminated, in whole or in part, by mutual Agreement of the parties by setting forth the reasons for such termination, the effective date, and in the case of partial termination, the portion to be terminated. SECTION V. INDEMNIFICATION AND INSURANCE Contractor agrees to obtain insurance and to indemnify the City for any damage or injury to person or property or any other claims which may arise from the Contractor's conduct or performance of this Agreement, either intentionally or negligently; provided, however, that nothing contained in this Agreement shall be construed as rendering the Contractor liable for acts of the City, its officers, agents, or employees. Contractor shall as a prerequisite to this Agreement, purchase and thereafter maintain such insurance as will protect it from the claims set forth below which may arise out of or result from the Contractor's operations under this Agreement, whether such operations by the Contractor or by any sub -contractors or by anyone directly or indirectly employed by any of them, or by anyone for whose acts the Contractor may be held responsible. Coverage Limits A. Worker's Compensation & Statutory Disability Requirements B. Employer's Liability $100,000 C. Comprehensive General Liability Page 2 of 6 Section 1. Bodily Injury Section 2. Property Damage D. Comprehensive Auto Liability (if applicable) Section 1. Bodily Injury Section 2. Property Damage $1,000,000 each occurrence $2,000,000 aggregate $1,000,000 each occurrence $1,000,000 each person $1,000,000 each occurrence $1,000,000 each occurrence E. Comprehensive Umbrella Liability $1,000,000 each occurrence $2,000,000 each aggregate SECTION VI. COMPLIANCE WITH WORKER'S COMPENSATION LAW Contractor shall comply with all provisions of the Indiana Worker's Compensation law, and shall, before commencing work under this Agreement, provide the City a certificate of insurance, or a certificate from the industrial board showing that the Contractor has complied with Indiana Code Sections 22-3-2-5, 22-3-5-1 and 22-3-5-2. If Contractor is an out of state employer and therefore subject to another state's worker's compensation law, Contractor may choose to comply with all provisions of its home state's worker's compensation law and provide the City proof of such compliance in lieu of complying with the provisions of the Indiana Worker's Compensation Law. SECTION VII. COMPLIANCE WITH INDIANA E-VERIFY PROGRAM REQUIREMENTS Pursuant to Indiana Code 22-5-1.7, Contractor is required to enroll in and verify the work eligibility status of all newly hired employees of the contractor through the Indiana E-Verify program. Contractor is not required to verify the work eligibility status of all newly hired employees of the contractor through the Indiana E-Verify program if the Indiana E-Verify program no longer exists. Prior to the performance of this Agreement, Contractor shall provide to the City its signed Affidavit affirming that Contractor does not knowingly employ an unauthorized alien in accordance with IC 22-5-1.7-11 (a) (2). In the event Contractor violates IC 22-5-1.7 the Contractor shall be required to remedy the violation not later than thirty (30) days after the City notifies the Contractor of the violation. If Contractor fails to remedy the violation within the thirty (30) day period provided above, the City shall consider the Contractor to be in breach of this Agreement and this Agreement will be terminated. If the City determines that terminating this Agreement would be detrimental to the public interest or public property, the City may allow this Agreement to remain in effect until the City procures a new contractor. If this Agreement is terminated under this section, then pursuant to IC 22-5-1.7-13 (c) the Contractor will remain liable to the City for actual damages. SECTION VIII. IRAN INVESTMENT ACTIVITIES Pursuant to Indiana Code (IC) 5-22-16.5, Contractor certifies that Contractor is not engaged in investment activities in Iran. In the event City determines during the course of this Agreement that this certification is no longer valid, City shall notify Contractor in writing of said determination and shall give contractor ninety (90) days within which to respond to the written notice. In the event Contractor fails to demonstrate to the City that the Contractor has ceased investment activities in Iran within ninety (90) days after the written notice is given to Page 3 of 6 the Contractor, the City may proceed with any remedies it may have pursuant to IC 5-22- 16.5. In the event the City determines during the course of this Agreement that this certification is no longer valid and said determination is not refuted by Contractor in the manner set forth in IC 5-22-16.5, the City reserves the right to consider the Contractor to be in breach of this Agreement and terminate the agreement upon the expiration of the ninety (90) day period set forth above. SECTION IX. PROHIBITION AGAINST DISCRIMINATION A. Pursuant to Indiana Code 22-9-1-10, Contractor, any sub -contractor, or any person acting on behalf of Contractor or any sub -contractor shall not discriminate against any employee or applicant for employment to be employed in the performance of this Agreement, with respect to hire, tenure, terms, conditions or privileges of employment or any matter directly or indirectly related to employment, because of race, religion, color, sex, disability, national origin, or ancestry. B. Pursuant to Indiana Code 5-16-6-1, the Contractor agrees: That in the hiring of employees for the performance of work under this Agreement of any subcontract hereunder, Contractor, any subcontractor, or any person acting on behalf of Contractor or any sub -contractor, shall not discriminate by reason of race, religion, color, sex, national origin or ancestry against any citizen of the State of Indiana who is qualified and available to perform the work to which the employment relates; 2. That Contractor, any sub -contractor, or any person action on behalf of Contractor or any sub -contractor shall in no manner discriminate against or intimidate any employee hired for the performance of work under this Agreement on account of race, religion, color, sex, national origin or ancestry; That there may be deducted from the amount payable to Contractor by the City under this Agreement, a penalty of five dollars ($5.00) for each person for each