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HomeMy WebLinkAboutContract 63674City Secretary Contract No. 63674 FORT WORTH. VENDOR SERVICES AGREEMENT This VENDOR SERVICES AGREEMENT ("Agreement") is made and entered into by and between the CITY OF FORT WORTH ("City"), a Texas home rule municipal corporation, and JWC ENVIRONMENTAL INC. ("Vendor" or "Contractor"), each individually referred to as a "party" and collectively referred to as the "parties." 1. Scope of Services. Vendor will provide City with OEM Muffin grinders, parts & services on an as -needed basis ("Services"), as set forth in more detail in Exhibit "A," attached hereto and incorporated herein for all purposes. If any provisions of the attached Exhibits conflict with the terms herein, are prohibited by applicable law, conflict with any applicable rule, regulation or ordinance of City, the terms in this Agreement shall control. 2. Term. The initial term of this Agreement is for 1 year, beginning on the date that this Agreement is executed by the City's Assistant City Manager ("Effective Date"), unless terminated earlier in accordance with this Agreement ("Initial Term"). City will have the option, in its sole discretion, to renew this Agreement under the same terms and conditions, for up to four (4) one-year renewal option(s) (each a "Renewal Term"). 3. Compensation. City will pay Vendor in accordance with the provisions of this Agreement, including Exhibit `B," which is attached hereto and incorporated herein for all purposes. Total annual compensation under this Agreement shall be an amount up to One Hundred Thousand Dollars ($100,000.00). Vendor will not perform any additional services or bill for expenses incurred for City not specified by this Agreement unless City requests and approves in writing the additional costs for such services. City will not be liable for any additional expenses of Vendor not specified by this Agreement unless City first approves such expenses in writing. 4. Termination. 4.1. Written Notice. City or Vendor may terminate this Agreement at any time and for any reason by providing the other party with 30 days' written notice of termination. 4.2 Non-aenrooriation of Funds. In the event no funds or insufficient funds are appropriated by City in any fiscal period for any payments due hereunder, City will notify Vendor of such occurrence and this Agreement will terminate on the last day of the fiscal period for which appropriations were received without penalty or expense to City of any kind whatsoever, except as to the portions of the payments herein agreed upon for which funds have been appropriated. 4.3 Duties and Oblieations of the Parties. In the event that this Agreement is terminated prior to the Expiration Date, City will pay Vendor for services actually rendered up to the effective date of termination and Vendor will continue to provide City with services requested OFFICIAL RECORD Vendor Services Agreement Page 1 of 11 CITY SECRETARY FT. WORTH, TX City Secretary Contract No. by City and in accordance with this Agreement up to the effective date of termination. Upon termination of this Agreement for any reason, Vendor will provide City with copies of all completed or partially completed documents prepared under this Agreement. In the event Vendor has received access to City Information or data as a requirement to perform services hereunder, Vendor will return all City provided data to City in a machine-readable format or other format deemed acceptable to City. 5. Disclosure of Conflicts and Confidential Information. 5.1 Disclosure of Conflicts. Vendor hereby warrants to City that Vendor has made full disclosure in writing of any existing or potential conflicts of interest related to Vendor's services under this Agreement. In the event that any conflicts of interest arise after the Effective Date of this Agreement, Vendor hereby agrees immediately to make full disclosure to City in writing. 5.2 Confidential Information. Vendor, for itself and its officers, agents and employees, agrees that it will treat all information provided to it by City ("City Information") as confidential and will not disclose any such information to a third party without the prior written approval of City. 5.3 Public Information Act. City is a government entity under the laws of the State of Texas and all documents held or maintained by City are subject to disclosure under the Texas Public Information Act. In the event there is a request for information marked Confidential or Proprietary, City will promptly notify Vendor. It will be the responsibility of Vendor to submit reasons objecting to disclosure. A determination on whether such reasons are sufficient will not be decided by City, but by the Office of the Attorney General of the State of Texas or by a court of competent jurisdiction. 5.4 Unauthorized Access. Vendor must store and maintain City Information in a secure manner and will not allow unauthorized users to access, modify, delete or otherwise corrupt City Information in any way. Vendor must notify City immediately if the security or integrity of any City Information has been compromised or is believed to have been compromised, in which event, Vendor will, in good faith, use all commercially reasonable efforts to cooperate with City in identifying what information has been accessed by unauthorized means and will fully cooperate with City to protect such City Information from further unauthorized disclosure. 6. Rip-ht to Audit. Vendor agrees that City will, until the expiration of three (3) years after final payment under this Agreement, or the final conclusion of any audit commenced during the said three years, have access to and the right to examine at reasonable times any directly pertinent books, documents, papers and records, including, but not limited to, all electronic records, of Vendor involving transactions relating to this Agreement at no additional cost to City. Vendor agrees that City will have access during normal working hours to all necessary Vendor facilities and will be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this section. City will give Vendor reasonable advance notice of intended audits. 7. independent Contractor. It is expressly understood and agreed that Vendor will operate as an independent contractor as to all rights and privileges and work performed under this Agreement, and not as agent, representative or employee of City. Subject to and in accordance with the conditions and provisions of this Agreement, Vendor will have the exclusive right to control the details of its operations and activities and be solely responsible for the acts and omissions of its officers, agents, servants, employees, Vendors, and subcontractors. Vendor acknowledges that the doctrine of respondeat superior Vendor Services Agreement Page 2 of 11 City Secretary Contract No. will not apply as between City, its officers, agents, servants and employees, and Vendor, its officers, agents, employees, servants, contractors, and subcontractors. Vendor further agrees that nothing herein will be construed as the creation of a partnership or joint enterprise between City and Vendor. It is further understood that City will in no way be considered a Co -employer or a Joint employer of Vendor or any officers, agents, servants, employees, contractors, or subcontractors. Neither Vendor, nor any officers, agents, servants, employees, contractors, or subcontractors of Vendor will be entitled to any employment benefits from City. Vendor will be responsible and liable for any and all payment and reporting of taxes on behalf of itself, and any of its officers, agents, servants, employees, contractors, or contractors. 8. Liability and Indemnification. 8.1 LIABILITY - VENDOR WILL BE LIABLE AND RESPONSIBLE FOR ANY AND ALL PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, TO THE EXTENT CAUSED BY THE NEGLIGENT ACT(S) OR 01VISSION(S), MALFEASANCE OR INTENTIONAL MISCONDUCT OF VENDOR, ITS OFFICERS, AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS, OR SUBCONTRACTORS. 8.2 GENERAL INDEMNIFICATION - VENDOR HEREBY COVENANTS AND AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND CITY, ITS OFFICERS, AGENTS, SERVANTS AND EMPLOYEES, FROMAND AGAINST ANYAND ALL CLAIMS OR LAWSUITS OFANYKIND OR CHARACTER, WHETHER REAL OR ASSERTED, FOR EITHER PROPERTYDAMAGE OR LOSS (INCLUDINGALLEGED DAMAGE OR LOSS TO VENDOR'S BUSINESS AND ANY RESULTING LOST PROFITS) AND/OR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, TO THE EXTENT CAUSED BY THE NEGLIGENT ACTS OR OMISSIONS OR MALFEASANCE OF VENDOR, ITS OFFICERS, AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS, OR SUBCONTRACTORS. 8.3 INTELLECTUAL PROPERTY INDEMNIFICATION — Vendor agrees to defend, settle, or pay, at its own cost and expense, any claim or action against City for infringement of any patent, copyright, trade mark, trade secret, or similar property right arising from City's use of the software and/or documentation in accordance with this Agreement, it being understood that this agreement to defend, settle or pay will not apply if City modifies or misuses the software and/or documentation. So long as Vendor bears the cost and expense of payment for claims or actions against City pursuant to this section, Vendor will have the right to conduct the defense of any such claim or action and all negotiations for its settlement or compromise and to settle or compromise any such claim; however, City will have the right to fully participate in any and all such settlement, negotiations, or lawsuit as necessary to protect City's interest, and City agrees to cooperate with Vendor in doing so. In the event City, for whatever reason, assumes the responsibility for payment of costs and expenses for any claim or action brought against City for infringement arising under this Agreement, City will have the sole right to conduct the defense of any such claim or action and all negotiations for its settlement or compromise and to settle or compromise any such claim; however, Vendor will fully participate and cooperate with City in defense of such claim or action. City agrees to give Vendor timely written notice of any such claim or action, with copies of all papers City may receive relating thereto. Notwithstanding the foregoing, City's assumption of payment of costs or expenses will not eliminate Vendor's duty to indemnify City under this Agreement. If the software and/or Vendor Services Agreement Page 3 of 11 City Secretary Contract No. documentation or any part thereof is held to infringe and the use thereof is enjoined or restrained or, if as a result of a settlement or compromise, such use is materially adversely restricted, Vendor will, at its own expense and as City's sole remedy, either: (a) procure for City the right to continue to use the software and/or documentation; or (b) modify the software and/or documentation to make it non -infringing, provided that such modification does not materially adversely affect City's authorized use of the software and/or documentation; or (c) replace the software and/or documentation with equally suitable, compatible, and functionally equivalent non -infringing software and/or documentation at no additional charge to City; or (d) if none of the foregoing alternatives is reasonably available to Vendor terminate this Agreement, and refund all amounts paid to Vendor by City, subsequent to which termination City may seek any and all remedies available to City under law. 9. Assignment and Subcontracting. 9.1 Assignment. Vendor will not assign or subcontract any of its duties, obligations or rights under this Agreement without the prior written consent of City. If City grants consent to an assignment, the assignee will execute a written agreement with City and Vendor under which the assignee agrees to be bound by the duties and obligations of Vendor under this Agreement. Vendor will be liable for all obligations of Vendor under this Agreement prior to the effective date of the assignment. 9.2 Subcontract. If City grants consent to a subcontract, the subcontractor will execute a written agreement with Vendor referencing this Agreement under which subcontractor agrees to be bound by the duties and obligations of Vendor under this Agreement as such duties and obligations may apply. Vendor must provide City with a fully executed copy of any such subcontract. 