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HomeMy WebLinkAboutCity of Tamarac Resolution R-91-081Temp. Reso. # 6039 CITY OF TAMARAC, FLORIDA RESOLUTION NO. R-91-^ �/ A RESOLUTION AUTHORIZING THE APPROPRIATE CITY OFFICIALS TO EXECUTE A CONTRACT WITH INFILCO DEGREMONT, INC., FOR THE DIRECT PURCHASE AND DELIVERY OF THE 8MG ACCELATOR. FOR THE WATER TREATMENT PLANT UPGRADE; AND PROVIDING AN EFFECTIVE -DATE; BE IT RESOLVED BY THE COUNCIL OF THE CITY OF TAMARAC, FLORIDA: SECTION 1: That the appropriate City officials are hereby authorized to execute a contract with Infilco Degremont, Inc., for the direct purchase and delivery of the 8MG Accelator for the Water Treatment Plant Upgrade in the amount of $279,800.00, as previously approved and funded by the city Council on February 13, 1991, a copy of said contract being attached hereto as "Exhibit 111. SECTION 2: This resolution shall become effective immediately upon adoption. PASSED, ADOPTED AND APPROVED this day of '1991. ATTEST: CARD A. EVANS CITY CLERK I HEREBY CERTIFY that I.have approved this Resolution as to form. �1 CITY ATTO 351 NORMAN ABRAMOWITZ MAYOR RECORD OF COUNCIL VOTE MAYOR _ ABRAMOWITZ DISTRICT 1: C/NI KATZ DISTRICT 2: H k4ANM DISTRICT 3:._,C7hA Gl�►SSER DISTRICT 4: V EN R f)oeet' Bra 3� rr _ 45 J'/i' Infilco Degremont Inc i1iiWater and Wastewater Treatment 2924 Emerywood Parkway Post Office Box 29599 Richmond. Virginia 23229 USA Telephone: (804) 756-7600 Telex 827464 Teletax (804) 756-7643 March 25, 1991 VIA FEDERAL EXPRESS City of Tamarac Attention: Mr. Robert Foy Director of Utilities Tamarac Utilities West Operations Department 7805 N.W. 61st Street Tamarac FL 33321-4604 Re: Tamarac Utilities West Project 89-40 City of Tamarac Purchase Order 52610 Infilco Degremont Inc. Confirming Proposal No. 116-3007/R-1 (Attached) Infilco Degremont Inc. Contract 91-631 Dear Mr. Foy: We have received your Purchase Order No. 52610 which is accepted by Infilco Degremont Inc. conditioned upon acceptance of the following clarifications to your order. Our purpose is to more fully define the pre -negotiated Scope of Supply and Terms and Conditions. Please promptly review these and return an executed copy of this letter as soon as possible. 1. Equipment and services shall be provided in accordance with Infilco Degremont Inc. confirming Proposal No. 116-3007/R-1 (attached) and drawing submittals to be approved by the project engineer. 2. Shipping terms are F.O.B. Shipping Point with freight allowed to jobsite. 3. Payment terms are 90% net thirty (30) days from dates of respective shipments. Retainage terms are 10% net thirty (30) days from date of startup, not to exceed 11A days from date of final shipment. Zoo • 4. The present schedule is as follows: o Approval drawings are scheduled to be submitted by April 5, 1991. 1,, Re: Tamarac Utilities West Project 89-40 City of Tamarac Purchase Order 52610 Infilco Degremont Inc. Confirming Proposal No. 116-3007/R-1 (Attached) Infilco Degremont Inc. Contract 91-631 Page 2 - March 25, 1991 o We estimate shipment of this equipment can be made in approximately 20-22 weeks after Infilco Degremont has received Purchaser's approval of general arrangement drawings. The overall schedule is based on the return of approved drawings within 4 weeks. 5. The purchase order price of $279,800.00 does not include Florida state sales tax. Any additional taxes applicable to the sales or use of the goods or services provided shall be added to the purchase price, shown separately on Infilco Degremont invoices and paid by City of Tamarac. 6. Field service included in the contract price of $279,800.00 is limited to twelve (12), eight -hour days in three (3) trips. The purpose of these field services is to inspect the installed equipment, to provide startup assistance, and to provide the Owners with instruction on operation and maintenance. Additional time and trips provided at the request of the City of Tamarac will be invoiced at service rates in effect at the time, plus expenses. No additional service will be provided without a formal change order. 