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HomeMy WebLinkAbout(0028) Contract_Exhibits.pdfFORT WORTH CITY OF FORT WORTH CHAPTER 252 EXEMPTION FORM Instructions: Fill out the entire form with detailed information. Once you have completed this form, provide it to the Purchasing attorney for review. The attorney will review the information you have provided to determine whether an exemption to Chapter 252's biding requirements is defensible. If you are printing this form to provide to Legal, please do not provide the Primer portion. Failure to provide sufficient information may result in follow up questions and cause a delay in the attorney's determination. Section 1: General Information Requesting Department: Water Department Name of Contract Manager: Shatabya Ber Ig and Department's Attorney: DougBlack lack Item or Service sought: Goods: ❑ Service: M Anticipated Amount: $142,617.33 Vendor: Hach Company Current/Prior Agreement for item/service: Yes ❑ No ❑ CSC or Purchase Order #: N/A Amount: N/A Projected M&C Date: N/A How will this item or service be used? Services will be used to repair, start-up and maintain Hach Company instruments purchased. Water owns a large number of Hach instruments of various model numbers and functions. All of the instruments are generally used to measure water quality either in the field, in the plant, or in a lab setting. MgLny of these instruments are used to verify compliance with our water quality permits. The services for these instruments include re ug latory (TCEQ,) required calibrations and various repairs as needed. Hach is the only approved vendor to perform these services. Page 1 of 6 Section 2: Claimed Exemption and Justification (Other than sole source) NOTE - For a claimed sole -source exemption, complete Section 3. Please indicate the non -sole -source exemption you believe applies to the purchase and provide information to support its applicability. Please refer to the Exemption Primer for detailed information about common exemptions: [] A procurement necessary to preserve or protect the public health or safety of the City of Fort Worth's residents; A procurement necessary because of unforeseen damage to public machinery, equipment, or other property; A procurement for personal, professional, or planning services; A procurement for work that is performed and paid for by the day as the work progresses; [] A purchase of land or a right-of-way; Paving drainage, street widening, and other public improvements, or related matters, if at least one-third of the cost is to be paid by or through special assessments levied on property that will benefit from the improvements; n A public improvement project, already in progress, authorized by the voters of the municipality, for which there is a deficiency of funds for completing the project in accordance with the plans and purposes authorized by the voters; A payment under a contract by which a developer participates in the construction of a public improvement as provided by Subchapter C, Chapter 212; Personal property sold: • at an auction by a state licensed auctioneer; • at a going out of business sale held in compliance with Subchapter F, Chapter 17, Business & Commerce Code; • by a political subdivision of this state, a state agency of this state, or an entity of the federal government; or • under an interlocal contract for cooperative purchasing administered by a regional planning commission established under Chapter 391; Services performed by blind or severely disabled persons; Goods purchased by a municipality for subsequent retail sale by the municipality; Electricity; or Page 2of6 Advertising, other than legal notices. Please provide details and facts to explain why you believe the exemption applies to the purchase. You may also attach documentation to this form. Section 3: Claimed Sole -Source Exemption and Justification NOTE - For any non -sole -source exemption, complete Section 2. Please indicate the sole -source exemption you believe applies to the purchase and provide information to support its applicability. Please refer to the Exemption Primer for detailed information about common exemptions *A procurement of items that are available from only one source, including: • items that are available from only one source because of patents, copyrights, secret processes, or natural monopolies; • films, manuscripts, or books; • gas, water, and other utility services; • captive replacement parts or components for equipment; • books, papers, and other library materials for a public library that are available only from the persons holding exclusive distribution rights to the materials; and • management services provided by a nonprofit organization to a municipal museum, park, zoo, or other facility to which the organization has provided significant financial or other benefits; How did you determine that the item or service is only available from one source? Speaking to the representatives with Hach Company Attach screenshots and provide an explanation of any independent research you conducted, through internet searches, searching cooperatives, or discussions with others knowledgeable on the subject matter that corroborate that the item is available only from a single source. Sole Source justifiation letter attached and discussions with personnel who deal with the instruments directly. Did you attach a sole source justification letter? ® Yes ❑ No Page 3 of 6 Describe the uniqueness of the item or service (e.g. compatibility or patent issues, etc.). Hach Company personnel are the only authorized people to perform any work on the instruments or it will void the warranty. Section 4: Attorney Determination With the facts provided by the department, is the use of the claimed exemption defensible if the City were to be challenged on this purchase? M Yes f � No. Was there anything attached to this form that was relied on in making this determination? F Yes ❑ No. If yes, please explain: Sole source letter from Hach, dated 9/21/2021, confirming that any unauthorized repairs will result in voiding the instrument's warranty] Was there anything not included on this form or attached hereto that was relied on in making this determination? L1 Yes M No. If yes, please explain: Will the standard terms and conditions apply? Will the contract require special terms? Will the contract require review by the department attorney? Approved B+14w� y:: - Ta or Paris / Jessika Williams Assistant City Attorney Yes ❑ No. L1 Yes M No. Yes L1 No. Date: 11 / 16/21 Page 4 of 6 r< ■ CERTIFIED PROGRAMS Hach Company Instrument Service and Parts 9/21/2021 Dear City of Fort Worth: The instruments you purchased, part of the following family of brands --- Hach, American Sigma, Anatel, Astro, Great Lakes Instruments, Hydrolab, Lachat, Marsh-McBirney, Orbisphere, OptiQuat, OTT, Polymetron and Radiometer -Analytical --- were designed to be reliable, durable and easy to operate. Our goal is to design and manufacture instruments that give accurate readings with minimum maintenance requirements. The Hach Service Representative is a highly trained professional that has a thorough, in-depth knowledge of the workings of each manufactured instrument. Our factory -trained service personnel are the only people authorized to perform any repair, start-up service or maintenance on these instruments. Because of the many different parameters and types of analyzers, we do not recognize or authorize any other service organization to perform repair or recalibration on these analyzers. As an ISO 9001 certified company, we maintain the highest standards for quality assurance and NIST traceable test and calibration equipment. Also, unauthorized repairs will result in voiding the instrument's warranty. All parts used in our instruments meet our specifications and conform to our high standards. Many parts that may be available from a local vendor go through a testing procedure before being available as a Hach authorized part to ensure that they meet the performance tolerances specified for proper instrument performance. Additionally, the use of non -Hach supplied parts will result in voiding the instrument's warranty. We have service repair centers that can repair and return instruments efficiently and economically. For on -site services we have an extensive field service organization. Please contact the Hach Company Service Center at 1-800-227-4224 ext.6180, or web site at www.hach.com for additional information. Sincerely The Hach Company Service Group TZ HACH SERVICE PARTNERSHIP QUOTATION Page : Partnership Number: 1 of 7 HACH252718-EA GLE MOUNTAIN �E�,FEOPR��3A,5 Headquarters WebSite: www.hach.com Remittance P.O. Box 389 2207 Collections Center Dr 5600 Lindbergh Drive Chicago, IL 60693 Loveland, CO 80539-0389 Wire Transfers Purchase Orders Bank of America 231 S. LaSalle St. Chicago, IL 60604 Account: 8765602385 Routing (ABA): 026009593 Partnership Number: HACH252718-EAGLE Version : 0.18 Quotation Date 21-SEP-21 MOUNTAIN Expiration Date 03-NOV-21 Hach Company Service Partnership Service Partnership Contact Feikes, Gail Phone Email gfeikes@hach.com Customer Ref Budgetary Quote Customer Contact : JOSEPH, GEORGE Customer Phone 817-392-2190 Customer Fax : 817-237-7191 Customer Email , george.joseph@fortworthgov. org Bill -To Account # 208256 Ship -To Account # 208256 Customer Name CITY OF FORT WORTH Customer CITY OF FORT WORTH Payment Terms: Net 30 Name Address4 Address4 Billing Method: Annual -Invoices on START Date Addressl 200 TEXAS ST Addressl 6801 BOWMAN ROBERTS Currency: USD RD Addressl Addressl Address3 Address3 City,State, City,State, FORT PostalCode FORT WORTH-TX-76102 Postalcode WORTH-TX-76179-3385 Province/ US Province/ US Country Country Line Service Name Line Total Covered Product Start Date End Date Description/Serial Number 1 FSPSC200 17-SEP-21 16-SEP-22 Fld Svc-1V SC200 4,192.00 Controller: 1 7-SEP-2021:16-SEP-20 22 1.1 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH ; 151000125939 1.2 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH ; 151000125943 1.3 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH ; 151000125945 1.4 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH ; 151000125946 TZ HACH SERVICE PARTNERSHIP QUOTATION Page : Partnership Number: 2 of 7 HACH252718-EA GLE MOUNTAIN �E�,FEOPR��3A,5 Headquarters WebSite: www.hach.com Remittance P.O. Box 389 2207 Collections Center Dr 5600 Lindbergh Drive Chicago, IL 60693 Loveland, CO 80539-0389 Wire Transfers Purchase Orders Bank of America 231 S. LaSalle St. Chicago, IL 60604 Account: 8765602385 Routing (ABA): 026009593 1.5 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH ; 151000125948 1.6 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH; 151000125949 1.7 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH; 151000133944 1.8 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH; 151000133945 1.9 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH; 151000133946 1.10 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH; 151000133947 1.11 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH; 151000133952 1.12 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH; 151000133953 1.13 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH; 151000133954 1.14 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH ; 1511 C0126534 1.15 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH ; 1511 C0151898 1.16 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH; 151000123939 2 BSPPLUSSL1000 17-SEP-21 16-SEP-22 BenchPlus 697.00 SL 1000:17-SEP-2021:16-SEP-202 2 The Bench Service Plus includes: Factory repairs only, one PM/Calibration on site per year, unlimited technical support calls and free software upgrades on your instrument. Travel is included for one on -site visit. Additional visits may be billable. 2.1 9430000 ee ASSY, INSTRUMENT, SL1000 ; 160190101341 3 FSPTU53XX - 1 VISIT 17-SEP-21 16-SEP-22 Fld Svc TU53XX 1 14,725.00 VST:17-SEP-2021:16-SEP-2022 Field Service includes: All parts, TZ HACH SERVICE PARTNERSHIP QUOTATION Page : Partnership Number: 3 of 7 HACH252718-EA GLE MOUNTAIN �E�,FEOPR��3A,5 Headquarters WebSite: www.hach.com Remittance P.O. Box 389 2207 Collections Center Dr 5600 Lindbergh Drive Chicago, IL 60693 Loveland, CO 80539-0389 Wire Transfers Purchase Orders Bank of America 231 S. LaSalle St. Chicago, IL 60604 Account: 8765602385 Routing (ABA): 026009593 labor, and travel for on -site repairs, 1 on -site calibrations per year, factory recommended maintenance (including required parts), unlimited technical support calls, and free firmware updates. Please see service terms and conditions for additional details on our service plans, and to ensure you have an opportunity to review our environmental and safety requirements. Coverage does NOT include Filtrax or Filterprobe. These units must be covered under a separate FSP offering. 3.1 LXV445.99.13112 db ee TU5300sc TURB,SYSCHK,RFID,EPA; 2026269 3.2 LXV445.99.13112 db ee T1.15300sc TURB,SYSCHK,RFID,EPA; 2026270 3.3 LXV445.99.13112 db ee TU5300sc TURB,SYSCHK,RFID,EPA; 2026477 3.4 LXV445.99.13112 db ee T1.15300sc TURB,SYSCHK,RFID,EPA; 2026478 3.5 LXV445.99.13112 db ee TU5300sc TURB,SYSCHK,RFID,EPA; 2029009 3.6 LXV445.99.13112 db ee T1.15300sc TURB,SYSCHK,RFID,EPA; 2029076 3.7 LXV445.99.13112 db ee TU5300sc TURB,SYSCHK,RFID,EPA; 2029081 3.8 LXV445.99.13112 db ee TU5300sc TURB,SYSCHK,RFID,EPA; 2029085 3.9 LXV445.99.13112 db ee TU5300sc TURB,SYSCHK,RFID,EPA; 2029450 TZ HACH SERVICE PARTNERSHIP QUOTATION Page : Partnership Number: 4 of 7 HACH252718-EA GLE MOUNTAIN �E�,FEOPR��3A,5 Headquarters WebSite: www.hach.com Remittance P.O. Box 389 2207 Collections Center Dr 5600 Lindbergh Drive Chicago, IL 60693 Loveland, CO 80539-0389 Wire Transfers Purchase Orders Bank of America 231 S. LaSalle St. Chicago, IL 60604 Account: 8765602385 Routing (ABA): 026009593 3.10 LXV445.99.13112 db ee TU5300sc TURB,SYSCHK,RFID,EPA; 2029622 3.11 LXV445.99.13112 db ee TU5300sc TURB,SYSCHK,RFID,EPA; 2029628 3.12 LXV445.99.13112 db ee TU5300sc TURB,SYSCHK,RFID,EPA; 2030503 3.13 LXV445.99.13112 db ee TU5300sc TURB,SYSCHK,RFID,EPA; 2030705 3.14 LXV445.99.13112 db ee TU5300sc TURB,SYSCHK,RFID,EPA; 2030708 3.15 LXV445.99.13112 db ee TU5300sc TURB,SYSCHK,RFID,EPA; 2030713 3.16 LXV445.99.13112 db ee TU5300sc TURB,SYSCHK,RFID,EPA; 2031044 3.17 LXV445.99.13112 db ee TU5300sc TURB,SYSCHK,RFID,EPA; 2031056 3.18 LXV445.99.13112 db ee TU5300sc TURB,SYSCHK,RFID,EPA; 2031116 3.19 LXV445.99.13112 db ee TU5300sc TURB,SYSCHK,RFID,EPA; 2031169 3.20 LXV445.99.13112 db ee TU5300sc TURB,SYSCHK,RFID,EPA; 2031173. 3.21 LXV445.99.13112 db ee TU5300sc TURB,SYSCHK,RFID,EPA; 2031175 3.22 LXV445.99.13112 db ee TU5300sc TURB,SYSCHK,RFID,EPA; 2031182 TZ HACH SERVICE PARTNERSHIP QUOTATION Page : Partnership Number: 5 of 7 HACH252718-EA GLE MOUNTAIN .�senFieo aaoaanrea Headquarters WebSite: www.hach.com Remittance P.O. Box 389 2207 Collections Center Dr 5600 Lindbergh Drive Chicago, IL 60693 Loveland, CO 80539-0389 Wire Transfers Purchase Orders Bank of America 231 S. LaSalle St. Chicago, IL 60604 Account: 8765602385 Routing (ABA): 026009593 3.23 LXV445.99.13112 3.24 LXV445.99.13112 3.25 LXV445.99.13112 Partnership Notes : db ee TU5300sc TURB,SYSCHK,RFID,EPA; 2031761 db ee TU5300sc TURB,SYSCHK,RFID,EPA; 2031764 db ee TU5300sc TURB,SYSCHK,RFID,EPA; 2031850 Sub Total: 19,614.00 Tax: 0.00 Total : 19,614.00 All purchases of Hach Company products and/or services are expressly and without limitation subject to Hach Company's Terms & Conditions of Sale ("Hach TCS"), incorporated herein by reference and published on Hach Company's website at www.hach.com/terms. Hach TCS are incorporated by reference into each of Hach's offers or quotations, order acknowledgments, and invoice and shipping documents. The first of the following acts shall constitute an acceptance of Hach's offer and not a counteroffer and shall create a contract of sale ("Contract") in accordance with the Hach TCS, subject to Hach's final credit approval: (i) Buyer's issuance of a purchase order document against Hach's offer or quotation; (ii) Hach's acknowledgement of Buyer's order; or (iii) commencement of any performance by Hach in response to Buyer's order. Provisions contained in Buyer's purchase documents that materially alter, add to or subtract from the provisions of these Terms and Conditions of Sale shall be null and void and not considered part of the Contract Customer Name CITY OF FORT WORTH Customer P.O. Number Customer Reference Number TERMS & CONDITIONS OF SALE FOR HACH COMPANY PRODUCTS AND SERVICES This document sets forth the Terms & Conditions of Sale for goods manufactured and/or supplied, and services provided, by Hach Company of Loveland, Colorado ("Hach") and sold to the original purchaser thereof ("Buyer"). Unless otherwise specifically stated herein, the term "Hach" includes only Hach Company and none of its affiliates. Unless otherwise specifically stated in a previously -executed written purchase agreement signed by authorized representatives of Hach and Buyer, these Terms & Conditions of Sale establish the rights, obligations and remedies of Hach and Buyer which apply to this offer and any resulting order or contract for the sale of Hach's goods and/or services ("Products"). 1. APPLICABLE TERMS & CONDITIONS: These Terms & Conditions of Sale are contained directly and/or by reference in Hach's offer, order acknowledgment, and invoice documents. The first of the following acts constitutes an acceptance of Hach's offer and not a counteroffer and creates a contract of sale ("Contract") in accordance with these Terms & Conditions: (i) Buyer's issuance of a purchase order document against Hach's offer; (ii) acknowledgement of Buyer's order by Hach; or (iii) commencement of any performance by Hach pursuant to Buyer's order. Provisions contained in Buyer's purchase documents (including electronic commerce interfaces) that materially alter, add to or subtract from the provisions of these Terms & Conditions of Sale are not a part of the Contract. 2. CANCELLATION: Buyer may cancel goods orders subject to fair charges for Hach's expenses including handling, inspection, restocking, freight and invoicing charges as applicable, provided that Buyer returns such goods to Hach at Buyer's expense within 30 days of delivery and in the same condition as received. Buyer may cancel service orders on ninety (90) day's prior written notice and refunds will be prorated based on the duration of the service plan. Inspections and reinstatement fees may apply upon cancellation or expiration of service programs. Seller may cancel all or part of any order prior to delivery without liability if the order includes any Products that Seller determines may not comply with export, safety, local certification, or other applicable compliance requirements. 3. DELIVERY: Delivery will be accomplished FCA Hach's facility located in Ames, Iowa or Loveland, Colorado, United States (Incoterms 2010). For orders having a final destination within the U.S., legal title and risk of loss or damage pass to Buyer upon transfer to the first carrier. For orders having a final destination outside the U.S., legal title and risk of loss or damage pass to Buyer when the Products enter international waters or airspace or cross an international frontier. Hach will use commercially reasonable efforts to deliver the Products ordered herein within the time specified on the face of this Contract or, if no time is specified, within Hach's normal lead-time necessary for Hach to deliver the Products sold hereunder. Upon prior agreement with Buyer and for an additional charge, Hach will deliver the Products on an expedited basis. Standard service delivery hours are 8 am — 5 pm Monday through Friday, excluding holidays. 4. INSPECTION: HACH SERVICE PARTNERSHIP QUOTATION Page : Partnership Number: 6 of 7 HACH252718-EA GLE MOUNTAIN ­RTIFIEO FRJ9R Headquarters WebSite: www.hach.com Remittance P.O. Box 389 2207 Collections Center Dr 5600 Lindbergh Drive Chicago, IL 60693 Loveland, CO 80539-0389 Wire Transfers Purchase Orders Bank of America 231 S. LaSalle St. Chicago, IL 60604 Account:8765602385 Routing (ABA): 026009593 Buyer will promptly inspect and accept any Products delivered pursuant to this Contract after receipt of such Products. In the event the Products do not conform to any applicable specifications, Buyer will promptly notify Hach of such nonconformance in writing. Hach will have a reasonable opportunity to repair or replace the nonconforming product at its option. Buyer will be deemed to have accepted any Products delivered hereunder and to have waived any such nonconformance in the event such a written notification is not received by Hach within thirty (30) days of delivery. 5. PRICES & ORDER SIZES: All prices are in U.S. dollars and are based on delivery as stated above. Prices do not include any charges for services such as insurance; brokerage fees; sales, use, inventory or excise taxes; import or export duties; special financing fees; VAT, income or royalty taxes imposed outside the U.S.; consular fees; special permits or licenses; or other charges imposed upon the production, sale, distribution, or delivery of Products. Buyer will either pay any and all such charges or provide Hach with acceptable exemption certificates, which obligation survives performance under this Contract. Hach reserves the right to establish minimum order sizes and will advise Buyer accordingly. 6. PAYMENTS: All payments must be made in U.S. dollars. For Internet orders, the purchase price is due at the time and manner set forth at www.hach.com. Invoices for all other orders are due and payable NET 30 DAYS from date of the invoice without regard to delays for inspection or transportation, with payments to be made by check to Hach at the above address or by wire transfer to the account stated on the front of Hach's invoice, or for customers with no established credit, Hach may require cash or credit card payment in advance of delivery. In the event payments are not made or not made in a timely manner, Hach may, in addition to all other remedies provided at law, either: (a) declare Buyers performance in breach and terminate this Contract for default; (b) withhold future shipments until delinquent payments are made; (c) deliver future shipments on a cash -with -order or cash -in -advance basis even after the delinquency is cured; (d) charge interest on the delinquency at a rate of 1-1/2 % per month or the maximum rate permitted by law, if lower, for each month or part thereof of delinquency in payment plus applicable storage charges and/or inventory carrying charges; (a) repossess the Products for which payment has not been made; (f) recover all costs of collection including reasonable attorney's fees; or (g) combine any of the above rights and remedies as is practicable and permitted by law. Buyer is prohibited from setting off any and all monies owed under this from any other sums, whether liquidated or not, that are or may be due Buyer, which arise out of a different transaction with Hach or any of its affiliates. Should Buyer's financial responsibility become unsatisfactory to Hach in its reasonable discretion, Hach may require cash payment or other security. If Buyer fails to meet these requirements, Hach may treat such failure as reasonable grounds for repudiation of this Contract, in which case reasonable cancellation charges shall be due Hach. Buyer grants Hach a security interest in the Products to secure payment in full, which payment releases the security interest but only if such payments could not be considered an avoidable transfer under the U.S. Bankruptcy Code or other applicable laws. Buyers insolvency, bankruptcy, assignment for the benefit of creditors, or issolution or termination of the existence of Buyer, constitutes a default under this Contract and affords Hach all the remedies of a secured party under the U.C.C., as well as the remedies stated above for late payment or non-payment. 7. LIMITED WARRANTY: Hach warrants that Products sold hereunder will be free from defects in material and workmanship and will, when used in accordance with the manufacturer's operating and maintenance instructions, conform to any express written warranty pertaining to the specific goods purchased, which for most Hach instruments is for a period of twelve (12) months from delivery. Hach warrants that services furnished hereunder will be free from defects in workmanship for a period of ninety (90) days from the completion of the services. Parts provided by Hach in the performance of services may be new or refurbished parts functioning equivalent to new parts. Any non-functioning parts that are repaired by Hach shall become the property of Hach. No warranties are extended to consumable items such as, without limitation, reagents, batteries, mercury cells, and light bulbs. All other guarantees, warranties, conditions and representations, either express or implied, whether arising under any statute, law, commercial usage or otherwise, including implied warranties of merchantability and fitness for a particular purpose, are hereby excluded. The sole remedy for Products not meeting this Limited Warranty is replacement, credit or refund of the purchase price. This remedy will not be deemed to have failed of its essential purpose so long as Hach is willing to provide such replacement, credit or refund. 8. INDEMNIFICATION: Indemnification applies to a party and to such party's successors -in -interest, assignees, affiliates, directors, officers, and employees ("Indemnified Parties"). Hach is responsible for and will defend, indemnify and hold harmless the Buyer Indemnified Parties against all losses, claims, expenses or damages which may result from accident, injury, damage, or death due to Hach's breach of the Limited Warranty. This indemnification is provided on the condition that the Buyer is likewise responsible for and will defend, indemnify and hold harmless the Hach Indemnified Parties against all losses, claims, expenses or damages which may result from accident, injury, damage, or death due to the negligence or misuse or misapplication of any goods or services by the Buyer or any third party affiliated or in privity with Buyer. S. PATENT PROTECTION: Subject to all limitations of liability provided herein, Hach will, with respect to any Products of Hach's design or manufacture, indemnify Buyer from any and all damages and costs as finally determined by a court of competent jurisdiction in any suit for infringement of any U.S. patent (or European patent for Products that Hach sells to Buyer for end use in a member state of the E.U.) that has issued as of the delivery date, solely by reason of the sale or normal use of any Products sold to Buyer hereunder and from reasonable expenses incurred by Buyer in defense of such suit if Hach does not undertake the defense thereof, provided that Buyer promptly notifies Hach of such suit and offers Hach either (i) full and exclusive control of the defense of such suit when Products of Hach only are involved, or (ii) the right to participate in the defense of such suit when products other than those of Hach are also involved. Hach's warranty as to use patents only applies to infringement arising solely out of the inherent operation of the Products according to their applications as envisioned by Hach's specifications. In case the Products are in such suit held to constitute infringement and the use of the Products is enjoined, Hach will, at its own expense and at its option, either procure for Buyer the right to continue using such Products or replace them with non -infringing products, or modify them so they become non -infringing, or remove the Products and refund the purchase price (prorated for depreciation) and the transportation costs thereof. The foregoing states the entire liability of Hach for patent infringement by the Products. Further, to the same extent as set forth in Hach's above obligation to Buyer, Buyer agrees to defend, indemnify and hold harmless Hach for patent infringement related to (x) any goods manufactured to the Buyers design, (y) services provided in accordance with the Buyers instructions, or (z) Hach's Products when used in combination with any other devices, parts or software not provided by Hach hereunder. 10. TRADEMARKS AND OTHER LABELS: Buyer agrees not to remove or alter any indicia of manufacturing origin or patent numbers contained on or within the Products, including without limitation the serial numbers or trademarks on nameplates or cast, molded or machined components. 11. SOFTWARE:. All licenses to Hach's separately -provided software products are subject to the separate software license agreement(s) accompanying the software media. In the absence of such terms and for all other software, Hach grants Buyer only a personal, non-exclusive license to access and use the software provided by Hach with Products purchased hereunder solely as necessary for Buyer to enjoy the benefit of the Products. A portion of the software may contain or consist of open source software, which Buyer may use under the terms and conditions of the specific license under which the open source software is distributed. Buyer agrees that it will be bound by any and all such license agreements. Title to software remains with the applicable licensor(s). 