HomeMy WebLinkAbout617216120 Woodinville-Redmond Road Suite 3 Woodinville, WA 98072 www.weci.com 800-255-2580
Quote #: 35968 Date: 9/18/2020
To: City of Bremerton From:
Attn: Rick Zimburean Whitney Equipment Company
Phone: 360-979-9783 Laura Haggard
Email: rick.zimburean@ci.bremerton.wa.us
Rick,
Here is the price you requested for Flygt hard iron impeller kits and volutes for pump model NP-3202.090
S/N 0480016, 0480017, and 040018 for EB6 Lift Station. The prices are as follows:
ITEM QTY. PART # DESCRIPTION UNIT PRICE TOTAL
1 3 7693123 Hard Iron Impeller Kits including: $7,345.00 $22,035.00
462 Hard Iron Impellers
Hard iron Insert rings
Plug (4 per unit)
Hex socket (4 per unit)
O’ring
2 3 7152200 6” Volute drilled for $7,300.00 $21,900.00
Estimated Freight to Bremerton, WA $1300.00
Tax at 9% $4,071.15
TOTAL $49,306.15
Please make ensuing purchase orders to: Whitney Equipment Company, Inc.
FOB: Factory, freight is estimated above This quote is valid for 30 days.
Terms: Net 30 days on approved accounts Lead Time: 5-6 weeks ARO
If you have any questions, please give me a call.
Thank you,
Laura Haggard
CC: Stephen Clark, Inside Sales
WHITNEY EQUIPMENT CO., INC.
WOODINVILLE, WA
STANDARD CONDITONS OF SALE
These are Whitney Equipment Co., Inc., the Seller, Standard Terms and Conditions and the basis of our offer to the Buyer, unless specifically altered in writing as
permitted herein. Any changes may affect the quoted price. These Standard Terms and Conditions and the bid quote, purchase order, or other order form to which
they are attached (the “Bid Quote”) form a contract between Buyer and Seller for the sale of products described in the Bid Quote (the “Contract”).
ACCEPTANCE: Submission of this Contract to Buyer constitutes Seller’s offer to the Buyer and on acceptance becomes a binding contract on the terms set forth
herein. Buyer’s acceptance is expressly limited to the terms of this Contract. Seller rejects all terms included in any response by the Buyer to this Contract that are
in conflict with, inconsistent with, or in addition to the terms and conditions contained herein. But if a conflict arises between the terms of a purchase order first
issued by Buyer and the terms of this Contract, the terms of this Contract shall take precedence.
ENTIRE AGREEMENT: The Contract comprises the entire agreement between the Buyer and the Seller, and supersedes all prior or contemporaneous
understandings, agreements, negotiations, representations and warranties, and communications, both written and oral. This Contract prevails over any terms and
conditions of purchase provided by Buyer, regardless whether or when the Buyer has submitted its purchase order or such terms. In addition implied terms and
conditions from the Buyer’s contracts with other entities are not valid or enforceable with respect this Contract. Fulfillment of the Buyer's order does not constitute
acceptance of any of Buyer's terms and conditions and does not serve to modify or amend this Contract.
GOVERNING LAWS: Seller will comply with all laws applicable to Seller during sale of the products. Buyer will comply with all laws applicable to Buyer during
operation or use of the products. The laws of the State of Washington shall govern the validity, interpretation and enforcement of any order of which these provisions
are a part, without giving effect to any rules governing the conflict of laws. Assignment may be made only with written consent of both parties. Buyer shall be liable
to the Seller for any attorney’s fees and costs incurred by Seller in enforcing any of its rights hereunder. Unless otherwise specified, any reference to Buyer’s order
is for identification only.
JURISDICTION AND VENUE: Any legal suit, action or proceeding arising out of relating to this Contract shall be commended in federal or state court located King
County, Washington and Seller and Buyer (i) irrevocably submit to the exclusive jurisdiction and venue of any such court in any such suit, action or proceeding and
(ii) irrevocably waive (to the extent permitted by applicable law) any objection which they now or hereafter may have to the laying of venue of any such action or
proceeding brought in any of the foregoing courts in and of the State of Washington, and any objection on the ground that any such action or proceeding in any such
court has been brought in an inconvenient forum.