7. Infilco Degremont Inc. warrants that this equipment shall be free from defects in material and workmanship for a period of eighteen (18) months from equipment delivery or one (1) year from equipment startup, whichever occurs first. This warranty is conditioned upon the City of Tamarac's proper installation, operation and maintenance of equipment provided., In a good faith effort to meet schedule requirements, we have proceeded with the engineering work, including preparation of submittal drawings for approval. However, this work should not be construed as our unconditional acceptance of your order. Furthermore, we cannot complete final engineering work or release this equipment for fabrication until we have your final written agreement to the foregoing clarifications to your order. Please indicate in the space provided at the end of this letter your acceptance to these clarifications and exceptions and return one signed copy to my attention not later than April 5, 1991 in order that we may maintain our schedule. 11 k%,e, w- Y/ It Re: Tamarac Utilities hest Project 89-40 City of Tamarac Purchase Order 52610 Infilco Degremont Inc. Confirming Proposal No. 116-3007/R-1 (Attached) Infilco Degremont Inc. Contract 91-631 Page 3 - March 25, 1991 Your contacts within Infilco Degremont Inc. are as follows: B. K. Nixon - Contract Manager - 804/756-7702 R. D. Pingel - Contract Administrator - 804/756-7611 W. T. .zones - Project Engineer - 804/756-7649 We would like to thank you for this opportunity to do business with your City and we are looking forward to working with you on this contract. If you have any questions, please contact this office at your earliest convenience. BKN/3-PR8 Enclosure IDI Sales Re resentative Mr. George H. Dacy G. H. DACY ASSOCIATES, INC. 5840 S.W. 114th Terrace Miami FL 33156 Telephone No.: 305/665-7710 Telefax No.: 305/661-0299 CONCURRENCE: YOFT thorized Signature Mayor Title Date 5 B. K. Nixon Contract Manager Dat N61-q/-91 tr OInfilco Degremont Inc Water and Wastewater Treatment C-I 2924 Emerywood Parkway Post Ottice Box 29599 Richmond, Virginia 23229 USA PROPOSAL AND CONTRACT Telephone (804) 756 7600 Telex: 827464 Teletax (804) 756-7643 TO: Tamarac Utilities West Proposal No. 116-3007/R1 Operations Department Attention: Mr. Robert Foy Director of Utilities Date March 25, 1991 7805 N.W. 61st Street Tamarac FL 33321-4604 For City —Water Tamarac, Florida Hazen & Sawyer — Consultant (hereinafter referred to as 'Purchaser') INFILCO DEGREMONT, INC. ("IDI-) offers to furnish the following described materials and equipment ("Products") and/or services at the prices ("Purchase Price") stated herein and in accordance with the Conditions of Sale and other provisions contained or referenced herein. This Proposal shall remain in effect for _,U__days from the date hereof and shall expire at that time unless extended in writing by IDI. The Purchase Price is based upon only the Conditions of Sale and other provisions specifically contained or referenced herein. Purchaser's acceptance of this Purchase Price, whether by issuance of a purchase order or otherwise, or acceptance of delivery of the Products and/or services furnished hereunder, shall be considered acceptance by the Purchaser of all the Conditions of Sale and other provisions contained or referenced herein, notwithstanding any statement in Purchaser's acceptance or order to the contrary. IDI hereby objects to and rejects any proposal by Purchaser to modify, amend, limit, add to or delete any of the Conditions of Sale or other provisions contained or referenced herein unless expressly accepted in writing by IDI. This Proposal and any resulting contract shall be referred to hereinafter as "this Contract''. RF.C'TTON 1 1 R ONE (1) — No. 23 "NS" Accelator© unit with 64'-6" diameter by 17'-9" deep steel hopper bottom tank with channel ring; spare parts; twelve (12) days service. Bid Item 1 -- Price $279,800.00 4R-7418-1 Sheet No. 1 0 u f -'91 1 V Infilco Degremont Inc Proposal No. 116-3007/R1 Date: March 25, 1991 GENERAL The equipment described in this proposal will be shipped knocked down for installation in the field by others. This proposal does not include any expense for unloading, storage, erection, or supervision of erection. The equipment to be furnished is as specifically listed in the equipment section of this proposal. Other items required to complete the installation such as wiring, conduit, starters, anchor bolts, paint, pipe and fittings, etc., will be done by others. Sheet No. 2 Infilco Degremont Inc 0 Proposal No. 116-3007/R1 Date: March 25, 1991 CJ SECTION 11B "NS" ACCELATOR® SOLIDS CONTACT CLARIFIER WITH STEEL TANK A. DESIGN: The solids contact unit will have a design capacity of 5,600 gallons per minute and a minimum of approximately 10% of this maximum. Unit will be designed to handle a hydraulic flow of 5,600 gpm. The structure within the treating tank will provide a primary