12. PROPRIETARY INFORMATION; PRIVACY: "Proprietary Information" means any information, technical data or know-how in whatever form, whether documented, contained in machine readable or physical components, mask works or artwork, or otherwise, which Hach considers proprietary, including but not limited to service and maintenance manuals. Buyer and its customers, employees and agents will keep confidential all such Proprietary Information obtained directly or indirectly from Hach and will not transfer or disclose it without Hach's prior written consent, or use it for the manufacture, procurement, servicing or calibration of Products or any similar products, or cause such products to be manufactured, serviced or calibrated by or procured from any other source, or reproduce or otherwise appropriate it. All such Proprietary Information remains Hach's property. No right or license is granted to Buyer or its customers, employees or agents, expressly or by implication, with respect to the Proprietary Information or any patent right or other proprietary right of Hach, except for the limited use licenses implied by law. Hach will manage Customer's information and personal data in accordance with its Privacy Policy, located at ht1ix//www.haQh.com/privacvpoIIc . 13. CHANGES AND ADDITIONAL CHARGES: Hach reserves the right to make design changes or improvements to any products of the same general class as Products being delivered hereunder without liability or obligation to incorporate such changes or improvements to Products ordered by Buyer unless agreed upon in writing before the Products' delivery date. Services which must be performed as a result of any of the following conditions are subject to additional charges for labor, travel and parts: (a) equipment alterations not authorized in writing by Hach; (b) damage resulting from improper use or handling, accident, neglect, power surge, or operation in an environment or manner in which the instrument is not designed to operate or is not in accordance with Hach's operating manuals; (c) the use of parts or accessories not provided by Hach; (d) damage resulting from acts of war, terrorism or nature; (a) services outside standard business hours; (f) site prework not complete per proposal; or (g) any repairs required to ensure equipment meets manufacturers specifications upon activation of a service agreement. 14. SITE ACCESS / PREPARATION / WORKER SAFETY / ENVIRONMENTAL COMPLIANCE: In connection with services provided by Hach, Buyer agrees to permit prompt access to equipment. Buyer assumes full responsibility to back-up or otherwise protect its data against loss, damage or destruction before services are performed. Buyer is the operator and in full control of its premises, including those areas where Hach employees or contractors are performing service, repair and maintenance activities. Buyer will ensure that all necessary measures are taken for safety and security of working conditions, sites and installations during the performance of services. Buyer is the generator of any resulting wastes, including without limitation hazardous wastes. Buyer is solely responsible to arrange for the disposal of any wastes at its own expense. Buyer will, at its own expense, provide Hach employees and contractors working on Buyer's premises with all information and training required under applicable safety compliance regulations and Buyers policies. If the instrument to be serviced is in a Confined Space, as that term is defined under OSHA regulations, Buyer is solely responsible to make it available to be serviced in an unconfined space. Hach service technicians will not work in Confined Spaces. In the event that a HACH SERVICE PARTNERSHIP QUOTATION Page : Partnership Number: 7 of 7 HACH252718-EA GLE MOUNTAIN ­RTIFIEO FRJ9R Headquarters WebSite: www.hach.com Remittance P.O. Box 389 2207 Collections Center Dr 5600 Lindbergh Drive Chicago, IL 60693 Loveland, CO 80539-0389 Wire Transfers Purchase Orders Bank of America 231 S. LaSalle St. Chicago, IL 60604 Account:8765602385 Routing (ABA): 026009593 Buyer requires Hach employees or contractors to attend safety or compliance training programs provided by Buyer, Buyer will pay Hach the standard hourly rate and expense reimbursement for such training attended. The attendance at or completion of such training does not create or expand any warranty or obligation of Hach and does not serve to alter, amend, limit or supersede any part of this Contract. 15. LIMITATIONS ON USE: Buyer will not use any Products for any purpose other than those identified in Hach's catalogs and literature as intended uses. Unless Hach has advised the Buyer in writing, in no event will Buyer use any Products in drugs, food additives, food or cosmetics, or medical applications for humans or animals. In no event will Buyer use in any application any Product that requires FDA 510(k) clearance unless and only to the extent the Product has such clearance. Any warranty granted by Hach is void if any goods covered by such warranty are used for any purpose not permitted hereunder. 16. EXPORT AND IMPORT LICENSES AND COMPLIANCE WITH LAWS: Unless otherwise specified in this Contract, Buyer is responsible for obtaining any required export or import licenses. Hach represents that all Products delivered hereunder will be produced and supplied in compliance with all applicable laws and regulations. Buyer will comply with all laws and regulations applicable to the installation or use of all Products, including applicable import and export control laws and regulations of the U.S., E.U. and any other country having properjurisdiction, and will obtain all necessary export licenses in connection with any subsequent export, re-export, transfer and use of all Products and technology delivered hereunder. Buyer will not sell, transfer, export or re-export any Hach Products or technology for use in activities which involve the design, development, production, use or stockpiling of nuclear, chemical or biological weapons or missiles, nor use Hach Products or technology in any facility which engages in activities relating to such weapons. Buyer will comply with all local, national, and other laws of all jurisdictions globally relating to anti -corruption, bribery, extortion, kickbacks, or similar matters which are applicable to Buyer's business activities in connection with this Contract, including but not limited to the U.S. Foreign Corrupt Practices Act of 1977, as amended (the "FCPA"). Buyer agrees that no payment of money or provision of anything of value will be offered, promised, paid or transferred, directly or indirectly, by any person or entity, to any government official, government employee, or employee of any company owned in part by a government, political party, political party official, or candidate for any government office or political parry office to induce such organizations or persons to use their authority or influence to obtain or retain an improper business advantage for Buyer or for Hach, or which otherwise constitute or have the purpose or effect of public or commercial bribery, acceptance of or acquiescence in extortion, kickbacks or other unlawful or improper means of obtaining business or any improper advantage, with respect to any of Buyer's activities related to this Contract. Hach asks Buyer to "Speak Up!" if aware of any violation of law, regulation or our Standards of Conduct ("SOC") in relation to this Contract. See http�Udanaher com/integrrity-and-compliance and www.danahedntecirity.com for a copy of the SOC and for access to our Helpline portal. 17. FORCE MAJEURE: Hach is excused from performance of its obligations under this Contract to the extent caused by acts or omissions that are beyond its control of, including but not limited to Government embargoes, blockages, seizures or freeze of assets, delays or refusals to grant an export or import license or the suspension or revocation thereof, or any other acts of any Government; fires, floods,severe weather conditions, or any other acts of God; quarantines; labor strikes or lockouts; riots; strife; insurrections; civil disobedience or acts of criminals or terrorists; war; material shortages or delays in deliveries to Hach by third parties. In the event of the existence of any force majeure circumstances, the period of time for delivery, payment terms and payments under any letters of credit will be extended for a period of time equal to the period of delay. If the force majeure circumstances extend for six months, Hach may, at its option, terminate this Contract without penalty and without being deemed in default or in breach thereof. 18. NON ASSIGNMENT AND WAIVER: Buyer will not transfer or assign this Contract or any rights or interests hereunder without Hach's prior written consent. Failure of either party to insist upon strict performance of any provision of this Contract, or to exercise any right or privilege contained herein, or the waiver of any breach of the terms or conditions of this Contract will not be construed as thereafter waiving any such terms, conditions, rights, or privileges, and the same will continue and remain in force and effect as if no waiver had occurred. 19. LIMITATION OF LIABILITY: None of the Hach Indemnified Parties will be liable to Buyer under any circumstances for any special, treble, incidental or consequential damages, including without limitation, damage to or loss of property other than for the Products purchased hereunder; damages incurred in installation, repair or replacement; lost profits, revenue or opportunity; loss of use; losses resulting from or related to downtime of the products or inaccurate measurements or reporting; the cost of substitute products; or claims of Buyer's customers for such damages, howsoever caused, and whether based on warranty, contract, and/or tort (including negligence, strict liability or otherwise). The total liability of the Hach Indemnified Parties arising out of the performance or nonperformance hereunder or Hach's obligations in connection with the design, manufacture, sale, delivery, and/or use of Products will in no circumstance exceed in the aggregate a sum equal to twice the amount actually paid to Hach for Products delivered hereunder. 20. APPLICABLE LAW AND DISPUTE RESOLUTION: The construction, interpretation and performance hereof and all transactions hereunder shall be governed by the laws of the State of Colorado, without regard to its principles or laws regarding conflicts of laws. If any provision of this Contract violates any Federal, State or local statutes or regulations of any countries having jurisdiction of this transaction, or is illegal for any reason, said provision shall be self -deleting without affecting the validity of the remaining provisions. Unless otherwise specifically agreed upon in writing between Hach and Buyer, any dispute relating to this Contract which is not resolved by the parties shall be adjudicated in order of preference by a court of competent jurisdiction (i) in the State of Colorado, U.S.A. if Buyer has minimum contacts with Colorado and the U.S., (it) elsewhere in the U.S. if Buyer has minimum contacts with the U.S. but not Colorado, or (iii) in a neutral location if Buyer does not have minimum contacts with the United States. 21. ENTIRE AGREEMENT & MODIFICATION: These Terms & Conditions of Sale constitute the entire agreement between the parties and supersede any prior agreements or representations, whether oral or written. No change to or modification of these Terms & Conditions shall be binding upon Hach unless in a written instrument specifically referencing that it is amending these Terms & Conditions of Sale and signed by an authorized representative of Hach. Hach rejects any additional or inconsistent Terms & Conditions of Sale offered by Buyer at any time, whether or not such terms or conditions materially alter the Terms & Conditions herein and irrespective of Hach's acceptance of Buyer's order for the described goods and services. TZ HACH SERVICE PARTNERSHIP QUOTATION Page : Partnership Number: 1 of 5 HACH252718-NO RTH HOLLY �E�,FEOPR��3A,5 Headquarters WebSite: www.hach.com Remittance P.O. Box 389 2207 Collections Center Dr 5600 Lindbergh Drive Chicago, IL 60693 Loveland, CO 80539-0389 Wire Transfers Purchase Orders Bank of America 231 S. LaSalle St. Chicago, IL 60604 Account: 8765602385 Routing (ABA): 026009593 Partnership Number HACH252718-NORTH Version : 0.8 Quotation Date 21-SEP-21 HOLLY Hach Company Service Partnership Contact Feikes, Gail Phone Customer Ref BUDGETARY QUOTE Customer Phone 392-5023 Customer Fax Bill -To Account # 208256 Customer Name CITY OF FORT WORTH Address4 Ship -To Account # 208256 Customer CITY OF FORT WORTH Name Address4 Expiration Date . 03-NOV-21 Service Partnership Email gfeikes@hach.com Customer Contact : MANN, JOE Customer Email joe.man n@fortworthtexas.go v Payment Terms: Net 30 Billing Method: Annual -Invoices on START Date Addressl 200 TEXAS ST Addressl 1500 11TH AVE Currency: USD Addressl Addressl Address3 Address3 City,State, City,State, FORT PostalCode FORT WORTH-TX-76102 Postalcode WORTH-TX-76102-4349 Province/ US Province/ US Country Country Line Service Name Line Total Covered Product Start Date End Date Description/Serial Number 1 WRTUPGCERT1720E 17-SEP-21 16-SEP-22 ff RENEWAL ONLY - NO new 6,435.00 Service Agreement sales: 1 7-SEP-2021:16-SEP-2022 Warranty upgrade includes: All parts, labor, and travel for on -site repairs, 1 on -site calibration and preventative maintenance (including required parts) with certification , unlimited technical support calls, and free firmware updates. Customer is responsible for calibration and basic maintenance per factory specified guidelines outside of Hach's annual visit. TZ HACH SERVICE PARTNERSHIP QUOTATION Page : Partnership Number: 2 of 5 HACH252718-NO RTH HOLLY �E�,FEOPR��3A,5 Headquarters WebSite: www.hach.com Remittance P.O. Box 389 2207 Collections Center Dr 5600 Lindbergh Drive Chicago, IL 60693 Loveland, CO 80539-0389 Wire Transfers Purchase Orders Bank of America 231 S. LaSalle St. Chicago, IL 60604 Account: 8765602385 Routing (ABA): 026009593 1.1 LPV417.99.00002 1720E LR TURBIDITY SENSOR, HACH ; 070300000618 1.2 LPV417.99.00002 1720E LR TURBIDITY SENSOR, HACH ; 070300000620 1.3 LPV417.99.00002 1720E LR TURBIDITY SENSOR, HACH ; 070300000623 1.4 LPV417.99.00002 1720E LR TURBIDITY SENSOR, HACH ; 070300000637 1.5 LPV417.99.00002 1720E LR TURBIDITY SENSOR, HACH ; 080600075035 1.6 LPV417.99.00002 1720E LR TURBIDITY SENSOR, HACH ; 080600075122 1.7 LPV417.99.00002 1720E LR TURBIDITY SENSOR, HACH ; 080600075035 1.8 LPV417.99.00002 1720E LR TURBIDITY SENSOR, HACH; 050700011108 1.9 LPV417.99.00002 1720E LR TURBIDITY SENSOR, HACH ; 070300000634 1.10 LPV417.99.00002 1720E LR TURBIDITY SENSOR, HACH ; 080600075039 1.11 LPV417.99.00002 1720E LR TURBIDITY SENSOR, HACH ; 070300000631 1.12 LPV417.99.00002 1720E LR TURBIDITY SENSOR, HACH ; 070300000639 1.13 LPV417.99.00002 1720E LR TURBIDITY SENSOR, HACH; 071100064799 2 BSPPLUSSL1000 17-SEP-21 16-SEP-22 BenchPlus 697.00 S L 10 0 0:17-SEP-2021:16-SEP-2 02 2 The Bench Service Plus includes: Factory repairs only, one PM/Calibration on site per year, unlimited technical support calls and free software upgrades on your instrument. Travel is included for one on -site visit. Additional visits may be billable. 2.1 9430000 ee ASSY, INSTRUMENT, SL1000 ; 160270101369 TZ HACH SERVICE PARTNERSHIP QUOTATION Page : Partnership Number: 3 of 5 HACH252718-NO RTH HOLLY �E�,FEOPR��3A,5 Headquarters WebSite: www.hach.com Remittance P.O. Box 389 2207 Collections Center Dr 5600 Lindbergh Drive Chicago, IL 60693 Loveland, CO 80539-0389 Wire Transfers Purchase Orders Bank of America 231 S. LaSalle St. Chicago, IL 60604 Account: 8765602385 Routing (ABA): 026009593 3 FSPSC200 17-SEP-21 16-SEP-22 Fld Svc-1V SC200 2,358.00 Controller: 1 7-SEP-2021:16-SEP-20 22 3.1 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH ; 1611 C0164380 3.2 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH ; 1611 C0139643 3.3 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH ; 1611 C0164385 3.4 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH ; 1611 C0164376 3.5 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH ; 1611 C0164383 3.6 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH ; 1611 C0164384 3.7 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH; 1611 CO148030 3.8 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH; 1611 CO148007 3.9 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH; 1611 CO148015 Sub Total : 9,490.00 Tax: 0.00 Total : 9,490.00 Partnership Notes : All purchases of Hach Company products and/or services are expressly and without limitation subject to Hach Company's Terms & Conditions of Sale ("Hach TCS"), incorporated herein by reference and published on Hach Company's website at www.hach.com/terms. Hach TCS are incorporated by reference into each of Hach's offers or quotations, order acknowledgments, and invoice and shipping documents. The first of the following acts shall constitute an acceptance of Hach's offer and not a counteroffer and shall create a contract of sale ("Contract") in accordance with the Hach TCS, subject to Hach's final credit approval: (i) Buyer's issuance of a purchase order document against Hach's offer or quotation; (ii) Hach's acknowledgement of Buyer's order; or (iii) commencement of any performance by Hach in response to Buyer's order. Provisions contained in Buyer's purchase documents that materially alter, add to or subtract from the provisions of these Terms and Conditions of Sale shall be null and void and not considered part of the Contract Customer Name CITY OF FORT WORTH Customer P.O. Number . Customer Reference Number . HACH SERVICE PARTNERSHIP QUOTATION Page : Partnership Number: 4 of 5 HACH252718-NO RTH HOLLY ­RTIFIEO FRJ9R Headquarters WebSite: www.hach.com Remittance P.O. Box 389 2207 Collections Center Dr 5600 Lindbergh Drive Chicago, IL 60693 Loveland, CO 80539-0389 Wire Transfers Purchase Orders Bank of America 231 S. LaSalle St. Chicago, IL 60604 Account:8765602385 Routing (ABA): 026009593 TERMS & CONDITIONS OF SALE FOR HACH COMPANY PRODUCTS AND SERVICES This document sets forth the Terms & Conditions of Sale for goods manufactured and/or supplied, and services provided, by Hach Company of Loveland, Colorado ("Hach") and sold to the original purchaser thereof ("Buyer'). Unless otherwise specifically stated herein, the term "Hach" includes only Hach Company and none of its affiliates. Unless otherwise specifically stated in a previously -executed written purchase agreement signed by authorized representatives of Hach and Buyer, these Terms & Conditions of Sale establish the rights, obligations and remedies of Hach and Buyer which apply to this offer and any resulting order or contract for the sale of Hach's goods and/or services ("Products"). 1. APPLICABLE TERMS & CONDITIONS: These Terms & Conditions of Sale are contained directly and/or by reference in Hach's offer, order acknowledgment, and invoice documents. The first of the following acts constitutes an acceptance of Hach's offer and not a counteroffer and creates a contract of sale ("Contract") in accordance with these Terms & Conditions: (i) Buyer's issuance of a purchase order document against Hach's offer; (III acknowledgement of Buyers order by Hach; or (III) commencement of any performance by Hach pursuant to Buyer's order. Provisions contained in Buyer's purchase documents (including electronic commerce interfaces) that materially alter, add to or subtract from the provisions of these Terms & Conditions of Sale are not a part of the Contract. 2. CANCELLATION: Buyer may cancel goods orders subject to fair charges for Hach's expenses including handling, inspection, restocking, freight and invoicing charges as applicable, provided that Buyer returns such goods to Hach at Buyers expense within 30 days of delivery and in the same condition as received. Buyer may cancel service orders on ninety (90) day's prior written notice and refunds will be prorated based on the duration of the service plan. Inspections and reinstatement fees may apply upon cancellation or expiration of service programs. Seller may cancel all or part of any order prior to delivery without liability if the order includes any Products that Seller determines may not comply with export, safety, local certification, or other applicable compliance requirements. 3. DELIVERY: Delivery will be accomplished FCA Hach's facility located in Ames, Iowa or Loveland, Colorado, United States (Incoterms 2010). For orders having a final destination within the U.S., legal title and risk of loss or damage pass to Buyer upon transfer to the first carrier. For orders having a final destination outside the U.S., legal title and risk of loss or damage pass to Buyer when the Products enter international waters or airspace or cross an international frontier. Hach will use commercially reasonable efforts to deliver the Products ordered herein within the time specified on the face of this Contract or, if no time is specified, within Hach's normal lead-time necessary for Hach to deliver the Products sold hereunder. Upon prior agreement with Buyer and for an additional charge, Hach will deliver the Products on an expedited basis. Standard service delivery hours are 8 am — 5 pm Monday through Friday, excluding holidays. 4. INSPECTION: Buyer will promptly inspect and accept any Products delivered pursuant to this Contract after receipt of such Products. In the event the Products do not conform to any applicable specifications, Buyer will promptly notify Hach of such nonconformance in writing. Hach will have a reasonable opportunity to repair or replace the nonconforming product at its option. Buyer will be deemed to have accepted any Products delivered hereunder and to have waived any such nonconformance in the event such a written notification is not received by Hach within thirty (30) days of delivery. 5. PRICES & ORDER SIZES: All prices are in U.S. dollars and are based on delivery as stated above. Prices do not include any charges for services such as insurance; brokerage fees; sales, use, inventory or excise taxes; import or export duties; special financing fees; VAT, income or royalty taxes imposed outside the U.S.; consular fees; special permits or licenses; or other charges imposed upon the production, sale, distribution, or delivery of Products. Buyer will either pay any and all such charges or provide Hach with acceptable exemption certificates, which obligation survives performance under this Contract. Hach reserves the right to establish minimum order sizes and will advise Buyer accordingly. 6. PAYMENTS: All payments must be made in U.S. dollars. For Internet orders, the purchase price is due at the time and manner set forth at www.hach.com. Invoices for all other orders are due and payable NET 30 DAYS from date of the Invoice, without regard to delays for inspection or transportation, with payments to be made by check to Hach at the above address or by wire transfer to the account stated on the front of Hach's invoice, or for customers with no established credit, Hach may require cash or credit card payment in advance of delivery. In the event payments are not made or not made in a timely manner, Hach may, in addition to all other remedies provided at law, either: (a) declare Buyer's performance in breach and terminate this Contract for default; (b) withhold future shipments until delinquent payments are made; (c) deliver future shipments on a cash -with -order or cash -in -advance basis even after the delinquency is cured; (it) charge interest on the delinquency at a rate of 1-1/2 % per month or the maximum rate permitted by law, if lower, for each month or part thereof of delinquency in payment plus applicable storage charges and/or inventory carrying charges; (a) repossess the Products for which payment has not been made; (f) recover all costs of collection including reasonable attorney's fees; or (g) combine any of the above rights and remedies as is practicable and permitted by law. Buyer is prohibited from setting off any and all monies owed under this from any other sums, whether liquidated or not, that are or may be due Buyer, which arise out of a different transaction with Hach or any of its affiliates. Should Buyers financial responsibility become unsatisfactory to Hach in its reasonable discretion, Hach may require cash payment or other security. If Buyer fails to meet these requirements, Hach may treat such failure as reasonable grounds for repudiation of this Contract, in which case reasonable cancellation charges shall be due Hach. Buyer grants Hach a security interest in the Products to secure payment in full, which payment releases the security interest but only if such payments could not be considered an avoidable transfer under the U.S. Bankruptcy Code or other applicable laws. Buyers insolvency, bankruptcy, assignment for the benefit of creditors, or issolution or termination of the existence of Buyer, constitutes a default under this Contract and affords Hach all the remedies of a secured party under the U.C.C., as well as the remedies stated above for late payment or non-payment. 7. LIMITED WARRANTY: Hach warrants that Products sold hereunder will be free from defects in material and workmanship and will, when used in accordance with the manufacturer's operating and maintenance instructions, conform to any express written warranty pertaining to the specific goods purchased, which for most Hach instruments is for a period of twelve (12) months from delivery. Hach warrants that services furnished hereunder will be free from defects in workmanship for a period of ninety (90) days from the completion of the services. Parts provided by Hach in the performance of services may be new or refurbished parts functioning equivalent to new parts. Any non-functioning parts that are repaired by Hach shall become the property of Hach. No warranties are extended to consumable items such as, without limitation, reagents, batteries, mercury cells, and light bulbs. All other guarantees, warranties, conditions and representations, either express or implied, whether arising under any statute, law, commercial usage or otherwise, including implied warranties of merchantability and fitness for a particular purpose, are hereby excluded. The sole remedy for Products not meeting this Limited Warranty is replacement, credit or refund of the purchase price. This remedy will not be deemed to have failed of its essential purpose so long as Hach is willing to provide such replacement, credit or refund. 8. INDEMNIFICATION: Indemnification applies to a party and to such party's successors -in -interest, assignees, affiliates, directors, officers, and employees ("Indemnified Parties"). Hach is responsible for and will defend, indemnify and hold harmless the Buyer Indemnified Parties against all losses, claims, expenses or damages which may result from accident, injury, damage, or death due to Hach's breach of the Limited Warranty. This indemnification is provided on the condition that the Buyer is likewise responsible for and will defend, indemnify and hold harmless the Hach Indemnified Parties against all losses, claims, expenses or damages which may result from accident, injury, damage, or death due to the negligence or misuse or misapplication of any goods or services by the Buyer or any third party affiliated or in privity with Buyer. 9. PATENT PROTECTION: Subject to all limitations of liability provided herein, Hach will, with respect to any Products of Hach's design or manufacture, indemnify Buyer from any and all damages and costs as finally determined by a court of competent jurisdiction in any suit for infringement of any U.S. patent (or European patent for Products that Hach sells to Buyer for end use in a member state of the E.U.) that has issued as of the delivery date, solely by reason of the sale or normal use of any Products sold to Buyer hereunder and from reasonable expenses incurred by Buyer in defense of such suit if Hach does not undertake the defense thereof, provided that Buyer promptly notifies Hach of such suit and offers Hach either (i) full and exclusive control of the defense of such suit when Products of Hach only are involved, or (ii) the right to participate in the defense of such suit when products other than those of Hach are also involved. Hach's warranty as to use patents only applies to infringement arising solely out of the inherent operation of the Products according to their applications as envisioned by Hach's specifications. In case the Products are in such suit held to constitute infringement and the use of the Products is enjoined, Hach will, at its own expense and at its option, either procure for Buyer the right to continue using such Products or replace them with non -infringing products, or modify them so they become non -infringing, or remove the Products and refund the purchase price (prorated for depreciation) and the transportation costs thereof. The foregoing states the entire liability of Hach for patent infringement by the Products. Further, to the same extent as set forth in Hach's above obligation to Buyer, Buyer agrees to defend, indemnify and hold harmless Hach for patent infringement related to (x) any goods manufactured to the Buyers design, (y) services provided in accordance with the Buyer's instructions, or (z) Hach's Products when used in combination with any other devices, parts or software not provided by Hach hereunder. 