calendar day during which such person was discriminated against or intimidated in violation of the provisions of the Agreement; and 4. That this Agreement may be canceled or terminated by the City and all money due or to become due hereunder may be forfeited, for a second or any subsequent violation of the terms or conditions of this section of the Agreement. C. Violation of the terms or conditions of this Agreement relating to discrimination or intimidation shall be considered a material breach of this Agreement. SECTION X. RELEASE OF LIABILITY Contractor hereby agrees to release and hold harmless the City and all officers, employees, or agents of the same from all liability which may arise in the course of Contractor's performance of its obligations pursuant to this Agreement. SECTION XI. MISCELLANEOUS This Agreement is personal to the parties hereto• and neither party may assign or delegate any of its rights or obligations hereunder without the prior written consent of the other party. Any such delegation or assignment, without the prior written consent of the other party, shall be null and Page 4 of 6 void. This Agreement shall be controlled by and interpreted according to Indiana law and shall be binding upon the parties, their successors and assigns. This document constitutes the entire Agreement between the parties, although it may be altered or amended in whole or in part at any time by filing with the Agreement a written instrument setting forth such changes signed by both parties. By executing this Agreement the parties agree that this document supersedes any previous discussion, negotiation, or conversation relating to the subject matter contained herein. This Agreement may be simultaneously executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument. The parties hereto submit to jurisdiction of the courts of Wayne County, Indiana, and any suit arising out of this Contract must be filed in said courts. The parties specifically agree that no arbitration or mediation shall be required prior to the commencement of legal proceedings in said Courts. By executing this Agreement, Contractor is estopped from bringing suit or any other action in any alternative forum, venue, or in front of any other tribunal, court, or administrative body other than the Circuit or Superior Courts of Wayne County, Indiana, regardless of any right Contractor may have to bring such suit in front of other tribunals or in other venues. Any person executing this Contract in a representative capacity hereby warrants that he/she has been duly authorized by his or her principal to execute this Contract. In the event of any breach of this Agreement by Contractor, and in addition to any other damages or remedies, Contractor shall be liable for all costs incurred by City in its efforts to enforce this Agreement, including but not limited to, City's reasonable attorney's fees. In the event that an ambiguity, question of intent, or a need for interpretation of this Agreement arises, this Agreement shall be construed as if drafted jointly by the parties, and no presumption or burden of proof shall arise favoring or disfavoring any party by virtue of the authorship of any of the provisions of this Agreement. IN WITNESS WHEREOF, the parties have executed this Agreement at Richmond, Indiana, as of the day and year first written above, although signatures may be affixed on different dates. "CITY" THE CITY OF RICHMOND, INDIANA by and through its Board of Sani Commissioners By: ue Miller, President By: — man Baks - rest ent By - Are aZembe�r � D. "CONTRACTOR" MASON ENGINEERING AND CONSTRUCTION, INC. By: Printed: Daniel R. Mason Title: President Date: ? / -7 Page 5of6 APPROVED: DIVid M. Snov l�r City of Richm d, Indiana Date: ©G -1'� ('f Page 6 of 6 PRICE REQUEST p D 1{ A Z u o * I �h A � -'M OF RICHMOND DEPARTMENT OF SANITATION 2380 LIBERTYAVENUE.RICHMOND, EMIANA47374 PHONE (765) 983-7450.FAX (765) 962-2669 THIS IS NOT AN ORDER VENDOR INSTRUCTIONS This is a request for a price for the services of materials described below. Any additional specifications may be attached hereto. This is NOT an order and the City reserves the right to accept all or part, or decline the entire proposal. Please complete your full name and phone number below with signature; itemize all prices and charges where requested; and attach any explanation for any substitution to specifications altered. Return in a sealed envelope, in care of Richmond Sanitary District Board of Commissioners to the administration building at the address above by the specified date and time to be considered. DATE: REPLY MUST BE IN BY: PAYMENT TERMS: DELIVERY REQUIRED: May 9, 2017 May 23, 2017 by 10:00AM UPON RECEIPT OF INVOICE DELIVERED DESCRIPTION This is a request for proposals for the rehab of a True Grit Wash. and Removal System. Please see attached specifications. All E-Verify requirements will apply to this quote. Please include a Certificate of Insurance and Warranty Information. Return the quote in a sealed envelope addressed to: Richmond Sanitary District Denise Johnson, Customer Svc Mgr 2380 Liberty Avenue Richmond, IN 47374 Re: Rehab of True Grit Wash System If you have any questions please call Jeff Lohmoeller at 765-983-7464. i NAME OF FIRM QUOTING: AUTHORIZED BY SIGNATURE TITLE DATE PHONE NUMBER Affidavit of Employment Eligibility Verification The Contractor, , affirms under the penalties of perjury that Contractor does not knowingly employ an unauthorized alien. If Contractor is self-employed and does not employ any employees, Contractor verifies he or she is a United States citizen or qualified alien. The Contractor has not knowingly employed or contracted with an unauthorized alien and shall not retain an employee or contract with a person that the Contractor subsequently learns is an unauthorized alien. Pursuant to Indiana Code 22-5-1.7, Contractor has enrolled in and verified the work eligibility status of all newly hired employees of the contractor through the Indiana E- Verify program. The Contractor, has required Contractor's subcontractors to certify to the Contractor that the subcontractor does not knowingly employ or contract with an unauthorized alien and that the subcontractor has enrolled and is participating in the E-Verify program. The Contractor will maintain this certification throughout the duration of the term of a contract with a subcontractor. I