mixing and reaction chamber, a secondary reaction chamber, a separation chamber, and the collecting launders. The equipment includes all internal steel work and inlet piping consisting essentially of hood and support structure, outer draft tube, rotor -impeller with shaft, variable speed motorized drive unit, supporting beams and walkway with handrailing and kickplates across the tank as shown on Drawing M-3 as well as steel tank and channel ring. Also included are concentrator discharge timer -controlled sludge blowdown valves; side drain valve and quick -opening center drain valve. Each sludge blowdown valve will be provided a manual isolation valve. Raw water and chemicals will be combined in the primary mixing and reaction chamber so that reaction will take place in the presence of recirculating slurry. In the primary mixing and reaction chamber, the turnover will be at least ten times the throughput of the solids contact treating unit. There will be recirculation from the primary mixing and reaction chamber up through the secondary reaction chamber, thence outward and downward through the solids separation chamber to the primary mixing and reaction chamber, this recirculating rate being at least three times the throughput. In this way, there will be formed a slurry pool in the lower portion of the outer, or separation chamber with a clear water zone above. Separation of solids from the water will take place near the surface of the slurry pool. The surface of the slurry pool will remain at substantially the same elevation for all treating rates. Sheet No. 3 11 Cl Infilco Degremont Inc Proposal No. 116-3007/R1 Date: March 25, 1991 The unit will incorporate a three -stage design which includes a primary mixing zone, a secondary flocculating zone, and a clarification zone. The unit will.be suitable for installation in a 64'-6" inside diameter with a 17'-3" sidewater depth, total tank depth of 17'-9" with six (6) inches of freeboard at a treatment capacity of 8 mgd, and having a bottom with a slope of 1/2 in twelve (12) inches. The treatment rise rate in the settling zone computed at least 4'-6" below design water level will not exceed 2.08 gpm/sq.ft. at design flow rate of 8 mgd. Ninety (90) degree concentrators (four [4) - 22-1/2°) will be provided to remove excess solids and maintain correct slurry concentrations. These concentrators will be hopper -like compartments opening into the separation chamber and each having a 4" discharge leading from its bottom to the sump. The plates and shapes herein specified will be furnished by the manufacturer and will be shipped knocked -down with all members ready for field erection. All steel will have a minimum thickness of 1/4 inches for the mechanism and 1/4" for the tank. B. MECHANISM AND TANK: 1. Hood and Support Structure The hood, including skirt, and hood structure support will be fabricated to be supported from the basin base which in turn will support the center platform and outer draft tube. The hood will contain two separate zones -- in the lower section will be the primary reaction zone and in the upper cylindrical section the secondary reaction zone. A hinged portion will be provided in the section of the skirt and hood plate directly in front of the water -tight door so as to provide ready access under the hood. The raw water will enter through a side feed of 24" diameter steel 'pipe terminating 1'-0" beyond the tank and entering the primary reaction zone via a triangular feed conduit. The triangular feed conduit will be designed in such a manner to evenly distribute the flow into the primary reaction zone. Sheet No. 4 J Infilco Degremont Inc Proposal No. 116-3007/R1 Date: March 25, 1991 Sixteen (16) structural member rafters will support the hood, inner and outer draft tubes and center platform as shown on the drawings. 2. Outer Draft Tube A cylindrical outer draft tube forming a continuation of the structural support for the center platform will be attached to the inner draft tube which will be a continuation of the hood. The outer draft tube will function to divert the recirculated slurry downwards; thus, providing dynamic separation between the slurry and clarified water. 