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C 7 FIRE FACILITIES INC. ISO 9001 :2000 Certified
PROPOSAL 216 WILBURN ROAD FIRE FACILITIES INC.
SUN PRAIRM, WI 53590-9401 SMeI Fire Training Towers
An emp&yeerowned company
To: From:
Indian River County Fire & Rescue J.S. for Tony Bonanno, Regional Manager Date: May 10, 2007
1500 Old Dixie Highway Phone: 1-800-929-3726 or (608) 327-4100
Vero Beach, FL 32960 RE: Approved Special Pricing for Fax: 1-866-639-7012 or (608) 834- 1843
Proosal # SA-3871 , Pa c 1 of 2 Indian River County Fire Training Tower E-mail: tbonanno ftrefacilities.com
Remarks:
This proposal is regarding the price requested for Vero Beach, FL
The total estimated weight for these materials is 85,725.72 lbs.
The total price for this fire tower or parts, F.O.B. Sun Prairie, WI is $210,390.00 as described below: • See tax note below
Freight: $ 11, 158.00
Freight + Material Price: $221 ,548.00
Labor to Erect Structure: $171 ,550.00 Sce Erector Notes- listed below and on Page 2.
Materials Erected Total: $393,098.00
Custom Painted Wesco Model FF-3 (Deputy Chief)
Prime Painted Stair/Stair Accessories
30' Tall Fire Escape With (2) 2870 Plyco Door(s)
(1) Ships Ladder(s)
(6) Forged Swivel Rappelling Anchors (5000 lb - OSHA Rated)
(1) T-6" x 4'-6" Bilco Roof Hatch(es)
Brass Siamese Fire Dept. Conn. (NST Thread) With Galv. 4" Dia. Riser (Approx. 24 ft. high)
(1) Fan/Belt Driven Sidewall Exhauster (Standard - One speed, Single phase 240 Volt 60 Hz)
Artificial Smoke Dist. System, 6 outlets (Includes two cabinets, 115 V 60 Hz blower, gate valves, and 3 " dia. schedule 40 pvc pipe)
Smoke Generator (Output of 7,600 cfm) - 240 Volt 50/60 Hz
(10) Movable/Sliding Galv. Partition Panels (3'-7" Wide) For Maze System
(1) Power Jamb/Forcible Entry Door
30" x 50" x 36" High - 1/8" Thick Stainless Steel Class A Bum Prop With Ash Drawer
(15) Galv. Movable Half Wall Panels (36" Wide x 45" Tall ) For Maze System
Roof Curbs Include a 16 Ga. Galv. Removable Cover With Handles, Hold Down Latches, and Connection Chain
Inset Balcony, size: IJ'-0" x 6-61/2"
Per Drawing Dated: February 21 , 2007
Erector Note : Fire Facilities, Inc-'s Approved Erector for the State of Florida, is J.P. Construction.
J.P. Construction's State of Florida Certified General Contractor License Number CGC 1509044.
I .) Price is erection on concrete foundation provided by Customer and includes installation of building materials per above referenced
proposal as provided by Fire Facilities, Inc. This proposal Does Not include plumbing, masonry, concrete, or electrical work of any
kind. Pyrometer and Fire Department Connection will be installed if provided in the materials proposal listed above.
2.) J.P. Construction shall provide all labor personnel, supervision and equipment required to complete installation of described
materials. Distribution and protection of materials received on site shall be performed in a uniform manner contributing to visual
neatness of the project. All trash and debris will be picked up on a daily basis and deposited in a receptacle provided by the customer.
Components shall be placed to avoid conflict and potential damage by other trade activity. All work to be completed in a
workmanlike manner accordin to standard practices.
Taxes appficable, at the time of shipment, must be added for destinations &mated in the following States: AL, AZ, AX CA, FL, GA, III, ID, IA, KS, KY, LA, MA,
Ml, MN, MS, NV, NJ, NM, NC, ND, OK, PA, SC, SD, TN, UT, VA, WA, & WV. 3a .cff. a
Note: Prices effective 60 days from date of this Proposal tori
FIRE FACILITIES INC. ISO 9001:2000 Catified
PROPOSAL 216 WILBURN ROAD 01 FIRE FACILITIES INC.