hereby verify under the penalty of perjury that the foregoing statement is true. Dated this day of , 20, (signature) (printed name) MAN INVESTMENT ACTIVITIES Pursuant to Indiana Code (IC) 5-22-16.5, Contractor certifies that Contractor is not engaged in investment activities in Iran. In the event City determines during the course of this Agreement that this certification is no longer valid, City shall notify Contractor in writing of said determination and shall give contractor ninety (90) days within which to respond to the written notice. In the event Contractor fails to demonstrate to the City that the Contractor has ceased investment activities in Iran within ninety (90) days after the written notice is given to the Contractor, the City may proceed with any remedies it may have pursuant to IC 5-22-16.5. In the event the City - determines during the course of this Agreement that this certification is no longer valid and said determination is not refuted by Contractor in the manner set forth in IC 5-22-16.5, the City reserves the right to consider the Contractor to be in breach of this Agreement and terminate the agreement upon the expiration of the ninety (90) day period set forth above. 3o��� Richmond Sanitary District Request for Quote RSD — True Grit Wash System Background The Richmond Sanitary District will be requesting quotes for reconditioning of our True Grit Wash and Removal System. This unit is approximately 12 years ago and has surpassed its life expectancy. ITEM # 1 The Unit Model #TGR400. Unit #760122. 1. A The following parts are recommended for the replacement on one unit. Reconditioning will consist of the following (per unit): • Water Spray Subassembly 1 • Drive Subassembly 1 • Agitator Drive Subassembly 1 • Agitator Subassembly 1 • Spiral Subassembly 1 • Nameplates A/R • Labels A/R Request Furnish all supervision, labor, material, tools, parts and equipment as required for reconditioning of the existing True Grit System. This unit can only be down 5 days max. Scope of Work 1. Shutdown unit RSD will disconnect electric and lock -out tag -out. 2. Contractor will remove, clean/power wash the unit and place it where there is ample room to rebuild unit. 3. Installation of new parts listed in {I Al above. 4. Parts should be shipped F.O.B. Destination, freight allowed to jobsite. 5. Contractor will reinstall unit. 6. RSD personnel will wire unit and remove lock -out tag -out. 7. Contractor will test run unit and perform test of unit with RSD personnel. *Warranties, contractor must utilize Parkson Supervision for RSD to received warranty on the Parkson OEM parts. This to be included in cost of this project. We also want a quote on a New Pista Grit Concentrator: Smith & Loveless Model 67C174-300 250GPM Ni-Hard grit concentrator PROPOSAL SHEET Parkson Certified Rebuild Wash System On Site with OEM Parts. Cost of this service: Smith & Loveless Model 67C174-300 250GPM Ni-Hard grit concentrator $ Name of Contractor Quoting Person Quoting repair and title: Price Firm for: Time frame for Repair: • CERTIFICATE OF INSURANCE INCLUDED ( must meet the City of Richmond, IN requirements with City of Richmond as the Certificate holder) YES NO • &VERIFICATION FORM FILLED OUT: YES NO • IRAN INVESTMENT: YES NO • WARRANTY INFORMATION: YES NO Please refer any questions on this project to: Jeff Lohmoeller at office number 765-983-7464 or cell number 765-993-2670 Thank you, Jeff Lohmoeller WWTP/Maintenance Mgr. Richmond Sanitary District Request for Quote RSD — True Grit Wash System Background The Richmond Sanitary District will be requesting quotes for reconditioning of our True Grit Wash and Removal System. This unit is approximately 12 years ago and has surpassed its life expectancy. ITEM # 1 The Unit Model #TGR400. Unit #760122. 1. A The. following Darts are recommended for the replacement on one unit. Reconditioning will consist of the following (per unit): • Water Spray Subassembly 1 • Drive Subassembly 1 • Agitator Drive Subassembly 1 • Agitator Subassembly 1 • Spiral Subassembly 1 • Nameplates A/R • Labels A/R Request Furnish all supervision, labor, material, tools, parts and equipment as required for reconditioning of the existing True Grit System. This unit can only be down 5 days max. Scope of Work 1. Shutdown unit RSD will disconnect electric and lock -out tag -out. 2. Contractor will remove, clean/power wash the unit and place it where there is ample room to rebuild unit. 3. Installation of new parts listed in { lA} above. 4. Parts should be shipped F.O.B. Destination, freight allowed to jobsite. 5. Contractor will reinstall unit. 6. RSD personnel will wire unit and remove lock -out tag -out. 7. Contractor will test run unit and perform test of unit with RSD personnel. *Warranties, contractor must utilize Parkson Supervision for RSD to received warranty on the Parkson OEM parts. This to be included in cost of this project. We also want a quote on a New Pista Grit Concentrator: Smith & Loveless Model 67C174-300 250GPM Ni-Hard grit concentrator i Parkson Certified Rebuild Wash System On Site with OEM Parts. Cost -of this service: $ /3 / 00 Smith & Loveless Model 67CI74-300 250GPM Ni-Hard grit concentrator $ (0. Name of Contractor Quoting M0,50in laalyi'uylas &VV_A C0)tS` h)-J-(Qn . Person Quoting repair and title: J"eA V AA61"Suv) Ptd e-VIA Price Firm for: J 0 _ l;sgi m --� 1 AICI i�iOS Qloa oe i Time.frame for Repair: • CERTIFICATE OF INSURANCE INCLUDED ( must meet the City of Richmond, IN requirements with City of Richmond as the Certificate older) + 0mi5:sjv V1 jj�5u reu�ce 15 nv+ YES NO vied bu-k co-n be pnv1ded 0-+ c00i-havY—i Cos+:= • &VERIFICATION FORM FILLED OUT: YES NO • IRAN INVESTMENT: YES � NO • WARRANTY INFORMATION: YES NO 4Park50A '64Qo-b -Please refer any questions on this project to: Jeff Lobmoeller at office number 765-983-7464 or cell number 765-993-2670 Thank you, Jeff Lobmoeller WWTP/Mai_ntenance Mgr. CiiPnt#- 119641 MASONENG ACORD. CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) 5/19/2017 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER ON[ Risk Partners, Inc. P.O. BOX 1705 FortWayne, IN 46801-1705 260 625-7500 CT C ME: NAME: NTAConnie J. Messer PHONE 574314-9190 IC Ext : AlC, No A/C No - ADDRESS: connie.messer@onirisk.com INSURER(S) AFFORDING COVERAGE NAIC# INSURERA: Hanover Insurance Co. INSURED Mason Engineering and Construction, Inc 5720 Huguenard