ATTORNEYS FEES AND EXPERT COSTS: The prevailing party in any legal suit, action, or proceeding arising out of relating to the Contract shall be awarded its
reasonable attorneys’ fees and experts costs.
WARRANTY:
THE SELLER MAKES NO WARRANTIES ON ANY PRODUCTS OR SERVICES PROVIDED UNDER THIS CONTRACT, INCLUDING ANY (A) WARRANTY OF
MERCHANTABILITY, (B) WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE, OR (C) WARRANTY AGAINST INFRINGEMENT OF INTELLECTUAL
PROPERTY RIGHTS OF A THIRD PARTY, WHETHER EXPRESS OR IMPLIED BY LAW, COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OF
TRADE OR OTHERWISE. BUT THE BUYER SHALL RECEIVE WARRANTIES, IF ANY, PROVIDED BY THE MANUFACTURER OF THE PRODUCTS SOLD
UNDER THIS CONTRACT. THE SELLER IS EXPRESSLY EXCLUDED FROM ANY WARRANTY AND ALL CHARGES, FOR LABOR, INSTALLATION,
REMOVAL, REPAIR, REINSTALLATION, SHIPPING, UTILITIES, EQUIPMENT RENTAL, OTHER REQUIRED MATERIALS, OR ANY OTHER ITEMS. THE
PARTIES AGREE THAT THE BUYER'S SOLE AND EXCLUSIVE REMEDIES SHALL BE AGAINST THE PRODUCT MANUFACTURER AS PROVIDED HEREIN.
THE BUYER AGREES THAT NO OTHER REMEDY (INCLUDING, BUT NOT LIMITED TO, INCIDENTAL OR CONSEQUENTIAL DAMAGES FOR LOST
PROFITS, LOST SALES, DOWN TIME, OPERATING OR MAINTENANCE COSTS, INJURY TO PERSONS OR PROPERTY, OR ANY OTHER SPECIAL,
INDIRECT, INCIDENTAL OR CONSEQUENTIAL LOSS) SHALL BE AVAILABLE TO BUYER. BUYER SHALL FOLLOW ALL STORAGE, OPERATION, AND
MAINTENANCE PROCEDURES SPECIFIED BY THE MANUFACTURER FOR WARRANTY COVERAGE, FAILURE TO FOLLOW THESE PROCEDURES
INCLUDING DOCUMENTATION MAY RESULT IN LOSS OF WARRANTY COVERAGE.
TAXES: Seller does not include any Federal, State, City, County, or other sales, custom duties, or taxes such as sales, use, excise, retailer's, occupation or similar
taxes and fees, in the Contract Price unless otherwise explicitly stated in writing. Any taxes not included in the Bid Quote will be added to the Contract Price. In lieu
of paying such taxes to the Seller, the Buyer may furnish the Seller with a Tax Exemption Certificate or other legal and appropriate taxing authorities at any time.
PAYMENT TERMS: All quotations or proposals are in US Dollars unless explicitly stated otherwise in writing. Seller shall submit invoices for payment to Buyer for
percentages of the Contract Price as described in Bid Quote. Buyer must pay all invoices submitted by Seller no later than 30 days after the date of the invoice. If
the shipment is delayed by the Buyer, date of readiness for shipment shall be deemed the date of shipment for payment purposes. The Seller may require advance
payment or a certificate of deposit, or may otherwise modify credit terms, should the Buyer's credit standing not meet the Seller's requirements. A service charge of
2.5% per month on the unpaid balance will be charged on all overdue monies payable. Buyer shall not assign or transfer their contract or any interest in it, or monies
payable under it, without the written consent of Seller and any assignment made without such consent shall be null and void. Buyer agrees to pay all collection costs
and costs of suit, including reasonable attorney fees, in the event Seller institutes collection action for overdue account. Seller expressly reserves all available lien
rights in connection with any transaction between the parties. Unless explicitly agreed upon in writing, retainage against the contract amount is not allowed. The
Seller reserves the right to re-possess all equipment that is not paid for in full per this Contract’s payment terms.