10. Insurance. Vendor must provide City with certificate(s) of insurance documenting policies of the following types and minimum coverage limits that are to be in effect prior to commencement of any Services pursuant to this Agreement: 10.1 Coverage and Limits (a) Commercial General Liability: $1,000,000 - Each Occurrence $2,000,000 - Aggregate (b) Automobile Liability: $1,000,000 - Each occurrence on a combined single limit basis Coverage will be on any vehicle used by Vendor, or its employees, agents, or representatives in the course of providing Services under this Agreement. "Any vehicle" will be any vehicle owned, hired and non -owned. (c) Worker's Compensation: Vendor Services Agreement Page 4 of 11 City Secretary Contract No. Statutory limits according to the Texas Workers' Compensation Act or any other state workers' compensation laws where the Services are being performed Employers' liability $100,000 - Bodily Injury by accident; each accident/occurrence $100,000 - Bodily Injury by disease; each employee $500,000 - Bodily Injury by disease; policy limit (d) Professional Liability (Errors & Omissions): $1,000,000 - Each Claim Limit $1,000,000 - Aggregate Limit Professional Liability coverage may be provided through an endorsement to the Commercial General Liability (CGL) policy, or a separate policy specific to Professional E&O. Either is acceptable if coverage meets all other requirements. Coverage must be claims -made, and maintained for the duration of the contractual agreement and for two (2) years following completion of services provided. An annual certificate of insurance must be submitted to City to evidence coverage. 10.2 General Reauirements (a) The commercial general liability and automobile liability policies must name City as an additional insured thereon, as its interests may appear. The term City includes its employees, officers, officials, agents, and volunteers in respect to the contracted services. (b) The workers' compensation policy must include a Waiver of Subrogation (Right of Recovery) in favor of City. (c) A minimum of Thirty (30) days' notice of cancellation or reduction in limits of coverage must be provided to City. Ten (10) days' notice will be acceptable in the event of non-payment of premium. Notice must be sent to the Risk Manager, City of Fort Worth, 200 Texas Street, Fort Worth, Texas 76102, with copies to the Fort Worth City Attorney at the same address. (d) The insurers for all policies must be licensed and/or approved to do business in the State of Texas. All insurers must have a minimum rating of A- VII in the current A.M. Best Key Rating Guide, or have reasonably equivalent financial strength and solvency to the satisfaction of Risk Management. If the rating is below that required, written approval of Risk Management is required. (e) Any failure on the part of City to request required insurance documentation will not constitute a waiver of the insurance requirement. (f) Certificates of Insurance evidencing that Vendor has obtained all required insurance will be delivered to the City prior to Vendor proceeding with any work pursuant to this Agreement. Vendor Services Agreement Page 5 of 11 City Secretary Contract No. 11. Compliance with Laws, Ordinances, Rules and Regulations. Vendor agrees that in the performance of its obligations hereunder, it will comply with all applicable federal, state and local laws, ordinances, rules and regulations and that any work it produces in connection with this Agreement will also comply with all applicable federal, state and local laws, ordinances, rules and regulations. If City notifies Vendor of any violation of such laws, ordinances, rules or regulations, Vendor must immediately desist from and correct the violation. 12. Non -Discrimination Covenant. Vendor, for itself, its personal representatives, assigns, contractors, subcontractors, and successors in interest, as part of the consideration herein, agrees that in the performance of Vendor's duties and obligations hereunder, it will not discriminate in the treatment or employment of any individual or group of individuals on any basis prohibited by law. IF ANY CLAIM ARISES FROM AN ALLEGED VIOLATION OF THIS NON-DISCRIMINATION COVENANT BY VENDOR, ITS PERSONAL REPRESENTATIVES, ASSIGNS, CONTRACTORS, SUBCONTRACTORS, OR SUCCESSORS IN INTEREST, VENDOR AGREES TO ASSUME SUCH LIABILITY AND TO INDEMNIFY AND DEFEND CITY AND HOLD CITY HARMLESS FROM SUCH CLAIM. 13. Notices. Notices required pursuant to the provisions of this Agreement will be conclusively determined to have been delivered when (1) hand -delivered to the other party, its agents, employees, servants or representatives, (2) delivered by facsimile with electronic confirmation of the transmission, or (3) received by the other party by United States Mail, registered, return receipt requested, addressed as follows: To CITY: City of Fort Worth Attn: Assistant City Manager 100 Fort Worth Trail Fort Worth, TX 76102 Facsimile: (817) 392-8654 With copy to Fort Worth City Attorney's Office at same address To VENDOR: JWC Environmental, Inc. Ben Wells, Aftermarket Sales Regional Manager 2850 S. Red Hill Ave. Santa Ana, CA 92705 Facsimile: 949-833-8858 14. Solicitation of Emplovees. Neither City nor Vendor will, during the term of this Agreement and additionally for a period of one year after its termination, solicit for employment or employ, whether as employee or independent contractor, any person who is or has been employed by the other during the term of this Agreement, without the prior written consent of the person's employer. Notwithstanding the foregoing, this provision will not apply to an employee of either party who responds to a general solicitation of advertisement of employment by either party. 15. Governmental Powers. It is understood and agreed that by execution of this Agreement, City does not waive or surrender any of its governmental powers or immunities. 16. No Waiver. The failure of City or Vendor to insist upon the performance of any term or provision of this Agreement or to exercise any right granted herein does not constitute a waiver of City's or Vendor's respective right to insist upon appropriate performance or to assert any such right on any future occasion. Vendor Services Agreement Page 6 of 11 City Secretary Contract No. 17. Governing Law / Venue. This Agreement will be construed in accordance with the laws of the State of Texas. If any action, whether real or asserted, at law or in equity, is brought pursuant to this Agreement, venue for such action will lie in state courts located in Tarrant County, Texas or the United States District Court for the Northern District of Texas, Fort Worth Division. 18. Severability. If any provision of this Agreement is held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions will not in any way be affected or impaired. 19. Force Majeure. City and Vendor will exercise their best efforts to meet their respective duties and obligations as set forth in this Agreement, but will not be held liable for any delay or omission in performance due to force majeure or other causes beyond their reasonable control, including, but not limited to, compliance with any government law, ordinance, or regulation; acts of God; acts of the public enemy; fires; strikes; lockouts; natural disasters; wars; riots; epidemics or pandemics; government action or inaction; orders of government; material or labor restrictions by any governmental authority; transportation problems; restraints or prohibitions by any court, board, department, commission, or agency of the United States or of any States; civil disturbances; other national or regional emergencies; or any other similar cause not enumerated herein but which is beyond the reasonable control of the Party whose performance is affected (collectively, "Force Majeure Event"). The performance of any such obligation is suspended during the period of, and only to the extent of, such prevention or hindrance, provided the affected Party provides notice of the Force Majeure Event, and an explanation as to how it prevents or hinders the Party's performance, as soon as reasonably possible after the occurrence of the Force Majeure Event, with the reasonableness of such notice to be determined by the City in its sole discretion. The notice required by this section must be addressed and delivered in accordance with Section 13 of this Agreement. 20. Headings not Controlling, Headings and titles used in this Agreement are for reference purposes only, will not be deemed a part of this Agreement, and are not intended to define or limit the scope of any provision of this Agreement. 21. Review of Counsel. The parties acknowledge that each party and its counsel have reviewed and revised this Agreement and that the normal rules of construction to the effect that any ambiguities are to be resolved against the drafting party will not be employed in the interpretation of this Agreement or its Exhibits. 22. Amendments / Modifications / Extensions. No amendment, modification, or extension of this Agreement will be binding upon a party hereto unless set forth in a written instrument, which is executed by an authorized representative of each party. 23. Counterparts. This Agreement may be executed in one or more counterparts and each counterpart will, for all purposes, be deemed an original, but all such counterparts will together constitute one and the same instrument. 24. Warranty of Services. Vendor warrants that its services will be of a high quality and conform to generally prevailing industry standards. City must give written notice of any breach of this warranty within thirty (30) days from the date that the services are completed. In such event, at Vendor's option, Vendor will either (a) use commercially reasonable efforts to re -perform the services in a manner that conforms with the warranty, or (b) refund the fees paid by City to Vendor for the nonconforming services. 25. Immigration Nationality Act. Vendor must verify the identity and employment eligibility Vendor Services Agreement Page 7 of 11 City Secretary Contract No. of its employees who perform work under this Agreement, including completing the Employment Eligibility Verification Form (I-9). Upon request by City, Vendor will provide City with copies of all 1-9 forms and supporting eligibility documentation for each employee who performs work under this Agreement. Vendor must adhere to all Federal and State laws as well as establish appropriate procedures and controls so that no services will be performed by any Vendor employee who is not legally eligible to perform such services. VENDOR WILL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY VENDOR, VENDOR'S EMPLOYEES, CONTRACTORS, SUBCONTRACTORS, OR AGENTS. City, upon written notice to Vendor, will have the right to immediately terminate this Agreement for violations of this provision by Vendor. 26. Ownership of Work Product. City will be the sole and exclusive owner of all reports, work papers, procedures, guides, and documentation that are created, published, displayed, or produced in conjunction with the services provided under this Agreement (collectively, "Work Product"). Further, City will be the sole and exclusive owner of all copyright, patent, trademark, trade secret and other proprietary rights in and to the Work Product. Ownership of the Work Product will inure to the benefit of City from the date of conception, creation or fixation of the Work Product in a tangible medium of expression (whichever occurs first). Each copyrightable aspect of the Work Product will be considered a "work -made - for -hire" within the meaning of the Copyright Act of 1976, as amended. If and to the extent such Work Product, or any part thereof, is not considered a "work -made -for -hire" within the meaning of the Copyright Act of 1976, as amended, Vendor hereby expressly assigns to City all exclusive right, title and interest in and to the Work Product, and all copies thereof, and in and to the copyright, patent, trademark, trade secret, and all other proprietary rights therein, that City may have or obtain, without further consideration, free from any claim, lien for balance due, or rights of retention thereto on the part of City. 27. Snature Authoritv. The person signing this Agreement hereby warrants that they have the legal authority to execute this Agreement on behalf of the respective party, and that such binding authority has been granted by proper order, resolution, ordinance or other authorization of the entity. This Agreement and any amendment hereto, may be executed by any authorized representative of Vendor. Each party is fully entitled to rely on these warranties and representations in entering into this Agreement or any amendment hereto. 