SUN PRAIRIE, WI 53590-9401 Steel Fire Training Towels
An aoployeeawned canpany
To: From:
Indian River County Fire & Rescue J.S. for Tony Bonanno, Regional Manager Date: May 10, 2007
1500 Old Dixie Highway Phone: 1-800-929-3726 or (608) 327-4100
Vero Beach, FL 32960 RE: Approved Special Pricing for Fax: 1-866-639-7012 or (608) 834- 1843
Pmposal # SA-3871 , Pa e 2 of 2 Indian River County Fire Training Tower Frmail: tbonanno firefacilities.com
Remarks:
Tower Erector Notes (continued)
3 .) JOB SITE CONDITION: Customer certifies that site is accessible to J.P. Construction by truck. All base for driveways will be
installed and graded around the concrete slab to allow a reasonably level and safe working area for erection personnel and insure
proper drainage of water. Customer understands that this proposal is based on a level job site and additional charges may apply
if other conditions exist.
4.) DISCI A1MFR : This proposal is based on current prevailing wage requirements. Fire Facilities, Inc., & J.P. Construction shall be
held harmless from any conflict or dispute involving organized labor unions and shall not be subject to additional expense or
unusual delay in completion of the contract.
5.) 2" Concrete Cover for 2nd floor bum room and Inset Balcony, as noted on Page 1 of 4, Drawing #3871 is Not Included.
All concrete and labor to install by others.
• Taus apphnble, at the time of shipment, must be added for destinations located in the following Stares: AL, AZ, AR, CA, FL, GA, I-II, ID, IA, KS, KY, LA, MA,
MI, MN, MS, NV, NJ, NM, NC, NO, OK, PA, SC, SD, IN, iJT, VA, WA, & WV. rsa.C.mor
Note: Prices effective 60 days frau date of this Proposal r a'r
FiRE RaLmEs INC]
Steel Fire Training Towers
SALE CONTRACT - STRUCTURE
This Agreement is entered into on September 4. 2007 at Sun Prairie, Wisconsin, by and between
Fire Facilities Inc., a Wisconsin corporation, with its principal place of business at 216 Wilbur Road,
Sun Prairie, Wisconsin, 53590 (hereinafter "Seller") and (name of business)
Indian River County F1re Department, with its principal place of business at (address) 1500 Old Dixie
H' wa (city) vera Beach, (state) FL , (ziP) 32960 (hereinafter `Buyer").
In consideration of the mutual promises, covenants and conditions hereinafter contained, the
parties hereto agree as follows: The payment of the purchase price, in full, shall be paid within
30 days of shipping.
Seller reserves the right to restrict the terns of payment or to require payment prior to time of
shipment if, in the Seller's opinion, Buyer' s financial conditions or other circumstances do not
warrant shipment on the terms specified in the previous sentence.
1 . Increase in Price. (a) All prices are delivered prices based upon freight rates in effect on the date
of this Agreement, and , in the event the Buyer delays the shipment from the agreed upon ship
date, any increase or decrease in freight rates at time of shipment shall be adjusted between the
parties. The Purchase Price shall be increased or decreased to the extent of the actual difference
in the cost of transportation (b) In the event the Buyer delays the shipment from the agreed upon
ship date and there is an increase in the price of steel prior to the date on which the materials
described in Section 26 are fabricated, the Purchase Price shall be increased to the extent of the
actual difference in Seller' s cost of steel. Notwithstanding the foregoing sentences, the Purchase
Price specified in Section 25 is a firm price for a period not to exceed 30 days past the agreed
upon date of shipment.
2. Delivery. Seller shall not be liable for any failure to deliver, if failure has been occasioned by
fire, embargo, strike, differences with workers, failure to secure materials from the usual source
of supply, or any other circumstances beyond Seller's control which shall prevent Seller from
making the delivery contemplated hereby in the normal and usual course of its business. Seller is
not, however, thereby relieved from making shipment or Buyer from accepting delivery at the
price specified by this Agreement when the causes interfering with delivery shall have been
removed.
3 . Taxes. Except as otherwise provided in this Agreement, the Purchase Price includes all
applicable federal, state, and local taxes in effect on the effective date of this Agreement. In the
case of new taxes or increased rates or the repeal of taxes or the reduction of rates, from the time
of order the Purchase Price shall be adjusted accordingly at the time of shipment.
