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Home My WebLink About104-24 RESOLUTIONpF FAVEITf ti L` 11Y 4RKn 4 ?S 113 West Mountain Street Fayetteville, AR 72701 (479) 575-8323 Resolution: 104-24 File Number: 2024-1798 BID 24-27 ENVIRONMENTAL TECHNICAL SALES, INC. (PUMP REPLACEMENT): A RESOLUTION TO AWARD BID 424-27 AND AUTHORIZE THE PURCHASE OF A DRAIN PUMP FROM ENVIRONMENTAL TECHNICAL SALES. INC. IN THE AMOUNT OF S37.755.00. PLUS ANY APPLICABLE TAXES AND FREIGHT CHARGES BE IT RESOLVED BV THE CITY COUNCIL OF THE CITY OF FAVETTEVILLE, ARKANSAS: Section I: That the City Council of the City of Fayetteville, Arkansas hereby awards Bid 924-27 and authorizes the purchase of a drain pump from Environmental Technical Sales, Inc. in the amount of S37,755.00 plus any applicable taxes and frei-lit charges, for use at the Noland Water Resource Recovery Facility. PASSED and APPROVED on March 19.2024 Page 1 Attest: AWN 1 1 1 N Ni'r ��RK / T RF��'i�i =v; FAYETTEVILLI.0 : Kara Paxton, City Cle f< Treasurer ��z • 0A. CITY OF FAYETTEVILLE ARKANSAS MEETING OF MARCH 19, 2024 TO: Mayor Jordan and City Council CITY COUNCIL MEMO THRU: Susan Norton, Chief of Staff FROM: Tim Nyander, Utilities Director SUBJECT: Bid 24-27 Environmental Technical Sales — Noland Aeration Drain Pump RECOMMENDATION: 2024-1798 Staff recommends awarding Bid 24-27 and authorizing the purchase of a drain pump for the aeration basin at the Noland Water Resource Recovery Facility from Environmental Technical Sales, Inc. in the amount of $37,755.00 plus applicable taxes and freight charges. BACKGROUND: The Noland Water Resource Recovery Facility (WRRF) has one single drain pump for the aeration basin. It is part of the original treatment plant and has been out of operation for a few years. Staff have used portable pumps when needed, but the original aeration basin pump needs to be replaced so that there is a permanent pumping capability for the aeration basin. DISCUSSION: The City solicited formal bids for this replacement pump per Bid 24-27, and Environmental Technical Sales, Inc. was the lowest bidder that met all the specifications and requirements. Staff recommends awarding Bid 24-27 and authorizing the purchase of a drain pump for the Noland aeration basin from Environmental Technical Sales, Inc. in the amount of $37,755.00 plus applicable taxes and freight charges. This purchase will replace the original drain pump for the aeration basin, so operations staff don't have to use portable pumps. Freight is estimated at $1,000.00, and taxes are estimated at $3,778.61 for a total estimated cost of $42,533.61. BUDGET/STAFF IMPACT: Funds are available in the WWTP Plant Pumps and Equipment account within the Water & Sewer fund. ATTACHMENTS: SRF (#3), Bid 24-27, Bid Tab - Final (#4), Bid 24-27, Submittal - Environmental Technical Sales - E (#5) Mailing address: 113 W. Mountain Street www.fayetteville-ar.gov Fayetteville, AR 72701 == City of Fayetteville, Arkansas y 113 West Mountain Street Fayetteville, AR 72701 (479)575-8323 - Legislation Text File #: 2024-1798 Bid 24-27 Environmental Technical Sales — Noland Aeration Drain Pump A RESOLUTION TO AWARD BID #24-27 AND AUTHORIZE THE PURCHASE OF A DRAIN PUMP FROM ENVIRONMENTAL TECHNICAL SALES, INC. IN THE AMOUNT OF $37,755.00, PLUS ANY APPLICABLE TAXES AND FREIGHT CHARGES BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF FAYETTEVILLE, ARKANSAS: Section 1: That the City Council of the City of Fayetteville, Arkansas hereby awards Bid #24-27 and authorizes the purchase of a drain pump from Environmental Technical Sales, Inc. in the amount of $37,755.00 plus any applicable taxes and freight charges, for use at the Noland Water Resource Recovery Facility. Page 1 Tim Nyander Submitted By City