28. Chanee in Comaanv Name or Ownershin. Vendor must notify City's Purchasing Manager, in writing, of a company name, ownership, or address change for the purpose of maintaining updated City records. The president of Vendor or authorized official must sign the letter. A letter indicating changes in a company name or ownership must be accompanied with supporting legal documentation such as an updated W-9, documents filed with the state indicating such change, copy of the board of director's resolution approving the action, or an executed merger or acquisition agreement. Failure to provide the specified documentation so may adversely impact future invoice payments. 29. No Bovcott of Israel. If Vendor has fewer than 10 employees or this Agreement is for less than $100,000, this section does not apply. Vendor acknowledges that in accordance with Chapter 2271 of the Texas Government Code, the City is prohibited from entering into a contract with a company for goods or services unless the contract contains a written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The terms "boycott Israel" and "company" has the meanings ascribed to those terms in Section 2271 of the Texas Government Code. By signing this Agreement, Vendor certifies that Vendor's signature provides written verification to the City that Vendor: (1) does not boycott Israel; and (2). will not boycott Israel during the term of the Agreement. Vendor Services Agreement Page 8 of 11 City Secretary Contract No. 30. Prohibition on Bovcottine Enerev Companies. Vendor acknowledges that in accordance with Chapter 2276 of the Texas Government Code, City is prohibited from entering into a contract for goods or services that has a value of $100,000 or more that is to be paid wholly or partly from public funds of the City with a company with 10 or more full-time employees unless the contract contains a written verification from the company that it: (1) does not boycott energy companies; and (2) will not boycott energy companies during the term of the contract. To the extent that Chapter 2276 of the Government Code is applicable to this Agreement, by signing this Agreement, Vendor certifies that Vendor's signature provides written verification to City that Vendor: (1) does not boycott energy companies; and (2) will not boycott energy companies during the term of this Agreement. 31. Prohibition on Discrimination Aeainst Firearm and Ammunition Industries. Vendor acknowledges that except as otherwise provided by Chapter 2274 of the Texas Government Code, City is prohibited from entering into a contract for goods or services that has a value of $100,000 or more that is to be paid wholly or partly from public funds of the City with a company with 10 or more full-time employees unless the contract contains a written verification from the company that it: (1) does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association; and (2) will not discriminate during the term of the contract against a firearm entity or firearm trade association. To the extent that Chapter 2274 of the Government Code is applicable to this Agreement, by signing this Agreement, Vendor certifies that Vendor's signature provides written verification to City that Vendor: (1) does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association; and (2) will not discriminate against a firearm entity or firearm trade association during the term of this Agreement. 32. Electronic Signatures. This Agreement may be executed by electronic signature, which will be considered as an original signature for all purposes and have the same force and effect as an original signature. For these purposes, "electronic signature" means electronically scanned and transmitted versions (e.g. via pdf file or facsimile transmission) of an original signature, or signatures electronically inserted via software such as Adobe Sign. 33. Entirety of Agreement. This Agreement contains the entire understanding and agreement between City and Vendor, their assigns and successors in interest, as to the matters contained herein. Any prior or contemporaneous oral or written agreement is hereby declared null and void to the extent in conflict with any provision of this Agreement. (signature page follows) Vendor Services Agreement Page 9 of 11 ACCEPTED AND AGREED: CITY OF FORT WORTH: 1.1 Name: �.Lesie XTeEkPrerni— Title: Assistant City Manager Date: 07/17/2025 APPROVAL RECOMMENDED: By: Ch,ri 51-00 k 70` ff&7rde` Name C [GhtispHardwder (Jul 11, 2025 12:19 CDT) Title: Water Director ATTEST: By: Name- nnette Goodall Title: City Secretary VENDOR: JWC Environmental, Inc. By: Name: Rob Sabol Title: Vice -President, Engineering pO' FORT�Lad o°an oezps4a City Secretary Contract No. CONTRACT COMPLIANCE MANAGER: By signing I acknowledge that I am the person responsible for the monitoring and administration of this contract, including ensuring all performance and reporting requirements. By: Q f'j., Name:SlS&Iad#y8d3dr(du111, 2025 11:02 CDT) Title: Sr. Contract Compliance Specialist APPROVED AS TO FORM AND LEGALITY: By: z� G(%� aa� Namel//IJessika Williams Title: Assistant City Attorney CONTRACT AUTHORIZATION: M&C: N/A Form 1295: N/A OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Vendor Services Agreement Page 10 of 11 JVWC:: ... ,. • @ Env�A LW Customer: 5009393 Grabiel Garcia Fort Worth, City of - Water Department 200 Texas St Fort Worth, TX 76102-6314 US Customer Service Center 2600 S. Garnsey Street Santa Ana, CA 92707 USA Phone: 949 833-3888 Toll Free: 800 331-2277 Fax: 714 242-0240 Quote Number: C-128122-N8X2-B Quote Date: 06/12/2025 Terms: Net 30 Pricing: Valid 60 Days FOB: Origin Lead Time: 2-3 Weeks ARO / Shipping Handling Not Included With Tariff Included Grinder Serial #: 114880-1-1 817-507-8201 Ticket #: C-128122-N8X2 grabiel.garcia@fortworthtexas.gov Project: City of Fort Worth - Village Creek We thank you for your inquiry and are pleased to quote pricing and delivery on the equipment listed below. This quotation is subject to terms and conditions listed on the JWC Environmental "Terms and Conditions" page, and in Clarifications and Exclusions listed below. Part Number Description Qty Unit Price Extended Price A35620-TB-SS SEAL ASSY, 2in HEX DRIVE BUNA 8 $1,326.39 $10,611.12 10019-2901 GEAR H/S CPLNG 29T 1.375inB DRIVE SHIFT 2 $455.59 $911.18 10021-3201 GEAR H/S 32T 1.375inB 10K DRIVEN SHAFT 2 $425.72 $851.44 30184 FLAT WASHER .406inIDx1-1/2inOD 18-8 4 $1.58 $6.32 10014-0036 MAIN BODY GASKET 10K C/R 2 $22.89 $45.78 10014-0005 GASKET, COVER TOP/BOTTOM CORK&R 4 $22.89 $91.56 10045-0001 KEY 5/16inSQxl-1/2inL 4140 4 $61.07 $244.28 30210 FLANGED NUT 1 in-14 2A STL / GR 8 4 $9.59 $38.36 30287 RETAINING RING, 5160-156 STL 4 $8.77 $35.08 City Secretary Contract No. EXHIBIT A SCOPE OF SERVICES & PAYMENT SCHEDULE Purchasing OEM Muffin grinders, parts & services on an as needed basis. Vendor Services Agreement Page 11 of 11 ..�..... Envft onmental 30695 HHCS M10-1.5x16MM 18-8 F/T 34046-B O-RING #220 BUNA Please verify serial number is correct. Notes: Customer Service Center 2600 S. Garnsey Street Santa Ana, CA 92707 USA Phone: 949 833-3888 Toll Free: 800 331-2277 Fax: 714 242-0240 4 $2.96 $11.84 8 $0.78 $6.24 Sub Total Tax Total $12,853.20 $12,853.20 Clarifications and Exceptions 1. Subject to attached JWC Environmental Standard Terms and Conditions of Sale. 2. All quotes on orders over $250,000 include milestone payments of 30% on Approved Submitttals; 70% on Shipment. Thank -You for your Business! JWC Environmental Inc Adrian Jimenez Customer Service lw� Errnirorunental Customer Service Center 2600 S. Garnsey Street Santa Ana, CA 92707 USA Phone: 949 833-3888 Toll Free: 800 331-2277 Fax: 714 242-0240 Please provide the following information. Failure to do so may delay processing of order. Quote #: C-128122-N8X2-B All orders will be billed the applicable sales tax, based on the "ship to address", unless a valid tax exemption certificate is provided prior to shipment. Bill To Name & Address: Email Address: PO# Ship To Name & Address: Payment terms: Net 30 FOB: Origin Preferred Shipping Method (Required to Process Your Order): Prepay & Add to Invoice Collect Account #: Carrier: JWCE will add shipping and handling charges to invoices unless otherwise specified. Credit cards: _ I authorize JWCE to process this order on my credit card and add shipping and handling charges. Credit card orders are processed after order ships. You will be contacted by JWC Accounting for payment. Please fax or email your PO and most recent tax certificate to: Fax (714) 242-0240 Email servicesales@jwce.com Signature: Date: vwc:: Customer Service Center 2600 S. Gainsay Street y Ce Santa Ana, CA 92707 USA �.., Environmental' -3888 Phone: e: 8 0 331-22 Toll Free: 800 331-2277 Fax: 714 242-0240 JWC ENVIRONMENTAL TERMS AND CONDITIONS OF SALE Unless plhArwise specifically agreed to in writing by the buyer ("Buyer") of the products and or related services purchased hereunder (the "Products") and JWC Environmental (the "Seller'), the sale of the Products is made Only upon the following terms and conditions. Whether these terms are included in an offer or an acceptance by Seller, such offer or acceptance is conditioned on Buyers assent to these terms. Seller rejects all additional, conditional and different leans in Buyer's form or documents. PAYMENT TERMS Subject to any contrary terms set fortn in our price quotation, order acceptance or invoice the full net amount Of each invoice is due and payable in cash within 30 days from the dale of the invoice. N any payment is not received within such 30-day period, Buyer shall pay Seller the lesser of t h% per month or the maximum legal rate an all amounts not received by [he due date of the invoice, from the 3181 day after the date of invoice until said invoice and charges are paid in Full Unless Sellers documents provide otherwise. rrelghi, s[orage, rnsurenoe and an taxes, duties or other governmental Charges raided to the Producls Snail be paid by the Buyer. if Seller is required to pay any such charges, Buyer shall immediately reimburse Seller for said charges In all cases, regardless of partial payment. title to the Products shall remain the Sellers until payment for the Products has been made in full. M orders are subject to credit approval by Seller. All Offers by Sellerandfor acceptance of Buyer's order shall be nullified by any failure of Buyer to obtain credit approval. Furthermore, SuVW shall not assert any claim against Seller due to Buyers inability to obtain credit approval. Irrevocable Letter of Credit from Buyer in form and term acceptable to Seller is required for Product orders delivered outside the United States of America DELIVERY Unless otherwise provided In our price quotation, delivery OF the Products shall be made F.Q.B. place of manufacture. Any shipment, delivery. installation or service dales quoted by the Seiler are estimated and the Seller shall be obligated Only to use reasonabl0 efforts to meet such dates. The Seller shell In no event be liable for any delays in delivery or failure to give notice of delay or for any other facture to perform hereunder due to causes beyond the reasonable control Of the Seller. Such causes shall include, but not be limited to. acts of God, the elements. acts or omissions of manufacturers or suppliers of the Products or parts thereof, acts or omissions of Buyer or civil and military authorities, fires, labor disputes or any other inability to obtain the Products, parts ihefcol, dr necessary power, labor, materials or supplies. The Seller will be entitled to refuse to make, or to delay, any shipments of the Products if Buyer shalt fad to pay when due any amount owed by it to the Seller, whether Under this or any other contract between the Seller and Buyer. Any claims for shortages must be made to the Company in writing within five calendar days from the delivery dale and disposilion of the claim is solely subject to Sellers determination PRICES Prices Of Iria Sellers Products are subject to change without notice Otiotations are conditioned upon acceptance