PURCHASE AGREEMENT
CITY OF PACIFICA – WASTEWATER DIVISION
PURCHASE ORDER NOS. 121089
Seller (Vendor): Buyer:
Name Parkson Corporation Name: City of Pacifica
Address 1401 W. Cypress Creek Rd Ste. 100 Address: 540 Crespi Drive City, State Zip: Fort Lauderdale, FL 33309 City, State, ZIP: Pacifica, CA 94044 Attn: Parkson Rey Mendez
Phone: (954) 974-6610 Fax: Phone: (650)738-4660 Fax: (650) 355-7256 E-mail: [email protected] Fed. Tax I.D.: E-mail: [email protected] Project Information (If Applicable): Ship To:
Charge to Calera Creek Water Recycling Plant
Acct#: 34.900000.52800.C008.000 – Sharp Park Pump Station 700 Pacific Coast Highway Pacifica, CA 94044
Order Date Ship Via Payment Terms
July 1, 2022 - Net 30 days of invoice Upon Receipt of
Equipment Delivery
Buyer and Seller agree as follows:
MATERIAL AND/OR EQUIPMENT TO BE PROVIDED: Vendor shall furnish the materials or equipment described below in strict compliance with the Quotation from Parkson Corporation dated 1-19-2022 (Attachment 1) at the price or prices set forth opposite each item and within the times stated below in accordance with the terms and provisions of this Purchase Agreement, including the attached Terms and Conditions, which are incorporated into and made a part of this Agreement:
Item
No.
Item Description Budget
Acct No.
Quantity Unit Price Extension Delivery
Date
1 Parkson Aqua Guard Self –
Cleaning Bar Screen
34.900000.52800.C008.000 1 $ 95,817
TOTAL $ 95,817
Sales Tax (9.38%): $
Shipping: $
P.O. Total: $ 105,398.00 (Not to exceed)
ATTACHMENT 2
PURCHASE AGREEMENT
Project Title: PARKSON CORPORATION – PURCHASE ORDER NO. 121089
Special Terms and Conditions
Shipping: Parts will be shipped F.O.B. Factory, Freight included to jobsite.
Charges: All is included in price- Parts, Shipping labor and start up after completion of rebuild.
Purchase up to $10,000 (must be approved
by Department Head or authorized signator)
Approved: _______________________
Name: LISA PETERSEN
Title: Director of Public Works
Purchase between $10,000.01 and $25,000
(must be approved by the Assistant City
Manager)
Approved: _______________________
Name: YULIA CARTER
Title: Assistant City Manager
Purchase between $25,000.01 and $50,000
(must be approved by the City Manager)
Approved: _______________________
Name: KEVIN WOODHOUSE
City Manager
Purchase above $50,000
(must be approved by the City Council)
Date City Council Approved: _______________
Buyer: CITY OF PACIFICA
Authorized Signature: _______________________
Name: KEVIN WOODHOUSE
Title: City Manager
Vendor: PARKSON CORPORATION
Authorized Signature: _______________________
Name:
Title:
If Seller is located in the City of Pacifica, does Seller have a current business license? Yes No
PURCHASE AGREEMENT
Project Title: PARKSON CORPORATION – PURCHASE ORDER NO. 121089
PURCHASE ORDER TERMS AND CONDITIONS
DEFINITIONS: The term "Buyer" as used in this Purchase Order means the City of Pacifica, and the term "Seller" means the person, firm, or corporation from whom the material or equipment described in the purchase order is ordered.
ACCEPTANCE: The attached Acceptance Copy shall be signed and returned by the Seller within ten (10) calendar days after it is received by the Seller. The receipt by the Buyer of the signed Acceptance Copy or the initiation of performance under this Purchase Order by the Seller shall constitute acceptance of the Purchase Order by the Seller, including all of the terms and conditions herein. Acceptance is limited to the terms stated herein. Any additional or different terms and conditions proposed by the Seller are rejected unless expressly agreed to in writing by City Purchasing Agent or authorized agent.