of Fayetteville Staff Review Form 2024-1798 Item ID 3/19/2024 City Council Meeting Date - Agenda Item Only N/A for Non -Agenda Item 3/1/2024 WASTEWATER TREATMENT (730) Submitted Date Division / Department Action Recommendation: Staff recommends awarding Bid 24-27 and authorizing the purchase of a drain pump for the aeration basin at the Noland Water Resource Recovery Facility from Environmental Technical Sales, Inc. in the amount of $37,755.00 plus applicable taxes and freight charges. Budget Impact: 5400.730.5800-5801.00 Water & Sewer Account Number Fund 02069.1 WWTP Plant Pumps and Equipment Project Number Budgeted Item? Yes Does item have a direct cost? Yes Is a Budget Adjustment attached? No Total Amended Budget Expenses (Actual+Encum) Available Budget Item Cost Budget Adjustment Remaining Budget Project Title $ 1,622,210.00 $ 391,150.49 Is 1,231,059,51 $ 42,533.61 1,188,525.90 V20221130 Purchase Order Number: Change Order Number: Original Contract Number: Previous Ordinance or Resolution # Approval Date: Comments: Freight is estimated at $1,000.00, and taxes are estimated at $3,778.61 for a total estimated cost of $42,533.61. qwM CITY OF FAYETTEVI LLE ARKANSAS BID TABULATION Bid 24-27, Aeration Basin Drain Pump DEADLINE: Tuesday, February 27, 2024 at 2:00 PM Environmental Technical Sales JACK TYLER ENGINEERING INC TOTAL 1 $37,755.00 548,350.65 Line # Description I QTYI UOM I Unit Unit 1 Single Stage Horizontal Grit Pump I 1 I EA 1 $37,755.00 $48,350.65 I Z 2 -7 2 Kenny Fitch, Purchasing Agent Aya6da Beilfuss, Sr. Purcha'shtg Agent CITY OF VA FAYETTEVILLE ARKANSAS Bid 24-27 Addendum 1 Environmental Technical Sales Environmental Technical Sales, Inc. Supplier Response Event Information Number: Bid 24-27 Addendum 1 Title: Aeration Basin Drain Pump Type: Invitation to Bid Issue Date: 2/4/2024 Deadline: 2/27/2024 02:00 PM (CT) Notes: The City of Fayetteville is seeking bids from qualified vendors for the purchase of one (1) horizontal grit pump. This bid is for the purchase of equipment only; installation will be the responsibility of the City. Any questions concerning the bidding process should be directed to Kenny Fitch, City of Fayetteville Purchasing Agent, at kfitch@fayetteville- ar.gov or by calling (479) 575-8258. Contact Information Contact: Kenny Fitch Purchasing Agent Address: Purchasing Room 306 City Hall 113 West Mountain Street - Room 306 Fayetteville, AR 72701 Email: kfitch@fayetteville-ar.gov Page 1 of 3 pages Vendor: Environmental Technical Sales Bid 24-27 Addendum 1 Environmental Technical Sales Information Contact: Melissa Clouatre Address: 7731 Office Park Blvd. Baton Rouge, LA 70809 Phone: (225) 295-1200 Email: mclouatre@etec-sales.com Web Address: www.etec-sales.com By submitting your response, you certify that you are authorized to represent and bind your company. Chad Cooley Signature Submitted at 212712024 12:33:28 PM (CT) Requested Attachments Bid 24-27, Bid Form and Signature Pages ccooley@etec-sales.com Email ETEC_Bid HaywardGordon Pump 2-27-24.pdf Please attach your signed, completed form. This can be found in the 'Attachments' tab. Bid Attributes 1 Check Yes or No: Pursuant Arkansas Code Annotated §25-1-503, the Contractor agrees and certifies that they do not currently boycott Israel and will not boycott Israel during any time in which they are entering into, or while in contract, with any public entity as defined in §25-1-503. If at any time during contract the contractor decides to boycott Israel, the contractor must notify the contracted public entity in writing. 