within 30 days unless otherwise slated and are subject to correction for errors and/or omissions. Prices Include charges for regular packaging but. unless expressly Stated. do not include charges for special requirements of government or other ourchaser. Prices are subject to adjustment should Buyer place an order past the validity period of the quotation or delay delivery OF Products beyond the quoted lead time for any reason. RETURNS No Products may be returned for cash. No Product may be resumed for credit alter delivery to Buyer wthaul Buyer First receiving written permission from the Seller. Buyer must make a request for Forum of Product in wnfing so Seller at its place of business in Costa Mesa. California A return material authorization number must tie issued by the Seller to the Buyer before a Product may be returned. Permission to return Product to Seller by Buyer is solely and exclusively the Sellers Product must be returned to Seller at Suyers expense. including packaging, insurance, transportation and any governmental fees. Any credlt far Product resumed to Seller shall be subject 10 the inspection of and acceptance of the Product by the Seller and is at the sole discretion of the Seller. LIMITED WARRANTY Subject to the leans and conditions hereof, the Seller warrants until one year after commissioning (written notification to Seller by Buyer required) of the Product or until 18 months after delivery of such Product to Buyer, whichever is earlier, that each Product will be free of defects in malenal and workmanship, If (a) the Seller receives written notification of such defect during the warranty period and the defective Products use is discontinued promptly upon discovery of alleged defect, and (b) if the owner ('Owner") forwards the Product to the Sellers nearest service/repair facility, transportation and related insurance charges prepaid. The Seller will cause any Products whose defect is covered under this warronly to either be replaced or be repaired at no cast to the Owner. The foregoing warranty does not cover repairs required due to repair or alienation other than by the Settees personnel, accident, neglect, misuse. transportation or Causes other than ordinary use and maintenance in accordance with the Sellers instructions and Specifications. In addition, the foregorng warranty does not cover any Products, or components thereof, which are not dimcUy manufactured by the Seller. To the extent a warranty for repair or replacement of such Products or components not manufactured directly by the Seiler its available to Buyer under agreements of the Seller with its vendors; the Seller will make such warranuesavallable to Buyer. Costs of transportation of any covered defective item to and from the nearest servlcefrepair center and related insurance will be pail or reimbursed by Buyer Any replaced Products will become the property of the Seller Any replacement Products will be warranted only for any remaining term of the original limited warranty period and not beyond that term. DISCLAIMER OF WARRANTIES AND LIMITATIONS OF LIABILITIES THE SELLER'S FOREGOING LIMITED WARRANTY IS THE EXCLUSIVE AND ONLY WARRANTY W ITH RESPECT TO THE PRODUCTS AND SHALL BE IN LIEU OF ALL OTHER WARRANTIES (OTHER THAN THE WARRANTY OF TITLE), EXPRESS, STATUTORY OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE AND ANY STATEMENTS MADE BY EMPLOYEES. AGENTS OF THE SELLER OR OTHERS REGARDING THE PRODUCTS. THE OBLIGATIONS OF THE SELLER UNDER THE FOREGOING WARRANTY SHALL BE FULLY SATISFIED BY THE REPAIR OR THE REPLACEMENT OF THE DEFECTIVE PRODUCT OR PART, AS PROVIDED ABOVE, IN NO EVENT SHALL THE SELLER BE LIABLE FOR LOST PROFITS OR OTHER SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES, EVEN IF THE SELLER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE TOTAL LIABILITY OF THE SELLER TO BUYER AND OTHERS ARISING FROM ANY CAUSE WHATSOEVER IN CONNECTION WITH BUYER'S PURCHASE, USE AND DISPOSITION OF ANY PRODUCT COVERED HEREBY SHALL, UNDER NO CIRCUMSTANCES, EXCEED THE PURCHASE PRICE PAID FOR THE PRODUCT BY BUYER NO ACTION, REGARDLESS OF FORM, ARISING FROM THIS AGREEMENT OR BASED UPON BUYER'S PURCHASE, USE OR DISPOSITION OF THE PRODUCTS MAY BE BROUGHT BY EITHER PARTY MORE THAN ONE YEAR AFTER THE CAUSE OF ACTION ACCRUES, EXCEPT THAT ANY CAUSE OF ACTION FOR THE NONPAYMENT OF THE PURCHASE PRICE MAY BE BROUGHT AT ANY TIME The remedies provided to Buyer pursuant to the limited warranty, disclaimer of warranties and limitations of liabilities, described herein are the sole and exclusive remedies. Unless specifically agreed to in writing by the Seller, no charges may be made to the Seller by Buyer or any third party employed by buyer for removing, installing or modifying any Product. The Seller and its representatives may furnish, at no additional expense, data and engineering services relating to the application, installation, maintenance or use of the Products by Buyer. The Seller will not be responsible for, and does not assume any liability whatsoever for, damages of any kind sustained either directly or indirectly by any person through the adoption Or use of such data or engineering services in whole or in part. CONFIDENTAIL INFORMATION Except with the Seller's prior written consent, Buyer shall not use, duplicate or disclose any confidential proprietary information delivered or disclosed by the Seller to Buyer for any purpose other than for operation or maintenance of the Products. CANCELLATION AND DEFAULT Absolutety no Credit will be allowed for any change or cancellation of an order for Products by Buyer after fabrication of the Products to rill BuyOrs order has been commenced. If Buyer shalt defoult in paying for any Products purchased hereunder, Buyer shalt be responsible for all reasonable costs aril expenses, Including (wilhoul limitation) attorneys fees incurred by the Seller in collecting any sums owed by Buyer. All rights and remadies to the Seller hereunder or under applicable taws are cumulative and none of them shalt be exclusive of any other right to remedy. No failure by the Seller to enforce any right or remady hereunder shall be deemed to be a waiver of such right or remedy, unless a written waiver is signed by an authorized management employee Of me Seller and the Sellers waiverof a breach Of this agreement by Buyer shall not be deemed to be a waiver of any other breach of the same or any other provision. CHANGES IN PRODUCTS Changes may be made in materials, designs and specifications of the Products without notice. The Seller shall not incur any obligation to furnish or install any such changes or modifications on Products previously ordered by, or sold to, Buyer APPLICABLE LAW, RESOLUTION OF DISPUTES AND SEVERABILITY This agreement is entered into in Costa Mesa, California. This agreement and performance by the parties hereunder shall be construed in accordance with, and governed by, the laws of the State of California, Any cWra or dispute arising from or based upon this agreement or the ProduclswNch form its subject matter shall be resolved by binding arbitration before the American Arbitration Association in Los Angeles, California. pursuant to the Commercial Arbitration Rules, excepting only that each of the pulses shall be entitled to take no more than two depositions, and serve no mere than 3D interrogatories. 10 requests for admissions and 20 individual requests for production of documents, such discovery to be served pursuant to the California Code of Civil Procedure. Any award made by the arbitrator may be entered as a final judgment, in any court having jurisdiction to do so. If any provision of this agreement shall be held by a court of competent jurisdiction or an arbltralor 10 be unenforceaOle to any extent, Thal provision Shari be enforced to the full extent permitted by law and the remaining provisions shall remain in full force and effect. ASSIGNMENT This agreement shall be binding upon the parties and their respective successors and assigns. However, except for rights expressly provided to subsequent Owners of the Products under "Limited Warranty" above, any assignment of Ihls agreement or any rights hereunder by Buyer shall be void without the Company's written consent first obtained. Any exercise Of rights by an Owner other than Buyer shall be subject C'q Customer Service Center 2600 S. Garnsey Street Ernt;�y.�*►}m��}.�i� Santa Ana, CA 92707 USA Phone: 949 833-3888 ��11 ♦1Vi�iL�r1LkL1 Toll Free: 800 331-2277 Fax: 714 242-0240 to all of the limitations on liability and other related terms and conditions set forth in this agreement EXCLUSIVE TERMS AND CONDITIONS The terms and conditions of this agreement may be changed or modified only by an Instrument in writing signed by an authonzed management employee of the Seller. This instrument, together with any amendment or supplement hereto specifically agreed to in writing by an authorized numagement employee of the Seller, contains the entire and the only agreement between the parlies with respect to the sale of the Products covered hereby and supersedes any alleged related representation, promise or condition not specifically incorporated herein_ SELLER'S PRODUCTS ARE OFFERED FOR SALE AND SOLD ONLY ON THE TERMS AND CONDITIONS CONTAINED HEREIN. NOTWITHSTANDING ANY DIFFERENT OR ADDITIONAL TERMS OR CONDITIONS CONTAINED IN BUYER'S SEPARATE PURCHASE ORDERS OR OTHER ORAL OR WRITTEN COMMUNICATION, BUYER'S ORDER IS OR SHALL BE ACCEPTED BY THE COMPANY ONLY ON THE CONDITION THAT BUYER ACCEPTS AND CONSENTS TO THE TERMS AND CONDITIONS CONTAINED HEREIN, IN THE ABSENCE OF BUYER'S ACCEPTANCE OF THE TERMS AND CONDITIONS CONTAINED HEREIN THE SELLER'S COMMENCEMENT OF PERFORMANCE AND/OR DELIVERY OF THE PRODUCTS, OR THE SELLER'S STATEMENT OF ACKNOWLEDGMENT OF THE RECEIPT OF BUYER'S PURCHASE ORDER, SHALL BE FOR BUYER'S CONVENIENCE ONLY AND SHALL NOT BE DEEMED OR CONSTRUED TO BE ACCEPTANCE OF BUYER'S DIFFERING TERMS OR CONDITIONS, OR ANY OF THEM ANY DIFFERENT OR ADDITIONAL TERMS ARE HEREBY REJECTED UNLESS SPECIFICALLY AGREED UPON IN WRITING BY AN AUTHORIZED MANAGEMENT EMPLOYEE OF THE SELLER IF A CONTRACT IS NOT EARLIER FORMED BY MUTUAL AGREEMENT IN WRITING, BUYER'S ACCEPTANCE OF ANY PRODUCTS COVERED HEREBY SHALL BE DEEMED ACCEPTANCE OF ALL OF THE TERMS AND CONDITIONS STATED HEREIN THE SELLER'S FAILURE TO OBJECT TO PROVISIONS INCONSISTENT HEREWITH CONTAINED IN ANY COMMUNICATION FROM BUYER SHALL NOT BE DEEMED A WAIVER OF THE PROVISIONS CONTAINED HEREIN F360J W CE0107 Customer: 5009393 Grabiel Garcia Fort Worth, City of - Water Department 200 Texas St Fort Worth, TX 76102-6314 US 817-507-8201 grabiel.garcia@fortworthtexas.gov Project: City of Fort Worth - Village Creek Customer Service Center 2600 S. Garnsey Street Santa Ana, CA 92707 USA Phone: 949 833-3888 Toll Free: 800 331-2277 Fax: 714 242-0240 Quote Number: C-128122-N8X2-C Quote Date: 06/12/2025 Terms: Net 30 Pricing: Valid 60 Days FOB: Origin Lead Time: 4-5 Weeks ARO / Shipping Handling Included Grinder Serial #: 114880-1-1 Ticket #: C-128122-N8X2 We thank you for your inquiry and are pleased to quote pricing and delivery on the equipment listed below. This quotation is subject to terms and conditions listed on the JWC Environmental "Terms and Conditions" page, and in Clarifications and Exclusions listed below. Part Number Description Qty Unit Price Extended Price 10000-0806-DI 10K Muffin Monster In -line Renew 1 $6,469.00 $6,469.00 17T Serrated Cam Cutters with Knurled Spacers 1:1 Stack Hardened Alloy STL Buna N Elastomers Cork & Rubber Gaskets Motor Type: Electric Less Motor Less Reducer Less Spool Less 06" Pipe Dia. Unibody Housing Grinder SN: TBD Paint Epoxy Green Wipes Ready Monster Upgrade includes: Patented 17T Wipes Ready Cutters and Spacers for 2D Cutting Patented Optimized Cut Control Gearing TARIFF Tariff Surcharge 1 $388.14 $388.14 Due to the recent tariffs on China, effective March 1, 2025, we have implemented a 6% surcharge for all products that are affected. The surcharge is listed in this quote or order. Sulzer reserves the right to change this surcharge, impose new surcharges, or implement other changes to pricing, at any time, to mitigate the impact of tariffs for products imported from China and any other countries, for which applicable tariffs are newly enacted or changed. Shipping Shipping & Handling Included 1 $0.00 $0.00 Please verify serial number is correct. Sub Total Tax Total $6,857.14 $6,857.14 Customer Service Center 'to 2600 S. Garnsey Street Santa Ana, CA 92707 USA Environmental® Phone: 93 .