CREDIT CARD PAYMENTS: All credit card payments will require an additional 2% surcharge in addition to the Contract Price listed in the Contract. All credit card
payments over $5000.00 require written pre-approval by the Seller prior to processing; approval is not guaranteed.
CREDIT: Buyer is required to provide all necessary credit information to Seller with each order, including bank reference, bonding company, or other necessary
information with complete names, addresses, phone numbers, personal references, and account and bond numbers. The Seller will determine, in its sole discretion,
what is acceptable and what credit rating is required for the Seller to allow a purchase on credit.
PRICE: The prices specified are in U.S. currency, payable free of all expense to the Seller for collection charges.
STARTUP PAYMENTS: If startup services are included in this Contract, the pre-agreed upon payment amount shall be due when startup is complete. If startup is
delayed more than 90 days after equipment delivery, payment for startup shall be due 90 days after equipment delivery prior to the startup occurring. Delaying in
paying this portion of the contract is subject to the PAYMENT TERMS above.
SHIPMENTS AND DELIVERY: Delivery and shipping times are Seller’s best estimate and do not include product approval time or order processing time. Seller
is not liable for any damages, fees, costs, expenses or penalties arising from (1) loss of or damage to product in transit or (2) delays in shipping or delivery of the
product, including all delays caused by an accident; riots; insurrections; national emergency; labor disputes of every kind however caused; embargoes; non-delivery
by suppliers; delays of carriers or postal authorities; or governmental restrictions, prohibitions, or requirements. Seller may, in its sole discretion, without liability or
penalty, make partial shipments of products to Buyer. Each shipment will constitute a separate sale, and Buyer shall pay for the units shipped whether such shipment
is in whole or partial fulfillment of Buyer’s order. Cost of handling and freight is only included when it is explicitly listed in this Contract.
NON-DELIVERY: The quantity of any installment of products as recorded by Seller on dispatch from Seller's place of business is conclusive evidence of the quantity
received by Buyer on delivery unless Buyer can provide conclusive evidence proving the contrary. Any liability of Seller for non-delivery of the products shall be
limited to replacing the products within a reasonable time or adjusting the invoice respecting such products to reflect the actual quantity delivered.
APPROVALS: Buyer is responsible for obtaining approval on products from project owners and engineers. The Seller represents only that products are as described
in this Contract. The Seller does not warrant that the products described will be approved or otherwise satisfactory to project owners or engineers, or that products
meet project specifications. Seller does not guarantee compliance with any codes or laws unless explicitly stated in this Contract. Performance of the overall system
that incorporates the products is not guaranteed.
OCCUPATIONAL SAFETY AND HEALTH ACT of 1970 – Seller does not warrant or represent that any of Seller’s products by themselves or in a system or with
other equipment will conform to or comply with the provisions of the Occupational Safety and Health Act of 1970 and the standards and regulations issued thereunder,
or any other federal, state, or local law or regulation of the same or similar nature.
LIMITATION OF LIABILITY - NEITHER SELLER, NOR ITS SUPPLIERS SHALL BE LIABLE, WHETHER IN CONTRACT, WARRANTY, FAILURE OF A
REMEDY TO ACHIEVE ITS INTENDED OR ESSENTIAL PURPOSES, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, INDEMNITY OR ANY OTHER
LEGAL THEORY, FOR LOSS OF USE, REVENUE OR PROFIT, OR FOR COSTS OF CAPITAL OR OF SUBSTITUTE USE OR PERFORMANCE, OR FOR
INDIRECT, SPECIAL, LIQUIDATED, INCIDENTAL OR CONSEQUENTIAL DAMAGES, OR FOR ANY OTHER LOSS OR COST OF A SIMILAR TYPE, OR
FOR CLAIMS BY BUYER FOR DAMAGES OF BUYER’S CUSTOMERS. SELLER’S AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THIS
CONTRACT SHALL NOT EXCEED THE CONTRACT PRICE, PROVIDED HOWEVER, IF THE BID QUOTE INCLUDES FIELD OR STARTUP SERVICE,
SELLER’S LIABILITY FOR SAID SERVICES SHALL BE LIMITED TO THE VALUE OF THE SERVICES. BUYER AND SELLER AGREE THAT THE
EXCLUSIONS AND LIMITATIONS SET FORTH IN THIS ARTICLE ARE SEPARATE AND INDEPENDENT FROM ANY REMEDIES WHICH BUYER MAY
HAVE HEREUNDER AND SHALL BE GIVEN FULL FORCE AND EFFECT REGARDLESS OF WHETHER ANY OR ALL SUCH REMEDIES SHALL BE
DEEMED TO HAVE FAILED OF THEIR ESSENTIAL PURPOSE.