COMPLETE AGREEMENT: This Purchase Order, including all applicable terms, conditions and specifications, shall constitute the sole and exclusive agreement between the parties. This Purchase Order supersedes all other writings and negotiations, written or oral. The City of Pacifica will not be responsible for goods delivered without a Purchase Order properly signed by the City Purchasing Agent or authorized agent. When this Purchase Order covers a purchase rendered over a stated period of time, Seller must obtain a new order upon expiration of the time period to authorize the purchase for an additional period of time.
DEFAULT: The Buyer may terminate the whole or any part of the purchase in any one of the following circumstances: (1) If the Seller fails to make delivery or fails to perform within the time specified herein or any extension thereof; or (2) If Seller delivers nonconforming goods; or (3) If Seller fails to perform in accordance with the material provisions of this agreement, or so fails to make progress as to endanger performance of this Purchase Order in accordance with its terms. In the event of any such failure Buyer will provide Seller with written notice of the default and Buyer's intention to terminate for default if Seller fails to cure the default to Buyer's satisfaction within seven (7) calendar days of Buyer' notice. If Seller fails to cure or correct the default within seven days, the Buyer may, without further notice to Seller, procure upon such terms and in such manner as the Buyer may deem appropriate, items similar to those terminated, and the Seller shall be liable to the Buyer for any excess costs of such similar items; however, the Seller shall continue the performance of this Purchase Order to the extent not terminated.
The rights and remedies of the Buyer provided in this clause shall not be exclusive, and are in addition to any other rights and remedies provided by law or under this Purchase Order.
CHANGES: Buyer may direct in writing changes, including additions to or deletions from the quantities originally ordered, or in the specifications or drawings. If any such change causes a material increase or decrease in the cost of, or the time required for, performance hereunder, an equitable adjustment shall be made in the price or schedule. Any claims for adjustment which Seller believes result from any change directed by Buyer shall be asserted in writing by Seller no later than ten (10) days from the date of Seller's receipt of any such direction. Equitable adjustments for any claims or changes under this agreement, including claims arising from
PURCHASE AGREEMENT
Project Title: PARKSON CORPORATION – PURCHASE ORDER NO. 121089
terminations or suspensions directed under DEFAULT above, of this agreement, will be made by written Change Order. Nothing contained herein shall excuse Seller from proceeding with the change as directed prior to negotiation of any adjustment. Whether made pursuant to this clause or by mutual agreement, changes shall not be binding upon the Buyer, except when confirmed in writing by a member of the Buyer’s Purchasing Department.
INVOICES: Seller shall send Buyer a separate invoice for each shipment. Invoices shall not be issued prior to delivery of items. Payment shall not be made prior to receipt of items and an invoice. Credit and discount periods will be computed from the date of receipt of the invoice to the date the Buyer’s check is mailed. Unless freight and other charges are itemized, the discount will be taken on the full amount of the invoice. Payment will be made within thirty (30) days after approval of the invoice by the Buyer.
TITLE AND RISK OF LOSS: All prices shall be F.O.B. Factory. The Seller shall be responsible for safe and adequate packing of the items, which shall conform to the carriers’ requirements. The Seller shall separately number all cases and packages, showing the corresponding numbers on the invoices. An itemized packing slip bearing this Purchase Order number shall be placed in each container. No extra charge shall be made for packaging or packing materials unless authority therefor is set forth in this Purchase Order. Seller shall assume and pay for any and all loss or damage to the merchandise from any cause whatsoever until delivered to Buyer at the specified destination.
DELIVERY: Timely performance and deliveries are essential to this Purchase Order. The Buyer reserves the right to refuse deliveries made in advance of the delivery schedule.
