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HomeMy Public PortalAbout212-2023 - Fire - Reily Volunteer Fire Department - Sale of Air Compressors AGREEMENT This Agreement is made and entered into this day of d .2023 referred to as Contract Number 212-2023, by and between the City of Rich ...ond, a municipal corporation existing under the laws of the State of Indiana, and acting through its Board of Public Works and Safety (hereinafter "City") and the Reily Volunteer Fire Department (hereinafter "Reily VFD"). WHEREAS, City maintains a full time fire department; and WITEREAS, In the course of operating its .fire department, City keeps and utilizes surplus Eagle Compressors, Breathing Air Compressor, Model No. BAP8AVi, Serial No. 42603301 and a Bauer, CFS-25 air bottle fill station (hereinafter referred to collectively as "Equipment"); and WHEREAS, The Equipment is no longer needed by the City for its daily operations and. is considered surplus property that may he sold pursuant to Indiana Code 5-22-2.2-12; and WHEREAS, Rei.ly VFD, maintains a volunteer fire department located at 6093 Reily- Mifiville Road, Oxford, Ohio, 45056, and wishes to purchase the surplus Equipment that is no longer needed by City; and WHEREAS, Reily VFD has requested to purchase the Equipment for consideration not limited to the understanding it will assume all liability and hold harmless the Richmond Fire Department and the City for any injury or damages caused by the.Equipment or the Equipment's parts. NOW, THEREFORE, in consideration of the following, including the above stated recitals, the parties hereby agree as follows: 1. City agrees to sell the surplus E.iagle Compressors, Breathing Air Compressor, Model No. .B.A.P8AVE Serial No. 42603301 and a Bauer, CFS-25 air bottle fill station equipment (hereinafter referred to as "Equipment"), which items are surplus property, for a total amount of One Dollar and Zero Cents ($1.00)to the Reily 'VFD. 2. In consideration for the transfer of said Equipment, Reily VFD agrees to pay the sum of One Dollar ($1.00) to City, which amount is acknowledged as received by the City. Reily 'VEl) also agrees to perform any necessary reconditioning of the Equipment and hold harmless the City and the Richmond Fire Department, which shall also be considered adequate consideration for purposes of this Agreement. Contract No. 212-2023 Page 1 of 3 , • , 3. :Reily VFi) will be responsible for taking possession of the Equipment at its own cost and expense. Possession shall be tendered to Reily VFD at a place designated by City. 4. City agrees to fully and completely execute all necessary documents to effectuate the transfer of the Equipment. 5. Reily VFL) hereby acknowledges and agrees that City is not a merchant: with respect to the goods being transferred pursuant to this Agreement. 6. REILY VFD FURTHER WARRANTS THAT IT HAS INSPECTED 1.-ftE EQUIPMENT AND IS TAKING SAID EQUIPMENT IN AN "AS IS" CONDITION. CITY .MAKES NO EXPRESS WARRANTY .RELATING TO ITIE .EQUIPMENT AND EXPRESSLY DISCLAIMS ANY IMPLIED .W.ARRAN'TYS, INCLUDING THE IMPLIED WARRANTY OF MERCHANTABILITY AND THE IMPLIED WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE. ANY STATEMENT OR COMMUNICATION MADE BY CITY OR ITS AGENTS,, RELATING '170 THE QUALITY OR ANY CHARACTERISTIC OF THE EQUIPMENT IS EXPRESSLY SUPERCEDED BY THIS AGREEMENT, IS WITHOUT FORCE AND EFFECT, AND REILY .VFD EXPRESSLY ACKNOWLEDGES THAT IT IS NOT RELYING UPON SUCH, COMMUNICATION WHEN MAKING THE DECISION TO PURC.HASE SAID EQUIPMENT. FURTHER, ANY STATEMENT RELATING TO THE QUALITY OR CHARACTERISTICS OF THE :EQUIPMENT, NOT CONTAINED IN A WRITTEN DOCUMENT SIGNED BY CITY, IS WITHOUT FORCE AND EFFECT AND AY NOT BE RELIED UPON BY RII1.1_,Y VFD Al ANY TIM.E. REILY VED FURTHER .AGREES THAT IN NO EVENT SHALL CITY BE LIABLE FOR .ANY CLAIM, COST, :DAMAGE OR LIABILITY, .INCLUDING ANY INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES CLAIMED BY REILY VFD, RELATING TOTHE USE OF THE EQUIPMENT, FOLLOWING ITS DATE OF TENDER TO REILY VFD. 7. Reily VFD further agrees to indemnify and hold City harmless from any claim, cost, damage or liability relating to the Equipment, including its condition or use, Mowing the time and date of delivery of the Equipment to Reily'VFD. 8. This document contains the entire Agreement between the parties relating: to the transfer of the Equipment and the compensation to be paid for such Equipment. Any previous agreement, statement, or communication by and between the parties or their respective agents is expressly s:u.perced.ed by the terms and conditions contained in this document. 9. This Agreement may only be modified by a subsequent, written instrument setting forth the changes and which is executed by both parties to this Agreement Page 2 of 3 10. This Agreement shall be governed by the laws of the State of Indiana and any lawsuit arising out of this Agreement must be filed and thereafter maintained in the Wayne County, Indiana Circuit or Superior Courts, 11. Any person executing this Agreement in a representative capacity hereby warrants that he or she has been duly authorized by his or her principal to execute this Agreement. All of which is approved and agreed to by the parties, and or their respective governing boards, signature below indicating such approval and acceptance of the terms and conditions contained in this Agreement and the effectuation of such transfer of personal property. "CITY" "REILY VFD" THE CITY OF RICHMOND, REIFY VOLUNTEER FIRE INDIANA, by and through its Board of DEPARTMENT Public Works and Safety 6093 Reily-Millville Road Oxford, OH 45056 r7 By: eRbi , President De&s Conrad, fire Chief Date: -L, 7 ' Member - ' Date: Matt Evans, Member APPROVED: . , Mayor 1Li,cYc—, Date: Page 3 of 3