4. Exclusions from Agreement. Buyer acknowledges and agrees that this Agreement is solely for
the sale and purchase of the materials described in Section 26 and that this Agreement and the
Purchase Price do not include the following:
a. Erection or installation of the materials being purchased by Buyer pursuant hereto;
b. Slabs, foundations, or any site work necessary to prepare Buyer's site for erection of the
materials being purchased pursuant hereto;
C. Anchors or other materials required to secure the completed structure to the foundation;
d. Material or design changes required if the soils conditions are found to be worse than Site
Class D; and
e. Any certificates, permits or approvals required by applicable law.
5 . Financial Resnonsibility. Prior to Seller's acceptance of this Agreement, Buyer shall submit to
Seller a copy of Buyer's credit application showing proof of financial responsibility acceptable to
Seller or a Municipal or State purchase order.
4225.sff.0807
Page 1 of 4
FIRE FACILITIES INC. ISO 9001:2000 Catified
PROPOSAL 216 WILBURN ROAD 01 FIRE FACILITIES INC.
SUN PRAIRIE, WI 53590-9401 Steel Fire Training Towels
An aoployeeawned canpany
To: From:
Indian River County Fire & Rescue J.S. for Tony Bonanno, Regional Manager Date: May 10, 2007
1500 Old Dixie Highway Phone: 1-800-929-3726 or (608) 327-4100
Vero Beach, FL 32960 RE: Approved Special Pricing for Fax: 1-866-639-7012 or (608) 834- 1843
Pmposal # SA-3871 , Pa e 2 of 2 Indian River County Fire Training Tower Frmail: tbonanno firefacilities.com
Remarks:
Tower Erector Notes (continued)
3 .) JOB SITE CONDITION: Customer certifies that site is accessible to J.P. Construction by truck. All base for driveways will be
installed and graded around the concrete slab to allow a reasonably level and safe working area for erection personnel and insure
proper drainage of water. Customer understands that this proposal is based on a level job site and additional charges may apply
if other conditions exist.
4.) DISCI A1MFR : This proposal is based on current prevailing wage requirements. Fire Facilities, Inc., & J.P. Construction shall be
held harmless from any conflict or dispute involving organized labor unions and shall not be subject to additional expense or
unusual delay in completion of the contract.
5.) 2" Concrete Cover for 2nd floor bum room and Inset Balcony, as noted on Page 1 of 4, Drawing #3871 is Not Included.
All concrete and labor to install by others.
• Taus apphnble, at the time of shipment, must be added for destinations located in the following Stares: AL, AZ, AR, CA, FL, GA, I-II, ID, IA, KS, KY, LA, MA,
MI, MN, MS, NV, NJ, NM, NC, NO, OK, PA, SC, SD, IN, iJT, VA, WA, & WV. rsa.C.mor
Note: Prices effective 60 days frau date of this Proposal r a'r
6. Seller' s Lien Riahts. Buyer hereby acknowledges and agrees that Seller, and others furnishing
labor or materials related to this Agreement, will, pursuant to proper notice, take any and all steps
necessary to assert lien rights as required by applicable state law. Buyer is advised to give
Buyer's lender a copy of this Agreement and all notices received pursuant to this Section 9.
7. Collection Costs. If the Seller files a lien or Buyer defaults in payment hereunder, Buyer shall
reimburse Seller in addition to any other sums due hereunder, the costs of Seller's attorneys,
including their staff, costs and necessary disbursements involved in any proceeding to enforce
Seller' s rights under this Agreement, together with interest at 12% per anmurn, or the highest legal
rate if less than 12% per annum, regardless of any claims of offset by Buyer.
8. Sumnlementary Information. Any specifications, drawings, notes, instructions, engineering
notices, or technical data referred to in this Agreement (including any such material attached to
this Agreement) shall be deemed to be incorporated herein by reference as if fully set forth.
Seller shall at all times have title to all drawings and specifications furnished by it.