1Z Yes ❑ No 2 Check Yes or No: Pursuant Arkansas Code Annotated §25-1-1002, the Contractor agrees and certifies that they do not currently boycott Energy, Fossil Fuel, Firearms, and Ammunition Industries during any time in which they are entering into, or while in contract, with any public entity as defined in §25-1-1002. If at any time during the contract the contractor decides to boycott Energy, Fossil Fuel, Firearms, and/or Ammunition Industries, the contractor must notify the contracted public entity in writing. ❑� Yes ❑ No 3 Addendum Acknowledgement: By selecting "I agree", you acknowledge that you have read and understand any addendums that have been issued for this bid. ❑✓ 1 agree Bid Lines 1 Single Stage Horizontal Grit Pump Quantity: 1 UOM: EA Price: $37,755.00 1 Total: $37,755.00 Supplier Notes: Hayward Gordon Pump Page 2 of 3 pages Vendor: Environmental Technical Sales Bid 24-27 Addendum 1 Response Total: $37,755.00 Page 3 of 3 pages Vendor: Environmental Technical Sales Bid 24-27 Addendum 1 Unsigned bids will be rejected. items marked * are mandatory for consideration. *NAME OF FIRM: ETEC Services, Inc. Purchase Order/Payments shall be issued to this name *D/B/A or Corporation Name _ETEC_ *BUSINESS ADDRESS: 7731 office Park Blvd *CITY: Baton Rouge *STATE: IA *PHONE: (225) 295-1200 FAX: (225) 295-1800 *E-MAIL: ccooley@etec-sales.com, mclouatre@eteo•safes.com *BY: (PRINTED NAME) ChadCooley �/% *AUTHORIZED SIGNATURE: a —A J Z o� *TITLE: vice UNIQUE ENTITY NUMBER: M9NJWEP4HU5 *TAX ID NUMBER: 72-1306563 Acknowledge Addendums *ZIP: 70809 CAGE NUMBER: Addendum No. 1 Dated: 2-6-24 Acknowledged by: Melissa Clouatre Addendum No. Dated: Acknowledged by: Addendum No. Dated: Acknowledged by: Addendum No. Dated: Acknowledged by: City of Fayetteville, AR Bid 24-27, Aeration Basin Drain Pump Page 5 of 15 1 MLS9 City of Fayetteville Bid 24-27, Aeration Basin Drain Pump Technical Specifications ALL BIDDERS SHALL COMPLETE THIS "TECHNICAL SPECIFICATIONS" SECTION WITH BID. FAILURE TO SUBMIT A RESPONSE ON THIS "TECHNICAL SPECIFICATIONS" FORM IN A COMPLETED FORMAT CAN RESULT IN BID REJECTION. BIDDING REQUIREMENTS: o NOTICE: THIS SECTION CAN BE COMPLETED ON THE FOLLOWING MANNER: When given a specification option containing a blank (example a._), bidder shall write a "check mark" or write "yes" indicating yes if the accompanied specification is met. In the event a specification cannot be met, bidder shall indicate so by writing in "no" and writing on the City's bid forms how the specification is not met or how the unit(s) bid differ from what has been specified. Leaving item blank shall indicate bidder does not meet the listed specification and can resultin bidder D15OUALIFICA TION. o Bidders shall NOT supply warranty papers for the City to interpret whether a warranty specification is met or not. 1. GENERAL- 1.1 It is the intent of the following specifications to describe a single stage horizontal grit pump. 1.2 All unit(s) bid shall meet or exceed the minimum requirements, or they will be deemed incomplete and will not be considered for bid award. 1.3 All specifications written are to minimums, unless otherwise noted. 1.4 Unit(s) bid shall be new and of the latest standard production model as offered for commercial trade. 1.5 A list containing a minimum of three (3) users/references shall accompany this bid to qualify as a responsible bidder. Listing shall contain company, primary contact name, e-mail, phone number, and date of purchase. Users/references shall have had similar equipment purchased within the past five (5) years. 2. MANUFACTURER/MODEL— a.V The pump shall be equipped with a 25HP electric motor, connected for operation on 460 volts, 3 phase, 60 hertz. The power cable shall be sized according to NEC and ICEA standards and meet with P-MSHA approval. b. V Pump frame size shall be 324T with a 1200 RPM premium efficiency TEFC horizontal motor. 