10. TRADEMARKS AND OTHER LABELS: Buyer agrees not to remove or alter any indicia of manufacturing origin or patent numbers contained on or within the Products, including without limitation the serial numbers or trademarks on nameplates or cast, molded or machined components. HACH SERVICE PARTNERSHIP QUOTATION Page : Partnership Number: 5 of 5 HACH252718-NO RTH HOLLY CERTIFIED FRJDR Headquarters WebSite: www.hach.com Remittance P.O. Box 389 2207 Collections Center Dr 5600 Lindbergh Drive Chicago, IL 60693 Loveland, CO 80539-0389 Wire Transfers Purchase Orders Bank of America 231 S. LaSalle St. Chicago, IL 60604 Account:8765602385 Routing (ABA): 026009593 11. SOFTWARE% All licenses to Hach's separately -provided software products are subject to the separate software license agreements) accompanying the software media. In the absence of such terms and for all other software, Hach grants Buyer only a personal, non-exclusive license to access and use the software provided by Hach with Products purchased hereunder solely as necessary for Buyer to enjoy the benefit of the Products. A portion of the software may contain or consist of open source software, which Buyer may use under the terms and conditions of the specific license under which the open source software is distributed. Buyer agrees that it will be bound by any and all such license agreements. Title to software remains with the applicable licensor(s) 12. PROPRIETARY INFORMATION; PRIVACY: "Proprietary Information" means any information, technical data or know-how in whatever form, whether documented, contained in machine readable or physical components, mask works or artwork, or otherwise, which Hach considers proprietary, including but not limited to service and maintenance manuals. Buyer and its customers, employees and agents will keep confidential all such Proprietary Information obtained directly or indirectly from Hach and will not transfer or disclose it without Hach's prior written consent, or use it for the manufacture, procurement, servicing or calibration of Products or any similar products, or cause such products to be manufactured, serviced or calibrated by or procured from any other source, or reproduce or otherwise appropriate it. All such Proprietary Information remains Hach's property. No right or license is granted to Buyer or its customers, employees or agents, expressly or by implication, with respect to the Proprietary Information or any patent right or other proprietary right of Hach, except for the limited use licenses implied by law. Hach will manage Customer's information and personal data in accordance with its Privacy Policy, located at httD://www.hach.com/privacVDDIICy. 13. CHANGES AND ADDITIONAL CHARGES: Hach reserves the right to make design changes or improvements to any products of the same general class as Products being delivered hereunder without liability or obligation to incorporate such changes or improvements to Products ordered by Buyer unless agreed upon in writing before the Products' delivery date. Services which must be performed as a result of any of the following conditions are subject to additional charges for labor, travel and parts: (a) equipment alterations not authorized in writing by Hach; (b) damage resulting from improper use or handling, accident, neglect, power surge, or operation in an environment or manner in which the instrument is not designed to operate or is not in accordance with Hach's operating manuals; (c) the use of parts or accessories not provided by Hach; (d) damage resulting from acts of war, terrorism or nature; (a) services outside standard business hours; (f) site prework not complete per proposal; or (g) any repairs required to ensure equipment meets manufacturer's specifications upon activation of a service agreement. 14. SITE ACCESS / PREPARATION / WORKER SAFETY / ENVIRONMENTAL COMPLIANCE: In connection with services provided by Hach, Buyer agrees to permit prompt access to equipment. Buyer assumes full responsibility to back-up or otherwise protect its data against loss, damage or destruction before services are performed. Buyer is the operator and in full control of its premises, including those areas where Hach employees or contractors are performing service, repair and maintenance activities. Buyer will ensure that all necessary measures are taken for safety and security of working conditions, sites and installations during the performance of services. Buyer is the generator of any resulting wastes, including without limitation hazardous wastes. Buyer is solely responsible to arrange for the disposal of any wastes at its own expense. Buyer will, at its own expense, provide Hach employees and contractors working on Buyer's premises with all information and training required under applicable safety compliance regulations and Buyer's policies. If the instrument to be serviced is in a Confined Space, as that term is defined under OSHA regulations, Buyer is solely responsible to make it available to be serviced in an unconfined space. Hach service technicians will not work in Confined Spaces. In the event that a Buyer requires Hach employees or contractors to attend safety or compliance training programs provided by Buyer, Buyer will pay Hach the standard hourly rate and expense reimbursement for such training attended. The attendance at or completion of such training does not create or expand any warranty or obligation of Hach and does not serve to alter, amend, limit or supersede any part of this Contract. 15. LIMITATIONS ON USE: Buyer will not use any Products for any purpose other than those identified in Hach's catalogs and literature as intended uses. Unless Hach has advised the Buyer in writing, in no event will Buyer use any Products in drugs, food additives, food or cosmetics, or medical applications for humans or animals. In no event will Buyer use in any application any Product that requires FDA 510(k) clearance unless and only to the extent the Product has such clearance. Any warranty granted by Hach is void if any goods covered by such warranty are used for any purpose not permitted hereunder. 16. EXPORT AND IMPORT LICENSES AND COMPLIANCE WITH LAWS: Unless otherwise specified in this Contract, Buyer is responsible for obtaining any required export or import licenses. Hach represents that all Products delivered hereunder will be produced and supplied in compliance with all applicable laws and regulations. Buyer will comply with all laws and regulations applicable to the installation or use of all Products, including applicable import and export control laws and regulations of the U.S., E.U. and any other country having properjurisdiction, and will obtain all necessary export licenses in connection with any subsequent export, re-export, transfer and use of all Products and technology delivered hereunder. Buyer will not sell, transfer, export or re-export any Hach Products or technology for use in activities which involve the design, development, production, use or stockpiling of nuclear, chemical or biological weapons or missiles, nor use Hach Products or technology in any facility which engages in activities relating to such weapons. Buyer will comply with all local, national, and other laws of all jurisdictions globally relating to anti -corruption, bribery, extortion, kickbacks, or similar matters which are applicable to Buyer's business activities in connection with this Contract, including but not limited to the U.S. Foreign Corrupt Practices Act of 1977, as amended (the TCPA"). Buyer agrees that no payment of money or provision of anything of value will be offered, promised, paid or transferred, directly or indirectly, by any person or entity, to any government official, government employee, or employee of any company owned in part by a government, political party, political party official, or candidate for any government office or political parry office to induce such organizations or persons to use their authority or influence to obtain or retain an improper business advantage for Buyer or for Hach, or which otherwise constitute or have the purpose or effect of public or commercial bribery, acceptance of or acquiescence in extortion, kickbacks or other unlawful or improper means of obtaining business or any improper advantage, with respect to any of Buyers activities related to this Contract. Hach asks Buyer to "Speak Upl" if aware of any violation of law, regulation or our Standards of Conduct ("SOC") in relation to this Contract. See httD://danaher.com/intearitv-and-compliance and www.danaherintecritv.com for a copy of the SOC and for access to our Helpline portal. 17. FORCE MAJEURE: Hach is excused from performance of its obligaflons under this Contract to the extent caused by acts or omissions that are beyond its control of, including but not limited to Government embargoes, blockages, seizures or freeze of assets, delays or refusals to grant an export or import license or the suspension or revocation thereof, or any other acts of any Government; fires, floods,severe weather conditions, or any other acts of God; quarantines; labor strikes or lockouts; riots; strife; insurrections; civil disobedience or acts of criminals or terrorists; war; material shortages or delays in deliveries to Hach by third parties. In the event of the existence of any force majeure circumstances, the period of time for delivery, payment terms and payments under any letters of credit will be extended for a period of time equal to the period of delay. If the force majeure circumstances extend for six months, Hach may, at its option, terminate this Contract without penalty and without being deemed in default or in breach thereof. 18. NON ASSIGNMENT AND WAIVER: Buyer will not transfer or assign this Contract or any rights or interests hereunder without Hach's prior written consent. Failure of either parry to insist upon strict performance of any provision of this Contract, or to exercise any right or privilege contained herein, or the waiver of any breach of the terms or conditions of this Contract will not be construed as thereafter waiving any such terms, conditions, rights, or privileges, and the same will continue and remain in force and effect as if no waiver had occurred. 19. LIMITATION OF LIABILITY: None of the Hach Indemnified Parties will be liable to Buyer under any circumstances for any special, treble, incidental or consequential damages, including without limitation, damage to or loss of property other than for the Products purchased hereunder; damages incurred in installation, repair or replacement; lost profits, revenue or opportunity; loss of use; losses resulting from or related to downtime of the products or inaccurate measurements or reporting; the cost of substitute products; or claims of Buyer's customers for such damages, howsoever caused, and whether based on warranty, contract, and/or tort (including negligence, strict liability or otherwise). The total liability of the Hach Indemnified Parties arising out of the performance or nonperformance hereunder or Hach's obligations in connection with the design, manufacture, sale, delivery, and/or use of Products will in no circumstance exceed in the aggregate a sum equal to twice the amount actually paid to Hach for Products delivered hereunder. 20. APPLICABLE LAW AND DISPUTE RESOLUTION: The construction, interpretation and performance hereof and all transactions hereunder shall be governed by the laws of the State of Colorado, without regard to its principles or laws regarding conflicts of laws. If any provision of this Contract violates any Federal, State or local statutes or regulations of any countries having jurisdiction of this transaction, or is illegal for any reason, said provision shall be self -deleting without affecting the validity of the remaining provisions. Unless otherwise specifically agreed upon in writing between Hach and Buyer, any dispute relating to this Contract which is not resolved by the parties shall be adjudicated in order of preference by a court of competent jurisdiction (i) in the State of Colorado, U.S.A. if Buyer has minimum contacts with Colorado and the U.S., (ii) elsewhere in the U.S. if Buyer has minimum contacts with the U.S. but not Colorado, or (iii) in a neutral location if Buyer does not have minimum contacts with the United States. 21. ENTIRE AGREEMENT & MODIFICATION: These Terms & Conditions of Sale constitute the entire agreement between the parties and supersede any prior agreements or representations, whether oral or written. No change to or modification of these Terms & Conditions shall be binding upon Hach unless in a written instrument specifically referencing that it is amending these Terms & Conditions of Sale and signed by an authorized representative of Hach. Hach rejects any additional or inconsistent Terms & Conditions of Sale offered by Buyer at any time, whether or not such terms or conditions materially alter the Terms & Conditions herein and irrespective of Hach's acceptance of Buyer's order for the described goods and services. TZ HACH SERVICE PARTNERSHIP QUOTATION Page : Partnership Number: 1 of 8 HACH252718- ROLLING HILLS �E�,FEOPR��3A,5 Headquarters WebSite: www.hach.com Remittance P.O. Box 389 2207 Collections Center Dr 5600 Lindbergh Drive Chicago, IL 60693 Loveland, CO 80539-0389 Wire Transfers Purchase Orders Bank of America 231 S. LaSalle St. Chicago, IL 60604 Account: 8765602385 Routing (ABA): 026009593 Partnership Number Hach Company Contact Customer Ref Customer Phone HACH252718- Version ROLLING HILLS Service Partnership Feikes, Gail Phone BUDGETARY QUOTE 817-392-2742 Customer Fax 0.39 Quotation Date 21-SEP-21 Expiration Date 03-NOV-21 Bill -To Account # 208256 Ship -To Account # 208256 Customer Name CITY OF FORT WORTH Customer CITY OF FORT WORTH Name Address4 Address4 Addressl 200 TEXAS ST Addressl 2500 SE LOOP 820 Addressl Addressl ROLLING HILLS WATER TREATMENT PLANT Address3 Address3 City,State, City,State, FORT PostalCode FORT WORTH-TX-76102 Postalcode WORTH-TX-76140-1009 Province/ US Province/ US Country Country Service Partnership Email gfeikes@hach.com Customer Contact : Tolson, Joseph Customer Email joseph.tolson2@fortworth texas.gov Payment Terms: Net 30 Billing Method: Annual -Invoices on START Date Currency: USD Line Service Name I Line Total Covered Product Start Date End Date Description/Serial Number 1 BSPPLUSSL1000 17-SEP-21 16-SEP-22 BenchPlus 735.00 S L 1000:17-SEP-2021:16-SEP-202 2 The Bench Service Plus includes: Factory repairs only, one PM/Calibration on site per year, unlimited technical support calls and free software upgrades on your instrument. Travel is included for one on -site visit. Additional visits may be billable. 1 9430000 ee ASSY, INSTRUMENT, SL1000 ; 160280101375 2 FSPSC200 17-SEP-21 16-SEP-22 Fld Svc-1V SC200 5,670.00 TZ HACH SERVICE PARTNERSHIP QUOTATION Page : Partnership Number: 2 of 8 HACH252718- ROLLING HILLS �E�,FEOPR��3A,5 Headquarters WebSite: www.hach.com Remittance P.O. Box 389 2207 Collections Center Dr 5600 Lindbergh Drive Chicago, IL 60693 Loveland, CO 80539-0389 Wire Transfers Purchase Orders Bank of America 231 S. LaSalle St. Chicago, IL 60604 Account: 8765602385 Routing (ABA): 026009593 Controller: 1 7-SE P-2021:16-S E P-20 22 2.1 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH; 1602CO137856 2.2 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH; 1602CO129795 2.3 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH; 1602CO129808 2.4 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH; 1602CO129808 2.5 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH ; 1602CO155269 2.6 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH ; 1602CO155270 2.7 LXV404.99.05552 sc200 CONTR, 100-240V, 2 DIG CONN, HART, HACH; 1302CO074821 2.8 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH ; 1207CO045010 2.9 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH ; 1207CO054930 2.10 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH ; 1602CO155273 2.11 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH; 1602CO155291 2.12 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH; 1602CO155292 2.13 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH; 161000138314 2.14 LXV404.99.00502 sc200 CONTROLLER, AC -DC, DIG,HACH ; 1405CO095606 2.15 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH; 1602CO129796 2.16 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH ; 1602CO155272 3 TZ HACH SERVICE PARTNERSHIP QUOTATION Page : Partnership Number: 3 of 8 HACH252718- ROLLING HILLS �E�,FEOPR��3A,5 Headquarters WebSite: www.hach.com Remittance P.O. Box 389 2207 Collections Center Dr 5600 Lindbergh Drive Chicago, IL 60693 Loveland, CO 80539-0389 Wire Transfers Purchase Orders Bank of America 231 S. LaSalle St. Chicago, IL 60604 Account: 8765602385 Routing (ABA): 026009593 217 LXV404.99.00552 218 LXV404.99.00552 2.19 LXV404.99.00552 2.20 LXV404.99.00552 2.21 LXV404.99.00552 BSPPLUSDR3900 17-SEP-21 16-SEP-22 3.1 LPV440.99.00012 4 FSPTU53XX - 1 VISI1 4.1 LXV445.99.11112 01-MAR-22 16-SEP-22 sc200 CONTROLLER, AC -DC, 2 DIG, HACH ; 1602CO129799 sc200 CONTROLLER, AC -DC, 2 DIG, HACH; 1602CO129794 sc200 CONTROLLER, AC -DC, 2 DIG, HACH ; 1602CO137867 sc200 CONTROLLER, AC -DC, 2 DIG, HACH; 1602CO129792 sc200 CONTROLLER, AC -DC, 2 DIG, HACH ; 1602CO155274 Bench Plus-D R3900:17-SEP-2021 16-SEP-2022 The Bench Service Plus includes: Factory repairs only, one Start-up or one PM/Calibration on site per year, unlimited technical support calls and free software upgrades on your instrument. Travel is included for one on -site visit. Additional visits may be billable. db as DR3900 SPECTROPHOTOMETER WITH RFID ; 1614614 Fld Svc TU53XX 1 VST:01-MAR-2022:16-SEP-2022 Field Service includes: All parts, labor, and travel for on -site repairs, 1 on -site calibrations per year, factory recommended maintenance (including required parts), unlimited technical support calls, and free firmware updates. Please see service terms and conditions for additional details on our service plans, and to ensure you have an opportunity to review our environmental and safety requirements. Coverage does NOT include Filtrax or Filterprobe. These units must be covered under a separate FSP offering. db ee TU5300sc TURB,SYSCHK,EPA ; 1952806 943.00 7,649.86 TZ HACH SERVICE PARTNERSHIP QUOTATION Page : Partnership Number: 4 of 8 HACH252718- ROLLING HILLS �E�,FEOPR��3A,5 Headquarters WebSite: www.hach.com Remittance P.O. Box 389 2207 Collections Center Dr 5600 Lindbergh Drive Chicago, IL 60693 Loveland, CO 80539-0389 Wire Transfers Purchase Orders Bank of America 231 S. LaSalle St. Chicago, IL 60604 Account: 8765602385 Routing (ABA): 026009593 4.2 LXV445.99.11112 db ee TU5300sc TURB,SYSCHK,EPA ; 1952425 4.3 LXV445.99.11112 db ee TU5300sc TURB,SYSCHK,EPA ; 1952382 4.4 LXV445.99.11112 db ee TU5300sc TURB,SYSCHK,EPA ; 1952394 4.5 LXV445.99.21112 db ee TU5300sc TURB,FLOW,SYSCHK,EPA; 2024777 4.6 LXV445.99.21112 db ee TU5300sc TURB,FLOW,SYSCHK,EPA; 2026201 4.7 LXV445.99.21112 db ee TU5300sc TURB,FLOW,SYSCHK,EPA; 2044895 4.8 LXV445.99.21112 db ee TU5300sc TURB,FLOW,SYSCHK,EPA; 2044900 4.9 LXV445.99.21112 db ee TU5300sc TURB,FLOW,SYSCHK,EPA; 2044976 4.10 LXV445.99.21112 db ee TU5300sc TURB,FLOW,SYSCHK,EPA; 2045014 4.11 LXV445.99.21112 db ee TU5300sc TURB,FLOW,SYSCHK,EPA; 2046048 4.12 LXV445.99.21112 db ee TU5300sc TURB,FLOW,SYSCHK,EPA; 2046347 4.13 LXV445.99.21112 db ee TU5300sc TURB,FLOW,SYSCHK,EPA; 2047339 4.14 LXV445.99.21112 db ee TU5300sc TURB,FLOW,SYSCHK,EPA; 2047632 4.15 LXV445.99.21112 db ee TU5300sc TURB,FLOW,SYSCHK,EPA; 2047827 TZ HACH SERVICE PARTNERSHIP QUOTATION Page : Partnership Number: 5 of 8 HACH252718- ROLLING HILLS �E�,FEOPR��3A,5 Headquarters WebSite: www.hach.com Remittance P.O. Box 389 2207 Collections Center Dr 5600 Lindbergh Drive Chicago, IL 60693 Loveland, CO 80539-0389 Wire Transfers Purchase Orders Bank of America 231 S. LaSalle St. Chicago, IL 60604 Account: 8765602385 Routing (ABA): 026009593 4.16 LXV445.99.21112 db ee TU5300sc TURB,FLOW,SYSCHK,EPA; 2048798 4.17 LXV445.99.21112 db ee TU5300sc TURB,FLOW,SYSCHK,EPA; 2048888 4.18 LXV445.99.21112 db ee TU5300sc TURB,FLOW,SYSCHK,EPA; 2049003 4.19 LXV445.99.21112 db ee TU5300sc TURB,FLOW,SYSCHK,EPA; 2049032 4.20 LXV445.99.21112 db ee TU5300sc TURB,FLOW,SYSCHK,EPA; 2049065 4.21 LXV445.99.21112 db ee TU5300sc TURB,FLOW,SYSCHK,EPA; 2049141 4.22 LXV445.99.21112 db ee TU5300sc TURB,FLOW,SYSCHK,EPA; 2049142 4.23 LXV445.99.21112 db ee TU5300sc TURB,FLOW,SYSCHK,EPA; 2049621 5 FSPTU52XX 17-SEP-21 16-SEP-22 Fld Svc TU52XX 1 VST:17-SEP-2021:16-SEP-2022 Field Service includes: All parts, labor, and travel for on -site repairs, 1 comprehensive PM/calibrations per year, factory recommended maintenance (including required parts), unlimited technical support calls, and free firmware updates. Please see service terms and conditions for additional details on our service plans, and to ensure you have an opportunity to review our environmental and safety requirements. 5.1 LPV4425303012 nn KIT, TU5200, Lab Turb with RFID, EPA ; 1935745 Sub Total 594.00 15, 591.86 T'� HACH SERVICE PARTNERSHIP QUOTATION Page : Partnership Number: 6 of 8 HACH252718- ROLLING HILLS ­RTIFIEO FIR-M5 Headquarters WebSite: www.hach.com Remittance P.O. Box 389 2207 Collections Center Dr 5600 Lindbergh Drive Chicago, IL 60693 Loveland, CO 80539-0389 Wire Transfers Purchase Orders Bank of America 231 S. LaSalle St. Chicago, IL 60604 Account:8765602385 Routing (ABA): 026009593 Tax: 0.00 Total : 15,591.86 Partnership Notes : All purchases of Hach Company products and/or services are expressly and without limitation subject to Hach Company's Terms & Conditions of Sale ("Hach TCS"), incorporated herein by reference and published on Hach Company's website at www.hach.com/terms . Hach TCS are incorporated by reference into each of Hach's offers or quotations, order acknowledgments, and invoice and shipping documents. The first of the following acts shall constitute an acceptance of Hach's offer and not a counteroffer and shall create a contract of sale ("Contract") in accordance with the Hach TCS, subject to Hach's final credit approval: (1) Buyer's issuance of a purchase order document against Hach's offer or quotation; (ii) Hach's acknowledgement of Buyer's order; or (iii) commencement of any performance by Hach in response to Buyer's order. Provisions contained in Buyer's purchase documents that materially alter, add to or subtract from the provisions of these Terms and Conditions of Sale shall be null and void and not considered part of the Contract Customer Name : CITY OF FORT WORTH Customer P.O. Number Customer Reference Number TERMS & CONDITIONS OF SALE FOR HACH COMPANY PRODUCTS AND SERVICES This document sets forth the Terms & Conditions of Sale for goods manufactured and/or supplied, and services provided, by Hach Company of Loveland, Colorado ("Hach") and sold to the original purchaser thereof ("Buyer"). Unless otherwise specifically stated herein, the term "Hach" includes only Hach Company and none of its affiliates. Unless otherwise specifically stated in a previously -executed written purchase agreement signed by authorized representatives of Hach and Buyer, these Terms & Conditions of Sale establish the rights, obligations and remedies of Hach and Buyer which apply to this offer and any resulting order or contract for the sale of Hach's goods and/or services ("Products"). 1. APPLICABLE TERMS & CONDITIONS: These Terms & Conditions of Sale are contained directly and/or by reference in Hach's offer, order acknowledgment, and invoice documents. The first of the following acts constitutes an acceptance of Hach's offer and not a counteroffer and creates a contract of sale ("Contract') in accordance with these Terms & Conditions: (i) Buyer's issuance of a purchase order document against Hach's offer; (ii) acknowledgement of Buyers order by Hach; or (III) commencement of any performance by Hach pursuant to Buyer's order. Provisions contained in Buyer's purchase documents (including electronic commerce interfaces) that materially alter, add to or subtract from the provisions of these Terms & Conditions of Sale are not a part of the Contract. 2. CANCELLATION: Buyer may cancel goods orders subject to fair charges for Hach's expenses including handling, inspection, restocking, freight and invoicing charges as applicable, provided that Buyer returns such goods to Hach at Buyers expense within 30 days of delivery and in the same condition as received. Buyer may cancel service orders on ninety (90) day's prior written notice and refunds will be prorated based on the duration of the service plan. Inspections and reinstatement fees may apply upon cancellation or expiration of service programs. Seller may cancel all or part of any order prior to delivery without liability if the order includes any Products that Seller determines may not comply with export, safety, local certification, or other applicable compliance requirements. 3. DELIVERY: Delivery will be accomplished FCA Hach's facility located in Ames, Iowa or Loveland, Colorado, United States (Incoterms 2010). For orders having a final destination within the U.S., legal title and risk of loss or damage pass to Buyer upon transfer to the first carrier. For orders having a final destination outside the U.S., legal title and risk of loss or damage pass to Buyer when the Products enter international waters or airspace or cross an international frontier. Hach will use commercially reasonable efforts to deliver the Products ordered herein within the time specified on the face of this Contract or, if no time is specified, within Hach's normal lead-time necessary for Hach to deliver the Products sold hereunder. Upon prior agreement with Buyer and for an additional charge, Hach will deliver the Products on an expedited basis. Standard service delivery hours are 8 am — 5 pm Monday through Friday, excluding holidays. 4. INSPECTION: Buyer will promptly inspect and accept any Products delivered pursuant to this Contract after receipt of such Products. In the event the Products do not conform to any applicable specifications, Buyer will promptly notify Hach of such nonconformance in writing. Hach will have a reasonable opportunity to repair or replace the nonconforming product at its option. Buyer will be deemed to have accepted any Products delivered hereunder and to have waived any such nonconformance in the event such a written notification is not received by Hach within thirty (30) days of delivery. 5. PRICES & ORDER SIZES All prices are in U.S. dollars and are based on delivery as stated above. Prices do not include any charges for services such as insurance; brokerage fees; sales, use, inventory or excise taxes; import or export duties; special financing fees; VAT, income or royalty taxes imposed outside the U.S.; consular fees; special permits or licenses; or other charges imposed upon the production, sale, distribution, or delivery of Products. Buyer will either pay any and all such charges or provide Hach with acceptable exemption certificates, which obligation survives performance under this Contract. Hach reserves the right to establish minimum order sizes and will advise Buyer accordingly. 6. PAYMENTS: All payments must be made in U.S. dollars. For Internet orders, the purchase price is due at the time and manner set forth at www.hach.com. Invoices for all other orders are due and payable NET 30 DAYS from date of the invoice without regard to delays for inspection or transportation, with payments to be made by check to Hach at the above address or by wire transfer to the account stated on the front of Hach's invoice, or for customers with no established credit, Hach may require cash or credit card payment in advance of delivery. In the event payments are not made or not made in a timely manner, Hach may, in addition to all other remedies provided at law, either: (a) declare Buyers performance in breach and terminate this Contract for default; (b) withhold future shipments until delinquent payments are made; (c) deliver future shipments on a cash -with -order or cash -in -advance basis even after the delinquency is cured; (d) charge interest on the delinquency at a rate of 1-1/2 % per month or the maximum rate permitted by law, if lower, for each month or part thereof of delinquency in payment plus applicable storage charges and/or inventory carrying charges; (a) repossess the Products for which payment has not been made; (f) recover all costs of collection including reasonable attorney's fees; or (g) combine any of the above rights and remedies as is practicable and permitted by law. Buyer is prohibited from setting off any and all monies owed under this from any other sums, whether liquidated or not, that are or may be due Buyer, which arise out of a different transaction with Hach or any of its affiliates. Should Buyers financial responsibility become unsatisfactory to Hach in its reasonable discretion, Hach may require cash payment or other security. If Buyer fails to meet these requirements, Hach may treat such failure as reasonable grounds for repudiation of this Contract, in which case reasonable cancellation charges shall be due Hach. Buyer grants Hach a security interest in the Products to secure payment in full, which payment releases the security interest but only if such payments could not be considered an avoidable transfer under the U.S. Bankruptcy Code or other applicable laws. Buyers insolvency, bankruptcy, assignment for the benefit of creditors, or issolution or termination of the existence of Buyer, constitutes a default under this Contract and affords Hach all the remedies of a secured party under the U.C.C., as well as the remedies stated above for late payment or non-payment. HACH SERVICE PARTNERSHIP QUOTATION Page : Partnership Number: 7 of 8 HACH252718- ROLLING HILLS ­RTIFIEO FRJ9R Headquarters WebSite: www.hach.com Remittance P.O. Box 389 2207 Collections Center Dr 5600 Lindbergh Drive Chicago, IL 60693 Loveland, CO 80539-0389 Wire Transfers Purchase Orders Bank of America 231 S. LaSalle St. Chicago, IL 60604 Account:8765602385 Routing (ABA): 026009593 7. LIMITED WARRANTY: Hach warrants that Products sold hereunder will be free from defects in material and workmanship and will, when used in accordance with the manufacturer's operating and maintenance instructions, conform to any express written warranty pertaining to the specific goods purchased, which for most Hach instruments is for a period of twelve (12) months from delivery. Hach warrants that services furnished hereunder will be free from defects in workmanship for a period of ninety (90) days from the completion of the services. Parts provided by Hach in the performance of services may be new or refurbished parts functioning equivalent to new parts. Any non-functioning parts that are repaired by Hach shall become the property of Hach. No warranties are extended to consumable items such as, without limitation, reagents, batteries, mercury cells, and light bulbs. All other guarantees, warranties, conditions and representations, either express or implied, whether arising under any statute, law, commercial usage or otherwise, Including implied warranties of merchantability and fitness for a particular purpose, are hereby excluded. The sole remedy for Products not meeting this Limited Warranty is replacement, credit or refund of the purchase price. This remedy will not be deemed to have failed of its essential purpose so long as Hach is willing to provide such replacement, credit or refund. 