� Toll Free:: 800 331-221-2277 Fax: 714 242-0240 Notes: Clarifications and Exceptions 1. Subject to attached JWC Environmental Standard Terms and Conditions of Sale. 2. All quotes on orders over $250,000 include milestone payments of 30% on Approved Submitttals; 70% on Shipment. Thank -You for your Business! JWC Environmental Inc Adrian Jimenez Customer Service C*,TVWC:: Ernironmental, Customer Service Center 2600 S. Garnsey Street Santa Ana, CA 92707 USA Phone: 949 833-3888 Toll Free: 800 331-2277 Fax: 714 242-0240 Please provide the following information. Failure to do so may delay processing of order. Quote #: C-128122-N8X2-C All orders will be billed the applicable sales tax, based on the "ship to address", unless a valid tax exemption certificate is provided prior to shipment. Bill To Name & Address: Email Address: PO# Ship To Name & Address: Payment terms: Net 30 FOB: Origin Preferred Shipping Method (Required to Process Your Order): _ Prepay & Add to Invoice Collect Account #: Carrier: JWCE will add shipping and handling charges to invoices unless otherwise specified. Credit cards: _ I authorize JWCE to process this order on my credit card and add shipping and handling charges. Credit card orders are processed after order ships. You will be contacted by JWC Accounting for payment. Please fax or email your PO and most recent tax certificate to: Fax (714) 242-0240 Email servicesales@jwce.com Signature: Date: Customer Service Center 2600 S. Garnsey Street Environmental Santa Ana, CA 92707 USA Phone: 949 833-3888 Toll Free: 800 331-2277 Fax: 714 242-0240 JWC ENVIRONMENTAL TERMS AND CONDITIONS OF SALE Unless otherwise specifically agreed to in wnling by the buyer ("Buyer) of the products and or related services purchased hereunder (the "Products') and JWC Environmental (the "Seller"), the sale of the Products is made only upon the following lemts and coridiliens. Whether fhese Perms are included in an offer or an acceptance by Seller, such offer or acceptance is conditioned on Buyer's assent to these terms. Seller rejects all additional, conditional and different term in Buyers form or documants. PAYMENT TERMS Subject to any contrary terms set forth in our price quotation, order acceptance or invoice the full net amount of each invoice is due and payable In cash within 30 days from the date of the invoice. If any payment is not received within such 30-day period, Buyer shall pay Seller the lesser of 1 A % per month or the maxielum legal rate on all amounts not received by the due date of the invoice, from the 31 st day after the date of invoice until said invoice and charges are paid in full. Unless Sellers documents provide otherwise, freight. storage, insurance and all taxes, dunes or other govemmerlfaf charges related to the Products shall be paid by the Buyer. If Seller is required to pay any such charges, Buyer shall immediately reimburse Seller for said charges. In all cases, regardless of partial payment, title to the Products shall remain the Sellers until payment for the Products has been made in full. All orders are subject to credit approval by Seller. All offers by Seller and/or acceptance of Buyer's order shall be nullified by any failure of Buyer to obtain credit approval, Furthermore, Buyer shall not assert any claim against Seller due to Buyers inability to obtain credit approval. Irrevocable Letter of Credit from Buyer in form and tern acceptable to Seller is required for Product orders delivered outside the United Slates of America DELIVERY Unless otherwise proViled in our price quotation, delivery of the Products shall be made F.O.B. place of manufacture. Any shipment, delivery, installation or service dates quoted by the Seller are estimated and the Seller shall be obligated only to use reasonable efforts to meet such dates. The S@per shall in no event be liable for any delays in delivery or failure to give notice of delay or for any other failure to perform hereunder due to causes beyond the reasonable control of the Seller Such causes shall include, but not be limited to, acts of God, the elements, acts or omissions of manufacturers or suppliers of the Products or parts thereof, acts or omissions of Buyer or civil and military authorities, fires, labor disputes or any other inability to obtain the Products, parts thereof, or necessary power, labor, materials or supplies The Seller will be entitled to refuse to make, or to delay, any shipments of the Products if Buyer shall fail to pay when due any amount owed by it to the Seller, whether under this or any other contract between the Seller and Buyer. Any claims for shortages must be made to the Company in writing within Five calendar days from the delivery dale and disposition of the claim is solely subject to Sellers determination PRICES Prices or the Sellers Products are subject to change without notice. Quotations are conditioned upon acceptance within 30 days unless otherwise staled and are subject to correction for errors and/or omissions Prices include charges for regular packaging but, unless expressly slated, do not include charges for special requirements of government or other purchaser Prices are subject to adjustment should Buyer place an order past the validity period of the quotation or delay delivery of Products beyond the quoted lead time for any reason. RETURNS No Products may be returned for rash. No Product may be returned for credit after delivery to Buyer without Buyer first receiving wrilten permission from the Seller Buyer must make a request for return of Product in writing to Seller at its place of business in Costa Mesa, California A return material authorization number must be issued by the Seller to the Buyer before a Product may be returned Permission to relum Product to Seller by Buyer is solely and exclusively the Sellers. Product must be returned to Seller at Buyers expense, including packaging, insurance, transportation and any governmental fees Any credit for Product returned to Seller shall be subject to the inspection of and acceptance of the Product by the Seller and is at the sole discretion of the Seller. LIMITED WARRANTY Subject to the terms and conditions hereof, the Seller warrants until one year after commissioning (written notification to Seller by Buyer required) of the Product or until 18 months after delivery of such Product to Buyer, whichever is earlier, that each Product will be free of defects in material and workmanship. If (a) the Seller receives written notification of such defect during the warranty period and the defective Products use is discontinued promptly upon discovery of alleged defect, and (b) if the owner ("Owner") forwards the Product to the Seller's nearest service/repair facility, transportation and related insurance charges prepaid, The Seller will cause any Products whose defect is covered under this warranty to either be replaced or be repaired at no cost to the Owner. The foregoing warranty does not cover repairs required due to repair or alteration other than by the Sellers personnel, accident, neglect, misuse, transportation or causes other than ordinary use and maintenance in accordance with the Seller's instructions and specifications In addition, the foregoing warranty does not cover any Products, or components thereof, which are not directly manufactured by the Seller. To the extent a warranty for repair or replacement of such Products or components not manufactured directly by the Seller is available to Buyer under agreements of the Seller with its vendors; the Seller will make such warranties available to Buyer Costs of transportation of any covered defective item to and from the nearest service/repair center and related insurance will be paid or reimbursed by Buyer. Any replaced Products will become the property of the Seller. Any replacement Products will be warranted only for any remaining term of the original limited warranty period and not beyond that term DISCLAIMER OF WARRANTIES AND LIMITATIONS OF LIABILITIES THE SELLER'S FOREGOING LIMITED WARRANTY IS THE EXCLUSIVE AND ONLY WARRANTY WITH RESPECT TO THE PRODUCTS AND SHALL BE IN LIEU OF ALL OTHER WARRANTIES (OTHER THAN THE WARRANTY OF TITLE), EXPRESS. STATUTORY OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE AND ANY STATEMENTS MADE BY EMPLOYEES, AGENTS OF THE SELLER OR OTHERS REGARDING THE PRODUCTS. THE OBLIGATIONS OF THE SELLER UNDER THE FOREGOING WARRANTY SHALL BE FULLY SATISFIED BY THE REPAIR OR THE REPLACEMENT OF THE DEFECTIVE PRODUCT OR PART, AS PROVIDED ABOVE. IN NO EVENT SHALL THE SELLER BE LIABLE FOR LOST PROFITS OR OTHER SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES, EVEN IF THE SELLER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE TOTAL LIABILITY OF THE SELLER TO BUYER AND OTHERS ARISING FROM ANY CAUSE WHATSOEVER IN CONNECTION WITH BUYER'S PURCHASE, USE AND DISPOSITION OF ANY PRODUCT COVERED HEREBY SHALL, UNDER NO CIRCUMSTANCES, EXCEED THE PURCHASE PRICE PAID FOR THE PRODUCT BY BUYER. NO ACTION, REGARDLESS OF FORM, ARISING FROM THIS AGREEMENT OR BASED UPON BUYER'S PURCHASE, USE OR DISPOSITION OF THE PRODUCTS MAY BE BROUGHT BY EITHER PARTY MORE THAN ONE YEAR AFTER THE CAUSE OF ACTION ACCRUES, EXCEPT THAT ANY CAUSE OF ACTION FOR THE NONPAYMENT OF THE PURCHASE PRICE MAY BE BROUGHT AT ANY TIME The remedies provided to Buyer pursuant to the limited warranty, disclaimer of warranties and limitations of liabilities, described herein are the sole and exclusive remedies. Unless specifically agreed to in writing by the Seller, no charges may be made to the Seller by Buyer or any third party employed by buyer for removing, installing or modifying any Product The Seller and its representatives may furnish, at no additional expense, data and engineering services relating to the application, installation, maintenance or use of the Products by Buyer The Seller will not be responsible for. and does not assume any liability whatsoever for, damages of any kind sustained either directly or indirectly by any person through the adoption or use of such data or engineering services in whole or in part. CONFIDENTAIL INFORMATION Except with the Seller's prior written consent, Buyer shall not use, duplicate or disclose any confidential proprietary information delivered or disclosed by the Seller to Buyer For any purpose other than for operation or maintenance of the Products. CANCELLATION AND DEFAULT Absolutely no credit mil be allowed forany change or cancellation of an order for Products by Buyer after fabrication of the Products to fill Buyer's order has been commenced. If Buyer shall default in paying for any Products purchased hereunder, Buyer shall be responsible for all reasonable costs and expenses. including (without limitation) attorney's fees incurred by the Seller in collecting any sums owed by Buyer. All rights and remedies to the Seller hereunder or under applicable laws are cumulative and none of them shall be exclusive of any other right to remedy. No failure by the Seller to enforce any right or remedy hereunder shall be deemed to be a waiver of such right or remedy, unless a written waiver is signed by an authorized management employee of the Seller and the Sellers waiver of a breach of this agreement by Buyer shall not be deemed to be a waiver of any other breach of the same or any other provision, CHANGES IN PRODUCTS Changes may be made in materials, designs and specifications of the Products without notice. The Seller shall not incur any obligation to furnish or install any such changes or modifications on Products previously ordered by, or sold to, Buyer, APPLICABLE LAW, RESOLUTION OF DISPUTES AND SEVERABILITY This agreement is entered into in Costa Mesa, California. This agreement and performance by the parties hereunder shall be construed in accordance with. and governed by, the laws of the Slate of California Any Claim or dispute arising from or based upon this agreement or the Products which form its subject matter shall be resolved by binding arbitration before the American Arbitration Association in Los Angeles, Caldomw, pursuant to the Commercial Arbitration Rules, excepting only that each of the parties shalt be entitled to take no more than two depositions, and serve no more than 30 interrogatories, 10 requests for admissions and 20 individual requests for production of documents, such discovery