Road Fort Wayne, IN 46818 INSURER B : INSURER C• INSURER D INSURER E INSURER F . cnvaoera-Gc rFRTIFIrOTF NUMRFR: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDLSUBR INSR WVD POLICY NUMBER POLICY EFF MM/DD POLICY EXP MM/DD LIMITS A GENERAL LIABILITY X COMMERCIALGENERA�LUABIUTY r- CLAIMS-MADE L --1 OCCUR Z7WA82445700 1/01/2017 01101/201E EACH OCCURRENCE $1,000,000 FREMISESTOMEMDnce $100000 MED EXP (Any one person) $1 O 000 PERSONAL BADVINJURY $1,000,000 GENERAL AGGREGATE $2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PE O LOC PRODUCTS-COMP/OPAGG $2,000,000 $ A AUTOMOBILE LIABILITY X ANY AUTO ALL OWNED SCHEDULED AUTOS AUTOS NON -OWNED X HIRED AUTOS Ix AUTOS AWWA808250 1101/2017 01/011201 E01denSINGLELIMiT $1,000,000 BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ Per amidPERe DAMAGE $ $ A IUMBRELLA LIAR EXCESS LIAB X OCCUR CLAIMS -MADE U7WA808205 0110112017 01/0112018 EACH OCCURRENCE $6 000 000 AGGREGATE $6 000 000 , DED I X1 RETENTION $O $ A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE YIN OFFICER/MEMBER EXCLUDED? N (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below N I A VVMA808235 1/01/2017 01/01/201 X WC Y LIMIT OTH- E.L. EACH ACCIDENT $500000 E.L. DISEASE- EA EMPLOYEE $500 000 E.L. DISEASE- POLICY LIMIT $500,000 DESCRIPTION OF OPERATIONS I LOCATIONS / VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space is required) Re: Rehab of True Grit Wash System City of Richmond Department of THE SHOULD EXPIRATIONDATEDATE ABOVE THEREOF DESCRIBED NOTICEES WIBLL BE CANCELLEDBEFORE N Sanitation ACCORDANCE WITH THE POLICY PROVISIONS. 2380 Liberty Avenue Richmond, IN 47374 AUTHORIZED REPRESENTATIVE C V 9 U00-LIT u Aklumu Vvr[rvrvw r wlv. r tl I Nyuw . ooc, .— ACORD 25 (2010105) 1 of 1 The ACORD name and logo are registered marks of ACORD #S1459839IM13886540 i/ JI FCMES Affidavit of Employment Eligibility Verification The Contractor, Mason � �� G as � � ► ' ► affirms under the penalties of per ury that Contractor does not knowingly employ an unauthorized alien. If Contractor is self-employed and does not employ any employees, Contractor verifies he or she is a United States citizen or qualified alien.. The Contractor has not knowingly employed or contracted with an unauthorized alien and shall not retain an employee or contract with a person that the Contractor subsequently learns is an unauthorized alien. Pursuant to Indiana Code 22-5-1.7, Contractor has enrolled in and verified the work eligibility status of all newly hired employees of the contractor through the Indiana E- Verify program. The Contractor has required Contractor's subcontractors to certify to -the Contractor that the subcontractor does not knowingly employ or contract with an unauthorized alien and that the subcontractor has enrolled and is participating in the E-Verify program. The Contractor will maintain this certification throughout the duration of the term of a contract with a subcontractor. I hereby verffy under the penally of perjury that the foregoing statement is true. Dated this of Mp�q , 20 C 1. (signature) - -bom �e_I R. (printed name) `'�'` o-r� Affidavit Regarding Contractors Doing Business with the Government of Iran Pursuant to Indiana Code 5-22-16.5, CONTRACTOR entering into a Contract with OWNER is required to certify they are not engaged in business with the Government of Iran, as defined in IC 5-22-16.5. The undersigned, on behalf of CONTRACTOR, being first duly sworn, deposes and states that CONTRACTOR is not disqualified because of the requirements of IC 5-22-16.5. (CONTRACTOR): By (Written Signature): (Printed Name):tn (Title): Tr--€'S t CA etn� CDvt.S41A,k- t a n . -7—VV C- Important- Notary Signature and Seal Required in the Space Below STATE OF Jt�of la - SS: COUNTY OF Ai �-e-tn Subscribed and sworn to before me this W " `day of 201-7. My Commission expires: z 1 ZD2--1 (Signed)f�'-'f Residing in ��' County, State of Ty cam' O-VA fear Sr ri Treating Water Right Standard Conditions of Sale I. GENERAL: All references to Parkson (or any derivative thereof) shall mean Parkson Corporation and all references to Buyer shall mean the customer named in a purchase order, quotation or proposal (collectively referred to herein as "quotation'). All quotations from Parkson shall be considered solicitations of offers and all purchase orders placed by Buyer shall be considered offers, which can only be accepted in writing by Parkson. Buyer shall either sign Parkson's quotation, or in the alternative, issue a non -conflicting purchase order containing necessary information, such as site name, price schedule, type and quantity of product, requested delivery date and delivery instructions. Parkson hereby objects to acid rejects any and all additional or different terms proposed by Buyer, whether contained in Buyers request for quotation, purchase order, purchasing or shipping release forms. Notwithstanding any terms or conditions that may be included in Buyers purchase order form or other communications, Parkson's acceptance is conditional upon Buyer's assent to the terms and conditions set forth herein. It is agreed that sales are made only on the terms and conditions herein and any other terms or conditions shall not become a part of the agreement unless expressly agreed to in writing by Parkson. Parkson's failure to object to any terms or conditions contained in Buyers purchase order or other communication shall not be deemed to be acceptance of such terms or conditions. These terms and conditions shall be deemed incorporated (as though set forth in full) into any agreement entered into between Parkson and Buyer unless otherwise noted in writing. Parkson reserves the right, without any increase in price, to modify the design and specifications of Parkson products, provided that the modification does not adversely affect the original performance specifications as specified by Parkson or as requested by Buyer. Shipments, deliveries and performance of work shall at all times be subject to the approval of Parkson's Credit Department. Parkson may at any time decline to make any shipment or delivery or perform any work except upon receipt of payment or security or upon terms and conditions satisfactory to Parkson. II. PRICES, TERMS OF PAYMENT & TAXES: (a) PRICES: Unless expressly stated to be firm for a definite period, Parkson's offers are subject to change without notice, and in all