8. INDEMNIFICATION: Indemnification applies to a party and to such party's successors -in -interest, assignees, affiliates, directors, officers, and employees ("Indemnified Parties"). Hach is responsible for and will defend, indemnify and hold harmless the Buyer Indemnified Parties against all losses, claims, expenses or damages which may result from accident, injury, damage, or death due to Hach's breach of the Limited Warranty. This indemnification is provided on the condition that the Buyer is likewise responsible for and will defend, indemnify and hold harmless the Hach Indemnified Parties against all losses, claims, expenses or damages which may result from accident, injury, damage, or death due to the negligence or misuse or misapplication of any goods or services by the Buyer or any third party affiliated or in privity with Buyer. 9. PATENT PROTECTION: Subject to all limitations of liability provided herein, Hach will, with respect to any Products of Hach's design or manufacture, indemnify Buyer from any and all damages and costs as finally determined by a court of competent jurisdiction in any suit for infringement of any U.S. patent (or European patent for Products that Hach sells to Buyer for end use in a member state of the E.U.) that has issued as of the delivery date, solely by reason of the sale or normal use of any Products sold to Buyer hereunder and from reasonable expenses incurred by Buyer in defense of such suit if Hach does not undertake the defense thereof, provided that Buyer promptly notifies Hach of such suit and offers Hach either (i) full and exclusive control of the defense of such suit when Products of Hach only are involved, or (ii) the right to participate in the defense of such suit when products other than those of Hach are also involved. Hach's warranty as to use patents only applies to infringement arising solely out of the inherent operation of the Products according to their applications as envisioned by Hach's specifications. In case the Products are in such suit held to constitute infringement and the use of the Products is enjoined, Hach will, at its own expense and at its option, either procure for Buyer the right to continue using such Products or replace them with non -infringing products, or modify them so they become non -infringing, or remove the Products and refund the purchase price (prorated for depreciation) and the transportation costs thereof. The foregoing states the entire liability of Hach for patent infringement by the Products. Further, to the same extent as set forth in Hach's above obligation to Buyer, Buyer agrees to defend, indemnify and hold harmless Hach for patent infringement related to (x) any goods manufactured to the Buyer's design, (y) services provided in accordance with the Buyer's instructions, or (z) Hach's Products when used in combination with any other devices, parts or software not provided by Hach hereunder. 10. TRADEMARKS AND OTHER LABELS: Buyer agrees not to remove or alter any indicia of manufacturing origin or patent numbers contained on or within the Products, including without limitation the serial numbers or trademarks on nameplates or cast, molded or machined components. 11. SOFTWARE% All licenses to Hach's separately -provided software products are subject to the separate software license agreement(s) accompanying the software media. In the absence of such terms and for all other software, Hach grants Buyer only a personal, non-exclusive license to access and use the software provided by Hach with Products purchased hereunder solely as necessary for Buyer to enjoy the benefit of the Products. A portion of the software may contain or consist of open source software, which Buyer may use under the terms and conditions of the specific license under which the open source software is distributed. Buyer agrees that it will be bound by any and all such license agreements. Title to software remains with the applicable licensor(s) 12. PROPRIETARY INFORMATION; PRIVACY: "Proprietary Information" means any information, technical data or know-how in whatever form, whether documented, contained in machine readable or physical components, mask works or artwork, or otherwise, which Hach considers proprietary, including but not limited to service and maintenance manuals. Buyer and its customers, employees and agents will keep confidential all such Proprietary Information obtained directly or indirectly from Hach and will not transfer or disclose it without Hach's prior written consent, or use it for the manufacture, procurement, servicing or calibration of Products or any similar products, or cause such products to be manufactured, serviced or calibrated by or procured from any other source, or reproduce or otherwise appropriate it. All such Proprietary Information remains Hach's property. No right or license is granted to Buyer or its customers, employees or agents, expressly or by implication, with respect to the Proprietary Information or any patent right or other proprietary right of Hach, except for the limited use licenses implied by law. Hach will manage Customer's information and personal data in accordance with its Privacy Policy, located at http//www hach com/privacypolicy. 13. CHANGES AND ADDITIONAL CHARGES: Hach reserves the right to make design changes or improvements to any products of the same general class as Products being delivered hereunder without liability or obligation to incorporate such changes or improvements to Products ordered by Buyer unless agreed upon in writing before the Products' delivery date. Services which must be performed as a result of any of the following conditions are subject to additional charges for labor, travel and parts: (a) equipment alterations not authorized in writing by Hach; (b) damage resulting from improper use or handling, accident, neglect, power surge, or operation in an environment or manner in which the instrument is not designed to operate or is not in accordance with Hach's operating manuals; (c) the use of parts or accessories not provided by Hach; (d) damage resulting from acts of war, terrorism or nature; (a) services outside standard business hours; (f) site prework not complete per proposal; or (g) any repairs required to ensure equipment meets manufacturers specifications upon activation of a service agreement. 14. SITE ACCESS / PREPARATION / WORKER SAFETY / ENVIRONMENTAL COMPLIANCE: In connection with services provided by Hach, Buyer agrees to permit prompt access to equipment. Buyer assumes full responsibility to back-up or otherwise protect its data against loss, damage or destruction before services are performed. Buyer is the operator and in full control of its premises, including those areas where Hach employees or contractors are performing service, repair and maintenance activities. Buyer will ensure that all necessary measures are taken for safety and security of working conditions, sites and installations during the performance of services. Buyer is the generator of any resulting wastes, including without limitation hazardous wastes. Buyer is solely responsible to arrange for the disposal of any wastes at its own expense. Buyer will, at its own expense, provide Hach employees and contractors working on Buyers premises with all information and training required under applicable safety compliance regulations and Buyers policies. If the instrument to be serviced is in a Confined Space, as that term is defined under OSHA regulations, Buyer is solely responsible to make it available to be serviced in an unconfined space. Hach service technicians will not work in Confined Spaces. In the event that a Buyer requires Hach employees or contractors to attend safety or compliance training programs provided by Buyer, Buyer will pay Hach the standard hourly rate and expense reimbursement for such training attended. The attendance at or completion of such training does not create or expand any warranty or obligation of Hach and does not serve to alter, amend, limit or supersede any part of this Contract. 15. LIMITATIONS ON USE: Buyer will not use any Products for any purpose other than those identified in Hach's catalogs and literature as intended uses. Unless Hach has advised the Buyer in writing, in no event will Buyer use any Products in drugs, food additives, food or cosmetics, or medical applications for humans or animals. In no event will Buyer use in any application any Product that requires FDA 510(k) clearance unless and only to the extent the Product has such clearance. Any warranty granted by Hach is void if any goods covered by such warranty are used for any purpose not permitted hereunder. 16. EXPORT AND IMPORT LICENSES AND COMPLIANCE WITH LAWS: Unless otherwise specified in this Contract, Buyer is responsible for obtaining any required export or import licenses. Hach represents that all Products delivered hereunder will be produced and supplied in compliance with all applicable laws and regulations. Buyer will comply with all laws and regulations applicable to the installation or use of all Products, including applicable import and export control laws and regulations of the U.S., E.U. and any other country having properjurisdiction, and will obtain all necessary export licenses in connection with any subsequent export, re-export, transfer and use of all Products and technology delivered hereunder. Buyer will not sell, transfer, export or re-export any Hach Products or technology for use in activities which involve the design, development, production, use or stockpiling of nuclear, chemical or biological weapons or missiles, nor use Hach Products or technology in any facility which engages in activities relating to such weapons. Buyer will comply with all local, national, and other laws of all jurisdictions globally relafing to anti -corruption, bribery, extortion, kickbacks, or similar matters which are applicable to Buyer's business activities in connection with this Contract, including but not limited to the U.S. Foreign Corrupt Practices Act of 1977, as amended (the "FCPA"). Buyer agrees that no payment of money or provision of anything of value will be offered, promised, paid or transferred, directly or indirectly, by any person or entity, to any government official, government employee, or employee of any company owned in part by a government, political party, political party official, or candidate for any government office or political party office to induce such organizations or persons to use their authority or influence to obtain or retain an improper business advantage for Buyer or for Hach, or which otherwise constitute or have the purpose or effect of public or commercial bribery, acceptance of or acquiescence in extortion, kickbacks or other unlawful or improper means of obtaining business or any improper advantage, with respect to any of Buyer's activities related to this Contract. Hach asks Buyer to "Speak Up!" if aware of any violation of law, regulation or our Standards of Conduct ("SOC") in relation to this Contract. See htto://danaher.com/integri y-and-corn lin ance and www.danaherintearity.com for a copy of the SOC and for access to our Helpline portal. 17. FORCE MAJEURE: HACH SERVICE PARTNERSHIP QUOTATION Page : Partnership Number: 8 of 8 HACH252718- ROLLING HILLS ­RTIFIEO FRJ9 - Headquarters WebSite: www.hach.com Remittance P.O. Box 389 2207 Collections Center Dr 5600 Lindbergh Drive Chicago, IL 60693 Loveland, CO 80539-0389 Wire Transfers Purchase Orders Bank of America 231 S. LaSalle St. Chicago, IL 60604 Account:8765602385 Routing (ABA): 026009593 Hach is excused from performance of its obligations under this Contract to the extent caused by acts or omissions that are beyond its control of, including but not limited to Government embargoes, blockages, seizures or freeze of assets, delays or refusals to grant an export or import license or the suspension or revocation thereof, or any other acts of any Government; fires, floods,severe weather conditions, or any other acts of God; quarantines; labor strikes or lockouts; dots; strife; insurrections; civil disobedience or acts of criminals or terrorists; war; material shortages or delays in deliveries to Hach by third parties. In the event of the existence of any force majeure circumstances, the period of time for delivery, payment terms and payments under any letters of credit will be extended for a period of time equal to the period of delay. If the force majeure circumstances extend for six months, Hach may, at its option, terminate this Contract without penalty and without being deemed in default or in breach thereof. 18. NON ASSIGNMENT AND WAIVER: Buyer will not transfer or assign this Contract or any rights or interests hereunder without Hach's prior written consent. Failure of either parry to insist upon strict performance of any provision of this Contract, or to exercise any right or privilege contained herein, or the waiver of any breach of the terms or conditions of this Contract will not be construed as thereafter waiving any such terms, conditions, rights, or privileges, and the same will continue and remain in force and effect as if no waiver had occurred. 19. LIMITATION OF LIABILITY: None of the Hach Indemnified Parties will be liable to Buyer under any circumstances for any special, treble, incidental or consequential damages, including without limitation, damage to or loss of property other than for the Products purchased hereunder; damages incurred in installation, repair or replacement; lost profits, revenue or opportunity; loss of use; losses resulting from or related to downtime of the products or inaccurate measurements or reporting; the cost of substitute products; or claims of Buyer's customers for such damages, howsoever caused, and whether based on warranty, contract, and/or tort (including negligence, strict liability or otherwise). The total liability of the Hach Indemnified Parties arising out of the performance or nonperformance hereunder or Hach's obligations in connection with the design, manufacture, sale, delivery, and/or use of Products will in no circumstance exceed in the aggregate a sum equal to twice the amount actually paid to Hach for Products delivered hereunder. 20. APPLICABLE LAW AND DISPUTE RESOLUTION: The construction, interpretation and performance hereof and all transactions hereunder shall be governed by the laws of the State of Colorado, without regard to its principles or laws regarding conflicts of laws. If any provision of this Contract violates any Federal, State or local statutes or regulations of any countries having jurisdiction of this transaction, or is illegal for any reason, said provision shall be self -deleting without affecting the validity of the remaining provisions. Unless otherwise specifically agreed upon in writing between Hach and Buyer, any dispute relating to this Contract which is not resolved by the parties shall be adjudicated in order of preference by a court of competent jurisdiction (i) in the State of Colorado, U.S.A. if Buyer has minimum contacts with Colorado and the U.S., (ii) elsewhere in the U.S. if Buyer has minimum contacts with the U.S. but not Colorado, or (iii) in a neutral location if Buyer does not have minimum contacts with the United States. 21. ENTIRE AGREEMENT & MODIFICATION: These Terms & Conditions of Sale constitute the entire agreement between the parties and supersede any prior agreements or representations, whether oral or written. No change to or modification of these Terms & Conditions shall be binding upon Hach unless in a written instrument specifically referencing that it is amending these Terms & Conditions of Sale and signed by an authorized representative of Hach. Hach rejects any additional or inconsistent Terms & Conditions of Sale offered by Buyer at any time, whether or not such terms or conditions materially alter the Terms & Conditions herein and irrespective of Hach's acceptance of Buyer's order for the described goods and services. TZ HACH SERVICE PARTNERSHIP QUOTATION Page : Partnership Number: 1 of 6 HACH252718-SO UTH HOLLY �E�,FEOPR��3A,5 Headquarters WebSite: www.hach.com Remittance P.O. Box 389 2207 Collections Center Dr 5600 Lindbergh Drive Chicago, IL 60693 Loveland, CO 80539-0389 Wire Transfers Purchase Orders Bank of America 231 S. LaSalle St. Chicago, IL 60604 Account: 8765602385 Routing (ABA): 026009593 Partnership Number HACH252718-SOUTH Version : 0.10 Quotation Date 21-SEP-21 HOLLY Hach Company Service Partnership Contact Feikes, Gail Phone Customer Ref BUDGETARY QUOTE Customer Phone 392-5023 Customer Fax Bill -To Account # 208256 Customer Name CITY OF FORT WORTH Address4 Ship -To Account # 208256 Customer CITY OF FORT WORTH Name Address4 SOUTH HOLLY Expiration Date . 03-NOV-21 Service Partnership Email gfeikes@hach.com Customer Contact : MANN, JOE Customer Email joe.man n@fortworthtexas.go v Payment Terms: Net 30 Billing Method: Annual -Invoices on START Date Addressl 200 TEXAS ST Addressl 1511 11TH AVE Currency: USD Addressl Addressl Address3 Address3 City,State, City,State, FORT PostalCode FORT WORTH-TX-76102 Postalcode WORTH-TX-76102-4350 Province/ US Province/ US Country Country Line Service Name Line Total Covered Product Start Date End Date Description/Serial Number 1 WRTUPGCERT1720E 17-SEP-21 16-SEP-22 ff RENEWAL ONLY - NO new 8,415.00 Service Agreement sales: 1 7-SEP-2021:16-SEP-2022 Warranty upgrade includes: All parts, labor, and travel for on -site repairs, 1 on -site calibration and preventative maintenance (including required parts) with certification , unlimited technical support calls, and free firmware updates. Customer is responsible for calibration and basic maintenance per factory specified guidelines outside of Hach's annual visit. TZ HACH SERVICE PARTNERSHIP QUOTATION Page : Partnership Number: 2 of 6 HACH252718-SO UTH HOLLY �E�,FEOPR��3A,5 Headquarters WebSite: www.hach.com Remittance P.O. Box 389 2207 Collections Center Dr 5600 Lindbergh Drive Chicago, IL 60693 Loveland, CO 80539-0389 Wire Transfers Purchase Orders Bank of America 231 S. LaSalle St. Chicago, IL 60604 Account: 8765602385 Routing (ABA): 026009593 1.1 LPV417.99.00002 1720E LR TURBIDITY SENSOR, HACH ; 070300000626 1.2 LPV417.99.00002 1720E LR TURBIDITY SENSOR, HACH ; 070300000627 1.3 LPV417.99.00002 1720E LR TURBIDITY SENSOR, HACH ; 070300000628 1.4 LPV417.99.00002 1720E LR TURBIDITY SENSOR, HACH ; 070300000629 1.5 LPV417.99.00002 1720E LR TURBIDITY SENSOR, HACH ; 070300000630 1.6 LPV417.99.00002 1720E LR TURBIDITY SENSOR, HACH ; 070300000632 1.7 LPV417.99.00002 1720E LR TURBIDITY SENSOR, HACH ; 070300000633 1.8 LPV417.99.00002 1720E LR TURBIDITY SENSOR, HACH ; 070300000638 1.9 LPV417.99.00002 1720E LR TURBIDITY SENSOR, HACH ; 070300000640 1.10 LPV417.99.00002 1720E LR TURBIDITY SENSOR, HACH; 111208204733 1.11 LPV417.99.00002 1720E LR TURBIDITY SENSOR, HACH; 111208204740 1.12 LPV417.99.00002 1720E LR TURBIDITY SENSOR, HACH; 111208204745 1.13 LPV417.99.00002 1720E LR TURBIDITY SENSOR, HACH ; 060300054102 1.14 LPV417.99.00002 1720E LR TURBIDITY SENSOR, HACH ; 060300015853 1.15 LPV417.99.00002 1720E LR TURBIDITY SENSOR, HACH ; 140600497652 1.16 LPV417.99.00002 1720E LR TURBIDITY SENSOR, HACH ; 070300000637 1.17 LPV417.99.00002 1720E LR TURBIDITY SENSOR, HACH ; 080600075040 2 BSPPLUSSL1000 17-SEP-21 16-SEP-22 BenchPlus 1,394.00 S L 1000:17-SEP-2021:16-SEP-202 TZ HACH SERVICE PARTNERSHIP QUOTATION Page : Partnership Number: 3 of 6 HACH252718-SO UTH HOLLY �E�,FEOPR��3A,5 Headquarters WebSite: www.hach.com Remittance P.O. Box 389 2207 Collections Center Dr 5600 Lindbergh Drive Chicago, IL 60693 Loveland, CO 80539-0389 Wire Transfers Purchase Orders Bank of America 231 S. LaSalle St. Chicago, IL 60604 Account: 8765602385 Routing (ABA): 026009593 21 2.2 9430000 9430000 2 The Bench Service Plus includes: Factory repairs only, one PM/Calibration on site per year, unlimited technical support calls and free software upgrades on your instrument. Travel is included for one on -site visit. Additional visits may be billable. ee ASSY, INSTRUMENT, SL1000 ; 170860102501 ee ASSY, INSTRUMENT, SL1000 ; 180160103421 3 FSPSC200 17-SEP-21 16-SEP-22 Fld Svc-1V SC200 2,358.00 Controller: 1 7-SEP-2021:16-SEP-20 22 3.1 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH; 1611 CO148010 3.2 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH ; 1611 C0139645 3.3 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH ; 1611 C0139656 3.4 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH ; 1611 C0164374 3.5 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH; 1611 CO148034 3.6 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH ; 1611 C0139632 3.7 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH ; 1611 C0164404 3.8 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH ; 1611 C0139634 3.9 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH; 1611 CO148005 4 BSPPLUSDR3900 17-SEP-21 16-SEP-22 Bench Plus-DR3900:17-SEP-2021: 916.00 16-SEP-2022 The Bench Service Plus includes: Factory repairs only, one Start-up or one PM/Calibration on site per year, unlimited technical support calls and free software upgrades TZ HACH SERVICE PARTNERSHIP QUOTATION Page : Partnership Number: 4 of 6 HACH252718-SO UTH HOLLY .csenFieo aaoaanres Headquarters WebSite: www.hach.com Remittance P.O. Box 389 2207 Collections Center Dr 5600 Lindbergh Drive Chicago, IL 60693 Loveland, CO 80539-0389 Wire Transfers Purchase Orders Bank of America 231 S. LaSalle St. Chicago, IL 60604 Account: 8765602385 Routing (ABA): 026009593 4.1 LPV440.99.00012 Partnership Notes : on your instrument. Travel is included for one on -site visit. Additional visits may be billable. db as DR3900 SPECTROPHOTOMETER WITH RFID ; 1784252 Sub Total: 13,083.00 Tax: 0.00 Total : 13,083.00 All purchases of Hach Company products and/or services are expressly and without limitation subject to Hach Company's Terms & Conditions of Sale ("Hach TCS"), incorporated herein by reference and published on Hach Company's website at www.hach.com/terms. Hach TCS are incorporated by reference into each of Hach's offers or quotations, order acknowledgments, and invoice and shipping documents. The first of the following acts shall constitute an acceptance of Hach's offer and not a counteroffer and shall create a contract of sale ("Contract") in accordance with the Hach TCS, subject to Hach's final credit approval: (i) Buyer's issuance of a purchase order document against Hach's offer or quotation; (ii) Hach's acknowledgement of Buyer's order; or (iii) commencement of any performance by Hach in response to Buyer's order. Provisions contained in Buyer's purchase documents that materially alter, add to or subtract from the provisions of these Terms and Conditions of Sale shall be null and void and not considered part of the Contract Customer Name : CITY OF FORT WORTH Customer P.O. Number Customer Reference Number TERMS & CONDITIONS OF SALE FOR HACH COMPANY PRODUCTS AND SERVICES This document sets forth the Terms & Conditions of Sale for goods manufactured and/or supplied, and services provided, by Hach Company of Loveland, Colorado ("Hach") and sold to the original purchaser thereof ("Buyer"). Unless otherwise specifically stated herein, the term "Hach" includes only Hach Company and none of its affiliates. Unless otherwise specifically stated in a previously -executed written purchase agreement signed by authorized representatives of Hach and Buyer, these Terms & Conditions of Sale establish the rights, obligations and remedies of Hach and Buyer which apply to this offer and any resulting order or contract for the sale of Hach's goods and/or services ("Products"). 1. APPLICABLE TERMS & CONDITIONS: These Terms & Conditions of Sale are contained directly and/or by reference in Hach's offer, order acknowledgment, and invoice documents. The first of the following acts constitutes an acceptance of Hach's offer and not a counteroffer and creates a contract of sale ("Contract") in accordance with these Terms & Conditions: (i) Buyer's issuance of a purchase order document against Hach's offer; (ii) acknowledgement of Buyer's order by Hach; or (iii) commencement of any performance by Hach pursuant to Buyer's order. Provisions contained in Buyer's purchase documents (including electronic commerce interfaces) that materially alter, add to or subtract from the provisions of these Terms & Conditions of Sale are not a part of the Contract. 2. CANCELLATION: Buyer may cancel goods orders subject to fair charges for Hach's expenses including handling, inspection, restocking, freight and invoicing charges as applicable, provided that Buyer returns such goods to Hach at Buyer's expense within 30 days of delivery and in the same condition as received. Buyer may cancel service orders on ninety (90) day's prior written notice and refunds will be prorated based on the duration of the service plan. Inspections and reinstatement fees may apply upon cancellation or expiration of service programs. Seller may cancel all or part of any order prior to delivery without liability if the order includes any Products that Seller determines may not comply with export, safety, local certification, or other applicable compliance requirements. 3. DELIVERY: Delivery will be accomplished FCA Hach's facility located in Ames, Iowa or Loveland, Colorado, United States (Incoterms 2010). For orders having a final destination within the U.S., legal title and risk of loss or damage pass to Buyer upon transfer to the first carrier. For orders having a final destination outside the U.S., legal title and risk of loss or damage pass to Buyer when the Products enter international waters or airspace or cross an international frontier. Hach will use commercially reasonable efforts to deliver the Products ordered herein within the time specified on the face of this Contract or, if no time is specified, within Hach's normal lead-time necessary for Hach to deliver the Products sold hereunder. Upon prior agreement with Buyer and for an additional charge, Hach will deliver the Products on an expedited basis. Standard service delivery hours are 8 am — 5 pm Monday through Friday, excluding holidays. 4. INSPECTION: Buyer will promptly inspect and accept any Products delivered pursuant to this Contract after receipt of such Products. In the event the Products do not conform to any applicable specifications, Buyer will promptly notify Hach of such nonconformance in writing. Hach will have a reasonable opportunity to repair or replace the nonconforming product at its option. Buyer will be deemed to have accepted any Products delivered hereunder and to have waived any such nonconformance in the event such a written notification is not received by Hach within thirty (30) days of delivery. 5. PRICES & ORDER SIZES: All prices are in U.S. dollars and are based on delivery as stated above. Prices do not include any charges for services such as insurance; brokerage fees; sales, use, inventory or excise taxes; import or export duties; special financing fees; VAT, HACH SERVICE PARTNERSHIP QUOTATION Page : Partnership Number: 5 of 6 HACH252718-SO UTH HOLLY ­RTIFIEO FRJ9R Headquarters WebSite: www.hach.com Remittance P.O. Box 389 2207 Collections Center Dr 5600 Lindbergh Drive Chicago, IL 60693 Loveland, CO 80539-0389 Wire Transfers Purchase Orders Bank of America 231 S. LaSalle St. Chicago, IL 60604 Account:8765602385 Routing (ABA): 026009593 income or royalty taxes imposed outside the U.S.; consular fees; special permits or licenses; or other charges imposed upon the production, sale, distribution, or delivery of Products. Buyer will either pay any and all such charges or provide Hach with acceptable exemption certificates, which obligation survives performance under this Contract. Hach reserves the right to establish minimum order sizes and will advise Buyer accordingly. 