to be served pursuant to the California Code of Civil Procedure. Any award made by the arbitrator may be entered as a final judgment, in any court having jurisdiction to do so. If any provision of this agreement shall be held by a court of competent jurisdiction or an arbitrator to be unenforceable to any extent, that provision shall be enforced to the full extent permitted by law and the remaining provisions shall remain in full force and effect. ASSIGNMENT This agreement shall be binding upon the parties and their respective successors and assigns. However, except for rights expressly provided to subsequent Owners of the Products under "Limited Warranty" above, any assignment of this agreement or any rights hereunder by Buyer shall be void without the Company's written consent first obtained Any exercise of rights by an Owner other than Buyer shall be subject Customer Service Center 2600 S. Gainsay Street Santa Ana, CA 92707 USA Environmental® -3888 Phone: e: 8 0 331-22 Toll Free: 800 331-2277 Fax: 714 242-0240 JWC ENVIRONMENTAL TERMS AND CONDITIONS OF SALE unless otherwise specifically agreed tom writing by the buyer ("Buyer") of the products and or related services purchased hereunder (the "Products") and JWC Environmental (the "Seller'), the sale of the Products is made only upon the foltawing terms and conditions. Whether these terms are included in an offer or an acceptance by Seller, such offer or acceptance is conditioned on Buyers assent to these terms. Seller rejects all additional, conditional and different terms in Buyer's form or documents. PAYMENT TERMS Subject to any contrary terms set forth In our price quotation. order acceptance or invoice the full net amount of each invoice is due and payable In cash within 30 days from the date of Iha Invoice. If any payment is not received wilmin such 304ay period, Buyer shall pay Seller the lesser of t Y,% per month or the maximum legal rate on all amounts not received by the due date of ine invoice. from the 31,51 day after the date of invoice unlit said invoice and charges are paid in full. Unless Sellers documents provide oherwai. Freight. storage, insurance and all taxes. duties or other governmental charges related to Ire Products shalt be paid by the Buyer If Seller is required to pay any such charges. Buyer shall Immediately reimburse Seller for said charges In all cases, regardless of partial payment. btie lathe Products shell remain fhe Sellers unffl payment for the Products has been made in full. Ail orders are subject to credit approval by Seller. All offers by Seller andfor acceptance of Buyer's order shall be null fled by any failure of Buyer to obtain credit approval. Furthermore. Buyer shall not assert any claim against Seller due to Buyer's inability to obtain credit approval. Irrevocable Letter of Credit from Buyer in farm and term acceptable to Seller is required far Product Orders delivered outside the United states or America DELIVERY Unless otherwise provided in our price quotation, delivery of the Products shall be made F.O.B. place of manufacture. Any shipment, delivery, installation or service dates quoted by the Seller are estimated and the Seller shall be Obllgated only to use reasonable efforts to met sucn dates- The Seller shall in no event be liable for any delays in delivery or failure to givenotice of delay or for any other facture to perform hereunder due to causes beyond the ressorrabte control of the Seller. Such causes shall Include, but not be limited la. acts of Gad, the elements. acts or omissions of manufacturers or suppliers of the Products or parts thereof, acts or omissions of Buyer or civil and mxliiaryaulhomies, fras, labor disputes or any other Inability to obtain the Products. parts thereat, or necessary pourer, Wbor, materials or supplies The Seller will be entitled to refuse to matte, or to delay. any shipments of the Products if Buyer shall fail to pay when due any amount owed by a to the Sal lei, whether under Ihis or any olhor contiacl between the Seller and Buyer. Any claims for shortages must roe made to the Company at writing within five calendar days from the delivery date and disposition of the claim is safely subject to Sellers determination PRICES Prices of the Sellars Products are subject to change without notice Quotations are conditioned upon acceptance within 30 days unless otherwise staled and are subject to correction for emors and/or omissions. Prices include charges for regular packaging but, unless expressly slated, do not include charges for spacial requirements of government or other purchaser. Prices are subject to adjustment should Buyer place an order past the validity period of the quotation or delay delivery of Products beyond the quoted lead time for any reason RETURNS NO Products may be returned for cash. No Product may be returned for credit after delivery to Buyer wdhoul Buyer first receiving written permission from the Seller. Buyer nusl make a requesl for return of Product In writing to Sailer at its piece of business in Costa Mesa, California. A return material outhonzation number must be issued by the Seller to the Buyer before a Product may be returned. Permission to rolum Product to Seller by Buyer is solely and exclusively the Sellers. Product must be resumed to Seller at Buyers expense, including packaging, insurance, transportation and any governmental fees. Any Credit for Product returned to Seller shall be subject to fhe inspection of and acceptance of the Product by the Seller and is at the sole discretion of the Seller. LIMITED WARRANTY Subject 10 the arms and conditions hereof, the Seller warrants until ore year after comrrdssionlrg (written notification to Seller by Buyer required) of the Product or until 18 months after delivery of such Product to Buyer, whichever is earlier, that each Product will be free of defects in material and workmanship. If (a) the Seller receives written notification of such defect during the warranty period and the defective Products use is disconlinued promptly upon discovery of alleged defect, and (b) if the owner ('Owner') forwards the Product to the Seller's nearest service/repair facility, transportation and related insurance charges prepaid. The Seller will cause any Products whose defect is covered under this warranty la either be replaced or be repaired at no cast to the Owner. The foregoing warranty does not cover repairs required duo to repair or afteration other than by the Sellers personnel, accident, neglect, misuse, transportation or causes other than ordinary use and maintenance in accordance w1h the Sellers instructions and specifications. In addition, the foregoing warranty does not cover any Products. OrCOMPOnents ttleroor, which are not direeLly manufactured by the Seller. To the extent a warranty for repair Or replacement of such Products or components not manufactured directly by the Seller is available to Buyer under agreements of the Seller with its vendors, the Setter will make such warranties available to Buyer. Costs of transportation of any covered defective [tam to and from the nearest servfcelrepair tamer and related insurance will be paid or reimbursed by Buyer Any replaced Products will become the properly of the Seller Any replacenrenl Products will be warranted only for any remaining term of the original limited warranty period and not beyond that term. DISCLAIMER OF WARRANTIES AND LIMITATIONS OF LIABILITIES THE SELLER'S FOREGOING LIMITED WARRANTY IS THE EXCLUSIVE AND ONLY WARRANTY WITH RESPECT TO THE PRODUCTS AND SHALL BE IN LIEU OF ALL OTHER WARRANTIES (OTHER THAN THE WARRANTY OF TITLE), EXPRESS, STATUTORY OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE AND ANY STATEMENTS MADE BY EMPLOYEES. AGENTS OF THE SELLER OR OTHERS REGARDING THE PRODUCTS. THE OBLIGATIONS OF THE SELLER UNDER THE FOREGOING WARRANTY SHALL BE FULLY SATISFIED BY THE REPAIR OR THE REPLACEMENT OF THE DEFECTIVE PRODUCT OR PART, AS PROVIDED ABOVE. IN NO EVENT SHALL THE SELLER BE LIABLE FOR LOST PROFITS OR OTHER SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES, EVEN IF THE SELLER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE TOTAL LIABILITY OF THE SELLER TO BUYER AND OTHERS ARISING FROM ANY CAUSE WHATSOEVER IN CONNECTION WITH BUYER'S PURCHASE, USE AND DISPOSITION OF ANY PRODUCT COVERED HEREBY SHALL, UNDER NO CIRCUMSTANCES, EXCEED THE PURCHASE PRICE PAID FOR THE PRODUCT BY BUYER. NO ACTION, REGARDLESS OF FORM, ARISING FROM THIS AGREEMENT OR BASED UPON BUYER'S PURCHASE, USE OR DISPOSITION OF THE PRODUCTS MAY BE BROUGHT BY EITHER PARTY MORE THAN ONE YEAR AFTER THE CAUSE OF ACTION ACCRUES, EXCEPT THAT ANY CAUSE OF ACTION FOR THE NONPAYMENT OF THE PURCHASE PRICE MAY BE BROUGHT AT ANY TIME The remedies provided to Buyer pursuant to the limited warranty, disclaimer of warranties and limitations of liabilities, described herein are the sole and exclusive remedies. Unless specifically agreed to in writing by the Seller, no charges may be made to the Seller by Buyer or any third party employed by buyer for removing, installing or modifying any Product. The Seller and its representatives may furnish, at no additional expense, data and engineering services relating to the application, installation, maintenance or use of the Products by Buyer. The Seller will not be responsible for, and does not assume any liability whatsoever for, damages of any kind sustained either directly or indirectly by any person through the adoption or use of such data or engineering services in whole or in part. CONFIDENTAIL INFORMATION Except with the Seller's prior written consent, Buyer shall not use, duplicate or disclose any confidential proprietary information delivered or disclosed by the Seller to Buyer for any purpose other than for operation or maintenance of the Products. CANCELLATION AND DEFAULT Absolutely no credit will be allowed for any change or cancellation of an Order for Products by Buyer after fabrication of the Products to roll Buyers order has been commenced. If Buyer shalt default in paying for any Products purchased hereunder. Buyer shall' be responsible for all reasonable cogs and expenses, including (without limitation) attorney+% fees incurred by the Seller in cWlecting any sums owed by Buyer_ All rights and remedies to the Seller hereunder or under applicable laws are cumulative and none of them shalt be oxclusive Of any other right to remedy. No failure by the Seller to enforce any right Or remedy hereunder shall be deemed to be a waiver of such right or remedy, unless a written waiver is signed by an authorized managemem employee of the Seller and the sellers waiver of a breach of this agmamenl by Buyer shall not be deemed to be a waiver of any other breach of the same or any other provision. CHANGES IN PRODUCTS Changes may be made in materials, designs and specifications of the Products without notice. The Seller shall not incur any obligation to furnish or install any such changes or modifications on Products previously ordered by, or sold to, Buyer. APPLICABLE LAW, RESOLUTION OF DISPUTES AND SEVERABILITY This agreement Is entered into in Costa Mesa, Caflfomia This agreement and performance by the parties hereunder shall be construed in accordance with, and governed by. the laws of the State of Cahlomia. Any claim or dispute arising from or based upon this agreement or the Products which to" Its subject matter shall be resolved by binding arbitration before the American Arbitration Association in Los Angeles, Catiromia. pursuant to Ute Commeridal Arbitration Rifles, excepting only that each of Ine parties shall be entitled to take no more man two depositions, and serve no more than 30 interrogatories, 10 requests for admissions and 20 individual requests for production of documents, such discovery to be served pursuant to the California Code of Civil Procedure. Any award made by the arbitrator may be entered as a final judgment. in any court having junsdictIon 10 do so. If any provision of this agreement Shall be held by a court of Competent jurisdiction Or an arbitrator to be unenforceable to any extent, that proviilibn Shall be enforced to the full extent permitted by law and the remaining provisions shall remain in full force and effect ASSIGNMENT This agreement shall be binding upon the parties and their respective successors and assigns. However, except for rights expressly provided to subsequent Owners of the Products under "Limi led Warranty" above, any assignment of this agreement or any rights hereunder by Buyer shall be void without the Company's written consent first obtained. Any exercise of dghis by an Owner other than Buyer shall be subject Customer Service Center 2600 S. Garnsey Street Cg Santa Ana, CA 92707 USA Env=imental� Phone: 949 833-3888 ..