3. Rotor-Im eller There will be furnished a rotor -impeller complete with cantilevered shaft assembly to provide, primary mixing zone, recirculation of flow into the secondary zone and mixing in the secondary zone. The rotor -impeller will be comprised of a horizontal continuous top plate with a series of inverted "L" blades welded between the top plate and annular ring to form a semi -shrouded impeller. An external adjustable band will be incorporated to provide flexibility in mixing to recirculation ratio. The maximum peripheral speed of the rotor will be 6.83 fps. The rotor will be attached to the drive via a flanged pipe shaft, specifically designed to minimize runout. The shaft will be selected to maintain design stresses below 6250 psi based on all dynamic and static loads. To ensure maximum recirculation, the rotor will have a minimum pumping capacity at maximum speed of 34,965 gpm. 4. Impeller Drive The rotor -impeller drive will be 25-hp variable speed, magnetic drive type. Motor will be TEFC, Class F, with 1.15 service factor. The reducer will be of the helical worm type with vertical shaft down on output. Rotor -impeller will have a maximum speed of 9.0 rpm, a maximum peripheral velocity of 6.83 fps and a maximum shaft horsepower of 17.5. Sheet No. 5 tq,�e." � /_ 9 1 it Infilco Degremont Inc 0 Proposal No. 116-3007/R1 Date: March 25, 1991 0 The adjustable speed drive will be capable of operating over a 20:1 speed range with a speed regulation not to exceed 1% of top speed for a load change from 100% of rated load to 25% of rated load. The drive will be of the horizontal, foot -mounted, weather -protected stationary field magnetic coupling type, with integral motor. The drive will be rated 25-hp, with continuous constant torque capability. The excitation and control unit will be in a weather- proof enclosure (NEMA 1V) suitable for mounting in the vicinity of the drive unit. The operator's controls will include a speed setting potentiometer and pushbuttons marked START --STOP. The power input for both motor and magnetic coupling excitation unit will be 230/460-volt, 3-phase, 60-Hertz. The reducer will be of helical worm design, in horizontal housing with vertical output shaft down. Housing will be made from high quality close -grained grey cast iron, generously proportioned for maximum strength when units are operated at their maximum capacity. Ribs will be placed at bearings for strength with walls of sufficient thickness to withstand the most severe stresses encountered during operation. Mounting bolts and mounting bolt flanges will be exceptionally large so that bolt stresses are never critical. Housing fins will provide maximum heat radiating capacity. Worms will be of alloy steel with case hardened threads, precision ground and polished after hardening. Worms, integral with input shaft, will be heat treated alloy steel. Gear shafts to be alloy steel. All shafts designed within the limits set by AGMA for shaft stresses, and finished to close tolerances by grinding. Anti --friction bearings will be used throughout, of ample size to permit overhung loads, ensure high efficiency and proper shaft alignment. Seals will be provided on both worm and gear shafts to prevent oil leakage and provide protection for the bearings from dust and dirt. On the Sheet No. 6 .I/ w e! - q infilco Degremont Inc 9 Proposal No. 116-3007/R1 Date: March 25, 1991 • blind end, worm shafts to be mounted on double tapered roller bearings to take thrust and radial loads. On the shaft extension end, they are to be mounted on ball bearings or roller bearing s(tapered cylindrical) to take gear radial loads and overhung loads. Gear shafts will be mounted on two tapered roller bearings. Gear meshes and worm shaft bearings will be lubricated by the same lubricant whenever it is practical. The gear shaft bearings will be grease lubricated. 5. Center Platform/Access Walkway The center platform will span the length of the outer draft tube and, in turn, be supported from the outer draft tube. An access walkway will interconnect to the center platform support from the basin wall and draft tube. The walkway and platform will be furnished with aluminum grating and surrounded with 1-1/2" aluminum double row handrail 3'-6" high. Kickplates 4" high x 1/4" thick, made of aluminum, will be attached to the lower ends of the vertical handrail posts. 