6. PAYMENTS: All payments must be made in U.S. dollars. For Iotemet orders, the purchase price is due at the time and manner set forth at www.hach.com. Invoices for all other orders are due and payable NET 30 DAYS from date of the invoice without regard to delays for inspection or transportation, with payments to be made by check to Hach at the above address or by wire transfer to the account stated on the front of Hach's invoice, or for customers with no established credit, Hach may require cash or credit card payment in advance of delivery. In the event payments are not made or not made in a timely manner, Hach may, in addition to all other remedies provided at law, either: (a) declare Buyer's performance in breach and terminate this Contract for default; (b) withhold future shipments until delinquent payments are made; (c) deliver future shipments on a cash -with -order or cash -in -advance basis even after the delinquency is cured; (d) charge interest on the delinquency at a rate of 1-1/2 % per month or the maximum rate permitted by law, if lower, for each month or part thereof of delinquency in payment plus applicable storage charges and/or inventory carrying charges; (e) repossess the Products for which payment has not been made; (f) recover all costs of collection including reasonable attorney's fees; or (g) combine any of the above rights and remedies as is practicable and permitted by law. Buyer is prohibited from setting off any and all monies owed under this from any other sums, whether liquidated or not, that are or may be due Buyer, which arise out of a different transaction with Hach or any of its affiliates. Should Buyer's financial responsibility become unsatisfactory to Hach in its reasonable discretion, Hach may require cash payment or other security. If Buyer fails to meet these requirements, Hach may treat such failure as reasonable grounds for repudiation of this Contract, in which case reasonable cancellation charges shall be due Hach. Buyer grants Hach a security interest in the Products to secure payment in full, which payment releases the security interest but only if such payments could not be considered an avoidable transfer under the U.S. Bankruptcy Code or other applicable laws. Buyer's insolvency, bankruptcy, assignment for the benefit of creditors, or issolution or termination of the existence of Buyer, constitutes a default under this Contract and affords Hach all the remedies of a secured party under the U.C.C., as well as the remedies stated above for late payment or non-payment. 7. LIMITED WARRANTY: Hach warrants that Products sold hereunder will be free from defects in material and workmanship and will, when used in accordance with the manufacturer's operating and maintenance instructions, conform to any express written warranty pertaining to the specific goods purchased, which for most Hach instruments is for a period of twelve (12) months from delivery. Hach warrants that services furnished hereunder will be free from defects in workmanship for a period of ninety (90) days from the completion of the services. Parts provided by Hach in the performance of services may be new or refurbished parts functioning equivalent to new parts. Any non-functioning parts that are repaired by Hach shall become the property of Hach. No warranties are extended to consumable items such as, without limitation, reagents, batteries, mercury cells, and light bulbs. All other guarantees, warranties, conditions and representations, either express or Implied, whether arising under any statute, law, commercial usage or otherwise, including implied warranties of merchantability and fitness for a particular purpose, are hereby excluded. The sole remedy for Products not meeting this Limited Warranty is replacement, credit or refund of the purchase price. This remedy will not be deemed to have failed of its essential purpose so long as Hach is willing to provide such replacement, credit or refund. 8. INDEMNIFICATION: Indemnification applies to a party and to such party's successors -in -interest, assignees, affiliates, directors, officers, and employees ("Indemnified Parties"). Hach is responsible for and will defend, indemnify and hold harmless the Buyer Indemnified Parties against all losses, claims, expenses or damages which may result from accident, injury, damage, or death due to Hach's breach of the Limited Warranty. This indemnification is provided on the condition that the Buyer is likewise responsible for and will defend, indemnify and hold harmless the Hach Indemnified Parties against all losses, claims, expenses or damages which may result from accident, injury, damage, or death due to the negligence or misuse or misapplication of any goods or services by the Buyer or any third party affiliated or in privity with Buyer. 9. PATENT PROTECTION: Subject to all limitations of liability provided herein, Hach will, with respect to any Products of Hach's design or manufacture, indemnify Buyer from any and all damages and costs as finally determined by a court of competent jurisdiction in any suit for infringement of any U.S. patent (or European patent for Products that Hach sells to Buyer for end use in a member state of the E.U.) that has issued as of the delivery date, solely by reason of the sale or normal use of any Products sold to Buyer hereunder and from reasonable expenses incurred by Buyer in defense of such suit if Hach does not undertake the defense thereof, provided that Buyer promptly notifies Hach of such suit and offers Hach either (i) full and exclusive control of the defense of such suit when Products of Hach only are involved, or (ii) the right to participate in the defense of such suit when products other than those of Hach are also involved. Hach's warranty as to use patents only applies to infringement arising solely out of the inherent operation of the Products according to their applications as envisioned by Hach's specifications. In case the Products are in such suit held to constitute infringement and the use of the Products is enjoined, Hach will, at its own expense and at its option, either procure for Buyer the right to continue using such Products or replace them with non -infringing products, or modify them so they become non -infringing, or remove the Products and refund the purchase price (prorated for depreciation) and the transportation costs thereof. The foregoing states the entire liability of Hach for patent infringement by the Products. Further, to the same extent as set forth in Hach's above obligation to Buyer, Buyer agrees to defend, indemnify and hold harmless Hach for patent infringement related to (x) any goods manufactured to the Buyer's design, (y) services provided in accordance with the Buyer's instructions, or (z) Hach's Products when used in combination with any other devices, parts or software not provided by Hach hereunder. 10. TRADEMARKS AND OTHER LABELS: Buyer agrees not to remove or alter any indicia of manufacturing origin or patent numbers contained on or within the Products, including without limitation the serial numbers or trademarks on nameplates or cast, molded or machined components. 11. SOFTWARE% All licenses to Hach's separately -provided software products are subject to the separate software license agreement(s) accompanying the software media. In the absence of such terms and for all other software, Hach grants Buyer only a personal, non-exclusive license to access and use the software provided by Hach with Products purchased hereunder solely as necessary for Buyer to enjoy the benefit of the Products. A portion of the software may contain or consist of open source software, which Buyer may use under the terms and conditions of the specific license under which the open source software is distributed. Buyer agrees that it will be bound by any and all such license agreements. Title to software remains with the applicable licensor(s) 12. PROPRIETARY INFORMATION; PRIVACY: "Proprietary Information" means any information, technical data or know-how in whatever form, whether documented, contained in machine readable or physical components, mask works or artwork, or otherwise, which Hach considers proprietary, including but not limited to service and maintenance manuals. Buyer and its customers, employees and agents will keep confidential all such Proprietary Information obtained directly or indirectly from Hach and will not transfer or disclose it without Hach'a prior written consent, or use it for the manufacture, procurement, servicing or calibration of Products or any similar products, or cause such products to be manufactured, serviced or calibrated by or procured from any other source, or reproduce or otherwise appropriate it. All such Proprietary Information remains Hach's property. No right or license is granted to Buyer or its customers, employees or agents, expressly or by implication, with respect to the Proprietary Information or any patent right or other proprietary right of Hach, except for the limited use licenses implied by law. Hach will manage Customer's information and personal data in accordance with its Privacy Policy, located at htto://www.hach.com/privacvoolicv. 13. CHANGES AND ADDITIONAL CHARGES: Hach reserves the right to make design changes or improvements to any products of the same general class as Products being delivered hereunder without liability or obligation to incorporate such changes or improvements to Products ordered by Buyer unless agreed upon in writing before the Products' delivery date. Services which must be performed as a result of any of the following conditions are subject to additional charges for labor, travel and parts: (a) equipment alterations not authorized in writing by Hach; (b) damage resulting from improper use or handling, accident, neglect, power surge, or operation in an environment or manner in which the instrument is not designed to operate or is not in accordance with Hach's operating manuals; (c) the use of parts or accessories not provided by Hach; (d) damage resulting from acts of war, terrorism or nature; (a) services outside standard business hours; (f) site prework not complete per proposal; or (g) any repairs required to ensure equipment meets manufacturer's specifications upon activation of a service agreement. 14. SITE ACCESS / PREPARATION / WORKER SAFETY / ENVIRONMENTAL COMPLIANCE: In connection with services provided by Hach, Buyer agrees to permit prompt access to equipment. Buyer assumes full responsibility to back-up or otherwise protect its data against loss, damage or destruction before services are performed. Buyer is the operator and in full control of its premises, including those areas where Hach employees or contractors are performing service, repair and maintenance activities. Buyer will ensure that all necessary measures are taken for safety and security of working conditions, sites and installations during the performance of services. Buyer is the generator of any resulting wastes, including without limitation hazardous wastes. Buyer is solely responsible to arrange for the disposal of any wastes at its own expense. Buyer will, at its own expense, provide Hach employees and contractors working on Buyer's premises with all information and training required under applicable safety compliance regulations and Buyer's policies. If the instrument to be serviced is in a Confined Space, as that term is defined under OSHA regulations, Buyer is solely responsible to make it available to be serviced in an unconfined space. Hach service technicians will not work in Confined Spaces. In the event that a Buyer requires Hach employees or contractors to attend safety or compliance training programs provided by Buyer, Buyer will pay Hach the standard hourly rate and expense reimbursement for such training attended. The attendance at or completion of such training does not create or expand any warranty or obligation of Hach and does not serve to alter, amend, limit or supersede any part of this Contract. 15. LIMITATIONS ON USE: Buyer will not use any Products for any purpose other than those identified in Hach's catalogs and literature as intended uses. Unless Hach has advised the Buyer in writing, in no event will Buyer use any Products in drugs, food additives, food or cosmetics, or medical applications for humans or animals. In no event will Buyer use in any application any Product that requires FDA 510(k) clearance unless and only to the extent the Product has such clearance. Any warranty granted by Hach is void if any goods covered by such warranty are used for any purpose not permitted hereunder. HACH SERVICE PARTNERSHIP QUOTATION Page : Partnership Number: 6 of 6 HACH252718-SO UTH HOLLY ­RTIFIEO FRJ9R Headquarters WebSite: www.hach.com Remittance P.O. Box 389 2207 Collections Center Dr 5600 Lindbergh Drive Chicago, IL 60693 Loveland, CO 80539-0389 Wire Transfers Purchase Orders Bank of America 231 S. LaSalle St. Chicago, IL 60604 Account:8765602385 Routing (ABA): 026009593 16' EXPORT AND IMPORT LICENSES AND COMPLIANCE WITH LAWS: Unless otherwise specified in this Contract, Buyer is responsible for obtaining any required export or import licenses. Hach represents that all Products delivered hereunder will be produced and supplied in wmpliance with all applicable laws and regulations. Buyer will comply with all laws and regulations applicable to the installation or use of all Products, including applicable import and export control laws and regulations of the U.S., E.U. and any other country having properjurisdiction, and will obtain all necessary export licenses in connection with any subsequent export, re-export, transfer and use of all Products and technology delivered hereunder. Buyer will not sell, transfer, export or re-export any Hach Products or technology for use in activities which involve the design, development, production, use or stockpiling of nuclear, chemical or biological weapons or missiles, nor use Hach Products or technology in any facility which engages in activities relating to such weapons. Buyer will comply with all local, national, and other laws of all jurisdictions globally relating to anti -corruption, bribery, extortion, kickbacks, or similar matters which are applicable to Buyer's business activities in connection with this Contract, including but not limited to the U.S. Foreign Corrupt Practices Act of 1977, as amended (the "FCPA"). Buyer agrees that no payment of money or provision of anything of value will be offered, promised, paid or transferred, directly or indirectly, by any person or entity, to any government official, government employee, or employee of any company owned in part by a government, political party, political party official, or candidate for any government office or political parry office to induce such organizations or persons to use their authority or influence to obtain or retain an improper business advantage for Buyer or for Hach, or which otherwise constitute or have the purpose or effect of public or commercial bribery, acceptance of or acquiescence in extortion, kickbacks or other unlawful or improper means of obtaining business or any improper advantage, with respect to any of Buyer's activities related to this Contract. Hach asks Buyer to "Speak Up!" if aware of any violation of law, regulation or our Standards of Conduct ("SOC") in relation to this Contract. See htti)�//danaher.com/integrity-and-compliance and www,danaherinteartly.com for a copy of the SOC and for access to our Helpline portal. 17. FORCE MAJEURE: Hach is excused from performance of its obligations under this Contract to the extent caused by acts or omissions that are beyond its control of, including but not limited to Government embargoes, blockages, seizures or freeze of assets, delays or refusals to grant an export or import license or the suspension or revocation thereof, or any other acts of any Government; fires, floods,severe weather conditions, or any other acts of God; quarantines; labor strikes or lockouts; riots; strife; insurrections; civil disobedience or acts of criminals or terrorists; war; material shortages or delays in deliveries to Hach by third parties. In the event of the existence of any force majeure circumstances, the period of time for delivery, payment terms and payments under any letters of credit will be extended for a period of time equal to the period of delay. If the force majeure circumstances extend for six months, Hach may, at its option, terminate this Contract without penalty and without being deemed in default or in breach thereof. Is. NON ASSIGNMENT AND WAIVER: Buyer will not transfer or assign this Contract or any rights or interests hereunder without Hach's prior written consent. Failure of either parry to insist upon strict performance of any provision of this Contract, or to exercise any right or privilege contained herein, or the waiver of any breach of the terms or conditions of this Contract will not be construed as thereafter waiving any such terms, conditions, rights, or privileges, and the same will continue and remain in force and effect as if no waiver had occurred. 19. LIMITATION OF LIABILITY: None of the Hach Indemnified Parties will be liable to Buyer under any circumstances for any special, treble, incidental or consequential damages, including without limitation, damage to or loss of property other than for the Products purchased hereunder; damages incurred in installation, repair or replacement; lost profits, revenue or opportunity; loss of use; losses resulting from or related to downtime of the products or inaccurate measurements or reporting; the cost of substitute products; or claims of Buyer's customers for such damages, howsoever caused, and whether based on warranty, contract, and/or tort (including negligence, strict liability or otherwise). The total liability of the Hach Indemnified Parties arising out of the performance or nonperformance hereunder or Hach's obligations in connection with the design, manufacture, sale, delivery, and/or use of Products will in no circumstance exceed in the aggregate a sum equal to twice the amount actually paid to Hach for Products delivered hereunder. 20. APPLICABLE LAW AND DISPUTE RESOLUTION: The construction, interpretation and performance hereof and all transactions hereunder shall be governed by the laws of the State of Colorado, without regard to its principles or laws regarding conflicts of laws. If any provision of this Contract violates any Federal, State or local statutes or regulations of any countries having jurisdiction of this transaction, or is illegal for any reason, said provision shall be self -deleting without affecting the validity of the remaining provisions. Unless otherwise specifically agreed upon in writing between Hach and Buyer, any dispute relating to this Contract which is not resolved by the parties shall be adjudicated in order of preference by a court of competent jurisdiction (1) in the State of Colorado, U.S.A. if Buyer has minimum contacts with Colorado and the U.S., (ii) elsewhere in the U.S. if Buyer has minimum contacts with the U.S. but not Colorado, or (ill) in a neutral location if Buyer does not have minimum contacts with the United States. 21. ENTIRE AGREEMENT & MODIFICATION: These Terms & Conditions of Sale constitute the entire agreement between the parties and supersede any prior agreements or representations, whether oral or written. No change to or modification of these Terms & Conditions shall be binding upon Hach unless in a written instrument specifically referencing that it is amending these Terms & Conditions of Sale and signed by an authorized representative of Hach. Hach rejects any additional or inconsistent Terms & Conditions of Sale offered by Buyer at any time, whether or not such terms or conditions materially alter the Terms & Conditions herein and irrespective of Hach's acceptance of Buyer's order for the described goods and services. TZ HACH SERVICE PARTNERSHIP QUOTATION Page : Partnership Number: 1 of 6 HACH252718-W ESTSIDE �E�,FEOPR��3A,5 Headquarters WebSite: www.hach.com Remittance P.O. Box 389 2207 Collections Center Dr 5600 Lindbergh Drive Chicago, IL 60693 Loveland, CO 80539-0389 Wire Transfers Purchase Orders Bank of America 231 S. LaSalle St. Chicago, IL 60604 Account: 8765602385 Routing (ABA): 026009593 Partnership Number: HACH252718-WESTSI Version DE Hach Company Service Partnership Contact Feikes, Gail Phone Customer Ref BUDGETARY QUOTE Customer Phone 392-2742 Customer Fax Bill -To Account # 208256 Customer Name CITY OF FORT WORTH Address4 Addressl 200 TEXAS ST Addressl Address3 City,State, FORT WORTH-TX-76102 PostalCode Province/ US Country Line Service Name Covered Product 1.1 5440000 1.2 5440000 0.11 Quotation Date 21-SEP-21 Ship -To Account # 208256 Customer CITY OF FORT WORTH Name Address4 WESTSIDE WTP Addressl 12200 OLD WEATHERFORD RD Addressl Address3 City,State, FORT WORTH-TX-76108 Postalcode Province/ US Country Expiration Date . 03-NOV-21 Service Partnership Email gfeikes@hach.com Customer Contact : IRWIN, ERIK Customer Email Erik. irwi n@fortworthtexas.go v Payment Terms: Net 30 Billing Method: Annual -Invoices on START Date Currency: USD Start Date End Date Description/Serial Number 7-SEP-21 16-SEP-22 as Fld Svc-2V CL17 (current version): 1 7-SEP-2021:16-SEP-202 2 For CL17 p/n 5440000 only. Field Service includes all parts, labor, and travel for on -site repairs, two preventative maintenance visits per year (including required parts), unlimited technical support calls, and free firmware updates. oo CL17 FINAL ASSEMBLY W/KITS ; 110200390287 oo CL17 FINAL ASSEMBLY W/KITS ; 110500401792 Line Total TZ HACH SERVICE PARTNERSHIP QUOTATION Page : Partnership Number: 2 of 6 HACH252718-W ESTSIDE �E�,FEOPR��3A,5 Headquarters WebSite: www.hach.com Remittance P.O. Box 389 2207 Collections Center Dr 5600 Lindbergh Drive Chicago, IL 60693 Loveland, CO 80539-0389 Wire Transfers Purchase Orders Bank of America 231 S. LaSalle St. Chicago, IL 60604 Account: 8765602385 Routing (ABA): 026009593 2 FSPSC200 17-SEP-21 16-SEP-22 Fld Svc-1V SC200 2,096.00 Controller: 1 7-SEP-2021:16-SEP-20 22 2.1 LXV404.99.00502 sc200 CONTROLLER, AC -DC, DIG,HACH ; 1105CO010637 2.2 LXV404.99.00502 sc200 CONTROLLER, AC -DC, DIG,HACH ; 191000191840 2.3 LXV404.99.00502 sc200 CONTROLLER, AC -DC, DIG,HACH ; 191000191839 2.4 LXV404.99.00502 sc200 CONTROLLER, AC -DC, DIG,HACH ; 191000185620 2.5 LXV404.99.00502 sc200 CONTROLLER, AC -DC, DIG,HACH ; 1907CO198280 2.6 LXV404.99.00502 sc200 CONTROLLER, AC -DC, DIG,HACH ; 1907CO198273 2.7 LXV404.99.00502 sc200 CONTROLLER, AC -DC, DIG,HACH ; 1907CO187960 2.8 LXV404.99.00502 sc200 CONTROLLER, AC -DC, DIG,HACH ; 191000191841 3 PMP-HQD-1V 17-SEP-21 16-SEP-22 PMP-HQd Series-1V (FRV 302.00 1):17-SEP-2021:16-SEP-2022 3.1 HQ411D HQ411d BENCHTOP METER, pH/mV;120300068557 4 BSPPLUSSL1000 17-SEP-21 16-SEP-22 BenchPlus 697.00 SL 1000:17-SEP-2021:16-SEP-202 2 The Bench Service Plus includes: Factory repairs only, one PM/Calibration on site per year, unlimited technical support calls and free software upgrades on your instrument. Travel is included for one on -site visit. Additional visits may be billable. 4.1 9430000 ee ASSY, INSTRUMENT, SL1000 ; 160270101367 5 FSPTU52XX 17-SEP-21 16-SEP-22 Fld Svc TU52XX 1 1,154.00 VST:17-SEP-2021:16-SEP-2022 Field Service includes: All parts, labor, and travel for on -site repairs, 1 comprehensive PM/calibrations per year, factory recommended TZ HACH SERVICE PARTNERSHIP QUOTATION Page : Partnership Number: 3 of 6 HACH252718-W ESTSIDE �E�,FEOPR��3A,5 Headquarters WebSite: www.hach.com Remittance P.O. Box 389 2207 Collections Center Dr 5600 Lindbergh Drive Chicago, IL 60693 Loveland, CO 80539-0389 Wire Transfers Purchase Orders Bank of America 231 S. LaSalle St. Chicago, IL 60604 Account: 8765602385 Routing (ABA): 026009593 maintenance (including required parts), unlimited technical support calls, and free firmware updates. Please see service terms and conditions for additional details on our service plans, and to ensure you have an opportunity to review our environmental and safety requirements. 5.1 LPV442.99.03012 KTO: TU5200, Lab Turb with RFID, EPA; 1704491 5.2 LPV4425301012 nn KIT, TU5200 Lab Turb, EPA ; 1704491 6 FSPTU54XX - 1 VISI1 6.1 LXV445.99.10212 6.2 LXV445.99.10212 6.3 LXV445.99.10212 6.4 LXV445.99.10212 6.5 LXV445.99.10212 6.6 LXV445.99.10212 17-S E P-21 16-S E P-22 Fld Svc TU54XX 1 VST:17-S E P-2021:16-S E P-2022 Field Service includes: All parts, labor, and travel for on -site repairs, 1 comprehensive PM/calibrations per year, factory recommended maintenance (including required parts), unlimited technical support calls, and free firmware updates. Please see service terms and conditions for additional details on our service plans, and to ensure you have an opportunity to review our environmental and safety requirements. Cleaning Module Accessory is not covered under this offering. db ee TU5400sc TURB,EPA ; 1952045 db ee TU5400sc TURB,EPA ; 1952103 db ee TU5400sc TURB,EPA ; 1952125 db ee TU5400sc TURB,EPA ; 1952126 db ee TU5400sc TURB,EPA ; 1915005 db ee TU5400sc TURB,EPA ; 1928373 5,229.00 HACH SERVICE PARTNERSHIP QUOTATION Page : Partnership Number: 4 of 6 HACH252718-W ESTSIDE ­RTIFIEO FRJ9 - Headquarters WebSite: www.hach.com Remittance P.O. Box 389 2207 Collections Center Dr 5600 Lindbergh Drive Chicago, IL 60693 Loveland, CO 80539-0389 Wire Transfers Purchase Orders Bank of America 231 S. LaSalle St. Chicago, IL 60604 Account:8765602385 Routing (ABA): 026009593 6.7 LXV445.99.10212 Partnership Notes : db ee TU5400sc TURB,EPA ; 1929709 Sub Total: 11,954.00 Tax: 0.00 Total : 11,954.00 All purchases of Hach Company products and/or services are expressly and without limitation subject to Hach Company's Terms & Conditions of Sale ("Hach TCS"), incorporated herein by reference and published on Hach Company's website at www.hach.com/terms. Hach TCS are incorporated by reference into each of Hach's offers or quotations, order acknowledgments, and invoice and shipping documents. The first of the following acts shall constitute an acceptance of Hach's offer and not a counteroffer and shall create a contract of sale ("Contract") in accordance with the Hach TCS, subject to Hach's final credit approval: (1) Buyer's issuance of a purchase order document against Hach's offer or quotation; (ii) Hach's acknowledgement of Buyer's order; or (iii) commencement of any performance by Hach in response to Buyer's order. Provisions contained in Buyer's purchase documents that materially alter, add to or subtract from the provisions of these Terms and Conditions of Sale shall be null and void and not considered part of the Contract Customer Name : CITY OF FORT WORTH Customer P.O. Number Customer Reference Number " TERMS & CONDITIONS OF SALE FOR HACH COMPANY PRODUCTS AND SERVICES This document sets forth the Terms & Conditions of Sale for goods manufactured and/or supplied, and services provided, by Hach Company of Loveland, Colorado ("Hach") and sold to the original purchaser thereof ("Buyer"). Unless otherwise specifically stated herein, the term "Hach" includes only Hach Company and none of its affiliates. Unless otherwise specifically stated in a previously -executed written purchase agreement signed by authorized representatives of Hach and Buyer, these Terms & Conditions of Sale establish the rights, obligations and remedies of Hach and Buyer which apply to this offer and any resulting order or contract for the sale of Hach's goods and/or services ("Products"). 1. APPLICABLE TERMS & CONDITIONS: These Terms & Conditions of Sale are contained directly and/or by reference in Hach's offer, order acknowledgment, and invoice documents. The first of the following acts constitutes an acceptance of Hach's offer and not a counteroffer and creates a contract of sale ("Contract") in accordance with these Terms & Conditions: (i) Buyer's issuance of a purchase order document against Hach's offer; (ii) acknowledgement of Buyer's order by Hach; or (if) commencement of any performance by Hach pursuant to Buyer's order. Provisions contained in Buyer's purchase documents (including electronic commerce interfaces) that materially alter, add to or subtract from the provisions of these Terms & Conditions of Sale are not a part of the Contract. 2. CANCELLATION: Buyer may cancel goods orders subject to fair charges for Hach's expenses including handling, inspection, restocking, freight and invoicing charges as applicable, provided that Buyer returns such goods to Hach at Buyer's expense within 30 days of delivery and in the same condition as received. Buyer may cancel service orders on ninety (90) day's prior written notice and refunds will be prorated based on the duration of the service plan. Inspections and reinstatement fees may apply upon cancellation or expiration of service programs. Seller may cancel all or part of any order prior to delivery without liability if the order includes any Products that Seller determines may not comply with export, safety, local certification, or other applicable compliance requirements. 3. DELIVERY: Delivery will be accomplished FCA Hach's facility located in Ames, Iowa or Loveland, Colorado, United States (Incoterms 2010). For orders having a final destination within the U.S., legal title and risk of loss or damage pass to Buyer upon transfer to the first carrier. For orders having a final destination outside the U.S., legal title and risk of loss or damage pass to Buyer when the Products enter international waters or airspace or cross an international frontier. Hach will use commercially reasonable efforts to deliver the Products ordered herein within the time specified on the face of this Contract or, if no time is specified, within Hach's normal lead-time necessary for Hach to deliver the Products sold hereunder. Upon prior agreement with Buyer and for an additional charge, Hach will deliver the Products on an expedited basis. Standard service delivery hours are 8 am — 5 pm Monday through Friday, excluding holidays. 4. INSPECTION: Buyer will promptly inspect and accept any Products delivered pursuant to this Contract after receipt of such Products. In the event the Products do not conform to any applicable specifications, Buyer will promptly notify Hach of such nonconformance in writing. Hach will have a reasonable opportunity to repair or replace the nonconforming product at its option. Buyer will be deemed to have accepted any Products delivered hereunder and to have waived any such nonconformance in the event such a written notification is not received by Hach within thirty (30) days of delivery. 