HomeMy WebLinkAbout2018-149AAPare
Quotation
NUMBER: B02011086 Rev 3
T0: South County WWTP
2500 6th Ave. SW
Vero Beach, FL 32962
Attn: Jim Degraffenreid
Tel: 772.453.3500
Fax:
E -Mail: jdegraffenreid@ircgov.com
DATE: July 26, 2018
REF.: Project Name: South County WWTP
Project Location: Vero Beach, FL
Original Serial #: AG -1895
Rebuild #: B02011086
Specification Sec.: N/A
Parkson Corporation proposes the reconditioning of your existing Aqua Guard® Continuous Self -
Cleaning Bar/Filter Screen and is pleased to provide this Rebui/d/Retr0f'it Quotation for the following:
ITEM 1 AQUA GUARD SELF-CLEANING BAR/FILTER SCREEN
# Existing Units: 1
Unit #: AG -189501
Model: AG -MN -A
1.A Existing Equipment:
Description
Screen Width: 22.5"
Solids Discharge Height: 11 ft.
has measured from the bottom of the channel to the discharge point]
Screen Angle: 750
Screen Opening: 3 mm
Application / Industry: Municipal
Materials of Construction
Elements:
Frame:
Conveyor Chain:
Filter Element Shafts:
Side Plate:
Revised on: 06-09-2017
high impact polycarbonate alloy
316 SS
316/410
316 SS
high impact phenolic
www.parkson.com
technoloqv@parkson.com
AF -010 Rev 9
1.6
QUOTATION NO. B02011086 Rev 3, Page 2
The following parts are recommended for replacement on one (1) unit:
AG -1895 002011086
Vero. Beach, South County WWTIP j
AG=MN-A75, 22.5. x•11 DH'
Item. Description uanti
Rotating Brush UltraBrush, 1, .
Upper Guide Rail, 316ss 2
Lower Guide Rail, 316ss 2
3 Upper Guide Rail Mounting Spacer, 316ss 6
i Lower GuideRail Mounting Spacer; 316ss 4'
Guide Rail'Assembly, 316ss AS/OH 2
3
Front Seal Componerits
1 .
Discharge Pan Seal
1
Side; Seal, Brushes
2.
FI'ange Bearing, Brush
2
!, Pillow Block, Take-up -
2
t Flange Bearing, Drive shaft
1
Bushing,
1
Bushing,
1
. Sprocket,, Brush
1
Sprocket, Drive shaft
1
i #40 Chain with Master." Cink
1
# Chain Tighener..
( Hardware
1
Filler Plate,2
.
J &, Labels set
1
•Nameplates
Rivet, Blind, SS:
4
Front Seal
Brush 2.z 16-1/4
Brush.3`k 16-1/,4
„1
Clips
6,
;.
Screen Assembly
3 ' Side Plate, Phenolic .`9
192
Washer
192:,
t Conveyor Chain
192
1.,'Filter Shaft, Solid
96
Sriap Ring .:'`.:.
192-
Filter Element;. 3mm, .....:;_....._ :r....'_ ._...,
_ . _.
_:_'... _.._w3600
Revised on: 06-09-2017 AF -010 Rev 9
QUOTATION NO. B02011086 Rev 3, Page 3
ITEM 2 OFFERINGS - PURCHASE PRICE
2.A Parkson Certified On-site Rebuild with Certified Technicians (Per Unit)
...................................................................................................$19,540.00 USD
1. To ensure work site safety, Parkson is responsible for removing unit from the channel,
placing unit on a' level surface, thoroughly cleaning, pressure washing, disinfecting the
unit, and reinstalling unit in channel.
2. Parkson to supply crane.
3. Removal and reinstallation of the unit in the channel is included.
4. Work performed by Parkson authorized field technicians, who will test run equipment at
completion of rebuild.
5. Taxes excluded.
Rebuild / Start -Up Assistance - Included
Parkson will furnish one certified crew as required to rebuild unit, provide start-up and
operator training. Dates of service to be scheduled upon receipt of Buyer's written request.
Additional start-up service can be purchased for $1,000 per day plus travel and living
expenses.