9. Modification to Drawings/Specifications. By execution of this Agreement, Buyer hereby accepts
and approves the plans and specifications described in Section 26 together with any
supplementary materials contemplated by Section 8 above. Any modification to the drawings or
specifications described in this Agreement and in Section 8 above, shall be confirmed in writing
and signed by both parties. Any such modification shall specify any additional costs involved
and said costs shall be borne by Buyer. Seller shall have no responsibility for additions,
alterations, or deletions to the approved plans supplied by Seller to Buyer. Any such additions,
alterations or deletions to the approved plans provided by Seller shall void any limited warranties
otherwise provided in this Agreement
10, Limited Warranty. Seller warrants and represents that all materials described herein shall be free
of defects in material and workmanship for a period of one year from the date of shipment,
reasonable wear and tear excepted. The Westec Insulation System is covered by a fifteen (15)
year limited warranty. THESE WARRANTIES ARE EXPRESSLY MADE IN LIEU OF
ANY AND ALL WARRANTIES EXPRESS AND ID4PLIED INCLUDING THE
WARRANTIES OF MERCHANTABHdTY AND FITNESS THERE ARE NO ORAL
AGREEMENTS OR WARRANTIES COLLATERAL TO OR AFFECTING THIS
AGREEMENT MADE BY SELLER OR RELIED UPON BY BUYER
IL Remedy Limitations. Buyer's exclusive remedy in the event that any of the materials do not
conform to the Limited Warranty set forth in Section 10 above shall be the repair or replacement
of any nonconforming materials. Buyer expressly waives its rights to any special, consequential
or incidental damages.
12. Cancellation, Rescheduling and Storage Charge. Upon Seller's receipt of the required credit
approval, activating production of the materials covered by this Agreement, a firm production
schedule will be established. Cancellation of this Agreement in whole or in part within the period
of five (5) weeks prior to the scheduled shipment date shall subject Buyer to Seller's actual
cancellation expense and restocking charge.
13. Risk of Loss. The risk of loss to the materials described herein shall pass to Buyer when Buyer' s
agent, in any manner, assumes control of any shipment of materials designated by Seller as
supplied under this Agreement, which date shall normally be the date the materials are loaded on
a common carrier at Seller's designated manufacturing facility in Sum Prairie, Wisconsin. Buyer
shall obtain and pay for all costs for insurance from the time that risk of loss passes to it as
provided in this Section 13.
14. Delivery Schedule. The shipping date shall be arranged between the parties pursuant to a
Shipping Schedule Notification to be provided by the Seller. Said Notification must be
acknowledged and accepted in writing by Buyer in order for Buyer's goods to be placed in the
Seller's manufacturing production schedule.
4225.sff.0807
Page 2 of 4
15. Inspection Upon Delivery. Buyer or Buyer's designated representative shall assume full
responsibility for immediate inspection of each delivery. Shortages and damaged materials
claims must be reported to the Seller within forty-eight (48) hours of delivery. Liability for
replacement costs reported later than specified is hereby accepted by the Buyer. A manifest
(listing all materials) is provided with each shipment to assist the Buyer in the inspection.
16. Assignment. This Agreement is not assignable by Buyer and Buyer's duties hereunder are not
delegable without Seller's written consent
17. Waiver. No waiver by either party of any default under this Agreement shall be deemed a waiver
of any subsequent default.
I8. Notices. Any notices required to be given under this Agreement or by any applicable provision
of the Uniform Commercial Code of the State of Wisconsin, or other law, shall be given to Seller
at its principal place of business at 216 Wilburn Road, Sun Prairie, Wisconsin 53590, and to
Buyer at addressed checked in section 27.
19. Entire A�eement_
a. All terms and conditions of this Agreement are specified herein, and include the terms
and conditions contained in all attached schedules, specifications and drawings. This
Agreement contains the entire agreement between the parties with respect to this subject
matter hereof, and supereedes all prior communications, representations, or agreements
between the parties, whether verbal or written, including any printed terms and conditions
which may appear on Buyer's or Seller's purchase orders, invoices, or other forms to the
extent such terms are different or inconsistent herewith The rights of the parties shall be
governed exclusively by the provisions, terms and conditions hereof.
b. The validity, illegality or umenforceability of any one or more provisions of this
Agreement shall in no way affect or impair the validity, legality or enforceability of the
remaining provisions hereof which shall remain in full force and effect.
20. Applicable Law. This Agreement shall be governed by, and construed and enforced in
accordance with, the taws of the State of Wisconsin, without regard to conflicts of laws
principles.