Overshipment allowances, if authorized, will be applied to the entire order. If the Buyer agrees to accept deliveries after the date of delivery has passed, the Buyer shall have the right to direct the Seller to make shipment to the delivery point set forth in this Purchase Order by the most expeditious means, and the total cost of such expedited shipment and handling shall be borne by the Seller. Acceptance of late deliveries shall not be deemed a waiver of the Buyer’s right to hold the Seller liable for any loss or damage resulting therefrom, nor shall it act as a modification of the Seller’s obligation to make future deliveries in accordance with the delivery schedule.
DELAYS: Seller will not be liable for delays in performing its obligations to the extent the delay is caused by an unforeseeable condition which is beyond Seller’s reasonable control and without Seller's fault or negligence. Acts of God, such as storms or floods, as well as government priorities, acts of civil or military authorities, fires, strikes, epidemics, war or riot are examples of events which will be excusable for being beyond Seller's reasonable control, only upon fulfillment of the following conditions: (a) within seven (7) days of the commencement of any excusable delay, Seller shall provide Buyer with written notice of the cause and extent thereof as well as a request for a schedule extension for the estimated duration thereof, and (b) within seven (7) days of the cessation of the event causing delay Seller shall provide Buyer with written notice of the actual delay incurred, upon receipt of which, the date of promised delivery shall be extended for the time actually lost by reason of an excusable delay.
INSPECTION AND APPROVAL: All items are subject to final inspection and approval after delivery to Buyer. If any items are defective in material or workmanship or otherwise not in
PURCHASE AGREEMENT
Project Title: PARKSON CORPORATION – PURCHASE ORDER NO. 121089
conformity with the requirements of this Purchase Order, the Buyer shall have the right to require Seller to correct or replace them. Final acceptance or rejection shall be made by the Buyer as promptly as practicable after delivery. Final acceptance shall be conclusive except with respect to latent defects, fraud or such gross mistakes as amount to fraud, or with respect to the Buyer’s rights under the “Warranty” clause.
WARRANTIES-GUARANTEES: The Seller warrants that the items, at time of delivery, shall conform to the Buyer’s specifications, the requirements of this Purchase Order, approved sample or samples, if any, and are free from defects in design, material and workmanship. Warranty will be as described in the attached Vendor’s Quotation. At the Buyer’s option, the Seller shall promptly either repair or replace defective items after receipt of the Buyer’s written notice of a defect. Transportation charges for the return and redelivery of defective items shall be borne by the Seller. Seller also warrants that said merchandise is free and clear of all liens and encumbrances whatsoever and the Seller has good and marketable title to same, and Seller agrees to indemnify, defend and hold the City of Pacifica, its officers, agents and employees free and harmless against any and all claimants to said merchandise.
SAFETY: All equipment and materials shall comply with all Federal, State and local safety rules and regulations including OSHA. Where applicable, materials must be labeled in accordance with Section 5194, Title 8, of the California Administrative Code. The Seller is required to include a Material Safety Data Sheet prepared in accordance with Section 5194(9) with each shipment of all such materials to the City.
EQUAL OPPORTUNITY EMPLOYER: It is the policy of the City of Pacifica that in connection with all materials furnished or work performed under this Purchase Order, there be no discrimination against employees because of race, religion, color, sex or national origin, and therefore the Seller agrees to comply with applicable Federal and California laws including, but not limited to, the California Fair Employment Practices Act.
TAXES: Unless prohibited by law, Seller shall pay and has included in the prices of this Purchase Order any federal, state or local tax, transportation tax, or other tax which is required to be imposed upon the items ordered hereunder, or by reason of their sale or delivery.
TERMINATION FOR CONVENIENCE: Buyer shall have the right to terminate this Purchase Order in whole or in part at any time, and from time to time, by written notice effective upon receipt by Seller of such notice, even though Seller is not in breach of any obligation hereunder.