3. TECHNICAL SPECIFICATIONS — a.V Pump shall be capable of delivering 1800 GPM at 32.1 FTTDH. b. V Maximum RPM shall not exceed 1800. c. Pump shall be designed to be permanently connected to inlet and outlet pipes. cl._VVF Pump shall have an inspection cover. e.K The wet end of the pump shall be constructed of cast iron. f.__V The bearing frame shall be constructed of cast iron. City of Fayetteville, AR Bid 24-27, Aeration Basin Drain Pump Page 14 of 15 4. WARRANTY — a. Warranty shall begin at the time the pump is installed. b._ Pump shall be provided with prorated a 60-month (5 year) warranty against defects in materials and or workmanship. C. V The warranty shall be the latest revision in printed form and previously published as the manufacturer's standard warranty for all similar manufactured units. d. A certificate shall be provided to the City of Fayetteville with the local contact information and effective start-up date. City of Fayetteville, AR Bid 24-27, Aeration Basin Drain Pump Page 15 of 15 5 Brigden Gate Hayward Gordon Hayward Gordon Halton Hills, ON L7G OA3 Sharpe Mixers info@haywardgordon.com ---GROUP www.haywardgordon.com Scott TUrbon Mixer QUOTATION FOR HAYWARD GORDON SOLIDS HANDLING PUMPS Date: 2/22/2024 1 Project Reference: City of Fayetteville, AR WWTP Quotation No.: Q4-79483Bid-2 Rev. 0 I Equipment Reference: Customer: Environmental Technical Sales Inc. Delivery: 20-24 weeks 7731 Office Park Blvd. Incoterms: EXW Freight: PREPAID Baton Rouge Terms of Payment: 0 (Net 30 Days) LA Taxes: Not Included US 70809 Price Validity 60 days Currency: US $ Salesperson: Dave Miller Attention: Todd Rigby Submitted By: SYSTEM PRODUCT: CITY MODEL UNIT SELL PRICE LOT SELL PRICE 1 HAYWARD GORDON XCS10C SCREW CENTRIFUGAL PUMP CONSTRUCTION DETAILS: Wet End: Casing: ASTM A48 CL30 Cast Iron / Impeller & Suction Liner: ASTM A532 High Chrome Iron Seal: Chesterton S10 Single Cartridge Seal (TC/SC) - Clean Water Flush Required Ports/Flanges: 10" suction x 10" discharge - 125#RF Motor Details: 25HP, 120ORPM, 230/46OV/3/60, 324T, TEFC Inverter Duty Rated Drive: Fixed Speed V-Belt Guard: OSHA - V-Belt Guard Base/Coverplate: Steel Baseplate with Z-Belt Overhead Motor Mounting Pump Setting: Horizontal APPLICATION DETAILS: Fluid: Drain water Impeller Diameter: Full Solids: Capacity: 1800 GPM Viscosity: Waterlike NPSHR: Flooded Head: 32.1 ft Temperature: Ambient Pump RPM: 1012 RPM Specific Gravity: 1.00 Comments and Clarifications to Bid 24-27, Aeration Basin Drain Pump 2.a - Power cable by Others. 3.e - We are supply a high chrome iron impeller and suction liner. As of the date of this quote and due to the COVID-19 pandemic, the Hayward Gordon Group of companies have taken every precaution to minimize our product delivery schedules to our valued Customers. However due to Federal, State or Provincial mandated restrictions, the Seller may be required to adjust our product delivery lead-times accordingly. By accepting and issuing a formal purchase order in reference to one of the Hayward Gordon Group of companies 1) Hayward Gordon ULC or 2) Sharpe Mixers, Inc. or 3) Scott Turban Mixer, Inc. quotes, hereinafter referred to as Seller", Seller will confirm a ship date of the order based upon the then current environmental impact on the manufacturing schedule. In the event that due to the COVID-19 pandemic, order fulfilment has to be delayed, Seller will provide notice to you our valued customer. Either Party reserves the right to suspend work on this order, if operations are required to shut down due to the COVID-19 pandemic, for a period of (2) Hayward Gordon ULC 5 Brigden Gate • Halton Hills • ON • CANADA • L7G OA3 T:905-693-8595 https:Hhaywa rdgordon.com 5 Brigden Gate Hayward Gordon Hayward Gordon Halton Hills, ON L7G OA3 Sharpe Mixers