`^":�"' Toll Free: 800 331-2277 Fax: 714 242-0240 to all of the limitations on liability and other related terms and conditions set forth in this agreement EXCLUSIVE TERMS AND CONDITIONS The terms and conditions of this agreement may be Changed or modified only by an instrument in whiling signed by an authorized management employee of Ine Seller. This Instrumen6 together with any amendment or supplement hereto specifically agreed to in writing by an authorized management employee of the Seller, contains the entire and the only agreement between the parties with respect to the sale of the Products covered hereby and supersedes any alleged related representation, promise or condition not specifically incorporated herein. SELLER'S PRODUCTS ARE OFFERED FOR SALE AND SOLD ONLY ON THE TERMS AND CONDITIONS CONTAINED HEREIN. NOTWITHSTANDING ANY DIFFERENT OR ADDITIONAL TERMS OR CONDITIONS CONTAINED IN BUYER'S SEPARATE PURCHASE ORDERS OR OTHER ORAL OR WRITTEN COMMUNICATION, BUYER'S ORDER IS OR SHALL BE ACCEPTED BY THE COMPANY ONLY ON THE CONDITION THAT BUYER ACCEPTS AND CONSENTS TO THE TERMS AND CONDITIONS CONTAINED HEREIN IN THE ABSENCE OF BUYER'S ACCEPTANCE OF THE TERMS AND CONDITIONS CONTAINED HEREIN THE SELLER'S COMMENCEMENT OF PERFORMANCE AND/OR DELIVERY OF THE PRODUCTS, OR THE SELLER'S STATEMENT OF ACKNOWLEDGMENT OF THE RECEIPT OF BUYER'S PURCHASE ORDER, SHALL BE FOR BUYER'S CONVENIENCE ONLY AND SHALL NOT BE DEEMED OR CONSTRUED TO BE ACCEPTANCE OF BUYER'S DIFFERING TERMS OR CONDITIONS, OR ANY OF THEM ANY DIFFERENT OR ADDITIONAL TERMS ARE HEREBY REJECTED UNLESS SPECIFICALLY AGREED UPON IN WRITING BY AN AUTHORIZED MANAGEMENT EMPLOYEE OF THE SELLER- IF A CONTRACT IS NOT EARLIER FORMED BY MUTUAL AGREEMENT IN WRITING. BUYER'S ACCEPTANCE OF ANY PRODUCTS COVERED HEREBY SHALL BE DEEMED ACCEPTANCE OF ALL OF THE TERMS AND CONDITIONS STATED HEREIN THE SELLER'S FAILURE TO OBJECT TO PROVISIONS INCONSISTENT HEREWITH CONTAINED IN ANY COMMUNICATION FROM BUYER SHALL NOT BE DEEMED A WAIVER OF THE PROVISIONS CONTAINED HEREIN. F360J W CE0107 C 1WG Environmental6 Customer Service Center 2600 S. Garnsey Street Santa Ana, CA 92707 USA Phone: 949 833-3888 Toll Free: 800 331-2277 Fax: 714 242-0240 Please provide the following information. Failure to do so may delay processing of order. Quote #: C-128135-M9J3-E All orders will be billed the applicable sales tax, based on the "ship to address", unless a valid tax exemption certificate is provided prior to shipment. Bill To Name & Address: Email Address: PO# Ship To Name & Address: Payment terms: Net 30 FOB: Origin Preferred Shipping Method (Required to Process Your Order): _ Prepay & Add to Invoice _ Collect Account #: Carrier: JWCE will add shipping and handling charges to invoices unless otherwise specified. Credit cards: I authorize JWCE to process this order on my credit card and add shipping and handling charges. Credit card orders are processed after order ships. You will be contacted by JWC Accounting for payment. Please fax or email your PO and most recent tax certificate to: Fax (714) 242-0240 Email services ales@jwce.com Signature: Date: Customer Service Center 2600 S. Garnsey Street C,9 Santa Ana, CA 92707 USA Envimmnmental� Phone: e: 8 0 331-22 .� Toll Free: 800 331-2277 Fax: 714 242-0240 1. Please fax or mail a Purchase Order for the total amount and we can process your order. Please include the following: Bill to Address, Ship to Address, and sales tax exemption certificate. 2. Reference the JWC quote number on your purchase order.. 3. Availability of parts are subject to change at any time. 4. 20% restocking fee on all returns. 5. Sales tax is not included in price. 6. JWCE standard one year warranty included except for older models i.e. GTS, MS and SPF models. 7. Subject to attached JWC Environmental Standard Terms and Conditions of Sale. Clarifications and Exceptions 1. Subject to attached JWC Environmental Standard Terms and Conditions of Sale. 2. All quotes on orders over $250,000 include milestone payments of 30% on Approved Submitttals; 70% on Shipment. Thank -You for your Business! JWC Environmental Inc Adrian Jimenez Customer Service Y%%rc:: Environmentald Customer: 5009393 Richard Knoop Fort Worth, City of - Water Department 200 Texas St Fort Worth, TX 76102-6314 US - UNITED STATES 817 392 4937 richard.knoop@fortworthtexas.gov Project: Fort Worth, City of - Water Department Customer Service Center 2600 S. Garnsey Street Santa Ana, CA 92707 USA Phone: 949 833-3888 Toll Free: 800 331-2277 Fax: 714 242-0240 Quote Number: C-128135-M9J3-E Quote Date: 06/12/2025 Terms: DO NOT USE - Cash in Advance Pricing: Valid 60 Days FOB: Origin Lead Time: 10-12 Weeks ARO / Shipping & Handling Included Grinder Serial #: S027930-1-1 Ticket #: C-128135-M9J3 We thank you for your inquiry and are pleased to quote pricing and delivery on the equipment listed below. This quotation is subject to terms and conditions listed on the JWC Environmental "Terms and Conditions" page, and in Clarifications and Exclusions listed below. Part Number Description Qty Unit Price Extended Price 40002-0018 40002-0018-DI Renew 1 $31,628.00 $31,628.00 11T Cam Cutters/0.438 THK 1:1 Stack Hardened Alloy STL BUNA-N Elastomers Cork & Rubber Gaskets Drive/Driven Standard Siderail Motor Type Electric Less Spool Less Motor Less Reducer Grinder SN: TBD Paint Epoxy Green TARIFF Tariff Surcharge 1 $1,954.68 $1,954.68 Due to the recent tariffs on China, effective March 1, 2025, we have implemented a 6% surcharge for all products that are affected. The surcharge is listed in this quote or order. Sulzer reserves the right to change this surcharge, impose new surcharges, or implement other changes to pricing, at any time, to mitigate the impact of tariffs for products imported from China and any other countries, for which applicable tariffs are newly enacted or changed. Shipping Shipping & Handling Inlcuded 1 $950.00 $950.00 Please verify serial number is correct. Sub Total $34,532.68 Tax Total $34,532.68 Notes: Customer Service Center 2600 S. Garnsey Street Santa Ana, CA 92707 USA rrivir ��ry� in"- �� Phone: 949 833-3888 ,�. LiL1/ i�Vli61r�1, LL� Toll Free: 800 331-2277 Fax: 714 242-0240 to all of the limitations on liability and other related terms and conditions set forth in this agreement. EXCLUSIVE TERMS AND CONDITIONS The tamfs and conditions of this agreement may be changed of mad7Red only by an instrument in wnlrng signed by an authanzed management employee of the Seller. This insimmeol, together with any amendment or supplement hereto specifically agreed to In v,Tftirg by an oulhon2ed management employee of the Seller, contains the entire and the only agreement between the parlies with respect to the sale of the Products covered hereby and supersedes any alleged related repreeenintion, pmrnise or conddlon not specifically incorporated herein SELLER'S PRODUCTS ARE OFFERED FOR SALE AND SOLD ONLY ON THE TERMS AND CONDITIONS CONTAINED HEREIN. NOTWITHSTANDING ANY DIFFERENT OR ADDITIONAL TERMS OR CONDITIONS CONTAINED IN BUYER'S SEPARATE PURCHASE ORDERS OR OTHER ORAL OR WRITTEN COMMUNICATION, BUYER'S ORDER IS OR SHALL BE ACCEPTED BY THE COMPANY ONLY ON THE CONDITION THAT BUYER ACCEPTS AND CONSENTS TO THE TERMS AND CONDITIONS CONTAINED HEREIN IN THE ABSENCE OF BUYER'S ACCEPTANCE OF THE TERMS AND CONDITIONS CONTAINED HEREIN THE SELLER'S COMMENCEMENT OF PERFORMANCE AND/OR DELIVERY OF THE PRODUCTS, OR THE SELLER'S STATEMENT OF ACKNOWLEDGMENT OF THE RECEIPT OF BUYER'S PURCHASE ORDER, SHALL BE FOR BUYER'S CONVENIENCE ONLY AND SHALL NOT BE DEEMED OR CONSTRUED TO BE ACCEPTANCE OF BUYER'S DIFFERING TERMS OR CONDITIONS, OR ANY OF THEM. ANY DIFFERENT OR ADDITIONAL TERMS ARE HEREBY REJECTED UNLESS SPECIFICALLY AGREED UPON IN WRITING BY AN AUTHORIZED MANAGEMENT EMPLOYEE OF THE SELLER. IF A CONTRACT IS NOT EARLIER FORMED BY MUTUAL AGREEMENT IN WRITING, BUYER'S ACCEPTANCE OF ANY PRODUCTS COVERED HEREBY SHALL BE DEEMED ACCEPTANCE OF ALL OF THE TERMS AND CONDITIONS STATED HEREIN THE SELLER'S FAILURE TO OBJECT TO PROVISIONS INCONSISTENT HEREWITH CONTAINED IN ANY COMMUNICATION FROM BUYER SHALL NOT BE DEEMED A WAIVER OF THE PROVISIONS CONTAINED HEREIN F360J W CE0107 Customer Service Center 2600 S. Gainsay Street Santa Ana, CA 92707 USA r,r..,.., Environmental -3888 Phone: e: 8 0 331-22 Toll Free: 800 331-2277 Fax: 714 242-0240 JWC ENVIRONMENTAL TERMS AND CONDITIONS OF SALE Unfess ofhermse speMiCally agreed to in writing by the buyer ('Buyer") of the products and or related services purchased hereunder (the "Products") and JWC Environmental (the "Seller"), the sale of the Products is made only upon he fodlawwng terms and conditions. Whether these terns are included in an offer or an acceptance by Seller, such offer or acceptance is conditioned on Buyers assent to these terms. Seller rejects all additional, condltlanal and different tarts in Buyer's form or documents. PAYMENTTERMS Subject to any 00111rary terms set forth in cur price quotation, order acceptance or involae the full net amount of each Invoice is due and payable in cash within 30 days from the date of the Invoice, If any payment is not received "thin such 30-day period, Buyer shall pay Seller the lesser of I ''A% per momh or live maximum legal rate on All amounts not received by the due date of the invoice, from the 31st day alter the dale of invoke unfit said invoice and charges are paid in full. Unless Sellers documents provide otherwise, freight, storage, insurance and all taxes, dudes o ether govarnmenial charges related to the Products shall be paid by the Buyer. If Seller is required to pay any such charges. Buyer shall immediately reimburse Seller for said charges In all Cases, regardless of partial payment. title to the Product8 Shall remain the Sellers unlit payment for he Products has been made in full. All orders are subjecf to credit approval by Seller. All offers by Seller andfor acceptance of Buyer's order shall be nutlified by any failure of Buyer to oblam credit approver, Furthermore. Buyer shall not assert any claim against Seller due to Buyers inability to obtain credit approval. Irrevocable Letter of Credit from Buyer in farm and term acceptable to Sailer is required for Product orders delivered outside the United Stales of America DELIVERY Unless otherwise provided in our price quotation, delivery of the Products shall be made F.O.B. place of manufacture. Any shipment. delivery, installation or servlca dales quoted by the Seller are estimated and the Seller shall be obligated only to use reasonable efforts to mael such dates. The Seiler shall in no event be liable for any delays in delivery at falure to give notice Of decay or for any other failure to perform hereu rider due to causes beyond the reasonable conlrol of rile Seller. Such causes shall include, but not be limited to, acts of Clod, the ejemenls, acts or Omissl ons of manufacturers or suppliers of the Products or parts thereof, acts or omissions of Buyer or civil and mililary oullibrifies, fires, labor disputes or any other inability to obtain the Products. pans thereof, or necessary power, labor, matanals or supplies. The Salter will be entitled to refuse to make, or to delay, any shipments of the Products if Buyer shall fail to pay wrien due any amount owed by it to the Seller, whether under this or any other CAmraCl between the Sallerand Buyer_ Any claims for shortages must be made Rothe Company in writing mini five calendar days from the delivery date and disposition of the claim issolelysubject to Sellers delarraination PRICES Prices of the Sellers Products are subject to change without notice Quotations are conditioned upon acceptance within 30 days unless otherwise slated antl are subject to correction for errors and/or omissions. Prices include charges for regular packaging but, unless expressly stated, do not,nctude charges for special requirements of government or other purchaser. Prices are subject to adjustment should Buyer place an order past the validity period of the quotation or delay delivery of Products beyond the quoted lead time for any reason RETURNS No Products may be returned for