Upon receipt of notice of termination, Seller shall immediately discontinue performance and shall comply with Buyer’s instructions concerning disposition of completed and partially completed items, work in progress and materials acquired pursuant to this Purchase Order. In the event of such termination, Seller shall be paid an amount in settlement to be mutually agreed upon by the parties which shall cover Seller’s reasonable costs of performance incurred prior to termination in connection with the items for which this Purchase Order is terminated plus a reasonable profit based upon such costs. However, said payment shall not exceed the price specified herein for such items. Seller shall advise the Buyer, in writing, of Seller’s claim, if any, for termination costs within ten (10) days after receipt of the notice of termination.
PURCHASE AGREEMENT
Project Title: PARKSON CORPORATION – PURCHASE ORDER NO. 121089
Termination in accordance with this article shall not affect Buyer’s obligation to pay for items accepted by Buyer prior to such termination.
GOVERNING LAW; VENUE; DEFINITIONS: The definition of terms used, interpretation of this Purchase Order and rights of all parties hereunder shall be construed under and governed by the laws of the State of California. Any litigation with respect to this Purchase Order shall be brought and conducted in San Mateo County, California.
ATTACHMENT 1
Quotation
NUMBER: B02011108 Rev 2 DATE: January 19, 2022
TO: Sharp Park Lift Station
700 Coast Hwy.
Pacifica, CA 94044
Attn:
Tel:
Fax:
E-Mail:
REF.: Project Name: Sharp Park LS
Project Location: Pacifica, CA
Original Serial #: AG-1463RP
Rebuild #: 201001
Specification Sec.: N/A
Parkson Corporation proposes the reconditioning of your existing Aqua Guard® Continuous SelfCleaning Bar/Filter Screen and is pleased to provide this Rebuild/Retrofit Quotation for the following:
ITEM 1 AQUA GUARD SELF-CLEANING BAR/FILTER SCREEN
# Existing Units: 1
Unit #: 20100101
Model: AG-MN-A
1.A Existing Equipment:
Description
Screen Width: 2” – 10.5”
Solids Discharge Height: 14’
[as measured from the bottom of the channel to the discharge point] Screen Angle: 75 º
Screen Opening: 6 mm
Application / Industry: Municipal
Materials of Construction
Elements: high impact polycarbonate alloy
Frame: 304 SS
Conveyor Chain: 304/410
Filter Element Shafts: 304 SS
Side Plate: 304 SS
1.B The following parts are recommended for replacement on one (1) unit:
201001 B02011108
Sharp Park LS, Pacifica, CA
AG-MN-A75, 2'10-1/2 x 14'DH
Item Description Quantity
Rotating Brush 1
Upper Guide Rail, 304ss 2
Guide Rail Mounting Spacer, 304ss 6
Lower Guide Rail, 304ss 2
Guide Rail Mounting Spacer, 304ss 4
Guide Rail Assembly, 304ss AS/OH 2
Discharge Pan Seal 1
Side Seal, Neoprene 2
Filler Plates, 304ss 2
Flange Bearing, Brush 2
Pillow Block, Take-up 2
Flange Bearing, Drive shaft 1
Bushing, Drive 1
Bushing, Brush 1
Sprocket, Brush 1
Sprocket, Drive shaft 1
#40 Chain with Master Link 1
Chain Tightener 1
Nameplates & Labels set 1
Front Seal
Brush, Strip, 2" 1
Brush, Strip, 3" 1
Screen Assembly 1
Filter Shafts, solid 114
Filter Elements, 6mm 4731
Side Plates, 304ss 228
Snap Rings 228
Washers 228
Conveyor Chain 228
ITEM 2 OFFERINGS - PURCHASE PRICE
2.A Parkson Certified On-site Rebuild with OEM Parts & Technicians (Per Unit) ………………………………………………………………………………………$95,817.00 USD
1. To ensure work site safety, customer/owner is responsible for thoroughly cleaning, pressure washing and disinfecting the unit.
2. Due to location of unit the unit must be rebuilt in the channel. The unit is located inside a building with no access to pull the unit.
3. All parts listed in [1B] above.
4. Parts will be shipped F.O.B. Factory, freight included to jobsite.
5. Work performed by Parkson authorized field technicians, who will test run equipment at completion of rebuild.
6. 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 $1,200 per day plus travel and living expenses.