cases are subject to withdrawal ai any time before acknowledgment by Buyer. Quoted prices are firm for only thirty (30) days. Orders placed after thirty (30) days are subject to price increases in Parkson's sole discretion: Prices on'acknowledged orders are firm for the agreed upon delivery time. Customer requests to extend originally agreed upon delivery date(s) will be subject to price escalation. If a price is stated in the quotation, it is based upon shipment of the quantities and quality requested by Buyer and on the basis of Parkson's internal delivery schedule at the time of preparation of said quotation. (b) TERMS OF PAYMENT: Payments against invoices shall be due and payable thirty (30) days from the date of delivery to a carrier, or upon receipt of an invoice from Parkson, whichever first occurs. If in Parkson's opinion, Buyers financial condition does not justify continuation of production or shipment on the terms of payment specified, Parkson may, upon written notice to Buyer, cancel or suspend -any outstanding. order or part thereof, unless Buyer shall prompfly pay for all goods delivered or shall make advance payments to Parkson as it, at its option, shall determine. If Buyer delays shipment for any reason, date of readiness for shipment snail be deemed to be the date of shipment for payment purposes. If Buyer delays manufacture for any reason, a payment shall be made based on purchase price and percentage of completion, with the balance payable in accordance with the terms as stated. If payments are not made in conformance with the terms stated herein, the contract price shall, without prejudice to Parkson's right to immediate payment, be increased by 1'Y2% per month on the unpaid balance, not to exceed the maximum amount permitted by law. If at any time in Parkson's judgment Buyer may be or may become unable or unwilling to meet the terms specified herein, Parkson may require satisfactory assurance or full or partial payment as a condition to commencing, or continuing manufacture, or in advance of shipment. (c) TAXES: Except for the amount, if any, of tax stated in a Parkson quotation, the prices set forth therein are exclusive of any amount for federal, state, local, excise, sales, use, property, in -country, import, VAT or similar taxes or duties. Such prices also exclude permit, license, customs and similar fees levied upon shipment of Parkson products. III. SHIPMENTISTOIRAGE: (a) SHIPMENT: The anticipated shipment date(s) set forth in the quotation is/are approximate and subject to change. Notwithstanding other limitations set forth by Parkson, Parkson shall not be liable for any delays in shipment which are caused by events beyond the control of Parkson including, but not limited to, delays caused by inaccurate or incomplete data, changes or revisions in the work to be performed, tardy approval of drawings by Buyer, acts of Buyer or Buyer's agent, Force Majeure, accidents, strikes, inability to obtain labor or materials, or delay in transportation. Parkson shall have the right to extend the anticipated shipment date for up to ten (10) business days, for any reason, provided Parkson shall give Buyer written notice of such delay prior to the scheduled shipping date. Buyers order will be crated'for domestic truck shipment and Parkson assumes no responsibility for loss of, or damage to, the equipment following delivery to a carrier, who shall be deemed to be acting as agent for Buyer, and the equipment shall thereafter be at the Buyers sole risk. It is Parkson's policy to ship its equipment "Bill Collect," and the carrier will mail its invoice(s) directly to Buyers billing address, unless otherwise agreed to in writing. (b) STORAGE: Once Buyer has been notified that its order is ready for shipment, if Buyer requests that the order (in whole or in part) not be shipped until a later date, the equipment will be segregated from other inventory and Buyer shall execute Parkson's Transfer of Title form evidencing transfer of title and transfer of risk of loss from Parkson to Buyer pursuant to Section IV below. In the event that Buyer shall refuse to execute Parkson's Transfer of Title form and/or if the fabricator is unable to withstand storage of the equipment, Parkson shall have the right, at its sole discretion, to transfer the equipment to an intermediate storage facility, all at Buyer's cost, whereby transfer of title and risk of loss will be deemed to pass, pursuant to Section IV below, when the products are delivered to the carrier at the factory. All costs associated with shipping the equipment to said storage facility or from said storage facility to the job site (or any other site requested by Buyer) shall be the responsibility of Buyer. Buyer shall reimburse Parkson upon demand for any costs incurred by Parkson in connection with said storage, including without limitation, steps taken to protect the equipment from the elements, transport, storage facility fees, insurance, etc. Any delay in shipment requested or caused by Buyer or its agents will not affect the Terms of Payment above. IV. TITLE & RISK OF LOSS: Parkson's prices are F.O.B. Parkson's Factory and are exclusive of taxes, shipping, handling and insurance. Title to all equipment and risk of loss, deterioration or damage shall pass to Buyer upon delivery to a carrier; except that a security interest in the equipment or any replacement shall remain in Parkson's name, regardless of mode of attachment to realty or other property, until the full purchase price has been received by Parkson. Buyer agrees to do all acts necessary to perfect and maintain said security interest, and to protect Parkson's interest by adequately insuring the products against loss or damage from any external cause, including during any storage or transport, with Parkson named as insured or co-insured. t of 4 CNF-010 Rev C — February 2008 Par s®ri Treating Water Right Any claim by Buyer against Parkson for shortage or damage occurring prior to delivery must be made in writing within ten (10) calendar days after receipt of shipment and accompanied by an original transportation bill signed by the carrier noting that carrier received goods from Parkson in the condition claimed. Parkson shall have the right to ship all goods at one time or in portions, within the time for shipping provided in such order, unless specifically requested in writing