STORAGE – If for any reason Buyer fails to accept products that have been delivered by Seller, or if Seller is unable to deliver the products because Buyer has
not provided appropriate instructions, documents, licenses or authorizations, then Seller may place the products in storage at Buyer’s cost and expense, which
includes the cost of storage, shipping fees, insurance and other incidental expenses. The Buyer carries risk of loss for products in storage.
TITLE - Title to the products and risk of loss or damage passes to Buyer upon delivery of the products at the Point of Delivery listed in the Bid Quote. As collateral
security for the payment of the Contract Price for the products, Buyer hereby grants to Seller a lien on and security interest in and to all of the right, title and interest
of Buyer in, to, and under the products, wherever located, and whether now existing or hereafter arising or acquired from time to time, and in all accessions thereto
and replacements or modifications thereof, as well as all proceeds (including insurance proceeds) of the foregoing. The security interest granted under this provision
constitutes a purchase money security interest under the Washington Uniform Commercial Code. Buyer agrees to perform all additional acts necessary to perfect
and maintain said security interest.
INSURANCE: Buyer shall, at its own expense, purchase, maintain and carry adequate insurance for the products to protect against loss or damage from any external
cause, including losses from fire, wind, water or other causes. Insurance coverage must be maintained with insurance companies legally authorized to do business
where said products are located in an amount at least equal to the value of said products until the products are accepted and paid for in full. Upon Seller's request,
Buyer shall provide Seller with a certificate of insurance from Buyer's insurer evidencing the insurance coverage that is satisfactory to Seller. The certificate of
insurance must name Seller as an additional insured. In no case does the Contract Price, even if inclusive of freight, cover the cost of insurance beyond the Point
of Delivery specified in the Bid Quote]
CANCELLATION: The Buyer may cancel its order only upon written notice, and in turn will make payment to Seller of reasonable cancellation charges specified by
Seller.
ORAL STATEMENTS: The Seller's personnel may have made oral statements about the products described in this Contract during the sales process. Such
statements do not constitute warranties or guarantees, and shall not be relied on by the Buyer. The entire contract is embodied in this writing. This writing constitutes
the final expression of the parties' agreement, and it is a complete and exclusive statement of the terms of that agreement.
CHANGES: Seller reserve the right to make changes and to substitute other material as needed to make shipments and fulfill orders under this Contract.
ERRORS: Seller reserves the right to correct clerical or stenographic errors or omissions.
STATUTE OF LIMITATIONS - To the extent permitted by applicable law, any lawsuit for breach of contract, including breach of warranty, arising out of the
transactions covered by this order, must be commenced by the Buyer not later than twelve (12) months from the delivery of Seller’s Products or the last day
Seller performed any services, whichever is earlier.
INSPECTION: Buyer shall inspect Seller's Products upon receipt, and if Buyer's inspection reveals any defects in the Products, Buyer shall notify the Seller within
three (3) days after receipt of the Products of any claim Buyer might have concerning such defects in the Products discovered by Buyer. Buyer's failure to notify
Seller within such a three (3) day period shall constitute a waiver by Buyer of all claims covering such defects in the Products. It is the Buyer’s responsibility to
inspect for shipping damage upon delivery and to initiate a damage claim with the freight carrier. Damage occurring in-transit by the freight carrier must be claimed
by the Buyer, and is not the Seller’s responsibility.
NOT INCLUDED: Seller does not include any item not specifically listed as included. References to specifications and drawings in the Scope of Supply section of
the Bid Quote does not indicate that all items in those documents are included in the Scope of Supply. Unless clearly included in this Contract, engineering and
design services are not included in this Contract.