5. PRICES & ORDER SIZES: All prices are in U.S. dollars and are based on delivery as stated above. Prices do not include any charges for services such as insurance; brokerage fees; sales, use, inventory or excise taxes; import or export duties; special financing fees; VAT, income or royalty taxes imposed outside the U.S.; consular fees; special permits or licenses; or other charges imposed upon the production, sale, distribution, or delivery of Products. Buyer will either pay any and all such charges or provide Hach with acceptable exemption certificates, which obligation survives performance under this Contract. Hach reserves the right to establish minimum order sizes and will advise Buyer accordingly. 6. PAYMENTS: All payments must be made in U.S. dollars. For Internet orders, the purchase price is due at the time and manner set forth at www.hach.com. Invoices for all other orders are due and payable NET 30 DAYS from date of the invoice without regard to delays for inspection or transportation, with payments to be made by check to Hach at the above address or by wire transfer to the account stated on the front of Hach's invoice, or for customers with no established credit, Hach may require cash or credit card payment in advance of delivery. In the event payments are not made or not made in a timely manner, Hach may, in addition to all other remedies provided at law, either: (a) declare Buyer's performance in breach and HACH SERVICE PARTNERSHIP QUOTATION Page : Partnership Number: 5 of 6 HACH252718-W ESTSIDE €RTIFIEO FRJ9R Headquarters WebSite: www.hach.com Remittance P.O. Box 389 2207 Collections Center Dr 5600 Lindbergh Drive Chicago, IL 60693 Loveland, CO 80539-0389 Wire Transfers Purchase Orders Bank of America 231 S. LaSalle St. Chicago, IL 60604 Account:8765602385 Routing (ABA): 026009593 terminate this Contract for default; (b) withhold future shipments until delinquent payments are made; (c) deliver future shipments on a cash -with -order or cash -in -advance basis even after the delinquency is cured; (d) charge interest on the delinquency at a rate of 1-1/2 % per month or the maximum rate permitted by law, if lower, for each month or part thereof of delinquency in payment plus applicable storage charges and/or inventory carrying charges; (e) repossess the Products for which payment has not been made; (f) recover all costs of collection including reasonable attorney's fees; or (g) combine any of the above rights and remedies as is practicable and permitted by law. Buyer is prohibited from setting off any and all monies owed under this from any other sums, whether liquidated or not, that are or may be due Buyer, which arise out of a different transaction with Hach or any of its affiliates. Should Buyer's financial responsibility become unsatisfactory to Hach in its reasonable discretion, Hach may require rash payment or other security. If Buyer fails to meet these requirements, Hach may treat such failure as reasonable grounds for repudiation of this Contract, in which case reasonable cancellation charges shall be due Hach. Buyer grants Hach a security interest in the Products to secure payment in full, which payment releases the security interest but only if such payments could not be considered an avoidable transfer under the U.S. Bankruptcy Code or other applicable laws. Buyer's insolvency, bankruptcy, assignment for the benefit of creditors, or issolution or termination of the existence of Buyer, constitutes a default under this Contract and affords Hach all the remedies of a secured party under the U.C.C., as well as the remedies stated above for late payment or non-payment. 7. LIMITED WARRANTY: Hach warrants that Products sold hereunder will be free from defects in material and workmanship and will, when used in accordance with the manufacturer's operating and maintenance instructions, conform to any express written warranty pertaining to the specific goods purchased, which for most Hach instruments is for a period of twelve (12) months from delivery. Hach warrants that services furnished hereunder will be free from defects in workmanship for a period of ninety (90) days from the completion of the services. Parts provided by Hach in the performance of services may be new or refurbished parts functioning equivalent to new parts. Any non-functioning parts that are repaired by Hach shall become the property of Hach. No warranties are extended to consumable items such as, without limitation, reagents, batteries, mercury cells, and light bulbs. All other guarantees, warranties, conditions and representations, either express or implied, whether arising under any statute, law, commercial usage or otherwise, including implied warranties of merchantability and fitness for a particular purpose, are hereby excluded. The sole remedy for Products not meeting this Limited Warranty is replacement, credit or refund of the purchase price. This remedy will not be deemed to have failed of its essential purpose so long as Hach is willing to provide such replacement, credit or refund. 8. INDEMNIFICATION: Indemnification applies to a party and to such party's successors -in -interest, assignees, affiliates, directors, officers, and employees ("Indemnified Parties"). Hach is responsible for and will defend, indemnify and hold harmless the Buyer Indemnified Parties against all losses, claims, expenses or damages which may result from accident, injury, damage, or death due to Hach's breach of the Limited Warranty. This indemnification is provided on the condition that the Buyer is likewise responsible for and will defend, indemnify and hold harmless the Hach Indemnified Parties against all losses, claims, expenses or damages which may result from accident, injury, damage, or death due to the negligence or misuse or misapplication of any goods or services by the Buyer or any third party affiliated or in privity with Buyer. 9. PATENT PROTECTION: Subject to all limitations of liability provided herein, Hach will, with respect to any Products of Hach's design or manufacture, indemnify Buyer from any and all damages and costs as finally determined by a court of competent jurisdiction in any suit for infringement of any U.S. patent (or European patent for Products that Hach sells to Buyer for end use in a member state of the E.U.) that has issued as of the delivery date, solely by reason of the sale or normal use of any Products sold to Buyer hereunder and from reasonable expenses incurred by Buyer in defense of such suit if Hach does not undertake the defense thereof, provided that Buyer promptly notifies Hach of such suit and offers Hach either (i) full and exclusive control of the defense of such suit when Products of Hach only are involved, or (ii) the right to participate in the defense of such suit when products other than those of Hach are also involved. Hach's warranty as to use patents only applies to infringement arising solely out of the inherent operation of the Products according to their applications as envisioned by Hach's specifications. In case the Products are in such suit held to constitute infringement and the use of the Products is enjoined, Hach will, at its own expense and at its option, either procure for Buyer the right to continue using such Products or replace them with non -infringing products, or modify them so they become non -infringing, or remove the Products and refund the purchase price (prorated for depreciation) and the transportation costs thereof. The foregoing states the entire liability of Hach for patent infringement by the Products. Further, to the same extent as set forth in Hach's above obligation to Buyer, Buyer agrees to defend, indemnify and hold harmless Hach for patent infringement related to (x) any goods manufactured to the Buyer's design, (y) services provided in accordance with the Buyer's instructions, or (z) Hach's Products when used in combination with any other devices, parts or software not provided by Hach hereunder. 10. TRADEMARKS AND OTHER LABELS: Buyer agrees not to remove or alter any indicia of manufacturing origin or patent numbers contained on or within the Products, including without limitation the serial numbers or trademarks on nameplates or cast, molded or machined ecmponents. 11. SOFTWARE% All licenses to Hach's separately -provided software products are subject to the separate software license agreement(s) accompanying the software media. In the absence of such terms and for all other software, Hach grants Buyer only a personal, non-exclusive license to access and use the software provided by Hach with Products purchased hereunder solely as necessary for Buyer to enjoy the benefit of the Products. A portion of the software may contain or consist of open source software, which Buyer may use under the terms and conditions of the specific license under which the open source software is distributed. Buyer agrees that it will be bound by any and all such license agreements. Title to software remains with the applicable licensor(s) 12. PROPRIETARY INFORMATION; PRIVACY: "Proprietary Information" means any information, technical data or know-how in whatever form, whether documented, contained in machine readable or physical components, mask works or artwork, or otherwise, which Hach considers proprietary, including but not limited to service and maintenance manuals. Buyer and its customers, employees and agents will keep confidential all such Proprietary Information obtained directly or indirectly from Hach and will not transfer or disclose it without Hach's prior written consent, or use it for the manufacture, procurement, servicing or calibration of Products or any similar products, or cause such products to be manufactured, serviced or calibrated by or procured from any other source, or reproduce or otherwise appropriate it. All such Proprietary Information remains Hach's property. No right or license is granted to Buyer or its customers, employees or agents, expressly or by implication, with respect to the Proprietary Information or any patent right or other proprietary right of Hach, except for the limited use licenses implied by law. Hach will manage Customer's information and personal data in accordance with its Privacy Policy, located at httD://www.hach.com/Drivacvoolicv. 13. CHANGES AND ADDITIONAL CHARGES: Hach reserves the right to make design changes or improvements to any products of the same general class as Products being delivered hereunder without liability or obligation to incorporate such changes or improvements to Products ordered by Buyer unless agreed upon in writing before the Products' delivery date. Services which must be performed as a result of any of the following conditions are subject to additional charges for labor, travel and parts: (a) equipment alterations not authorized in writing by Hach; (b) damage resulting from improper use or handling, accident, neglect, power surge, or operation in an environment or manner in which the instrument is not designed to operate or is not in accordance with Hach's operating manuals; (c) the use of parts or accessories not provided by Hach; (d) damage resulting from acts of war, terrorism or nature; (a) services outside standard business hours; (f) site prework not complete per proposal; or (g) any repairs required to ensure equipment meets manufacturer's specifications upon activation of a service agreement. 14. SITE ACCESS / PREPARATION / WORKER SAFETY / ENVIRONMENTAL COMPLIANCE: In connection with services provided by Hach, Buyer agrees to permit prompt access to equipment. Buyer assumes full responsibility to back-up or otherwise protect its data against loss, damage or destruction before services are performed. Buyer is the operator and in full control of its premises, including those areas where Hach employees or contractors are performing service, repair and maintenance activities. Buyer will ensure that all necessary measures are taken for safety and security of working conditions, sites and installations during the performance of services. Buyer is the generator of any resulting wastes, including without limitation hazardous wastes. Buyer is solely responsible to arrange for the disposal of any wastes at its own expense. Buyer will, at its own expense, provide Hach employees and contractors working on Buyer's premises with all information and training required under applicable safety compliance regulations and Buyer's policies. If the instrument to be serviced is in a Confined Space, as that term is defined under OSHA regulations, Buyer is solely responsible to make it available to be serviced in an unconfined space. Hach service technicians will not work in Confined Spaces. In the event that a Buyer requires Hach employees or contractors to attend safety or compliance training programs provided by Buyer, Buyer will pay Hach the standard hourly rate and expense reimbursement for such training attended. The attendance at or completion of such training does not create or expand any warranty or obligation of Hach and does not serve to alter, amend, limit or supersede any part of this Contract. 15. LIMITATIONS ON USE: Buyer will not use any Products for any purpose other than those identified in Hach's catalogs and literature as intended uses. Unless Hach has advised the Buyer in writing, in no event will Buyer use any Products in drugs, food additives, food or cosmetics, or medical applications for humans or animals. In no event will Buyer use in any application any Product that requires FDA 510(k) clearance unless and only to the extent the Product has such clearance. Any warranty granted by Hach is void if any goods covered by such warranty are used for any purpose not permitted hereunder. 16. EXPORT AND IMPORT LICENSES AND COMPLIANCE WITH LAWS: Unless otherwise specified in this Contract, Buyer is responsible for obtaining any required export or import licenses. Hach represents that all Products delivered hereunder will be produced and supplied in compliance with all applicable laws and regulations. Buyer will comply with all laws and regulations applicable to the installation or use of all Products, including applicable import and export control laws and regulations of the U.S., E.U. and any other country having properjurisdiction, and will obtain all necessary export licenses in connection with any subsequent export, re-export, transfer and use of all Products and technology delivered hereunder. Buyer will not sell, transfer, export or re-export any Hach Products or technology for use in activities which involve the design, development, production, use or stockpiling of nuclear, chemical or biological weapons or missiles, nor use Hach Products or technology in any facility which engages in activities relating to such weapons. Buyer will comply with all local, national, and other laws of all jurisdictions globally relating to anti -corruption, bribery, extortion, kickbacks, or similar matters which are applicable to Buyer's business activities in connection with this Contract, including but not HACH SERVICE PARTNERSHIP QUOTATION Page : Partnership Number: 6 of 6 HACH252718-W ESTSIDE ­RTIFIEO FRJp RAM5 Headquarters WebSite: www.hach.com Remittance P.O. Box 389 2207 Collections Center Dr 5600 Lindbergh Drive Chicago, IL 60693 Loveland, CO 80539-0389 Wire Transfers Purchase Orders Bank of America 231 S. LaSalle St. Chicago, IL 60604 Account:8765602385 Routing (ABA): 026009593 limited to the U.S. Foreign Corrupt Practices Act of 1977, as amended (the TCPA"). Buyer agrees that no payment of money or provision of anything of value will be offered, promised, paid or transferred, directly or indirectly, by any person or entity, to any government official, government employee, or employee of any company owned in part by a government, political party, political party official, or candidate for any government office or political parry office to induce such organizations or persons to use their authority or influence to obtain or retain an improper business advantage for Buyer or for Hach, or which otherwise constitute or have the purpose or effect of public or commercial bribery, acceptance of or acquiescence in extortion, kickbacks or other unlawful or improper means of obtaining business or any improper advantage, with respect to any of Buyer's activities related to this Contract. Hach asks Buyer to "Speak Up!" if aware of any violation of law, regulation or our Standards of Conduct ("SOC") in relation to this Contract. See htto�//danaher.com/integrity-and-compliance and www danaherintegrity com for a copy of the SOC and for access to our Helpline portal. 17. FORCE MAJEURE: Hach is excused from performance of its obligations under this Contract to the extent caused by acts or omissions that are beyond its control of, including but not limited to Government embargoes, blockages, seizures or freeze of assets, delays or refusals to grant an export or import license or the suspension or revocation thereof, or any other acts of any Government; fires, floods,severe weather conditions, or any other acts of God; quarantines; labor strikes or lockouts; riots; strife; insurrections; civil disobedience or acts of criminals or terrorists; war; material shortages or delays in deliveries to Hach by third parties. In the event of the existence of any force majeure circumstances, the period of time for delivery, payment terms and payments under any letters of credit will be extended for a period of time equal to the period of delay. If the force majeure circumstances extend for six months, Hach may, at its option, terminate this Contract without penalty and without being deemed in default or in breach thereof. 18. NON ASSIGNMENT AND WAIVER: Buyer will not transfer or assign this Contract or any rights or interests hereunder without Hach's prior written consent. Failure of either party to insist upon strict performance of any provision of this Contract, or to exercise any right or privilege contained herein, or the waiver of any breach of the terms or conditions of this Contract will not be construed as thereafter waiving any such terms, conditions, rights, or privileges, and the same will continue and remain in force and effect as if no waiver had occurred. 19. LIMITATION OF LIABILITY: None of the Hach Indemnified Parties will be liable to Buyer under any circumstances for any special, treble, incidental or consequential damages, including without limitation, damage to or loss of property other than for the Products purchased hereunder; damages incurred in installation, repair or replacement; lost profits, revenue or opportunity; loss of use; losses resulting from or related to downtime of the products or inaccurate measurements or reporting; the cost of substitute products; or claims of Buyer's customers for such damages, howsoever caused, and whether based on warranty, contract, and/or tort (including negligence, strict liability or otherwise). The total liability of the Hach Indemnified Parties arising out of the performance or nonperformance hereunder or Hach's obligations in connection with the design, manufacture, sale, delivery, and/or use of Products will in no circumstance exceed in the aggregate a sum equal to twice the amount actually paid to Hach for Products delivered hereunder. 20. APPLICABLE LAW AND DISPUTE RESOLUTION: The construction, interpretation and performance hereof and all transactions hereunder shall be governed by the laws of the State of Colorado, without regard to its principles or laws regarding conflicts of laws. If any provision of this Contract violates any Federal, State or local statutes or regulations of any countries having jurisdiction of this transaction, or is illegal for any reason, said provision shall be self -deleting without affecting the validity of the remaining provisions. Unless otherwise specifically agreed upon in writing between Hach and Buyer, any dispute relating to this Contract which is not resolved by the parties shall be adjudicated in order of preference by a court of competent jurisdiction (1) in the State of Colorado, U.S.A. if Buyer has minimum contacts with Colorado and the U.S., (ii) elsewhere in the U.S. if Buyer has minimum contacts with the U.S. but not Colorado, or (ill) in a neutral location if Buyer does not have minimum contacts with the United States. 21. ENTIRE AGREEMENT & MODIFICATION: These Terms & Conditions of Sale constitute the entire agreement between the parties and supersede any prior agreements or representations, whether oral or written. No change to or modification of these Terms & Conditions shall be binding upon Hach unless in a written instrument specifically referencing that it is amending these Terms & Conditions of Sale and signed by an authorized representative of Hach. Hach rejects any additional or inconsistent Terms & Conditions of Sale offered by Buyer at any time, whether or not such terms or conditions materially alter the Terms & Conditions herein and irrespective of Hach's acceptance of Buyer's order for the described goods and services. TZ HACH SERVICE PARTNERSHIP QUOTATION Page : Partnership Number: 1 of 9 HACH361497-VI LLAGE CREEK �E�,FEOPR��3A,5 Headquarters WebSite: www.hach.com Remittance P.O. Box 389 2207 Collections Center Dr 5600 Lindbergh Drive Chicago, IL 60693 Loveland, CO 80539-0389 Wire Transfers Purchase Orders Bank of America 231 S. LaSalle St. Chicago, IL 60604 Account: 8765602385 Routing (ABA): 026009593 Partnership Number HACH361497-VILLAG Version : 0.16 Quotation Date 21-SEP-21 E CREEK Expiration Date . 03-NOV-21 Hach Company Service Partnership Service Partnership Contact Ballard, Brent Allen Phone Email bballard@hach.com Customer Ref BUDGETARY QUOTE Customer Contact : TERRY, SCOTT Customer Phone 817-392-5930 Customer Fax : (817) Customer Email scott.terry@fortworthtexas.go 392-5939 v Bill -To Account # 208256 Ship -To Account # 208256 Customer Name CITY OF FORT WORTH Customer CITY OF FORT WORTH Payment Terms: Net 30 Name Address4 Address4 Billing Method: Annual -Invoices on START Date Addressl 200 TEXAS ST Addressl 4500 WILMA LN Currency: USD Address2 Address2 "'SHIP TO ON ACCT 40260254** Address3 Address3 City,State, FORT WORTH-TX-76102 City,State, ARLINGTON-TX-76012-5409 PostalCode Postalcode Province/ US Province/ US Country Country Line Service Name Line Total Covered Product Start Date End Date Description/Serial Number 1 FSPCL17 24-SEP-21 23-SEP-22 as Fld Svc-2V CL17 (current 11,119.47 version): 24-SEP-2021:2 3-S E P-202 2 For CL17 p/n 5440000 only. Field Service includes all parts, labor, and travel for on -site repairs, two preventative maintenance visits per year (including required parts), unlimited technical support calls, and free firmware updates. 1.1 5440000 oo CL17 FINAL ASSEMBLY W/KITS ; 030700007768 1.2 5440000 oo CL17 FINAL ASSEMBLY W/KITS ; 080400022006 TZ HACH SERVICE PARTNERSHIP QUOTATION Page : Partnership Number: 2 of 9 HACH361497-VI LLAGE CREEK �E�,FEOPR��3A,5 Headquarters WebSite: www.hach.com Remittance P.O. Box 389 2207 Collections Center Dr 5600 Lindbergh Drive Chicago, IL 60693 Loveland, CO 80539-0389 Wire Transfers Purchase Orders Bank of America 231 S. LaSalle St. Chicago, IL 60604 Account: 8765602385 Routing (ABA): 026009593 1.3 5440000 oo CL17 FINAL ASSEMBLY W/KITS ; 060800016525 1.4 5440000 oo CL17 FINAL ASSEMBLY W/KITS ; 090200308415 1.5 5440000 oo CL17 FINAL ASSEMBLY W/KITS ; 090200308518 1.6 5440000 oo CL17 FINAL ASSEMBLY W/KITS ; 100500360217 1.7 5440000 oo CL17 FINAL ASSEMBLY W/KITS ; 010900003467 1.8 5440000 oo CL17 FINAL ASSEMBLY W/KITS ; 030700007724 1.9 5440000 oo CL17 FINAL ASSEMBLY W/KITS ; 192050027352 2 PMP-2100N-1V 24-SEP-21 23-SEP-22 PMP-210ON LAB TURB-1V 308.00 (FRV1):24-SEP-2021:23-SEP-2022 2.1 4700000 oo 210ON LAB TURB, EPA 1821 ; 020600007647 3 PMP-2100P-1V 24-SEP-21 23-SEP-22 PMP-2100P PORTABLE TURB-1V 231.00 (FRV1):24-SEP-2021:23-SEP-2022 3.1 4650000 oo 2100P PORTABLE TURBIDIMETER ; 080600029898 4 PMP-HQD-1V 24-SEP-21 23-SEP-22 PMP-HQd Series-1V (FRV 302.00 1):24-SEP-2021:23-SEP-2022 4.1 HQ30D HQ30d FLEXI PORTABLE METER ;080100016689 5 FSPUVASPRB 24-SEP-21 23-SEP-22 FId Svc-2V WAS 1,302.00 Sensor:24-S E P-2021:23-SEP-2022 5.1 LXV418.99.90002 db WAS sc PROBE, 50mm ; 1391786 6 FSP1720E 24-SEP-21 23-SEP-22 FId Svc-4V 1720E Turb 803.00 Sensor:24-S E P-2021:23-SEP-2022 Field Service includes: All parts, labor, and travel for on -site repairs, 4 on -site calibrations per year, factory recommended maintenance (including required parts), unlimited technical support calls, and free firmware updates. Please see service terms and conditions for additional details on our service TZ HACH SERVICE PARTNERSHIP QUOTATION Page : Partnership Number: 3 of 9 HACH361497-VI LLAGE CREEK �E�,FEOPR��3A,5 Headquarters WebSite: www.hach.com Remittance P.O. Box 389 2207 Collections Center Dr 5600 Lindbergh Drive Chicago, IL 60693 Loveland, CO 80539-0389 Wire Transfers Purchase Orders Bank of America 231 S. LaSalle St. Chicago, IL 60604 Account: 8765602385 Routing (ABA): 026009593 plans, and to ensure you have an opportunity to review our environmental and safety requirements. 6.1 LPV417.99.00002 1720E LR TURBIDITY SENSOR, HACH ; 110420038554 7 FSPSOLITAX 24-SEP-21 23-SEP-22 Fld Svc-2V Solitax 3,507.00 Sensor:24-S E P-2021:23-SEP-2022 7.1 LXV423.99.10000 db T-LINE sc/IMMERS 4000NTU WIPER PVC; 1602976 7.2 LXV423.99.00100 db TS-LINE sc/IMMERSION 50g/I WIPER SS; 1469732DUP 7.3 LXV423.99.00100 db TS-LINE sc/IMMERSION 50g/I WIPER SS; 1866757DUP 8 PMP-LDO-1V 24-SEP-21 23-SEP-22 PMP-LDO-1V (FRV 7,168.00 1):24-SEP-2021:23-SEP-2022 For original LDO probe only. Specific offerings available for LD02 probe. 8.1 5790000 oo DO PROBE, HACH ; 1201411127 8.2 5790000 oo DO PROBE, HACH ; 0807410465 8.3 5790000 oo DO PROBE, HACH ; 0802410148 8.4 5790000 oo DO PROBE, HACH ; 0809410644 8.5 5790000 oo DO PROBE, HACH ; 0808410671 8.6 5790000 oo DO PROBE, HACH ; 1010410207 8.7 5790000 oo DO PROBE, HACH ; 1111410636 8.8 5790000 oo DO PROBE, HACH ; 1007410715 8.9 5790000 oo DO PROBE, HACH ; 1005410590 8.10 5790000 oo DO PROBE, HACH ; 1003411030 TZ HACH SERVICE PARTNERSHIP QUOTATION Page : Partnership Number: 4 of 9 HACH361497-VI LLAGE CREEK �E�,FEOPR��3A,5 Headquarters WebSite: www.hach.com Remittance P.O. Box 389 2207 Collections Center Dr 5600 Lindbergh Drive Chicago, IL 60693 Loveland, CO 80539-0389 Wire Transfers Purchase Orders Bank of America 231 S. LaSalle St. Chicago, IL 60604 Account: 8765602385 Routing (ABA): 026009593 8.11 5790000 8.12 5790000 oo DO PROBE, HACH; 1205413884 oo DO PROBE, HACH; 1203410411 8.13 5790000 oo DO PROBE, HACH; 1203410425 8.14 5790000 oo DO PROBE, HACH; 0701410291 8.15 5790000 oo DO PROBE, HACH; 1107410283 8.16 5790000 oo DO PROBE, HACH; 1107410286 9 FSPAN-ISE 24-SEP-21 9.1 LXV440.99.00002 10 FSPAMTAXSC 24-SEP-21 10.1 LXV421.99.14002 11 FSPFILTRAX 24-SEP-21 23-SEP-22 Fld Svc ANISE Sensor 2 3,387.00 V i s i t:24-SEP-2 021: 2 3-SEP-2022 Field Service includes all parts, labor, and travel for on -site repairs, 2 on -site calibrations per year, factory recommended maintenance (including required parts), unlimited technical support calls, and free firmware updates. as AN-ISE sc, HACH SENSOR w/RFID ; 1503002 23-SEP-22 as Fld Svc-2V Amtax SC 2,559.00 V.2006:24-SEP-2021:23-SEP-2022 Field Service includes: All parts, labor, and travel for on -site repairs, 2 on -site calibrations per year, factory recommended maintenance (including required parts), unlimited technical support calls, and free firmware updates. Separate FSP coverage for the Filtrax or Filter Probe must also be purchased. AMTAX sc AMMONIA ANLZR 115-230V,2 CH ; 1639354 23-SEP-22 Fld Svc-4V 3,329.00 F i Itrax:24-SEP-2021:23-SEP-2022 11.1 LXV294.54.00000 db FILTRAX CONTROL MODULE, 115VAC;1651816 12 BSPPLUSHQD440 24-SEP-21 23-SEP-22 Bench Plus-HQD440:24-SEP-2021: 495.00 23-SEP-2022 The Bench Service Plus includes: TZ HACH SERVICE PARTNERSHIP QUOTATION Page : Partnership Number: 5 of 9 HACH361497-VI LLAGE CREEK �E�,FEOPR��3A,5 Headquarters WebSite: www.hach.com Remittance P.O. Box 389 2207 Collections Center Dr 5600 Lindbergh Drive Chicago, IL 60693 Loveland, CO 80539-0389 Wire Transfers Purchase Orders Bank of America 231 S. LaSalle St. Chicago, IL 60604 Account: 8765602385 Routing (ABA): 026009593 Factory repairs only, one Start-up or one PM/Calibration on site per year, unlimited technical support calls and free software upgrades on your instrument. Travel is included for one on -site visit. Additional visits may be billable. 12.1 HQ440D HQ440d BENCHTOP METER, MULTI ; 160300024248 13 BSPPLUSDR3900 24-SEP-21 23-SEP-22 BenchPlus-DR3900:24-SEP-2021: 916.00 23-SEP-2022 The Bench Service Plus includes: Factory repairs only, one Start-up or one PM/Calibration on site per year, unlimited technical support calls and free software upgrades on your instrument. Travel is included for one on -site visit. Additional visits may be billable. 13.1 LPV440.99.00012 db as DR3900 SPECTROPHOTOMETER WITH RFID ; 1661691 14 FSPSC200 24-SEP-21 23-SEP-22 Fld Svc-1V SC200 3,144.00 Controller: 24-S E P-2021:23-S E P-20 22 14.1 LXV404.99.05552 sc200 CONTR, 100-240V, 2 DIG CONN, HART, HACH; 1302CO064909 14.2 LXV404.99.05552 sc200 CONTR, 100-240V, 2 DIG CONN, HART, HACH; 1303CO065459 14.3 LXV404.99.05552 sc200 CONTR, 100-240V, 2 DIG CONN, HART, HACH; 1303CO075412 14.4 LXV404.99.05552 sc200 CONTR, 100-240V, 2 DIG CONN, HART, HACH; 1303CO075430 14.5 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH ; 110659001888 14.6 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH; 1211 CO050624 14.7 LXV404.99.00552 sc200 CONTROLLER, AC -DC, 2 DIG, HACH; 1211 CO060522 15 TZ HACH SERVICE PARTNERSHIP QUOTATION Page : Partnership Number: 6 of 9 HACH361497-VI LLAGE CREEK �E�,FEOPR��3A,5 Headquarters WebSite: www.hach.com Remittance P.O. Box 389 2207 Collections Center Dr 5600 Lindbergh Drive Chicago, IL 60693 Loveland, CO 80539-0389 Wire Transfers Purchase Orders Bank of America 231 S. LaSalle St. Chicago, IL 60604 Account: 8765602385 Routing (ABA): 026009593 14.8 14.9 14.10 14.11 14.12 LXV404.99.00552 LXV404.99.00552 LXV404.99.00552 LXV404.99.00552 LXV404.99.00502 sc200 CONTROLLER, AC -DC, 2 DIG, HACH ; 130059002262 sc200 CONTROLLER, AC -DC, 2 DIG, HACH; 1312CO089927 sc200 CONTROLLER, AC -DC, 2 DIG, HACH; 161000138319 sc200 CONTROLLER, AC -DC, 2 DIG, HACH; 1712CO147650 sc200 CONTROLLER, AC -DC, DIG,HACH ; 1104C0008234 FSPLD02 24-SEP-21 23-SEP-22 Fld Svc LD02 - 1 visit: 24-S E P-2021:23-S E P-2022 Field Service Partnership provides full coverage, including one on -site annual preventative maintenance/calibration service and probe replacement upon failure. 