info@haywardgordon.com ---GROUP www.haywardgordon.com ScottTUrbon Mixer months or longer, at which point both Seller and Buyer will mutually review and either party may terminate with written notification. Buyer agrees to pay Seller for the value of the "unpaid" work performed by Seller, at the date of the termination. GENERAL COMMENTS: L. Price validity is based on receipt of complete approval and release for production no more than eight weeks after drawings have been submitted by Hayward Gordon ULC. L Hayward Gordon ULC's standard Terms and Conditions of Sale apply and are an integral part of this quotation unless specifically noted otherwise in this proposal. 3. All start-up and instructional services not included unless specifically noted otherwise in this proposal. t. All starters and control equipment are not within Hayward Gordon ULC's scope of supply and are to be supplied by others unless specifically noted otherwise in this proposal. S. This proposal does not include installation, wiring, field painting or any other items except as specifically described above. Hayward Gordon ULC 5 Brigden Gate • Halton Hills • ON • CANADA • L7G OA3 T:905-693-8595 https:Hhaywa rdgordon.com Company: Name: Date: 02/23/2024 Pump: Size: XCS10C Dimensions: Type: XCS ScrewCentrifugal Suction: 10 in Synch Speed: Adjustable Discharge: 10 in Dia: 14 in Curve: 005-10657 Search Criteria: Flow: 1800 US gpn Near Miss: Head: 32.1 ft Static Head Pump Selection Warnings: None --- Duty Point --- Flow: 1801 US gpm Head: 32.1 ft Eff: 77.3% Power: 18.9 hp NPSHr: 8.55 ft Speed: 1012 rpm --- Design Curve --- Shutoff Head: 52.8 ft Shutoff dP: 22.9 psi Min Flow: --- US gpm BEP: 80% @ 2342 US gpm NOL Power: 19 hp @ 1603 US gpm --- Max Curve --- Max Power: 96.7 hp @ 3260 US gpm 0 ft 1750 rpm 150 1650 rpm 125 1550 rpm 1450 rp 100 1350 rp a y 1250 rpm = 75 1150 r, 50 25 0 50 2 25 N a z 0 yHayward Gordon Fluid: Name: Water SG: 1 Vapor Pressure: 0.256 psi a Density: 62.4 Ib/ft3 Atm Pressure: 14.7 psi a Viscosity: 1.1 cP Temperature: 60 °F Margin Ratio: 1 Pump Limits: Temperature: --- Sphere Size: 5 in Wkg Pressure: --- Motor: Consult Hayward Gordon to select a motor for this pump. k0 55 60 -67 � �73 �77 79 7-9 77 '-73 \ 67 100 hp 75 hp 60 hp 30 hp 40 h�0 hp gpm Performance Evaluation: Flow Speed Head Efficiency Power NPSHr US qpm rpm ft % hp ft 2160 1012 27.8 79.6 18.9 10.1 1800 1012 32.1 77.3 18.9 8.55 1440 1012 36.2 69.3 18.9 8.1 1080 1012 40.4 59.1 18.7 8.1 720 1012 44.5 45.1 18.2 8.1 Selected from catalog: HaywardGordon.60, Vers 1.4.2 1. SUCTION AND DISCHARGE FLANGES: C.I. AND NI —HARD — 125 Ibs R.F. ALLOYS — 150 Ibs F.F. ALL FLANGES MATE WITH STD. ASA FLANGES 2. PUMP ROTATION — C.W. VIEWED FROM SHAFT END. 3. ALL DIMENSIONS ARE IN INCHES. USE FOR INSTALLATION ONLY IF CERTIFIED. 4 4 0 6 MOUNTING HOLES 7/8" FOR REFERNCE ONLY GCTC•1 1" DRAIN H NO. I DATE I BY I REVISION y HAYWARD GORDON ULC CAD SCALE COST. P.O. NO. GENERAL ARRANGEMENT DATE H.G. JOB NO. DEC 27/23 R.P. 1 343272G 5 Brigden Gate Hayward Gordon Hayward Gordon Halton Hills, ON L7G OA3 Sharpe Mixers info@haywardgordon.com --� GROUP www.haywardgordon.com ScottTurbon Mixer TERMS AND CONDITIONS OF SALE FORMATION OF AGREEMENT These Terms and Conditions of Sale apply to the purchase of Products, Services, or both, by Buyer from Hayward Gordon ULC,(hereinafter referred to as "Seller"), each as identified in Seller's quote. These Terms and Conditions, together with Seller's quote, comprise the entire agreement between the parties (the "Agreement"). Seller's agreement to furnish Product or Services is expressly conditioned on Buyer's agreement to these Terms and Conditions. An order for Products, Services or both, constitutes Buyer's acceptance of these terms and conditions. Seller