ITEM 3 OPTIONS FOR EXISTING UNITS(S) ONLY
1. Aquaguard Motor, 1HP, XP……………………. ADD……. $1,554.00 USD
2. Aquaguard Reducer, 8MFSD …………………. ADD……. $16,966.00 USD RP Extension (Includes Screw Weldment, Drive Mounting Plate and Labyrinth seal)………………………………………………... ADD……. $ 11,790 USD
3. RP Body………………………………………………………..ADD……. $ 18,635 USD
4. RP Reducer……………………………………………………ADD……. $ 3,485 USD
5. V-Ring Seal……………………………………………………ADD……. $ 75 USD
6. Replacement AG-RP CP ……………………………………ADD……. $19,855 USD
7. Transition Chute (From Aquaguard to RP)…………………ADD……. $4,977 USD
8. RP Discharge Pipe with stand……………………………….ADD……. $5,834 USD ITEM 4 SCHEDULE, VALIDITY, PAYMENT TERMS
4.A Schedule
• Submittal Phase not required on this project.
• Parts availability: 12-14 weeks following receipt of acceptable written Purchase Order. • Field/on-site rebuild will be accomplished within 4 – 6 weeks after parts are delivered to customer, but in no event later than 90 days.
• Rebuild must be completed within 90 days after parts arrive on-site.
4.B Validity:
Price is valid for thirty (30) calendar days from Quotation date, for shipment of Equipment within the timetable stated above.
4.C Payment Terms:
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 (see attached link under terms and conditions) Standard Conditions of Sale, Parkson offers a one (1) year mechanical warranty for all new parts installed on the Aqua Guard screen by an on-site certified rebuild.
2. Installation labor of parts or parts not ordered as part of a rebuild package have a 90- day warranty.
5.B 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:
This Quotation is governed by and subject to Parkson’s Standard Conditions of Sale, which are incorporated by reference and accessible at: http://www.parkson.com/files/documents/AFRMterms.pdf 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:
Parkson is not in receipt of any plans and specifications. The equipment quoted above is based upon Parkson’s current standards and may or may not comply with any specification that may exist. Parkson reserves the right to revise this quotation upon receipt of any plans and specifications.
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.
• Customer’s responsibilities include and is not limited to:
1. High pressure washing of the unit / removal of all solids. Additional charges and delays will occur if it is necessary for our crew / factory to send equipment out for cleaning and solids disposal.
2. Disassembling from adjoining equipment / electrical / controls.
3. Disconnecting shower water connections and water supply.
4. 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).
5. Removing piping connections, platforms, gratings and railings unless stated otherwise.
6. 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.
7. Whenever possible, unit should be staged away a safe distance away from any currently utilized equipment and/or work areas.
• Provide proper ventilation inside the building
• Care and storage of rebuild components upon receipt at customer site. • Unloading of replacement parts when they arrive on site. • Delivered material needs to be stored at the same elevation and within 10 feet of the screen (if applicable)
• Redirect channel flow.
• Provide clean, dry channel.
• Old parts weighing 50 lbs or more should be loaded on a customer supplied forklift (or equal) in order to place them in a customer supplied dumpster.
Customer must Provide
• Manlift, ladders
• Dumpster for all old parts [on-site rebuild only].
• 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 Accepted By: (Herein called the Buyer)
PARKSON CORPORATION
1401 West Cypress Creek Road, Ste. 100
Fort Lauderdale, FL 33309
Name: Marty Unger
Title: Regional Sales Manager
Phone: 954-383-1757
E-Mail: [email protected]
Fax: 954-252-3775
Title:
Date:
Date: January 19, 2022
Local Rep: Jeff Rabas
Coombs-Hopkins Co.
Phone: 303-710-9426
Fax: 925-947-6784
Email: [email protected]
cc: Edna Sugden
Aqua Guard Rebuild 9/26/2018 supersedes 06/09/17