15.1 9020000 ASSY, PROBE, LDO MODEL 2, HACH ; 130670000026 15.2 9020000 ASSY, PROBE, LDO MODEL 2, HACH ; 130670000027 15.3 9020000 ASSY, PROBE, LDO MODEL 2, HACH; 122350000008 15.4 9020000 ASSY, PROBE, LDO MODEL 2, HACH; 142470000401 15.5 9020000 ASSY, PROBE, LDO MODEL 2, HACH; 133470000015 15.6 9020000 ASSY, PROBE, LDO MODEL 2, HACH ; 132400000009 15.7 9020000 ASSY, PROBE, LDO MODEL 2, HACH ; 132410000002 15.8 9020000 ASSY, PROBE, LDO MODEL 2, HACH; 130442000003 15.9 9020000 ASSY, PROBE, LDO MODEL 2, HACH; 001010410216 15.10 9020000 ASSY, PROBE, LDO MODEL 2, HACH ; 001107410803 3,930.00 HACH SERVICE PARTNERSHIP QUOTATION Page : Partnership Number: 7 of 9 HACH361497-VI LLAGE CREEK -RTIFIEO FIR-M5 Headquarters WebSite: www.hach.com Remittance P.O. Box 389 2207 Collections Center Dr 5600 Lindbergh Drive Chicago, IL 60693 Loveland, CO 80539-0389 Wire Transfers Purchase Orders Bank of America 231 S. LaSalle St. Chicago, IL 60604 Account:8765602385 Routing (ABA): 026009593 Sub Total: 42,500.47 Tax: 0.00 Total : 42,500.47 Partnership Notes : All purchases of Hach Company products and/or services are expressly and without limitation subject to Hach Company's Terms & Conditions of Sale ("Hach TCS"), incorporated herein by reference and published on Hach Company's website at www.hach.com/terms. Hach TCS are incorporated by reference into each of Hach's offers or quotations, order acknowledgments, and invoice and shipping documents. The first of the following acts shall constitute an acceptance of Hach's offer and not a counteroffer and shall create a contract of sale ("Contract") in accordance with the Hach TCS, subject to Hach's final credit approval: (i) Buyer's issuance of a purchase order document against Hach's offer or quotation; (ii) Hach's acknowledgement of Buyer's order; or (ill) commencement of any performance by Hach in response to Buyer's order. Provisions contained in Buyer's purchase documents that materially alter, add to or subtract from the provisions of these Terms and Conditions of Sale shall be null and void and not considered part of the Contract Customer Name : CITY OF FORT WORTH Customer P.O. Number : Customer Reference Number TERMS & CONDITIONS OF SALE FOR HACH COMPANY PRODUCTS AND SERVICES This document sets forth the Terms & Conditions of Sale for goods manufactured and/or supplied, and services provided, by Hach Company of Loveland, Colorado ("Hach") and sold to the original purchaser thereof ("Buyer"). Unless otherwise specifically stated herein, the term "Hach" includes only Hach Company and none of its affiliates. Unless otherwise specifically stated in a previously -executed written purchase agreement signed by authorized representatives of Hach and Buyer, these Terms & Conditions of Sale establish the rights, obligations and remedies of Hach and Buyer which apply to this offer and any resulting order or contract for the sale of Hach's goods and/or services ("Products"). 1. APPLICABLE TERMS & CONDITIONS: These Terms & Conditions of Sale are contained directly and/or by reference in Hach's offer, order acknowledgment, and invoice documents. The first of the following acts constitutes an acceptance of Hach's offer and not a counteroffer and creates a contract of sale ("Contract") in accordance with these Terms & Conditions: (i) Buyer's issuance of a purchase order document against Hach's offer; (ii) acknowledgement of Buyer's order by Hach; or (ill) commencement of any performance by Hach pursuant to Buyer's order. Provisions contained in Buyer's purchase documents (including electronic commerce interfaces) that materially alter, add to or subtract from the provisions of these Terms & Conditions of Sale are not a part of the Contract. 2. CANCELLATION: Buyer may cancel goods orders subject to fair charges for Hach's expenses including handling, inspection, restocking, freight and invoicing charges as applicable, provided that Buyer returns such goods to Hach at Buyers expense within 30 days of delivery and in the same condition as received. Buyer may cancel service orders on ninety (90) day's prior written notice and refunds will be prorated based on the duration of the service plan. Inspections and reinstatement fees may apply upon cancellation or expiration of service programs. Seller may cancel all or part of any order prior to delivery without liability if the order includes any Products that Seller determines may not comply with export, safety, local certification, or other applicable compliance requirements. 3. DELIVERY: Delivery will be accomplished FCA Hach's facility located in Ames, Iowa or Loveland, Colorado, United States (Incoterms 2010). For orders having a final destination within the U.S., legal title and risk of loss or damage pass to Buyer upon transfer to the first carrier. For orders having a final destination outside the U.S., legal title and risk of loss or damage pass to Buyer when the Products enter international waters or airspace or cross an international frontier. Hach will use commercially reasonable efforts to deliver the Products ordered herein within the time specified on the face of this Contract or, if no time is specified, within Hach's normal lead-time necessary for Hach to deliver the Products sold hereunder. Upon prior agreement with Buyer and for an additional charge, Hach will deliver the Products on an expedited basis. Standard service delivery hours are 8 am — 5 pm Monday through Friday, excluding holidays. 4. INSPECTION: Buyer will promptly inspect and accept any Products delivered pursuant to this Contract after receipt of such Products. In the event the Products do not conform to any applicable specifications, Buyer will promptly notify Hach of such nonconformance in writing. Hach will have a reasonable opportunity to repair or replace the nonconforming product at its option. Buyer will be deemed to have accepted any Products delivered hereunder and to have waived any such nonconformance in the event such a written notification is not received by Hach within thirty (30) days of delivery. 5. PRICES & ORDER SIZES All prices are in U.S. dollars and are based on delivery as stated above. Prices do not include any charges for services such as insurance; brokerage fees; sales, use, inventory or excise taxes; import or export duties; special financing fees; VAT, income or royalty taxes imposed outside the U.S.; consular fees; special permits or licenses; or other charges imposed upon the production, sale, distribution, or delivery of Products. Buyer will either pay any and all such charges or provide Hach with acceptable exemption certificates, which obligation survives performance under this Contract. Hach reserves the right to establish minimum order sizes and will advise Buyer accordingly. 6. PAYMENTS: All payments must be made in U.S. dollars. For Internet orders, the purchase price is due at the time and manner set forth at www.hach.com. Invoices for all other orders are due and payable NET 30 DAYS from date of the invoice without regard to delays for inspection or transportation, with payments to be made by check to Hach at the above address or by wire transfer to the account stated on the front of Hach's invoice, or for customers with no established credit, Hach may require cash or credit card payment in advance of delivery. In the event payments are not made or not made in a timely manner, Hach may, in addition to all other remedies provided at law, either: (a) declare Buyer's performance in breach and terminate this Contract for default; (b) withhold future shipments until delinquent payments are made; (c) deliver future shipments on a cash -with -order or cash -in -advance basis even after the delinquency is cured; (d) charge interest on the delinquency at a rate of 1-1/2 % per month or the maximum rate permitted by law, if lower, for each month or part thereof of delinquency in payment plus applicable storage charges and/or inventory carrying charges; (a) repossess the Products for which payment has not been made; (f) recover all costs of collection including reasonable attorney's fees; or (g) combine any of the above rights and remedies as is practicable and permitted by law. Buyer is prohibited from setting off any and all monies owed under this from any other sums, whether liquidated or not, that are or may be due Buyer, which arise out of a different transaction with Hach or any of its affiliates. Should Buyers financial responsibility become unsatisfactory to Hach in its reasonable discretion, Hach may require cash payment or other security. If Buyer fails to meet these requirements, Hach may treat such failure as reasonable grounds for repudiation of this Contract, in which case reasonable cancellation charges shall be due HACH SERVICE PARTNERSHIP QUOTATION Page : Partnership Number: 8 of 9 HACH361497-VI LLAGE CREEK CERTIFIED FRJDR Headquarters WebSite: www.hach.com Remittance P.O. Box 389 2207 Collections Center Dr 5600 Lindbergh Drive Chicago, IL 60693 Loveland, CO 80539-0389 Wire Transfers Purchase Orders Bank of America 231 S. LaSalle St. Chicago, IL 60604 Account:8765602385 Routing (ABA): 026009593 Hach. Buyer grants Hach a security interest in the Products to secure payment in full, which payment releases the security interest but only if such payments could not be considered an avoidable transfer under the U.S. Bankruptcy Code or other applicable laws. Buyer's insolvency, bankruptcy, assignment for the benefit of creditors, or issolution or termination of the existence of Buyer, constitutes a default under this Contract and affords Hach all the remedies of a secured parry under the U.C.C., as well as the remedies stated above for late payment or non-payment. 7. LIMITED WARRANTY: Hach warrants that Products sold hereunder will be free from defects in material and workmanship and will, when used in accordance with the manufacturer's operating and maintenance instructions, conform to any express written warranty pertaining to the specific goods purchased, which for most Hach instruments is for a period of twelve (12) months from delivery. Hach warrants that services furnished hereunder will be free from defects in workmanship for a period of ninety (90) days from the completion of the services. Parts provided by Hach in the performance of services may be new or refurbished parts functioning equivalent to new parts. Any non-functioning parts that are repaired by Hach shall become the property of Hach. No warranties are extended to consumable items such as, without limitation, reagents, batteries, mercury cells, and light bulbs. All other guarantees, warranties, conditions and representations, either express or implied, whether arising under any statute, law, commercial usage or otherwise, including implied warranties of merchantability and fitness for a particular purpose, are hereby excluded. The sole remedy for Products not meeting this Limited Warranty is replacement, credit or refund of the purchase price. This remedy will not be deemed to have failed of its essential purpose so long as Hach is willing to provide such replacement, credit or refund. 8. INDEMNIFICATION: Indemnification applies to a parry and to such party's successors -in -interest, assignees, affiliates, directors, officers, and employees ("Indemnified Parties"). Hach is responsible for and will defend, indemnify and hold harmless the Buyer Indemnified Parties against all losses, claims, expenses or damages which may result from accident, injury, damage, or death due to Hach's breach of the Limited Warranty. This indemnification is provided on the condition that the Buyer is likewise responsible for and will defend, indemnify and hold harmless the Hach Indemnified Parties against all losses, claims, expenses or damages which may result from accident, injury, damage, or death due to the negligence or misuse or misapplication of any goods or services by the Buyer or any third party affiliated or in privity with Buyer. 9. PATENT PROTECTION: Subject to all limitations of liability provided herein, Hach will, with respect to any Products of Hach's design or manufacture, indemnify Buyer from any and all damages and costs as finally determined by a court of competent jurisdiction in any suit for infringement of any U.S. patent (or European patent for Products that Hach sells to Buyer for end use in a member state of the E.U.) that has issued as of the delivery date, solely by reason of the sale or normal use of any Products sold to Buyer hereunder and from reasonable expenses incurred by Buyer in defense of such suit if Hach does not undertake the defense thereof, provided that Buyer promptly notifies Hach of such suit and offers Hach either (i) full and exclusive control of the defense of such suit when Products of Hach only are involved, or (it) the right to participate in the defense of such suit when products other than those of Hach are also involved. Hach's warranty as to use patents only applies to infringement arising solely out of the inherent operation of the Products according to their applications as envisioned by Hach's specifications. In case the Products are in such suit held to constitute infringement and the use of the Products is enjoined, Hach will, at its own expense and at its option, either procure for Buyer the right to continue using such Products or replace them with non -infringing products, or modify them so they become non -infringing, or remove the Products and refund the purchase price (prorated for depreciation) and the transportation costs thereof. The foregoing states the entire liability of Hach for patent infringement by the Products. Further, to the same extent as set forth in Hach's above obligation to Buyer, Buyer agrees to defend, indemnify and hold harmless Hach for patent infringement related to (x) any goods manufactured to the Buyer's design, (y) services provided in accordance with the Buyer's instructions, or (z) Hach's Products when used in combination with any other devices, parts or software not provided by Hach hereunder. 10. TRADEMARKS AND OTHER LABELS: Buyer agrees not to remove or alter any indicia of manufacturing origin or patent numbers contained on or within the Products, including without limitation the serial numbers or trademarks on nameplates or cast, molded or machined components. 11. SOFTWARE:. All licenses to Hach's separately -provided software products are subject to the separate software license agreemenl(s) accompanying the software media. In the absence of such terms and for all other software, Hach grants Buyer only a personal, non-exclusive license to access and use the software provided by Hach with Products purchased hereunder solely as necessary for Buyer to enjoy the benefit of the Products. A portion of the software may contain or consist of open source software, which Buyer may use under the terms and conditions of the specific license under which the open source software is distributed. Buyer agrees that it will be bound by any and all such license agreements. Title to software remains with the applicable licensor(s) 12. PROPRIETARY INFORMATION; PRIVACY: "Proprietary Information" means any information, technical data or know-how in whatever form, whether documented, contained in machine readable or physical components, mask works or artwork, or otherwise, which Hach considers proprietary, including but not limited to service and maintenance manuals. Buyer and its customers, employees and agents will keep confidential all such Proprietary Information obtained directly or indirectly from Hach and will not transfer or disclose it without Hach'a prior written consent, or use it for the manufacture, procurement, servicing or calibration of Products or any similar products, or cause such products to be manufactured, serviced or calibrated by or procured from any other source, or reproduce or otherwise appropriate it. All such Proprietary Information remains Hach's property. No right or license is granted to Buyer or its customers, employees or agents, expressly or by implication, with respect to the Proprietary Information or any patent right or other proprietary right of Hach, except for the limited use licenses implied by law. Hach will manage Customer's information and personal data in accordance with its Privacy Policy, located at httD://www.hach.com/Drivacvoolicv. 13. CHANGES AND ADDITIONAL CHARGES: Hach reserves the right to make design changes or improvements to any products of the same general class as Products being delivered hereunder without liability or obligation to incorporate such changes or improvements to Products ordered by Buyer unless agreed upon in writing before the Products' delivery date. Services which must be performed as a result of any of the following conditions are subject to additional charges for labor, travel and parts: (a) equipment alterations not authorized in writing by Hach; (b) damage resulting from improper use or handling, accident, neglect, power surge, or operation in an environment or manner in which the instrument is not designed to operate or is not in accordance with Hach's operating manuals; (c) the use of parts or accessories not provided by Hach; (d) damage resulting from acts of war, terrorism or nature; (a) services outside standard business hours; (f) site prework not complete per proposal; or (g) any repairs required to ensure equipment meets manufacturer's specifications upon activation of a service agreement. 14. SITE ACCESS / PREPARATION / WORKER SAFETY / ENVIRONMENTAL COMPLIANCE: In connection with services provided by Hach, Buyer agrees to permit prompt access to equipment. Buyer assumes full responsibility to back-up or otherwise protect its data against loss, damage or destruction before services are performed. Buyer is the operator and in full control of its premises, including those areas where Hach employees or contractors are performing service, repair and maintenance activities. Buyer will ensure that all necessary measures are taken for safety and security of working conditions, sites and installations during the performance of services. Buyer is the generator of any resulting wastes, including without limitation hazardous wastes. Buyer is solely responsible to arrange for the disposal of any wastes at its own expense. Buyer will, at its own expense, provide Hach employees and contractors working on Buyer's premises with all information and training required under applicable safety compliance regulations and Buyer's policies. If the instrument to be serviced is in a Confined Space, as that term is defined under OSHA regulations, Buyer is solely responsible to make it available to be serviced in an unconfined space. Hach service technicians will not work in Confined Spaces. In the event that a Buyer requires Hach employees or contractors to attend safety or compliance training programs provided by Buyer, Buyer will pay Hach the standard hourly rate and expense reimbursement for such training attended. The attendance at or completion of such training does not create or expand any warranty or obligation of Hach and does not serve to alter, amend, limit or supersede any part of this Contract. 15. LIMITATIONS ON USE: Buyer will not use any Products for any purpose other than those identified in Hach's catalogs and literature as intended uses. Unless Hach has advised the Buyer in writing, in no event will Buyer use any Products in drugs, food additives, food or cosmetics, or medical applications for humans or animals. In no event will Buyer use in any application any Product that requires FDA 510(k) clearance unless and only to the extent the Product has such clearance. Any warranty granted by Hach is void if any goods covered by such warranty are used for any purpose not permitted hereunder. 16. EXPORT AND IMPORT LICENSES AND COMPLIANCE WITH LAWS: Unless otherwise specified in this Contract, Buyer is responsible for obtaining any required export or import licenses. Hach represents that all Products delivered hereunder will be produced and supplied in compliance with all applicable laws and regulations. Buyer will comply with all laws and regulations applicable to the installation or use of all Products, including applicable import and export control laws and regulations of the U.S., E.U. and any other country having properjurisdiction, and will obtain all necessary export licenses in connection with any subsequent export, re-export, transfer and use of all Products and technology delivered hereunder. Buyer will not sell, transfer, export or re-export any Hach Products or technology for use in activities which involve the design, development, production, use or stockpiling of nuclear, chemical or biological weapons or missiles, nor use Hach Products or technology in any facility which engages in activities relating to such weapons. Buyer will comply with all local, national, and other laws of all jurisdictions globally relating to anti -corruption, bribery, extortion, kickbacks, or similar matters which are applicable to Buyer's business activities in connection with this Contract, including but not limited to the U.S. Foreign Corrupt Practices Act of 1977, as amended (the "FCPA"). Buyer agrees that no payment of money or provision of anything of value will be offered, promised, paid or transferred, directly or indirectly, by any person or entity, to any government official, government employee, or employee of any company owned in part by a government, political party, political party official, or candidate for any government office or political parry office to induce such organizations or persons to use their authority or influence to obtain or retain an improper business advantage for Buyer or for Hach, or which otherwise constitute or have the purpose or effect of public or commercial bribery, acceptance of or acquiescence in extortion, kickbacks or other unlawful or improper means of obtaining business or any improper advantage, with respect to any of Buyer's activities related to this Contract. Hach asks Buyer to "Speak Up!" if aware of any violation of law, regulation or our Standards of Conduct ("SOC") in relation to this Contract. See htti)�//danaher.com/intecirity-and-wmpliance and www.danaherintearity.com for a copy of the SOC and for access to our Helpline portal. HACH SERVICE PARTNERSHIP QUOTATION Page : Partnership Number: 9 of 9 HACH361497-VI LLAGE CREEK ­RTIFIEO FRJ9 - Headquarters WebSite: www.hach.com Remittance P.O. Box 389 2207 Collections Center Dr 5600 Lindbergh Drive Chicago, IL 60693 Loveland, CO 80539-0389 Wire Transfers Purchase Orders Bank of America 231 S. LaSalle St. Chicago, IL 60604 Account:8765602385 Routing (ABA): 026009593 17. FORCE MAJEURE: Hach is excused from performance of its obligations under this Contract to the extent caused by acts or omissions that are beyond its control of, including but not limited to Government embargoes, blockages, seizures or freeze of assets, delays or refusals to grant an export or import license or the suspension or revocation thereof, or any other acts of any Government; fires, floods,severe weather conditions, or any other acts of God; quarantines; labor strikes or lockouts; riots; strife; insurrections; civil disobedience or acts of criminals or terrorists; war; material shortages or delays in deliveries to Hach by third parties. In the event of the existence of any force majeure circumstances, the period of time for delivery, payment terms and payments under any letters of credit will be extended for a period of time equal to the period of delay. If the force majeure circumstances extend for six months, Hach may, at its option, terminate this Contract without penalty and without being deemed in default or in breach thereof. 18. NON ASSIGNMENT AND WAIVER: Buyer will not transfer or assign this Contract or any rights or interests hereunder without Hach's prior written consent. Failure of either party to insist upon strict performance of any provision of this Contract, or to exercise any right or privilege contained herein, or the waiver of any breach of the terms or conditions of this Contract will not be construed as thereafter waiving any such terms, conditions, rights, or privileges, and the same will continue and remain in force and effect as if no waiver had occurred. 19. LIMITATION OF LIABILITY: None of the Hach Indemnified Parties will be liable to Buyer under any circumstances for any special, treble, incidental or consequential damages, including without limitation, damage to or loss of property other than for the Products purchased hereunder; damages incurred in installation, repair or replacement; lost profits, revenue or opportunity; loss of use; losses resulting from or related to downtime of the products or inaccurate measurements or reporting; the cost of substitute products; or claims of Buyer's customers for such damages, howsoever caused, and whether based on warranty, contract, and/or tort (including negligence, strict liability or otherwise). The total liability of the Hach Indemnified Parties arising out of the performance or nonperformance hereunder or Hach's obligations in connection with the design, manufacture, sale, delivery, and/or use of Products will in no circumstance exceed in the aggregate a sum equal to twice the amount actually paid to Hach for Products delivered hereunder. 20. APPLICABLE LAW AND DISPUTE RESOLUTION: The construction, interpretation and performance hereof and all transactions hereunder shall be governed by the laws of the State of Colorado, without regard to its principles or laws regarding conflicts of laws. If any provision of this Contract violates any Federal, State or local statutes or regulations of any countries having jurisdiction of this transaction, or is illegal for any reason, said provision shall be self -deleting without affecting the validity of the remaining provisions. Unless otherwise specifically agreed upon in writing between Hach and Buyer, any dispute relating to this Contract which is not resolved by the parties shall be adjudicated in order of preference by a court of competent jurisdiction (i) in the State of Colorado, U.S.A. if Buyer has minimum contacts with Colorado and the U.S., (ii) elsewhere in the U.S. if Buyer has minimum contacts with the U.S. but not Colorado, or (III) in a neutral location if Buyer does not have minimum contacts with the United Stales. 21. ENTIRE AGREEMENT & MODIFICATION: These Terms & Conditions of Sale constitute the entire agreement between the parties and supersede any prior agreements or representations, whether oral or written. No change to or modification of these Terms & Conditions shall be binding upon Hach unless in a written instrument specifically referencing that it is amending these Terms & Conditions of Sale and signed by an authorized representative of Hach. Hach rejects any additional or inconsistent Terms & Conditions of Sale offered by Buyer at any time, whether or not such terms or conditions materially alter the Terms & Conditions herein and irrespective of Hach's acceptance of Buyer's order for the described goods and services. TZ HACH SERVICE PARTNERSHIP QUOTATION Page : Partnership Number: 1 of 6 HACH1024951 �E�,FEOPR��3A,5 Headquarters WebSite: www.hach.com Remittance P.O. Box 389 2207 Collections Center Dr 5600 Lindbergh Drive Chicago, IL 60693 Loveland, CO 80539-0389 Wire Transfers Purchase Orders Bank of America 231 S. LaSalle St. Chicago, IL 60604 Account: 8765602385 Routing (ABA): 026009593 Partnership Number: HACH1024951 Version : 0.37 Hach Company Service Partnership Contact Ballard, Brent Allen Phone Customer Ref Renewal Quote Customer Phone 8173924906 Customer Fax : 8173924956 Bill -To Account # 208256 Customer Name CITY OF FORT WORTH Address4 Addressl 200 TEXAS ST Address2 Address3 City,State, FORT WORTH-TX-76102 PostalCode Province/ US Country Line Service Name Covered Product 1 FSPSOLITAX 1.1 LXV423.99.00100 1.2 LXV423.99.00100 2 BSPPLUSTSSSC Ship -To Account # 40260254 Customer VILLAGE CREEK WWTP Name Address4 Addressl 4500 WILMA LN Address2 Address3 City,State, ARLINGTON-TX-76012-5409 Postalcode Province/ US Country Quotation Date 20-SEP-21 Expiration Date 03-NOV-21 Service Partnership Email bballard@hach.com Customer Contact: KNOOP, RICHARD B Customer Email : RICHARD.KNOOP@FORTW ORTHTEXAS.GOV Payment Terms: Net 30 Billing Method: Annual -Invoices on START Date Currency: USD Start Date End Date Description/Serial Number 24-SEP-21 23-SEP-22 Fld Svc-2V Solitax Sensor:24-S E P-2021:23-SEP-2022 db TS-LINE sc/IMMERSION 50g/I WIPER SS; 1966612 db TS-LINE sc/IMMERSION 50g/I WIPER SS; 2029889 24-SEP-21 23-SEP-22 as BenchPlus-TSS sc, 1V (not for HT sensors):24-SEP-2021:23-SEP-20 22 This Bench Service Plus Partnership includes one on -site PM/calibration per year and full coverage for repairs at the Hach Service Center. Also includes any Line Total 2,144.00 TZ HACH SERVICE PARTNERSHIP QUOTATION Page : Partnership Number: 2 of 6 HACH1024951 �E�,FEOPR��3A,5 Headquarters WebSite: www.hach.com Remittance P.O. Box 389 2207 Collections Center Dr 5600 Lindbergh Drive Chicago, IL 60693 Loveland, CO 80539-0389 Wire Transfers Purchase Orders Bank of America 231 S. LaSalle St. Chicago, IL 60604 Account: 8765602385 Routing (ABA): 026009593 2.1 LXV324.99.20002 2.2 LXV324.99.10002 3 FSPNITRATAX 24-SEP-21 3.1 LXV417.99.20002 additional on -site visits authorized by the Hach Technical Support Team. db TSS, w sc TRICLAMP INLINE WITH WIPER; 1962892 db TSS, w sc, INSITU PROBE, WITH WIPER; 2030081 23-SEP-22 Fld Svc-2V Nitratax 1,296.00 Sensor:24-S E P-2021:23-SEP-2022 db NITRATAX PLUS SC 2MM ; 1964843 4 FSPSC1000 24-SEP-21 23-SEP-22 Fld Svc-1V SC1000 816.00 Controller: 24-S E P-2021:23-S E P-20 22 4.1 LXV400.99.10082 ee MODULE, SC1000 PROBE 6 SENS 110-230V ; 1962811 DUPO 4.2 LXV400.99.10082 ee MODULE, SC1000 PROBE 6 SENS 110-230V ; 1962812DUP0 4.3 LXV400.99.1 N582 ee SC1000 PM 6 SENS 4-20mA IN/OUT RTC PROGNOSYS REL ; 1962940DUP0 5 FSPRTC 24-SEP-21 23-SEP-22 Field Service Partnership, First 2,851.00 RTC Channel: 24-S E P-2 021:2 3-S E P-202 2 Coverage and support of first RTC channel. Includes ongoing priority tech support, remote monitoring, system alerts, and monthly reports. Covers all parts, labor, and travel for onsite repairs of the RTC computer. 