rejects any terms, conditions, or warranties in Buyer's purchase order or other document or communication that are additional to or differ from those set out in this Agreement, unless set out in writing and signed by Seller's authorized representative. PRICES Quotes. Prices in Seller's quote are valid for 30 days from the date of the quote unless otherwise specified in writing. Currency. Prices are in the currency specified in Seller's quote. If no currency is specified, prices to buyers located in Canada are in Canadian dollars and prices to all other buyers are in US dollars. Taxes excluded. Prices do not include any Taxes related to the Products or Services supplied under this Agreement, which are the responsibility of Buyer, unless Buyer presents a waiver or an exemption certificate acceptable to Seller. PAYMENT Terms. Buyer will pay all invoiced amounts in full, without deduction, back charge or set-off, within 30 days from the date of Seller's invoice. Payment is not contingent on Buyer receiving payment from Buyer's customer. Payment Method. Buyer is hereby notified that payments by credit card will incur a 2% fee. Late Payment. If payment is not made when required, Seller may at its option take one or more of the following actions: (i) treat such failure as a repudiation of all or a portion of the order that has not been fully performed and immediately suspend performance, (ii) continue production and make shipment under reservation of title or a security interest, and demand payment against tender of documents of title; (iii) charge interest at the lesser of 1.5% per month and the maximum rate permitted under applicable law, from the due date until paid, plus Seller's reasonable costs of collection; and (iv) Buyer agrees that Seller may enter the premises where any Products for which Buyer has not paid are located, repossess such Products whatever the mode of their attachment to realty or other property, sell the repossessed Products, apply the proceeds to the overdue payment, and recover any deficiency from Buyer. DELIVERY, RISK, TITLE Delivery dates. Delivery dates stated in advance of shipment, including in Seller's quote, are estimates only and are not guaranteed. Seller will not be liable for or penalized as a result of delays in shipment for any cause. Seller reserves the right, upon prior notice to Buyer, to make partial deliveries or partial performance, which may be separately invoiced. Buyer Delay. If Products cannot be shipped to or received by Buyer when ready because of any cause attributable to Buyer or its other contractors, Seller may store the Products at the sole expense and risk of Buyer; in such case, Seller will invoice Buyer and terms of payment will apply as if delivery had been made on the original delivery date. Damage/Shortage. Claims for damages or shortages must be made within 5 days after receipt of Products. CHANGES Orders accepted by Seller are not subject to change or cancellation by Buyer, except with Seller's written consent. Where Seller authorizes changes (including changes to specifications, and special packaging, tests or inspections in addition to Seller's normal procedures and not set out in Seller's Quote), Seller may charge Buyer reasonable costs of such change. Seller will make every effort to maintain initial prices throughout the drawing and submittals process. For the avoidance of doubt, in the instance of any change and resubmittal Seller reserves the right to adjust the price in accordance with equity and necessity. Further, should the Buyer not respond to confirm drawings and submittals in 30 days the initial price quoted may no longer be valid and may be subject to change in accordance with equity and necessity. INSTALLATION All