by the Buyer that these shipments be made in total. Any shipments returned to Parkson as a -result of Buyer's unexcused delay or ..failure to accept delivery will require Buyer to pay all additional costs incurred by Parkson, including any storage costs as set forth in .Section III above. - V. ERECTION: Unless otherwise agreed in writing, products are assembled, installed and/or erected by and at the full expense of Buyer. VI. CANCELLATION & BREACH: Buyer agrees that Parkson products are specially manufactured goods that are not suitable for sale to others in the ordinary course of business. Therefore, purchase orders placed with Parkson cannot be canceled without recourse, nor shipments..of goods made up, or in process, be deferred beyond the original shipment dates specified, except with Parkson's written consent and upon terms which shall indemnify Parkson against all loss. In the event of cancellation or the substantial breach of the agreement between Buyer and Parkson, including without limitation, failing to make payment when due, Buyer agrees that Parkson will suffer serious and substantial damage which will be difficult, if not impossible, to measure, both at the time of entering the agreement and as of the time of such cancellation or breach. Therefore, the parties agree that upon such cancellation or breach, the Buyer shall pay to Parkson the sums set forth below which Parkson and Buyer do hereby agree shall constitute agreed and liquidated damages in such event: a. If cancellation or breach shall occur after the acceptance of the purchase order but prior to mailing of general arrangement drawings by Parkson to Buyer, liquidated damages shall be 10% of the selling price. b. If cancellation or breach shall occur within thirty (30) days from the mailing of general arrangement drawings by Parkson to Buyer, the liquidated damages shall be 30% of the selling price. c. If the cancellation or breach occurs after thirty (30) days from the mailing of general arrangement -drawings by Parkson to Buyer, but prior to notification that the order is ready for shipment, the liquidated damages shall be -the total of 30% of the selling price plus the expenses incurred, cost of material, and reasonable value of the work expended to fill the respective order by Parkson's engineers and other employees, agents and representatives after the mailing of general arrangement drawings by Parkson to Buyer. All sums will be determined at the sole reasonable discretion of Parkson provided, however, that the total liquidated damages under this -provision shall not exceed the total selling price. - d.. If cancellation or breach shall occur. after Parkson has notified Buyer that the order is ready for shipment, then the liquidated damages shall be the total selling price. - VII. DRAWINGS & SPECIFICATIONS: In the event that drawings are sent to -Buyer for -approval after an order -is: placed,lhe drawings must be returned marked "Approved" or "Approved As Noted" within twenty (20) calendar days after receipt unless otherwise noted: An the - event- that Buyer's written comments are not given within the twenty (20) day period, Parkson shall deem the items approved, - VIII. CORRECTIVE WORK & "BACK CHARGES". In no event shall any work be done, or services or material be -purchased or expense otherwise - incurred by the Buyer for the account of Parkson until after full and complete particulars (including an estimate of material cost) have been submitted in writing and approved in writing by Parkson. Parkson must be given the opportunity to discuss and research altemative methods to lower the costs involved in such corrective work. Unless agreed -upon in writing by Parkson, Parkson will not be liable for labor costs, overhead, administrative costs, = interest or any other consequential or indirect costs Buyer incurs. Returned items will not be accepted unless Parkson has previously agreed to such return in writing and supplied written return -shipping instructions to Buyer. - IX. SELECTION OF MATERIALS: Because all Parkson products are specially manufactured products, the material make-up of many of Parkson's products varies from project to project. The determination of the materials' suitability and adaptability (including without limitation, paints and/or coatings) to the specific needs of the Buyer is solely the Buyer's choice and responsibility. X. CONFIDENTIAL INFORMATION & IMPROVEMENTS: The design, construction, application and operation of Parkson's products, services and relevant documentation embody proprietary and confidential information; therefore, Buyer will maintain this information in strict confidence, will not disclose -it to others, and will only use this information in connection with the use of the products or to facilitate the provision of services sold by Parkson. -Buyer will not copy or reproduce any written or printed materials or drawings furnished to Buyer by Parkson. Buyer agrees to immediately return all confidential material to Parkson if requested in writing by Parkson. Buyer will not copy any information provided by Parkson or make any -design drawings .of Parkson's equipment and will not permit others to copy or make any design drawings of the equipment. Parkson-shall have a royalty -free license to --make, use and sell, any changes or improvements in the products invented or suggested by Buyer or its employees. Buyer acknowledges that a remedy at law for any breach or attempted breach. of this Section will result in a harm to Parkson for which monetary damages alone will not be adequate. Buyer covenants and agrees that neither it nor any of its affiliates will oppose any demand for specific performance -and injunctive and other equitable relief in case of any such breach or attempted breach. Notwithstanding anything to the contrary herein, Parkson may seek enforcement of any breach of this Section without the necessity of complying with the provisions regarding resolution of disputes herein. XI. FIELD SERVICE: Field Service included in the quotation will only be scheduled upon written request and may be subject to credit approval. Should the Buyer have outstanding balances due Parkson, no startup / field service will be scheduled until such payments are received by Parkson. The Buyer assumes all responsibility for the readiness of the system when it requests startup service. Should Parkson's