cash. No Product may be returnedfor credit after delivery to Buyer without Buyer first receiving written permission from the Solar. Buyer must make a request for raWm of Product In writing to Setter at its place of business In Costa Mesa, Califomla. A return material authonxation number must be issued by the Seiler to the Buyer before a Product may be returned. Permission to relum Product to Seller by Buyer is solely and exclusively file Sellers Product must be returned to Seller at Buyers expense, including packaging, insurance, transportation and any governmental fees Any, credit for Product returned to Seller shall be subject to the rnspedon of and acceatanca of the Product by the Sailer and is at the sole discretion of the Seller. LIMITED WARRANTY Subject to the terms and candltaris hereof, the Seller warrants uniii one year after commissioning (written notification to Seller by Buyer required) of the Product or until 18 months after delivery of such Product to Buyer, whichever is earlier, that each Product will be free of defects in material and workmanship, II (a) the Seller receives written notification of such defect during the warranty period and the defective Products use is discontinued promptly upon discovery of alleged defect, and (b) of the owner J"Owner') Forwards the Product to the Seller's nearest service/repair facility, transportation and related insurance charges prepaid. The Seller unit cause any Products whose defect is covered under this warranty to either be replaced or be repaired at no cost to the Owner. The foregoing warranty does not cover repairs required due to repair or aeeratlon otter than by the Sellers personnel, accident, neglect, misuse, transportation Or Causes Other dean Ordinary use and maintenance in accordance with the Sal lees inslruCllahS and specifications. In addition. the foregoing warranty does not cover any Products, or components thereof, which are not directly manufactured by the Seller. To the extent a warranty for repair or replacement Of such Products or components not manufactured directly by the Seller is available to Buyer under agreements of the Seller with its vendors: the Sailer will make such warranties availaba to Buyer. Costs of traraportabon of arty covered defective Item to and from the nearest servlcelrepair ponder and related insurance will be paid cir reimbursed by Siryar Any replaced Products will become the property of the Seller. Any roplacemam Products will be warranted only for any remaining term of the original limited warranty period and not beyond that term. DISCLAIMER OF WARRANTIES AND LIMITATIONS OF LIABILITIES THE SELLER'S FOREGOING LIMITED WARRANTY IS THE EXCLUSIVE AND ONLY WARRANTY WITH RESPECT TO THE PRODUCTS AND SHALL BE IN LIEU OF ALL OTHER WARRANTIES (OTHER THAN THE WARRANTY OF TITLE), EXPRESS, STATUTORY OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FORA PARTICULAR PURPOSE AND ANY STATEMENTS MADE BY EMPLOYEES. AGENTS OF THE SELLER OR OTHERS REGARDING THE PRODUCTS. THE OBLIGATIONS OF THE SELLER UNDER THE FOREGOING WARRANTY SHALL BE FULLY SATISFIED BY THE REPAIR OR THE REPLACEMENT OF THE DEFECTIVE PRODUCT OR PART, AS PROVIDED ABOVE. IN NO EVENT SHALL THE SELLER BE LIABLE FOR LOST PROFITS OR OTHER SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES, EVEN IF THE SELLER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE TOTAL LIABILITY OF THE SELLER TO BUYER AND OTHERS ARISING FROM ANY CAUSE WHATSOEVER IN CONNECTION WITH BUYER'S PURCHASE, USE AND DISPOSITION OF ANY PRODUCT COVERED HEREBY SHALL, UNDER NO CIRCUMSTANCES, EXCEED THE PURCHASE PRICE PAID FOR THE PRODUCT BY BUYER. NO ACTION, REGARDLESS OF FORM, ARISING FROM THIS AGREEMENT OR BASED UPON BUYER'S PURCHASE, USE OR DISPOSITION OF THE PRODUCTS MAY BE BROUGHT BY EITHER PARTY MORE THAN ONE YEAR AFTER THE CAUSE OF ACTION ACCRUES, EXCEPT THAT ANY CAUSE OF ACTION FOR THE NONPAYMENT OF THE PURCHASE PRICE MAY BE BROUGHT AT ANY TIME The remedies provided to Buyer pursuant to the limited warranty, disclaimer of warranties and limitations of liabilities, described herein are the sole and exclusive remedies. Unless specifically agreed to in writing by the Seller, no charges may be made to the Seller by Buyer or any third party employed by buyer for removing, installing or modifying any Product. The Seller and its representatives may furnish, at no additional expense, data and engineering services relating to the application, installation, maintenance or use of the Products by Buyer. The Seller will not be responsible for, and does not assume any liability whatsoever for, damages of any kind sustained either directly or indirectly by any person through the adoption or use of such data or engineering services in whole or in part. CONFIDENTAIL INFORMATION Except with the Seller's prior written consent, Buyer shall not use, duplicate or disclose any confidential proprietary information delivered or disclosed by the Seller to Buyer for any purpose other than for operation or maintenance of the Products. CANCELLATION AND DEFAULT Absolutely no credit will be allowed for any change or canceiletx7n of an order for Products by Buyerafler Fabrication of the Products to fill Buyer's order nos been commenced. If Buyershaa defpull In paying for any Products purchased hereunder, Buyer shall be responsible for ALI reasonable costs and expenses. including (without limitation) attorneys fees incurred by the Seller in collecting any sums owed by Buyer All rights and remedies to the Seller hereunder or under applicable laws are cumulative and none of loom shall be exclusive of any other right to remedy. No failure by the Seller to enforce any right or remedy hereunder shall be deemed to be a waiver of such right or remedy, unless a written waiver is signed by an authorized management employee of Itte Seller and the Sellers waiveraf a breach of this agreement by Buyer shall not be deemed to be a waiver of any other breach of the same or any other provision. CHANGES IN PRODUCTS Changes may be made in materials, designs and specifications of the Products without notice. The Seller shall not incur any obligation to furnish or Install any such changes or modifications on Products previously ordered by, or sold to, Buyer. APPLICABLE LAW, RESOLUTION OF DISPUTES AND SEVERABILITY This agreement Is entered into in Costa Mesa. California. This agreement and performance by the parties hereunder snail be construed in accordance w1h, and governed by, the laws of the State of Caltlarnia Any claim or dispute arising from or based upon this agreement or the Products which form its subdeel matter shall be resolved by binding afti traton oetore the American Arbitration Association in Los Angeles, California. pursuant to the Commercial Arbitration Rules. excepting only that each of the parlies shall be entitled to take no more than two deposdions, and serve no mare then 30 interrogatories, 10 requests for admissions and 20 individual requests for production of documents, such discovery to be served pursuant to the California Code of Civil Procedure. Any award made by the arbitrator may be entered as a final Judgment, in any coun having jurisdiction to do so If any provision of this agreement Shall be held by a court Of Competent jurisdiction or an arbitrator to be unenforceable to any extent, that provision shall be enforced In the full extent permitted by law and the remaining provisions shall remain in full force and effect ASSIGNMENT This agreement shall be binding upon the parties and their respective successors and assigns. However, except for rights expressly provided to subsequent Owners of the Products under "Limited Warranty" above, any assignment of this Agreement or any rights hereunder by Buyer shall be void without the Company's written consent first obtained Any exercise of rights by an Owner other than Buyer shall be subject lw� Environmental' Customer Service Center 2600 S. Garnsey Street Santa Ana, CA 92707 USA Phone: 949 833-3888 Toll Free: 800 331-2277 Fax: 714 242-0240 Please provide the following information. Failure to do so may delay processing of order. Quote #: C-128135-M9J3-D All orders will be billed the applicable sales tax, based on the "ship to address", unless a valid tax exemption certificate is provided prior to shipment. Bill To Name & Address: Email Address: PO# Ship To Name & Address: Payment terms: Net 30 FOB: Origin Preferred Shipping Method (Required to Process Your Order): Prepay & Add to Invoice Collect Account #: Carrier: JWCE will add shipping and handling charges to invoices unless otherwise specified. Credit cards: _ I authorize JWCE to process this order on my credit card and add shipping and handling charges. Credit card orders are processed after order ships. You will be contacted by JWC Accounting for payment. Please fax or email your PO and most recent tax certificate to: Fax (714) 242-0240 Email servicesales@jwce.com Signature: Date: C's jvwc:: Emrironmental' Adrian Jimenez Customer Service Customer Service Center 2600 S. Garnsey Street Santa Ana, CA 92707 USA Phone: 949 833-3888 Toll Free: 800 331-2277 Fax: 714 242-0240 Customer Service Center 2600 S. Garnsey Street Santa Ana, CA 92707 USA ErnftD=en ��� Phone: 949 0833-3888 31-22 ..�► ��1/ �1V iL�Q� Toll Free: 800 331-2277 Fax: 714 242-0240 50017-0001-003 COUPLING INTERLOCK BTM 1-7/8 BORE 2 $437.56 $875.12 40055 GASKET, SIDE RAIL 1/8in CORK&RUB 8 $10.99 $87.92 40048 OIL SEAL 2 $52.30 $104.60 40021-2501 GEAR, 25T 1.875 BORE 4140STL 2 $600.63 $1,201.26 40019-2301 GEAR, SPUR 23T 1.875inBORE 4140STL 2 $525.24 $1,050.48 40014 GASKET COVER, 1/16 CORK&RUBER 4 $28.78 $115.12 TARIFF Tariff Surcharge 1 $1,426.02 $1,426.02 Due to the recent tariffs on China, effective March 1, 2025, we have implemented a 6% surcharge for all products that are affected. The surcharge is listed in this quote or order. Sulzer reserves the right to change this surcharge, impose new surcharges, or implement other changes to pricing, at any time, to mitigate the impact of tariffs for products imported from China and any other countries, for which applicable tariffs are newly enacted or changed. Please verify serial number is correct. Sub Total $25,193.06 Tax Total $25,193.06 Notes: 1. Please fax or mail a Purchase Order for the total amount and we can process your order. Please include the following: Billing Address, Ship to Address, and sales tax exemption certificate. 2. Reference the JWC quote number on your Puchase Order. 3. Sales tax is not included in price. 4. Note on your purchase order that Shipping and Handling will be added to the invoice. 5. Availability of parts are subject to change at any time. 6. 20% restocking fee on all returns. 7. Subject to attached JWC Environmental Standard Terms and Conditions of Sale. Clarifications and Exceptions 1. Subject to attached JWC Environmental Standard Terms and Conditions of Sale. 2. All quotes on orders over $250,000 include milestone payments of 30% on Approved Submitttals; 70% on Shipment. Thank -You for your Business! JWC Environmental Inc Customer Service Center vvc; 2600 S. Garnsey Street Santa Ana, CA 92707 USA my Environmental Phone: 949 0 3-3888 31-22 Toll Free: 800 331-2277 Fax: 714 242-0240 Customer: 5009393 Quote Number: C-128135-M9J3-D Richard Knoop Quote Date: 06/12/2025 Fort Worth, City of - Water Department Terms: DO NOT USE - Cash in Advance 200 Texas St Pricing: Valid 60 Days Fort Worth, TX 76102-6314 FOB: Origin US - UNITED STATES Lead Time: 3-4 Weeks ARO / Shipping & Handling NOT Included Grinder Serial #: S027930-1-1 817 392 4937 Ticket #: C-128135-M9J3 richard.knoop@fortworthtexas.gov Project: Fort Worth, City of - Water Department We thank you for your inquiry and are pleased to quote pricing and delivery on the equipment listed below. This quotation is subject to terms and conditions listed on the JWC Environmental "Terms and Conditions" page, and in Clarifications and Exclusions listed below. Part Number Description Qty Unit Price Extended Price A41020-TV-SS SVR DUTY SEAL CART, 40K2 / 4-SHRED 8 $2,401.27 $19,210.16 41011 SHAFT SEAL SPACER, 304SST 8 $93.17 $745.36 50109 RETAINING RING, 5160-193 4 $9.59 $38.36 50108 RETAINING RING, 5100-187 6 $5.40 $32.40 50106 COTTER PIN 1/4 X 3 4 $1.02 $4.08 50105 CASTLE NUT 1-1/2inx1-5/16inH, STL Z/P 4 $32.84 $131.36 50031-B O-RING #224 BUNA-N 8 $1.71 $13.68 50030 KEY 5/16inSQx2-5/16in STL 4 $23.45 $93.80 50028-0002 KEY 1/2inSQx2-1/4in STL 2 $31.67 $63.34