Products will be installed by and at the risk and expense of Buyer, unless otherwise specified in Seller's quote or agreed to in writing. WARRANTY Warranty. Seller warrants that during the warranty period: Hayward Gordon ULC 5 Brigden Gate • Halton Hills • ON • CANADA • L7G OA3 T:905-693-8595 https:Hhaywa rdgordon.com 5 Brigden Gate Hayward Gordon Hayward Gordon Halton Hills, ON L7G OA3 Sharpe Mixers info@haywardgordon.com -� GROUP www.haywardgordon.com Scott TUrbon Mixer (a) all Products sold by it to Buyer pursuant to the Agreement, when properly stored, installed, used and maintained by Buyer, will in all material respects, conform to the specifications and be free from defects in materials and workmanship under normal usage; and (b) the Services performed by Seller will be performed in a good and workmanlike manner in accordance with any mutually agreed specifications. Warranty Period. The warranty period for Products is one year from date of shipment. Warranty Claims/Seller's Obligations. A claim must be submitted in writing, within 30 days of discovery, within the warranty period, to give rise to Seller's obligations. Seller's sole liability and Buyer's exclusive remedy for a breach of this warranty is limited to repair or replacement by Seller, in the case of the Product warranty, and re -performance by Seller in the case of the Services warranty. Such repair, replacement or re - performance will not extend the warranty period. Seller may require access to complete and accurate records of operation and maintenance during the warranty period, or the return of defective parts, freight prepaid, before a warranty claim is recognized. Third -party components. Products may contain components from third party manufacturers. Seller will use reasonable commercial efforts to extend to Buyer the benefit of any warranty given by the component manufacturer to Seller where the third party manufacturer permits it to do so. No other warranties. All other warranties, representations, terms and conditions (express, implied or statutory) as to quality, condition, description, merchantability, fitness for purpose, compliance with sample, or non -infringement (except implied warranty of title) are expressly excluded to the fullest extent permitted by law. LIMITATION OF LIABILITY Exclusions. Without limiting the foregoing, Seller will have no liability in respect of: (i) failure to follow Seller's use restrictions, specifications, recommendations or instructions or any misuse of the Products; (ii) any alteration, modification, repair, or enhancement of the Products by Buyer or any third party without Seller's prior written consent;(iii) any defect in the Product arising from designs, specifications or materials supplied by Buyer; (iv) any shipping, storage or working conditions different than those advised by Buyer after Seller's delivery of Products to Buyer; (v) chemical attack or wear; (vi) normal wear and tear; (vii) accident; (viii) fraud, negligence or wilful misconduct of Buyer or any of its affiliates or representatives; (ix) any Product for which the purchase price has not been paid in full in accordance with the Agreement. Limitation. (i) In no event will Seller' liability, in the aggregate, for damages arising out of the use of the Product or Services, or arising under this Agreement, whether in contract, tort (including negligence), or otherwise, to Buyer or any other person exceed the amount paid by Buyer to Seller under the Agreement for the Products or Services to which such claim or damages relates; (ii) Seller will not be liable for loss of profit or revenues, loss of use of equipment or systems, loss or deferral of production, interruption of business or loss of contract, loss of use, increased