FREIGHT: Prices quoted are F.O.B. point of manufacture and do not include freight unless specifically listed as included. Title passed to the Buyer at the Point of
Delivery listed in the Bid Quote and all freight claims are the responsibility of the Buyer.
BACKCHARGES will not be accepted unless approved by Seller, in writing, before any work is done.
DELAYS: Price and terms and conditions are subject to revision if manufacture is not released at time of order placement or drawings for approval are not
returned within 30 days from receipt by customer, or manufacture is released and subsequently held or delayed by the customer for more than 30 days, or
customer requests longer than quoted shipment. If Seller suffers delay in performance due to any cause beyond its control, including but not limited to act of
God, war, pandemic, act or failure to act of government, act or omission of Buyer, fire, flood, strike or labor troubles, sabotage, or delay in obtaining from others
suitable services, materials, components, equipment or transportation, the time of performance shall be extended a period of time equal to the period of the
delay and its consequences. Seller will give Buyer notice in writing within a reasonable time after the Seller becomes aware of any such delay.
DECOMPOSITION AND WEAR: Decomposition by chemical action and wear caused by the presence of abrasive materials shall not constitute defects.
BUYER DATA - Timely performance is contingent upon the Buyer supplying to the Seller, when needed, all required technical information, including drawing and
submittal approval, and all required commercial documentation. The Buyer shall also supply and complete all shipping delivery information, pre-delivery
checklists, and pre-startup checklists in a timely manner or the overall schedule of the project may be impacted at no cost to the Seller regardless of any potential
agreed upon damages.
BUYER SUPPLIED COMPONENTS - Buyer acknowledges that the products purchased by Buyer under this Contract may contain products supplied by the
Buyer or supplied by a third party at the Buyer’s direction (“Buyer Supplied Components”). Buyer Supplied Components are not covered by any warranty or
guarantee in this Contract. For the avoidance of doubt, Seller makes no representations or warranties with respect to any Buyer Supplied Components. Seller
disclaims any liability arising from Buyer Supplied Components delivered late, damaged, defective, or nonconforming. In no event shall Seller be liable for
consequential, indirect, incidental, special, exemplary, punitive damages, or lost profits, arising out of or relating to late delivery of or defective Buyer Supplied
Components. Subject to the terms and conditions of this Contract, Buyer shall indemnify, defend and hold harmless Seller and its representatives/officers,
directors, employees, agents, affiliates, successors and permitted assigns (“Indemnified Party”) against any and all losses, damages, liabilities, deficiencies,
claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind, including attorney and expert fees, fees and costs
of enforcing any right to indemnification under this Contract, and the cost of pursuing any insurance providers, incurred by Indemnified Party in a final judgment
relating to any third-party claims arising from defective Buyer Supplied Components.
AGENDA BILL
CITY {)FBREMERTON
CITY COUNCIL
SUBJECT: Sole Source Purchase of Study Session Date:
Pump Parts from Whitney Equipment COUNCIL MEETING Date:
Company, Inc. for EB-O Lift Station Department:
Presenter:
November 4.202
PVV&U88yWTP
Eric J.Burris
/360A473-5448
SUMMARY: Staff has received o proposal from Whitney Equipment Company, Inc. for the purchase
of three hard iron impellers and three volutes. The cost for these parts will be $49,306.15 including
freight and applicable Washington state sales tax.
ATTACHMENTS: 1>Quote #35868from Whitney Equipment Company, |nc.;2)Sole Source
Justification
FISCAL IMPACTS (include Budgeted Amound: Funds are available for the parts through Fund
451.
STUDY SESSION AGENDA:
X Limited Presentation El Full Presentation
STUDY SESSION ACTION: 0 Consent Agenda El General Business El Public Hearing
RECOMMENDED MOTION:
Move to approve the purchase agreement with Whitney Equipment Company, Inc. for $49,306.15;
and authorize the Mayor to finalize and execute the agreement with substantially the same terms and
conditions aspresented.
COUNCIL ACTION:
Form Updated 01/02/2018
Approve E Deny E
Table F-1 Continue F] No Action