5.1 LXV515.99.0003B RTC , 15" touch screen (Beckhoff) ; 6 FSPRTC-ADD 24-SEP-21 23-SEP-22 Field Service Partnership, Addt'I 5,058.00 RTC Channel: 24-S E P-2 021:2 3-S E P-202 2 Coverage and support of each additional RTC channel. Includes ongoing priority tech support, remote monitoring, system alerts, and monthly reports. Covers all parts, labor, and travel for onsite repairs of the RTC computer. Must TZ HACH SERVICE PARTNERSHIP QUOTATION Page : Partnership Number: 3 of 6 HACH1024951 �E�,FEOPR��3A,5 Headquarters WebSite: www.hach.com Remittance P.O. Box 389 2207 Collections Center Dr 5600 Lindbergh Drive Chicago, IL 60693 Loveland, CO 80539-0389 Wire Transfers Purchase Orders Bank of America 231 S. LaSalle St. Chicago, IL 60604 Account: 8765602385 Routing (ABA): 026009593 be purchased with FSPRTC. 6.1 LXV515.99.0003B RTC , 15" touch screen (Beckhoff) ; 6.2 LXV515.99.0003B RTC , 15" touch screen (Beckhoff) ; 7 FSPAMTAX 24-SEP-21 23-SEP-22 oo as Fld Svc-2V 2,491.00 Amtax:24-SEP-2021:23-SEP-2022 7.1 LXV421.99.14002 AMTAX sc AMMONIA ANLZR 115-230V,2 CH ; 1639353 8 FSPAN-ISE 24-SEP-21 23-SEP-22 Fld Svc ANISE Sensor 2 3,387.00 V i s i t:24-SEP-2 021: 2 3-SEP-2022 Field Service includes all parts, labor, and travel for on -site repairs, 2 on -site calibrations per year, factory recommended maintenance (including required parts), unlimited technical support calls, and free firmware updates. 8.1 LXV440.99.00002 as AN-ISE sc, HACH SENSOR w/RFID ; 1503637 9 FSPFILTRAX 24-SEP-21 23-SEP-22 Fld Svc-4V 6,658.00 F i Itrax:24-SEP-2021:23-SEP-2022 9.1 LXV294.54.00000 db FILTRAX CONTROL MODULE, 115VAC ; 1651651 9.2 LXV294.54.00000 db FILTRAX CONTROL MODULE, 115VAC ; 1651816 10 FSPLD02 24-SEP-21 23-SEP-22 Fld Svc LD02 - 1 786.00 visit: 24-S E P-2021:23-S E P-2022 Field Service Partnership provides full coverage, including one on -site annual preventative maintenance/calibration service and probe replacement upon failure. 10.1 9020000 ASSY, PROBE, LDO MODEL 2, HACH ; 130570000025 10.2 9020000 ASSY, PROBE, LDO MODEL 2, HACH ; 201320000015 11 FSPAMTAXSC 24-SEP-21 23-SEP-22 as Fld Svc-2V Amtax SC 2,559.00 V.2006:24-SEP-2021:23-SEP-2022 Field Service includes: All parts, labor, and travel for on -site repairs, 2 on -site calibrations per year, factory recommended maintenance (including required parts), unlimited TZ HACH SERVICE PARTNERSHIP QUOTATION Page : Partnership Number: 4 of 6 HACH1024951 .�senFieo aaoaanrea Headquarters WebSite: www.hach.com Remittance P.O. Box 389 2207 Collections Center Dr 5600 Lindbergh Drive Chicago, IL 60693 Loveland, CO 80539-0389 Wire Transfers Purchase Orders Bank of America 231 S. LaSalle St. Chicago, IL 60604 Account: 8765602385 Routing (ABA): 026009593 technical support calls, and free firmware updates. Separate FSP coverage for the Filtrax or Filter Probe must also be purchased. 11.1 LXV421.99.14002 AMTAX sc AMMONIA ANLZR 115-230V,2 CH ; 1639353 Sub Total: 30,384.00 Tax: 0.00 Total : 30,384.00 Partnership Notes : All purchases of Hach Company products and/or services are expressly and without limitation subject to Hach Company's Terms & Conditions of Sale ("Hach TCS"), incorporated herein by reference and published on Hach Company's website at www.hach.com/terms. Hach TCS are incorporated by reference into each of Hach's offers or quotations, order acknowledgments, and invoice and shipping documents. The first of the following acts shall constitute an acceptance of Hach's offer and not a counteroffer and shall create a contract of sale ("Contract") in accordance with the Hach TCS, subject to Hach's final credit approval: (i) Buyer's issuance of a purchase order document against Hach's offer or quotation; (ii) Hach's acknowledgement of Buyer's order; or (iii) commencement of any performance by Hach in response to Buyer's order. Provisions contained in Buyer's purchase documents that materially alter, add to or subtract from the provisions of these Terms and Conditions of Sale shall be null and void and not considered part of the Contract Customer Name : CITY OF FORT WORTH Customer P.O. Number Customer Reference Number TERMS & CONDITIONS OF SALE FOR HACH COMPANY PRODUCTS AND SERVICES This document sets forth the Terms & Conditions of Sale for goods manufactured and/or supplied, and services provided, by Hach Company of Loveland, Colorado ("Hach") and sold to the original purchaser thereof ("Buyer"). Unless otherwise specifically stated herein, the term "Hach" includes only Hach Company and none of its affiliates. Unless otherwise specifically stated in a previously -executed written purchase agreement signed by authorized representatives of Hach and Buyer, these Terms & Conditions of Sale establish the rights, obligations and remedies of Hach and Buyer which apply to this offer and any resulting order or contract for the sale of Hach's goods and/or services ("Products"). 1. APPLICABLE TERMS & CONDITIONS: These Terms & Conditions of Sale are contained directly and/or by reference in Hach's offer, order acknowledgment, and invoice documents. The first of the following acts constitutes an acceptance of Hach's offer and not a counteroffer and creates a contract of sale ("Contract") in accordance with these Terms & Conditions: (i) Buyer's issuance of a purchase order document against Hach's offer; (ii) acknowledgement of Buyer's order by Hach; or (iii) commencement of any performance by Hach pursuant to Buyer's order. Provisions contained in Buyer's purchase documents (including electronic commerce interfaces) that materially alter, add to or subtract from the provisions of these Terms & Conditions of Sale are not a part of the Contract. 2. CANCELLATION: Buyer may cancel goods orders subject to fair charges for Hach's expenses including handling, inspection, restocking, freight and invoicing charges as applicable, provided that Buyer returns such goods to Hach at Buyer's expense within 30 days of delivery and in the same condition as received. Buyer may cancel service orders on ninety (90) day's prior written notice and refunds will be prorated based on the duration of the service plan. Inspections and reinstatement fees may apply upon cancellation or expiration of service programs. Seller may cancel all or part of any order prior to delivery without liability if the order includes any Products that Seller determines may not comply with export, safety, local certification, or other applicable compliance requirements. 3. DELIVERY: Delivery will be accomplished FCA Hach's facility located in Ames, Iowa or Loveland, Colorado, United States (Incoterms 2010). For orders having a final destination within the U.S., legal title and risk of loss or damage pass to Buyer upon transfer to the first carrier. For orders having a final destination outside the U.S., legal title and risk of loss or damage pass to Buyer when the Products enter international waters or airspace or cross an international frontier. Hach will use commercially reasonable efforts to deliver the Products ordered herein within the time specified on the face of this Contract or, if no time is specified, within Hach's normal lead-time necessary for Hach to deliver the Products sold hereunder. Upon prior agreement with Buyer and for an additional charge, Hach will deliver the Products on an expedited basis. Standard service delivery hours are 8 am — 5 pm Monday through Friday, excluding holidays. 4. INSPECTION: Buyer will promptly inspect and accept any Products delivered pursuant to this Contract after receipt of such Products. In the event the Products do not conform to any applicable specifications, Buyer will promptly notify Hach of such nonconformance in writing. Hach will have a reasonable opportunity to repair or replace the nonconforming product at its option. Buyer will be deemed to have accepted any Products delivered hereunder and to have waived any such nonconformance in the event such a written notification is not received by Hach within thirty (30) days of delivery. 5. PRICES & ORDER SIZES: All prices are in U.S. dollars and are based on delivery as stated above. Prices do not include any charges for services such as insurance; brokerage fees; sales, use, inventory or excise taxes; import or export duties; special financing fees; VAT, HACH SERVICE PARTNERSHIP QUOTATION Page : Partnership Number: 5 of 6 HACH 1024951 ­RTIFIEO F-AM5 Headquarters WebSite: www.hach.com Remittance P.O. Box 389 2207 Collections Center Dr 5600 Lindbergh Drive Chicago, IL 60693 Loveland, CO 80539-0389 Wire Transfers Purchase Orders Bank of America 231 S. LaSalle St. Chicago, IL 60604 Account:8765602385 Routing (ABA): 026009593 income or royalty taxes imposed outside the U.S.; consular fees; special permits or licenses; or other charges imposed upon the production, sale, distribution, or delivery of Products. Buyer will either pay any and all such charges or provide Hach with acceptable exemption certificates, which obligation survives performance under this Contract. Hach reserves the right to establish minimum order sizes and will advise Buyer accordingly. 6. PAYMENTS: All payments must be made in U.S. dollars. For Iotemet orders, the purchase price is due at the time and manner set forth at www.hach.com. Invoices for all other orders are due and payable NET 30 DAYS from date of the invoice without regard to delays for inspection or transportation, with payments to be made by check to Hach at the above address or by wire transfer to the account stated on the front of Hach's invoice, or for customers with no established credit, Hach may require cash or credit card payment in advance of delivery. In the event payments are not made or not made in a timely manner, Hach may, in addition to all other remedies provided at law, either: (a) declare Buyer's performance in breach and terminate this Contract for default; (b) withhold future shipments until delinquent payments are made; (c) deliver future shipments on a cash -with -order or cash -in -advance basis even after the delinquency is cured; (d) charge interest on the delinquency at a rate of 1-1/2 % per month or the maximum rate permitted by law, if lower, for each month or part thereof of delinquency in payment plus applicable storage charges and/or inventory carrying charges; (e) repossess the Products for which payment has not been made; (f) recover all costs of collection including reasonable attorney's fees; or (g) combine any of the above rights and remedies as is practicable and permitted by law. Buyer is prohibited from setting off any and all monies owed under this from any other sums, whether liquidated or not, that are or may be due Buyer, which arise out of a different transaction with Hach or any of its affiliates. Should Buyer's financial responsibility become unsatisfactory to Hach in its reasonable discretion, Hach may require cash payment or other security. If Buyer fails to meet these requirements, Hach may treat such failure as reasonable grounds for repudiation of this Contract, in which case reasonable cancellation charges shall be due Hach. Buyer grants Hach a security interest in the Products to secure payment in full, which payment releases the security interest but only if such payments could not be considered an avoidable transfer under the U.S. Bankruptcy Code or other applicable laws. Buyer's insolvency, bankruptcy, assignment for the benefit of creditors, or issolution or termination of the existence of Buyer, constitutes a default under this Contract and affords Hach all the remedies of a secured party under the U.C.C., as well as the remedies stated above for late payment or non-payment. 7. LIMITED WARRANTY: Hach warrants that Products sold hereunder will be free from defects in material and workmanship and will, when used in accordance with the manufacturer's operating and maintenance instructions, conform to any express written warranty pertaining to the specific goods purchased, which for most Hach instruments is for a period of twelve (12) months from delivery. Hach warrants that services furnished hereunder will be free from defects in workmanship for a period of ninety (90) days from the completion of the services. Parts provided by Hach in the performance of services may be new or refurbished parts functioning equivalent to new parts. Any non-functioning parts that are repaired by Hach shall become the property of Hach. No warranties are extended to consumable items such as, without limitation, reagents, batteries, mercury cells, and light bulbs. All other guarantees, warranties, conditions and representations, either express or Implied, whether arising under any statute, law, commercial usage or otherwise, including implied warranties of merchantability and fitness for a particular purpose, are hereby excluded. The sole remedy for Products not meeting this Limited Warranty is replacement, credit or refund of the purchase price. This remedy will not be deemed to have failed of its essential purpose so long as Hach is willing to provide such replacement, credit or refund. 8. INDEMNIFICATION: Indemnification applies to a party and to such party's successors -in -interest, assignees, affiliates, directors, officers, and employees ("Indemnified Parties"). Hach is responsible for and will defend, indemnify and hold harmless the Buyer Indemnified Parties against all losses, claims, expenses or damages which may result from accident, injury, damage, or death due to Hach's breach of the Limited Warranty. This indemnification is provided on the condition that the Buyer is likewise responsible for and will defend, indemnify and hold harmless the Hach Indemnified Parties against all losses, claims, expenses or damages which may result from accident, injury, damage, or death due to the negligence or misuse or misapplication of any goods or services by the Buyer or any third party affiliated or in privity with Buyer. 9. PATENT PROTECTION: Subject to all limitations of liability provided herein, Hach will, with respect to any Products of Hach's design or manufacture, indemnify Buyer from any and all damages and costs as finally determined by a court of competent jurisdiction in any suit for infringement of any U.S. patent (or European patent for Products that Hach sells to Buyer for end use in a member state of the E.U.) that has issued as of the delivery date, solely by reason of the sale or normal use of any Products sold to Buyer hereunder and from reasonable expenses incurred by Buyer in defense of such suit if Hach does not undertake the defense thereof, provided that Buyer promptly notifies Hach of such suit and offers Hach either (i) full and exclusive control of the defense of such suit when Products of Hach only are involved, or (ii) the right to participate in the defense of such suit when products other than those of Hach are also involved. Hach's warranty as to use patents only applies to infringement arising solely out of the inherent operation of the Products according to their applications as envisioned by Hach's specifications. In case the Products are in such suit held to constitute infringement and the use of the Products is enjoined, Hach will, at its own expense and at its option, either procure for Buyer the right to continue using such Products or replace them with non -infringing products, or modify them so they become non -infringing, or remove the Products and refund the purchase price (prorated for depreciation) and the transportation costs thereof. The foregoing states the entire liability of Hach for patent infringement by the Products. Further, to the same extent as set forth in Hach's above obligation to Buyer, Buyer agrees to defend, indemnify and hold harmless Hach for patent infringement related to (x) any goods manufactured to the Buyer's design, (y) services provided in accordance with the Buyer's instructions, or (z) Hach's Products when used in combination with any other devices, parts or software not provided by Hach hereunder. 10. TRADEMARKS AND OTHER LABELS: Buyer agrees not to remove or alter any indicia of manufacturing origin or patent numbers contained on or within the Products, including without limitation the serial numbers or trademarks on nameplates or cast, molded or machined components. 11. SOFTWARE% All licenses to Hach's separately -provided software products are subject to the separate software license agreement(s) accompanying the software media. In the absence of such terms and for all other software, Hach grants Buyer only a personal, non-exclusive license to access and use the software provided by Hach with Products purchased hereunder solely as necessary for Buyer to enjoy the benefit of the Products. A portion of the software may contain or consist of open source software, which Buyer may use under the terms and conditions of the specific license under which the open source software is distributed. Buyer agrees that it will be bound by any and all such license agreements. Title to software remains with the applicable licensor(s) 12. PROPRIETARY INFORMATION; PRIVACY: "Proprietary Information" means any information, technical data or know-how in whatever form, whether documented, contained in machine readable or physical components, mask works or artwork, or otherwise, which Hach considers proprietary, including but not limited to service and maintenance manuals. Buyer and its customers, employees and agents will keep confidential all such Proprietary Information obtained directly or indirectly from Hach and will not transfer or disclose it without Hach's prior written consent, or use it for the manufacture, procurement, servicing or calibration of Products or any similar products, or cause such products to be manufactured, serviced or calibrated by or procured from any other source, or reproduce or otherwise appropriate it. All such Proprietary Information remains Hach's property. No right or license is granted to Buyer or its customers, employees or agents, expressly or by implication, with respect to the Proprietary Information or any patent right or other proprietary right of Hach, except for the limited use licenses implied by law. Hach will manage Customer's information and personal data in accordance with its Privacy Policy, located at htto://www.hach.com/privacvoolicv. 13. CHANGES AND ADDITIONAL CHARGES: Hach reserves the right to make design changes or improvements to any products of the same general class as Products being delivered hereunder without liability or obligation to incorporate such changes or improvements to Products ordered by Buyer unless agreed upon in writing before the Products' delivery date. Services which must be performed as a result of any of the following conditions are subject to additional charges for labor, travel and parts: (a) equipment alterations not authorized in writing by Hach; (b) damage resulting from improper use or handling, accident, neglect, power surge, or operation in an environment or manner in which the instrument is not designed to operate or is not in accordance with Hach's operating manuals; (c) the use of parts or accessories not provided by Hach; (d) damage resulting from acts of war, terrorism or nature; (a) services outside standard business hours; (f) site prework not complete per proposal; or (g) any repairs required to ensure equipment meets manufacturer's specifications upon activation of a service agreement. 14. SITE ACCESS / PREPARATION / WORKER SAFETY / ENVIRONMENTAL COMPLIANCE: In connection with services provided by Hach, Buyer agrees to permit prompt access to equipment. Buyer assumes full responsibility to back-up or otherwise protect its data against loss, damage or destruction before services are performed. Buyer is the operator and in full control of its premises, including those areas where Hach employees or contractors are performing service, repair and maintenance activities. Buyer will ensure that all necessary measures are taken for safety and security of working conditions, sites and installations during the performance of services. Buyer is the generator of any resulting wastes, including without limitation hazardous wastes. Buyer is solely responsible to arrange for the disposal of any wastes at its own expense. Buyer will, at its own expense, provide Hach employees and contractors working on Buyer's premises with all information and training required under applicable safety compliance regulations and Buyer's policies. If the instrument to be serviced is in a Confined Space, as that term is defined under OSHA regulations, Buyer is solely responsible to make it available to be serviced in an unconfined space. Hach service technicians will not work in Confined Spaces. In the event that a Buyer requires Hach employees or contractors to attend safety or compliance training programs provided by Buyer, Buyer will pay Hach the standard hourly rate and expense reimbursement for such training attended. The attendance at or completion of such training does not create or expand any warranty or obligation of Hach and does not serve to alter, amend, limit or supersede any part of this Contract. 15. LIMITATIONS ON USE: Buyer will not use any Products for any purpose other than those identified in Hach's catalogs and literature as intended uses. Unless Hach has advised the Buyer in writing, in no event will Buyer use any Products in drugs, food additives, food or cosmetics, or medical applications for humans or animals. In no event will Buyer use in any application any Product that requires FDA 510(k) clearance unless and only to the extent the Product has such clearance. Any warranty granted by Hach is void if any goods covered by such warranty are used for any purpose not permitted hereunder. HACH SERVICE PARTNERSHIP QUOTATION Page : Partnership Number: 6 of 6 HACH 1024951 ­RTIFIEO FIR-AM5 Headquarters WebSite: www.hach.com Remittance P.O. Box 389 2207 Collections Center Dr 5600 Lindbergh Drive Chicago, IL 60693 Loveland, CO 80539-0389 Wire Transfers Purchase Orders Bank of America 231 S. LaSalle St. Chicago, IL 60604 Account:8765602385 Routing (ABA): 026009593 16' EXPORT AND IMPORT LICENSES AND COMPLIANCE WITH LAWS: Unless otherwise specified in this Contract, Buyer is responsible for obtaining any required export or import licenses. Hach represents that all Products delivered hereunder will be produced and supplied in wmpliance with all applicable laws and regulations. Buyer will comply with all laws and regulations applicable to the installation or use of all Products, including applicable import and export control laws and regulations of the U.S., E.U. and any other country having properjurisdiction, and will obtain all necessary export licenses in connection with any subsequent export, re-export, transfer and use of all Products and technology delivered hereunder. Buyer will not sell, transfer, export or re-export any Hach Products or technology for use in activities which involve the design, development, production, use or stockpiling of nuclear, chemical or biological weapons or missiles, nor use Hach Products or technology in any facility which engages in activities relating to such weapons. Buyer will comply with all local, national, and other laws of all jurisdictions globally relating to anti -corruption, bribery, extortion, kickbacks, or similar matters which are applicable to Buyer's business activities in connection with this Contract, including but not limited to the U.S. Foreign Corrupt Practices Act of 1977, as amended (the "FCPA"). Buyer agrees that no payment of money or provision of anything of value will be offered, promised, paid or transferred, directly or indirectly, by any person or entity, to any government official, government employee, or employee of any company owned in part by a government, political party, political party official, or candidate for any government office or political parry office to induce such organizations or persons to use their authority or influence to obtain or retain an improper business advantage for Buyer or for Hach, or which otherwise constitute or have the purpose or effect of public or commercial bribery, acceptance of or acquiescence in extortion, kickbacks or other unlawful or improper means of obtaining business or any improper advantage, with respect to any of Buyer's activities related to this Contract. Hach asks Buyer to "Speak Up!" if aware of any violation of law, regulation or our Standards of Conduct ("SOC") in relation to this Contract. See htti)�//danaher.com/integrity-and-compliance and www,danaherinteartly.com for a copy of the SOC and for access to our Helpline portal. 17. FORCE MAJEURE: Hach is excused from performance of its obligations under this Contract to the extent caused by acts or omissions that are beyond its control of, including but not limited to Government embargoes, blockages, seizures or freeze of assets, delays or refusals to grant an export or import license or the suspension or revocation thereof, or any other acts of any Government; fires, floods,severe weather conditions, or any other acts of God; quarantines; labor strikes or lockouts; riots; strife; insurrections; civil disobedience or acts of criminals or terrorists; war; material shortages or delays in deliveries to Hach by third parties. In the event of the existence of any force majeure circumstances, the period of time for delivery, payment terms and payments under any letters of credit will be extended for a period of time equal to the period of delay. If the force majeure circumstances extend for six months, Hach may, at its option, terminate this Contract without penalty and without being deemed in default or in breach thereof. Is. NON ASSIGNMENT AND WAIVER: Buyer will not transfer or assign this Contract or any rights or interests hereunder without Hach's prior written consent. Failure of either parry to insist upon strict performance of any provision of this Contract, or to exercise any right or privilege contained herein, or the waiver of any breach of the terms or conditions of this Contract will not be construed as thereafter waiving any such terms, conditions, rights, or privileges, and the same will continue and remain in force and effect as if no waiver had occurred. 19. LIMITATION OF LIABILITY: None of the Hach Indemnified Parties will be liable to Buyer under any circumstances for any special, treble, incidental or consequential damages, including without limitation, damage to or loss of property other than for the Products purchased hereunder; damages incurred in installation, repair or replacement; lost profits, revenue or opportunity; loss of use; losses resulting from or related to downtime of the products or inaccurate measurements or reporting; the cost of substitute products; or claims of Buyer's customers for such damages, howsoever caused, and whether based on warranty, contract, and/or tort (including negligence, strict liability or otherwise). The total liability of the Hach Indemnified Parties arising out of the performance or nonperformance hereunder or Hach's obligations in connection with the design, manufacture, sale, delivery, and/or use of Products will in no circumstance exceed in the aggregate a sum equal to twice the amount actually paid to Hach for Products delivered hereunder. 20. APPLICABLE LAW AND DISPUTE RESOLUTION: The construction, interpretation and performance hereof and all transactions hereunder shall be governed by the laws of the State of Colorado, without regard to its principles or laws regarding conflicts of laws. If any provision of this Contract violates any Federal, State or local statutes or regulations of any countries having jurisdiction of this transaction, or is illegal for any reason, said provision shall be self -deleting without affecting the validity of the remaining provisions. Unless otherwise specifically agreed upon in writing between Hach and Buyer, any dispute relating to this Contract which is not resolved by the parties shall be adjudicated in order of preference by a court of competent jurisdiction (1) in the State of Colorado, U.S.A. if Buyer has minimum contacts with Colorado and the U.S., (ii) elsewhere in the U.S. if Buyer has minimum contacts with the U.S. but not Colorado, or (ill) in a neutral location if Buyer does not have minimum contacts with the United States. 21. ENTIRE AGREEMENT & MODIFICATION: These Terms & Conditions of Sale constitute the entire agreement between the parties and supersede any prior agreements or representations, whether oral or written. No change to or modification of these Terms & Conditions shall be binding upon Hach unless in a written instrument specifically referencing that it is amending these Terms & Conditions of Sale and signed by an authorized representative of Hach. Hach rejects any additional or inconsistent Terms & Conditions of Sale offered by Buyer at any time, whether or not such terms or conditions materially alter the Terms & Conditions herein and irrespective of Hach's acceptance of Buyer's order for the described goods and services.