21 . Acceptance. This Agreement shall not be binding until signed by Seller at its offices in Sun
Prairie, Wisconsin. This Agreement is voidable, in Seller' s sole discretion, if not accepted by
Buyer within thirty (30) days of the date of issuance set forth on page one of this Agreement.
22. Authority. The person signing this Agreement on behalf of Buyer warrants and represents that
he/she is the duty authorized agent of Buyer, entitled to sign this Agreement and to make same
binding on Buyer. If so requested by Seller, Buyer shall promptly submit to Seller a certified
copy of any documentation deemed by Buyer to demonstrate the authority of Buyer's agent or
representative to affix his/her signature to this Agreement.
23. Cumulative Remedies. All of Seller's rights hereunder are separate and cumulative and no one of
them, whether or not exercised, shall be deemed to be an exclusion of any of the other rights and
shall not limit or prejudice any other legal or equitable right which Seller may have.
24. Consent to Jurisdiction and Venue. Seller and Buyer agree that any legal or equitable action for
claims, debts or obligations arising out of, or to enforce the terms of, this Agreement may be
brought by Seller in the Federal District Corot of Wisconsin, Western Division, or in the circuit
court of Dane County, Wisconsin and that either court shall have in personant jurisdiction over
the parties and ventre of the action shall be appropriate in each court.
4225.sff.0807
Page 3 of 4
FiRE RaLmEs INC]
Steel Fire Training Towers
SALE CONTRACT - STRUCTURE
This Agreement is entered into on September 4. 2007 at Sun Prairie, Wisconsin, by and between
Fire Facilities Inc., a Wisconsin corporation, with its principal place of business at 216 Wilbur Road,
Sun Prairie, Wisconsin, 53590 (hereinafter "Seller") and (name of business)
Indian River County F1re Department, with its principal place of business at (address) 1500 Old Dixie
H' wa (city) vera Beach, (state) FL , (ziP) 32960 (hereinafter `Buyer").
In consideration of the mutual promises, covenants and conditions hereinafter contained, the
parties hereto agree as follows: The payment of the purchase price, in full, shall be paid within
30 days of shipping.
Seller reserves the right to restrict the terns of payment or to require payment prior to time of
shipment if, in the Seller's opinion, Buyer' s financial conditions or other circumstances do not
warrant shipment on the terms specified in the previous sentence.
1 . Increase in Price. (a) All prices are delivered prices based upon freight rates in effect on the date
of this Agreement, and , in the event the Buyer delays the shipment from the agreed upon ship
date, any increase or decrease in freight rates at time of shipment shall be adjusted between the
parties. The Purchase Price shall be increased or decreased to the extent of the actual difference
in the cost of transportation (b) In the event the Buyer delays the shipment from the agreed upon
ship date and there is an increase in the price of steel prior to the date on which the materials
described in Section 26 are fabricated, the Purchase Price shall be increased to the extent of the
actual difference in Seller' s cost of steel. Notwithstanding the foregoing sentences, the Purchase
Price specified in Section 25 is a firm price for a period not to exceed 30 days past the agreed
upon date of shipment.
2. Delivery. Seller shall not be liable for any failure to deliver, if failure has been occasioned by
fire, embargo, strike, differences with workers, failure to secure materials from the usual source
of supply, or any other circumstances beyond Seller's control which shall prevent Seller from
making the delivery contemplated hereby in the normal and usual course of its business. Seller is
not, however, thereby relieved from making shipment or Buyer from accepting delivery at the
price specified by this Agreement when the causes interfering with delivery shall have been
removed.
3 . Taxes. Except as otherwise provided in this Agreement, the Purchase Price includes all
applicable federal, state, and local taxes in effect on the effective date of this Agreement. In the
case of new taxes or increased rates or the repeal of taxes or the reduction of rates, from the time
of order the Purchase Price shall be adjusted accordingly at the time of shipment.
4. Exclusions from Agreement. Buyer acknowledges and agrees that this Agreement is solely for
the sale and purchase of the materials described in Section 26 and that this Agreement and the
Purchase Price do not include the following:
a. Erection or installation of the materials being purchased by Buyer pursuant hereto;
b. Slabs, foundations, or any site work necessary to prepare Buyer's site for erection of the
materials being purchased pursuant hereto;
C. Anchors or other materials required to secure the completed structure to the foundation;
d. Material or design changes required if the soils conditions are found to be worse than Site
Class D; and
e. Any certificates, permits or approvals required by applicable law.