2.13 Parkson OEM Certified Parts Only (Per Unit)................................$49,662.00 USD
1. Owner is responsible for all field work.
2. Parts listed in [1 B] above (only).
3. Parts are F.O.B. Factory, freight included.
4. Taxes excluded.
TOTAL REBUILD PRICE 2.A + 2.13...................$69,202.00 USD (Per unit)
ITEM 3 OPTIONS FOR EXISTING UNITS(S) ONLY
1. ....................................................... Add/Deduct....... $ USD
ITEM 4 SCHEDULE, VALIDITY, PAYMENT TERMS
4.A Schedule
® Submittal Phase not required on this project.
® Parts availability: Eight (8) weeks following receipt of acceptable written Purchase
Order.
E Field/on-site rebuild will be accomplished within 4 weeks after parts are delivered
to customer, but in no event later than 90 days.
E Rebuild must be completed within 90 days after parts arrive on-site.
Revised on: 06-09-2017 AF -010 Rev 9
QUOTATION NO. 802011086 Rev 3, Page 4
4.6 Validity:
1. ® Price is valid for thirty (30) calendar days from Quotation date, for shipment of
Equipment within the timetable stated above.
4.0 Payment Terms:
1. ® 90% net 30 days upon shipment of parts to site, 10% upon rebuild completion,
not to exceed 90 days after shipment of parts should rebuild be delayed by other
than Parkson. Payment terms for parts only without any factory labor or field service
is 100% net 30 days from shipment.
ITEM 5 WARRANTY, DRAWINGS & MANUALS
5.A Mechanical Warranty:
1. As defined in Section XVI on the attached Standard Conditions of Sale, Parkson
offers a one (1) year mechanical warranty for all new parts installed on the Aqua
Guard screen by a) on-site certified rebuild, or b) on-site supervised, certified rebuild.
2. Installation labor of parts or parts not ordered as part of a rebuild package have a 90 -
day warranty.
5.13 Drawings and Installation, Operation and Maintenance (IO&M) Manuals:
1. Approval Drawings:
Not required
2. Certified Drawings:
Not required
3. IO&M Manuals:
Not required
TERMS AND CONDITIONS:
Parkson's Standard Conditions of Sale, as stated on the attached, shall apply.
PATENTS:
The Equipment and/or process quoted herein may operate under one or more U.S. patents. The
Purchase Price includes a one-time royalty payment (if any), which provides the Buyer with
immunity to operate the Equipment specified in the Quotation under any applicable patents.
CLARIFICATIONS AND EXCEPTIONS:
Section
Revised on: 06-09-2017 AF -010 Rev 9
QUOTATION NO. 802011086 Rev 3, Page 5
BUYER / OWNER RESPONSIBILITY UNLESS OTHERWISE STATED:
Getting the Unit ready for the Rebuild/Retrofit
• Upon disassembly on-site, if any unforeseen parts or structural repairs are discovered,
Parkson Corporation will notify the customer prior to commencement of any repairs which will
be beyond the originally quoted scope. The costs for these items and any time extension will be
added to the scope of work.
• Removal and installation of Aqua Guard unit in channel, does not include the following:
1. Disassembling from adjoining equipment / electrical / controls.
2. Disconnecting shower water connections and water supply.
3. Disconnecting controls / electrical connection and interconnecting wiring removal
(including any of the following, but not limited to: E -stop button, solenoids, motors,
interlock switches, wiring and conduit from each unit -mounted electrical device to a
terminal box or control panel).
4. Removing piping connections, platforms, gratings and railings unless stated otherwise.
5. Removing any other auxiliary equipment or service not detailed above.
• Readiness of the equipment before requesting [rebuild or start-up] service. Non -readiness
may result in additional charges.
Getting the Site ready for the Rebuild/Retrofit (Personnel Safety is of utmost importance)
• Provide a safe work area around the equipment.
• Redirect channel flow.
• Provide clean, dry channel.
Customer must Provide
• Dumpster for all old parts.
Revised on: 06-09-2017 AF -010 Rev 9
QUOTATION NO. 802011086 Rev 3, Page 6
Please return, one signed, copy of this quotation and Purchase Order to Parkson Corporation at the
address below. Refer to this quotation,.date, and related correspondence.