Field Service -Engineer arrive at the jobsite and determine that the system cannot be started up within a reasonable time, Parkson shall have the option to bring the Field Service Engineer home and bill the Buyer for time, travel and living expenses. Additional field service is available from Parkson at the prevailing per -diem rate at the time of the 2 of 4 �� y CNF-010 Rev C — February 2008 -7e-�� ParK's, 4i1 Treating Water Right request for service plus all travel and living expenses, portal-to-portal. A purchase order or change order will be required prior to scheduling this additional service. XII. LIMITATION OF LIABILITY: Unless expressly agreed to in writing by Parkson, all damages not direct and actual --in nature, including without limitation, consequential, incidental, indirect, exemplary and punitive damages, shall be expressly prohibited damages. Such prohibited damages include, but are not limited to, lost rent or revenue; rental payments; costs (increased or not) of administration or supervision; costs or delays suffered by others unable to commence work or provide services as previously scheduled for which a party to this contract may be -liable; -increased costs of borrowing funds devoted to the project (including interest); delays in selling all or part of the project upon completion; damages caused by reason of Force Majeure or acts of God (with the broadest statutory or court of law definition possible); termination of agreements to lease or buy all or part of the project, whether or not suffered before completion of services.or work; forfeited bonds, deposits, or other monetary costs or penalties due to delay of the --project; interest for any reason assessed to Buyer, increased taxes (federal, state, local, or intemational) due to delay or-recharacterization of the project; lost -tax credits or deductions due to delay; impairment of security; attorney and other legal fees for any reason assessed to Buyer, loss -of use of the Equipment or any associated Equipment, costs of substitute -Equipment, facilities or -services, down time costs, claims of customers of Buyer for such -other damages; or -any other indirect loss arising from the conduct of the parties. Parkson only agrees to responsibility for damages from proven -Negligent and willful acts of its direct employees only. XIII. APPLICABLE LAWS & GOVERNING LAW: To the best of Parkson's knowledge, Parkson products comply with most laws, regulations and industrial practices; however, Parkson does not accept responsibility for any state, city or other local law not specifically brought to Parkson's attention. For OSHA compliance, (1) Parkson is only liable for those OSHA standards that are in effect as of the date. of the quotation, and to the extent they are applicable to the performance of Parkson. (2)-Parkson is only responsible for the physical characteristics of the product(s) and- not for the circumstances of the use of the product(s). (3) Park-son's liability through any noncompliance to OSHA shall be limited to the cost of modifying the product(s) or replacing themon-complying products) or component(s) after receipt of prompt written notice of noncompliance. The rights and obligations of Buyer and Parkson shall be governed by and interpreted in accordance with the substantive laws of the state of Florida including thef uniform commercial -code of Florida; excluding conflicts of law and choice of law principles. _ XIV. DISPUTE RESOLUTION: Any issue, difference, claim or dispute (Action") that may arise out of.or. in -connection with. the project referenced in the quotation, including these terms and conditions, shall be first resolved by negotiation at the highest executive levels between the Buyer and Parkson. If said negotiation. is unsuccessful,- any said Action or any transactions contemplated hereby or in the-.Quotation.shall-be finally.settled under BINDING ARBLTRATION in Broward County, Florida. Any such arbitration shall be governed by the Commercial Arbitration Rules -of the American Arbitration Association and shall be overseen by one (1) single arbitrator. Buyer and Parkson shall agree upon a single arbitrator or, if Buyer and Parkson cannot agree upon an arbitrator within thirty (30) days, then the Buyer and .Parkson agree that- the- Ameiran=Arbitration—Association shall appoint a single arbitrator. In the event that an Action is brought, the prevailing party shall be entitled to be reimbursed for, and/or have judgment -entered with respect to, all of its costs and expenses, including reasonable attorney's fees' and legal expenses. The award of the arbitrator shall be binding and may be entered as a judgment in any court of competent jurisdiction. XV. PATENTS: Parkson shall indemnify Buyer against any -judgment for damages and costs which may be rendered against Buyer -in a suit brought on account of the alleged infringement of any United States patent by any product supplied by Parkson, unless (a) the alleged infringement occurs as a result of any alteration or modification to the product or the use of. the product in combination with the products or -services of any party other than Parkson, or (b) the -product was made in accordance with materials, designs or specifications famished or designated by Buyer, in which Lase Buyer shall indemnify Parkson against any judgment for damages and costs which may be rendered against Parkson in any suit broughton account -of the.alleged infringement of any United States patent by such product or by such materials, designs or specifications; provided that prompt written notice be given to the party from whom indemnity is sought of the bringing of -the suit and an opportunity be given to such party to settle or defend it as that party may see.fit and that.every reasonable assistance in settling'or defending it shall be rendered. Parkson shall in no event be liable to_Buyerfor-special, indirect, incidental or consequential damages arising -out of allegation of patent infringement. -XVI. _MECHANICAL WARRANTY: Fora period of one (1) year following the Equipment shipment date ("Warranty Period'), Parkson's Equipment is -limitedly warranted to be free from defective material and workmanship, under normal use and service and when installed, operated and maintained in accordance with installation instructions, this policy and maintenance/operating procedures. To make