5 . Financial Resnonsibility. Prior to Seller's acceptance of this Agreement, Buyer shall submit to
Seller a copy of Buyer's credit application showing proof of financial responsibility acceptable to
Seller or a Municipal or State purchase order.
4225.sff.0807
Page 1 of 4
Sale of Goods. Seller agrees to sell and Buyer agrees to purchase the materials described below at
the price provided in Section 25 hereof
25. Purchase Price. The purchase price for the materials described in Section 26 hereof is
Materials $210,390.00
Freight $ 11,158.00
Erection $171.550.00
Tax $ EXEMPT XTax exempt £rax mwiptim cessificate must be anwhed)
Total $393,098,00
FOB Sun Prairie, Wisconsin (the "Purchase Price"). The stated price includes freight to Vero Beach. FL,
the delivery site specified by Buyer herein.
26. Description of Materials Sold.
Approved design per:
Drawing No. 3871 Dated February 21, 2007 Page1of 44 Latest revision
Drawing No. 3871 Dated February 21, 2007 Page 2 of 4 Latest revision
Drawing No. 3871 Dated February 21, 2007 Page 3 of 4 Latest revision
Drawing No. 3871 Dated February 21, 2007 Page 4of 4 Latest revision
Specification for Model FF-3 Deputy Chief Dated February 21. 200
Proposal Number SA-3871 Dated May 10, 2007 Pace 1 of 2
Proposal Number SA-3871 Dated May 10, 2007 Page 2 of 2
27. The following information must be furnished by the Buyer prior to finalizing this contract:
Complete billing address: Complete shipping address:
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c e �� -SRsscS .
IA-2 —
Contact: 3a<ttc-! Contact:
Phone Number. ' 1-1 - X3$3[ Phone Number:
Fax Number: 'Ti8- 51dl -g3a3 Fax Number.
E-mail: ' v . m E-mail:
El Che& hesaifthzad iswbeusedfornotificatim ❑ Chxk hwe if this address u W be used for m6ficatim
Building color: CIGS5 L Be , l d (see FFI Color Options)
Window and door trim color: / Ps U / - . (s7,FF1 Color Options)
Exterior doors, other than bum rooms: Please check one color Bronze— White
Note: Bum room doors and inters are GalvanizI "
$jet, �bD�
Requested shipping date: v c✓� `� �'_!
IN WITNESS WHEREOF, the parti hereto have executed this Agreement effective as of the
day and year set forth on page one. [BUYER]
C
Date signed by Buyer:
PI Print: Joseph A . Baird
Titl : County Administrator
Dul uthorized Representative of Buyer
FIRE FACILITIES, INC.
By:
Date signed by Seller: Please Print:
Title:
Duly Authorized Representative of Seller
4225.sff.0807
APPROVED AS TO FORM Page 4o 4
AN L F[
BY
WILLIAM K. DERRAAL
DEPUTY COUNTY ATTORNEY
6. Seller' s Lien Riahts. Buyer hereby acknowledges and agrees that Seller, and others furnishing
labor or materials related to this Agreement, will, pursuant to proper notice, take any and all steps
necessary to assert lien rights as required by applicable state law. Buyer is advised to give
Buyer's lender a copy of this Agreement and all notices received pursuant to this Section 9.
7. Collection Costs. If the Seller files a lien or Buyer defaults in payment hereunder, Buyer shall
reimburse Seller in addition to any other sums due hereunder, the costs of Seller's attorneys,
including their staff, costs and necessary disbursements involved in any proceeding to enforce
Seller' s rights under this Agreement, together with interest at 12% per anmurn, or the highest legal
rate if less than 12% per annum, regardless of any claims of offset by Buyer.
8. Sumnlementary Information. Any specifications, drawings, notes, instructions, engineering
notices, or technical data referred to in this Agreement (including any such material attached to
this Agreement) shall be deemed to be incorporated herein by reference as if fully set forth.
Seller shall at all times have title to all drawings and specifications furnished by it.