operating costs, or claims of Buyer's customers for any of the foregoing, any special, consequential, incidental, indirect, or punitive damages, whether or not foreseeable at the date of Seller starting performance of the Agreement and even if Seller is advised in advance of the possibility of any such loss or damages INDEMNITY Each party will indemnify the other party from and against claims brought by a third party, on account of personal injury or damage to the third party's tangible property, to the extent caused by the negligence of the indemnifying party in connection with this Agreement. If the injury or damage is caused by joint or concurrent negligence of Buyer and Seller, the loss or expense will be borne by each party in proportion to its degree of negligence. For purposes of Seller's indemnity obligation, no part of a Product is considered third party property, and "third party" does not include Buyer or any subsequent owner of the Products, their subsidiaries, parents, affiliates, agents, successors or assigns, including any operation or maintenance contractor, or their insurer. EXCUSED PERFORMANCE/FORCE MAJEURE A party will not be liable in respect of the non-performance of any of its obligations to the extent such performance is prevented by any circumstances beyond its reasonable control including but not limited to, strikes, lock -outs or labour disputes of any kind (whether relating to its own employees or others), fire, flood, explosion, natural catastrophe, military operations, blockade, sabotage, revolution, riot, civil commotion, war or civil war, acts or threats of terrorism. If such an event occurs, the time for performance will be extended by the amount of time lost by reason of the event plus such additional time as may be needed to overcome the effect of the event. COMPLIANCE WITH LAWS Each party shall comply with all applicable laws and regulations, orders, ordinances, resolutions, decrees, or restrictive measures and/or other requirements, including, but not limited to, import and export control, anti -bribery and anti -money laundering laws, regulations, codes, or ordinances. In no event shall buyer use, divert, import, export or re-export products and/or technology in violation of such applicable laws and regulations. Hayward Gordon ULC 5 Brigden Gate • Halton Hills • ON • CANADA • L7G OA3 T:905-693-8595 https:Hhaywardgordon.com 5 Brigden Gate Hayward Gordon Hayward Gordon Halton Hills, ON L7G OA3 Sharpe Mixers info@haywardgordon.com ---GROUP www.haywardgordon.com ScottTurbon Mixer Buyer hereby certifies that it will not export, re-export, or transfer all or part(s) of the products to Iran, North Korea and any countries of the sanctioned countries under the laws and regulations applicable to seller. GOVERNING LAW Unless otherwise agreed to in writing, the laws of the jurisdiction from which Seller ships the Product(s) will govern the interpretation and construction of this Agreement, and the Parties agree to submit to the exclusive jurisdiction of the courts of such jurisdiction. Waiver. No waiver of any of the provisions of this Agreement will constitute a waiver of any other provision (whether or not similar). Severability. If any provision of this Agreement is determined to be illegal, invalid or unenforceable, that provision will be severed from this Agreement and the remaining provisions will remain in full force and effect. Assignment/Subcontracting. Seller may assign or novate its rights and obligations under this Agreement, in whole or in part, to any of its affiliates. Seller may subcontract portions of the work to any third party. Hayward Gordon ULC 5 Brigden Gate • Halton Hills • ON • CANADA • L7G OA3 T:905-693-8595 https:Hhaywa rdgordon.com