claim under -this Warranty, Buyer must notify Parkson within ten (10) business days. after the date of discovery of any nonconformity and make the .affected Equipment immediately available for inspection by Parkson or its service representative. Parkson Equipment may be deemed nonconforming only by an -authorized Parkson representative. Returns will not be accented unless Parkson has authorized said return in writing. If Parkson's inspection indicates nonconforming materials and/or workmanship, the Equipment will, at Parkson's option, either be repaired or replaced without charge. Upon receipt of Parkson's written consent, Equipment may be promptly returned to Parkson, F.O.B. its factory. However, under certain circumstances, Parkson may decide, in its sole discretion, to . repair or replace the Equipment at the Project site. Buyer hereby agrees to provide Parkson, its employees -and/or representatives, free of charge, on -site access to the Project site, and any necessary utilities and plant personnel needed by Parkson for the purpose of repairing and/or replacing nonconforming Equipment per this Warranty. The following will void this Warranty: (A) Equipment is used for purposes other than those for which it was -designed; .. (B) Equipment is not used in accordance with generally approved practices; (C) Disasters, whether natural or manmade, such as fire, flood, wind, earthquake,-cavedn,-lightning, war, or vandalism; 3 of 4 CNF-010 Rev C — February 2008 Pa r Sail Treating Water Right (D) Unauthorized alterations to or modifications of the Equipment not approved by Parkson, in writing; (E) Abuse, neglect or misuse of Equipment, including without limitation, operation of Equipment after a defect is discovered; (F) Operation of Equipment by persons not properly trained for that purpose; (G) Failure to operate the Equipment in accordance with Parkson's specifications, O&M manuals or other written guidelines; and/or (H) Failure to perform regular cleaning, inspection, adjustment and/or preventative maintenance - BE ADVISED: Parkson is not liable for any corrective work or expenditure that has not been authorized by Parkson in writing prior to the commencement of such work and prior to committing -to such expenditures. Inspection service calls, requested by Buyer, -where no evidence of -nonconforming materials and/or workmanship is found, will be invoiced to the Buyer at Parkson's current per diem, plus all travel and living expenses. Onsite labor and freight are not covered by this Warranty. This Warranty does not cover normal wear and tear. Following a Warranty -claim,- verification of -proper operation and maintenance is required. Physical damage due to external forces and/or accident is not covered by this -:Warranty. The -effects of corrosion and unforeseeable influent characteristics are excluded from this Warranty. Actions by 3rd parties in causing nonconformity of -the Equipment are not covered under this Warranty. THE FOREGOING LIMITED WARRANTY IS EXCLUSIVE AND IN LIEU OF ALL OTHER GUARANTEES AND WARRANTIES OF ANY KIND WHATSOEVER, WRITTEN, ORAL OR IMPLIED; ALL OTHER WARRANTIES INCLUDING WITHOUT LIMITATION ANY WARRANTY OF MERCHANTABILITY -AND/OR FITNESS FOR A PARTICULAR PURPOSE,' ARE HEREBY DISCLAIMED. - - - -- XVIL INDEMNIFICATION: Buyer shall comply and require its employees to comply with all instructions given by Parkson, regarding. installafion, use and. maintenance of the. Equipment sold by Parkson and shall require its employees to use reasonable_ care and all safety devices in the operation and maintenance of said Equipment.. Buyer shall not remove or permit removal or modification of any safety -device, warning sign or label. Buyer shall immediately give Parkson _written notice of any personal injury or property damage arising out of the use of the Equipment and cooperate with Parkson in investigating any such accident or malfunction. Buyer agrees to indemnify and hold Parkson and its suppliers harmless from any and all claims, demands, liabilities, causes of action, suits, costs and expenses of any kind and nature (including attorney's fees) fur personal injury or property damage arising from or in any way connected with the operations, activities or use of the Equipment sold by Parkson" if _Buyer faits to fulfill any of the foregoing obligations. Buyer agrees to indemnify and hold Parkson and its suppliers harmless from any and all claims, demands, liabilities, causes of action, suits, costs and - expenses of any kind or nature (including attorney's fees) which may be asserted against Parkson and its suppliers by any person relating to any portion of the Equipment which includes Buyer's existing equipment or equipment furnished by Buyer and to defend -Park§dhi and itssuppliersat Buyer's expense against any suit which may be commenced relating to the foregoing. Buyer agrees to indemnify and hold: Parkson and its suppliers harmless from any and all claims, demands, liabilities, causes of action, suits, costs and expenses of any -kind or�afure (including atto_mey's fees) for loss or damage to persons or property, other than the Equipment sold hereby or Buyer's possession or use of said Equipment. _ XVIII. MISCELLANEOUS: Parkson does not assume responsibility for nor warrant the performance or accuracy of Buyer's furnished design, design criteria, or specifications. The parties agree that the foregoing terms and conditions constitute the entire terms and conditions between Buyer and Parkson and that there are no other agreements, terms or conditions, expressed or implied, unless otherwise agreed to in wn'ting'by Parkson. The terms. and conditions herein shall supersede any terms and conditions of any other document that may apply to the transaction between the Buyer and Parkson. This document may not be modified or sWerseded other than by an instrument in writing signed by both Buyer and Parkson.. This document shall be binding upon and inure to the benefit of Buyer and Parkson and their heirs, assignees, legal representatives and the project Owher for the_project referenced in _ the quotation. The invalidity or non -enforceability of any particular provision of this document shall not affect the -other provisions -hereof, and this document shall be construed in all respects as if such invalid or unenforceable provisions were omitted. // ri 4 of 4 7 q � n CNF-010 Rev C -February 2008