9. Modification to Drawings/Specifications. By execution of this Agreement, Buyer hereby accepts
and approves the plans and specifications described in Section 26 together with any
supplementary materials contemplated by Section 8 above. Any modification to the drawings or
specifications described in this Agreement and in Section 8 above, shall be confirmed in writing
and signed by both parties. Any such modification shall specify any additional costs involved
and said costs shall be borne by Buyer. Seller shall have no responsibility for additions,
alterations, or deletions to the approved plans supplied by Seller to Buyer. Any such additions,
alterations or deletions to the approved plans provided by Seller shall void any limited warranties
otherwise provided in this Agreement
10, Limited Warranty. Seller warrants and represents that all materials described herein shall be free
of defects in material and workmanship for a period of one year from the date of shipment,
reasonable wear and tear excepted. The Westec Insulation System is covered by a fifteen (15)
year limited warranty. THESE WARRANTIES ARE EXPRESSLY MADE IN LIEU OF
ANY AND ALL WARRANTIES EXPRESS AND ID4PLIED INCLUDING THE
WARRANTIES OF MERCHANTABHdTY AND FITNESS THERE ARE NO ORAL
AGREEMENTS OR WARRANTIES COLLATERAL TO OR AFFECTING THIS
AGREEMENT MADE BY SELLER OR RELIED UPON BY BUYER
IL Remedy Limitations. Buyer's exclusive remedy in the event that any of the materials do not
conform to the Limited Warranty set forth in Section 10 above shall be the repair or replacement
of any nonconforming materials. Buyer expressly waives its rights to any special, consequential
or incidental damages.
12. Cancellation, Rescheduling and Storage Charge. Upon Seller's receipt of the required credit
approval, activating production of the materials covered by this Agreement, a firm production
schedule will be established. Cancellation of this Agreement in whole or in part within the period
of five (5) weeks prior to the scheduled shipment date shall subject Buyer to Seller's actual
cancellation expense and restocking charge.
13. Risk of Loss. The risk of loss to the materials described herein shall pass to Buyer when Buyer' s
agent, in any manner, assumes control of any shipment of materials designated by Seller as
supplied under this Agreement, which date shall normally be the date the materials are loaded on
a common carrier at Seller's designated manufacturing facility in Sum Prairie, Wisconsin. Buyer
shall obtain and pay for all costs for insurance from the time that risk of loss passes to it as
provided in this Section 13.
14. Delivery Schedule. The shipping date shall be arranged between the parties pursuant to a
Shipping Schedule Notification to be provided by the Seller. Said Notification must be
acknowledged and accepted in writing by Buyer in order for Buyer's goods to be placed in the
Seller's manufacturing production schedule.
4225.sff.0807
Page 2 of 4
15. Inspection Upon Delivery. Buyer or Buyer's designated representative shall assume full
responsibility for immediate inspection of each delivery. Shortages and damaged materials
claims must be reported to the Seller within forty-eight (48) hours of delivery. Liability for
replacement costs reported later than specified is hereby accepted by the Buyer. A manifest
(listing all materials) is provided with each shipment to assist the Buyer in the inspection.
16. Assignment. This Agreement is not assignable by Buyer and Buyer's duties hereunder are not
delegable without Seller's written consent
17. Waiver. No waiver by either party of any default under this Agreement shall be deemed a waiver
of any subsequent default.
I8. Notices. Any notices required to be given under this Agreement or by any applicable provision
of the Uniform Commercial Code of the State of Wisconsin, or other law, shall be given to Seller
at its principal place of business at 216 Wilburn Road, Sun Prairie, Wisconsin 53590, and to
Buyer at addressed checked in section 27.
19. Entire A�eement_
a. All terms and conditions of this Agreement are specified herein, and include the terms
and conditions contained in all attached schedules, specifications and drawings. This
Agreement contains the entire agreement between the parties with respect to this subject
matter hereof, and supereedes all prior communications, representations, or agreements
between the parties, whether verbal or written, including any printed terms and conditions
which may appear on Buyer's or Seller's purchase orders, invoices, or other forms to the
extent such terms are different or inconsistent herewith The rights of the parties shall be
governed exclusively by the provisions, terms and conditions hereof.
b. The validity, illegality or umenforceability of any one or more provisions of this
Agreement shall in no way affect or impair the validity, legality or enforceability of the
remaining provisions hereof which shall remain in full force and effect.