Issued By: Carlos Robaina
PARKSON CORPORATION
1401 West Cypress Creek Road, Ste. 100
Fort Lauderdale, FL 33309
I", anel�
Name:
Marty Unger
Title:
Regional Sales Manager
Phone:
954 383-1757
E -Mail:
munger@parkson.com
Fax:
954-252-3775
Date:
July 25, 2018
Enclosures: Standard Conditions of Sale
Local Rep: Jim Wahl
Mack Company,
17088 Gulf Pine Circle
Wellington, FL 33414
(M) 954-646-3465
cc: Louise Dunevant; Rui Claudio
Aqua Guard Rebuild 06/09/17 Supersedes 05/11/17.
Accepted By: (Herein called the Buyer)
INDIAN RIVER COUNTY
Title: peter D. O' Brya
Date: August 14, 2018
Jeffrey R. Smith,
APPROVED AS TO FORM
AND LEGAL SUFFIOIENCY
BY
DYLAN REINGOLD
COUNTY ATTORNEY
Revised on: 06-09-2017 AF -010 Rev 9
Par sin
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 and rejects any and all additional or
different terms proposed by Buyer, whether contained in Buyer's 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 Buyers 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 Buyer's 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 at 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, Buyer's 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 promptly 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 shall 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 continuingmanufacture, 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. SHIPMENT/STORAGE: (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. Buyer's 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 Buyer's sole risk. It is Parkson's policy to ship its equipment "Bill Collect," and the carrier will mail its
invoice(s) directly to Buyer's 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.
1 of 4 CNF -010 Rev D — May 2017
Par 6rn
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, the drawings must be returned
marked "Approved" or "Approved As Noted" within twenty (20) calendar days after receipt unless otherwise noted. In 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 alternative 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 retum-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. Buyer is gbject to t 9, F.S. and shall not be
obligated to take any action in conflict therewith or with any other statutory public records requirements. 6
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 start-up / 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 start-up 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 CNF -010 Rev D — May 2017
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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 international) 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) Parkson's liability through any noncompliance to OSHA shall be limited to the cost of modifying the product(s) or replacing
the non -complying product(s) 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 the 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 13HOW rrAldiation
AR9d:i:tcTik4r1N in Broward County, Florida. AfiS�ttt4SttifiiP4b�14tPfr4'tdi'4itltt4t�x}4Ya'ft�6t4f>hiL
�ssoctataomca�csfoex�ceressiou�ojoonc�xsir�gtexat�c sxr� xiioBmnjce t
a�exea¢000erx�eintxt�t�cxar�tkirx:tkirgp�(3�cxbegesSxthottxChec�gce�cdxR;edcs®�c��cffxaic�e�c e�aitxapceoea��te
a9ftetar:. 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 torneyj�,s',�djlegal expenses. tt4i4Xtg<�t4Df11t4Cpfl'
agafcia%ar►gx&>kx�c�&:et�tya�isdiOtiotx �� ((����
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 furnished or designated by Buyer, in which case Buyer shall indemnify
Parkson against any judgment for damages and costs which may be rendered against Parkson in any suit brought on 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 Buyer for special, indirect, incidental or
consequential damages arising out of allegation of patent infringement.
XVI. MECHANICAL WARRANTY: For a 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 accepted 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, cave-in, lightning, war, or vandalism;
3 of,4 CNF -010 Rev D — May 2017
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(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, 0&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.
XVII. INDEMNIFICATION: Buyer shall comply and require its employees to comply with all instructions given by Parkson regarding installation, 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) for 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 fails 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 Parkson and its suppliers at 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 nature (including attorney's fees) for loss or damage to persons
or property, other than the Equipment sold hereby or Buyer's possession or use of said ip�t�Thgoing is restricted to limits set forth in Section
mmunity. �f71/
768.28, F.S. Nothing herein shall constitute a waiver of Buyer's sovereign iJ (��
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 writing 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 superseded 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 Owner 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.
4 of 4 CNF -010 Rev D — May 2017