20. Applicable Law. This Agreement shall be governed by, and construed and enforced in
accordance with, the taws of the State of Wisconsin, without regard to conflicts of laws
principles.
21 . Acceptance. This Agreement shall not be binding until signed by Seller at its offices in Sun
Prairie, Wisconsin. This Agreement is voidable, in Seller' s sole discretion, if not accepted by
Buyer within thirty (30) days of the date of issuance set forth on page one of this Agreement.
22. Authority. The person signing this Agreement on behalf of Buyer warrants and represents that
he/she is the duty authorized agent of Buyer, entitled to sign this Agreement and to make same
binding on Buyer. If so requested by Seller, Buyer shall promptly submit to Seller a certified
copy of any documentation deemed by Buyer to demonstrate the authority of Buyer's agent or
representative to affix his/her signature to this Agreement.
23. Cumulative Remedies. All of Seller's rights hereunder are separate and cumulative and no one of
them, whether or not exercised, shall be deemed to be an exclusion of any of the other rights and
shall not limit or prejudice any other legal or equitable right which Seller may have.
24. Consent to Jurisdiction and Venue. Seller and Buyer agree that any legal or equitable action for
claims, debts or obligations arising out of, or to enforce the terms of, this Agreement may be
brought by Seller in the Federal District Corot of Wisconsin, Western Division, or in the circuit
court of Dane County, Wisconsin and that either court shall have in personant jurisdiction over
the parties and ventre of the action shall be appropriate in each court.
4225.sff.0807
Page 3 of 4
Sale of Goods. Seller agrees to sell and Buyer agrees to purchase the materials described below at
the price provided in Section 25 hereof
25. Purchase Price. The purchase price for the materials described in Section 26 hereof is
Materials $210,390.00
Freight $ 11,158.00
Erection $171.550.00
Tax $ EXEMPT XTax exempt £rax mwiptim cessificate must be anwhed)
Total $393,098,00
FOB Sun Prairie, Wisconsin (the "Purchase Price"). The stated price includes freight to Vero Beach. FL,
the delivery site specified by Buyer herein.
26. Description of Materials Sold.
Approved design per:
Drawing No. 3871 Dated February 21, 2007 Page1of 44 Latest revision
Drawing No. 3871 Dated February 21, 2007 Page 2 of 4 Latest revision
Drawing No. 3871 Dated February 21, 2007 Page 3 of 4 Latest revision
Drawing No. 3871 Dated February 21, 2007 Page 4of 4 Latest revision
Specification for Model FF-3 Deputy Chief Dated February 21. 200
Proposal Number SA-3871 Dated May 10, 2007 Pace 1 of 2
Proposal Number SA-3871 Dated May 10, 2007 Page 2 of 2
27. The following information must be furnished by the Buyer prior to finalizing this contract:
Complete billing address: Complete shipping address:
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c e �� -SRsscS .
IA-2 —
Contact: 3a<ttc-! Contact:
Phone Number. ' 1-1 - X3$3[ Phone Number:
Fax Number: 'Ti8- 51dl -g3a3 Fax Number.
E-mail: ' v . m E-mail:
El Che& hesaifthzad iswbeusedfornotificatim ❑ Chxk hwe if this address u W be used for m6ficatim
Building color: CIGS5 L Be , l d (see FFI Color Options)
Window and door trim color: / Ps U / - . (s7,FF1 Color Options)
Exterior doors, other than bum rooms: Please check one color Bronze— White
Note: Bum room doors and inters are GalvanizI "
$jet, �bD�
Requested shipping date: v c✓� `� �'_!
IN WITNESS WHEREOF, the parti hereto have executed this Agreement effective as of the
day and year set forth on page one. [BUYER]
C
Date signed by Buyer:
PI Print: Joseph A . Baird
Titl : County Administrator
Dul uthorized Representative of Buyer
FIRE FACILITIES, INC.
By:
Date signed by Seller: Please Print:
Title:
Duly Authorized Representative of Seller
4225.sff.0807
APPROVED AS TO FORM Page 4o 4
AN L F[
BY
WILLIAM K. DERRAAL
DEPUTY COUNTY ATTORNEY