6. Automatic Sludge Blowdown Each sludge concentrator will be equipped with a sludge discharge pipe assembly controlled by a Type "F" sludge blowdown valve. The sludge blowdown lines and valves will be 4 inches diameter and provided for automatic withdrawal of sludge from the sludge concentrators. The valve will be pneumatically or hydraulically operated and controlled on time cycle. The desludging timers will be wall mounting. The solenoid valves will operate on electrical supply of 120-volts, 1-phase, 60-Hertz. Each set of two (2) concentrators will have a timer. The Type "F" valve will be double diaphragm angle type with a flanged ductile iron body, PVC -lined. The seating diaphragm will be of a resilient material to reside on a solid seat to assure drop -tight closure. Diaphragms will have U-shaped loops to permit full travel without stretching to assure positive closure and long life. Sheet No. 7 Infilco Degremont Inc • Proposal No. 116-3007/R1 Date: March 25, 1991 40 No packing glands or seals will restrict the valve movement. The valve will not require lubrication and will have a vented chamber between the diaphragms to isolate control media (air or water) from the line fluid. Each sludge line will have a manual shutoff valve. For the entire sludge system, there will be provided one (1) 1/2" pressure reducing and regulating valve and one (1) 1/2" relief valve. As part of the sludge blowdown system, there will be provided for each concentrator a mechanically operated shut-off gate with gaskets with mechanical linkage operable from the operating platform. 7. Sam le and Chemical Feed Pi in Sampling line will be provided for the unit, terminating nine (9) inches from the basin wall. The line will allow sampling of the inner draft contents. Required vertical chemical feed lines will be provided for the introduction of chemicals as shown on the Drawings. 8. Center and Side Drain Valves and Center Drain Baffle An 10" diameter double flanged cast iron body stainless steel fitted gate valve will be provided for each unit. An 8" diameter double flanged cast iron body stainless steel fitted quick -opening drain valve will be provided for the center drain. Both valves will have a minimum rated capacity of 125 pounds working pressure. 9. Effluent Launders Sixteen (16) steel effluent collection launders spaced 22-1/2 degrees on centers will be furnished with the equipment. The launders will be of the submerged orifice type. Fourteen (14) launders will be 9" wide x 13" deep and the two (2) outflow launders will be 24" wide x 24" deep. Collected effluent from the radial launders will be conveyed by an 24" wide x 24" deep annular launder around the outer draft tube through a radial discharge launder. Sheet No. 8 0 Infilco Degremont Inc Proposal No. 116-3007/R1 10. Bottom Flushing System Date: March 25, 1991 Mechanism will be provided with a bottom flushing system, consisting of: Sixteen (16) flat jet nozzles, Size 3/8", of stainless steel construction to spray water between bottom of mechanism skirt and 45 degree sloped portion of tank. When energized, the total flow from the nozzles will be 160 gpm at a nozzle pressure of 40 psi. In addition to nozzles, the following will be provided: Lot of black steel and high -impact plastic pipe and fittings for installation inside of tank starting at tank wall; one 1/4" three-way solenoid; one electric timer, circular, for wall mounting and one 3-inch "F" valve for installation in main 3-inch header. There will be provided one 1/2" pressure regulator and strainer, and one 1/e" pressure relief valve for pressure supply line to "F" valves. System requires an operating pressure (hydraulic or pneumatically) of 55 to 60 psi, and a water supply for flushing at 55 to 60 psi at upstream side of "F" valves. 11. Treating Tank Tank vertical side will be 1/4" and sloped sides to be 1/4" and 5/16" steel plate. Tank provided with an 10 x 20 lbs steel channel ring to attach steel side to installing contractor's concrete bottom, 39'-0" diameter. With tank will be provided flanged 24" inlet tank nozzle; outlet opening for flume; outlet pocket located inside tank; top and side rim angles; sixteen (16) knee braces; 10" side drain nozzle and access manway in sloped portion of tank. All tank nozzles will end 0'-9" from tank proper with 125 lbs A.S.A. flange drilling. Also included is a 36" diameter stainless steel manway as detailed on the drawings issued by Hazen and Sawyer on January 9, 1991 as part of Addendum No. 1. 12. Bolts Foundation bolts and anchor bolts will be galvanized steel and will be specified by the equipment manufacturer and furnished by the Contractor. Sheet No. 9 1/-g/- V "I Infilco Degremont Inc As Proposal No. 116--3007/Rl Date: March 25, 1991 Ll 13. Surface Pre aration All ferrous steel will be shipped bare. After erection, installing contractor will be sandblast, prime, and finish paint per paint specifications. 14. Service The equipment manufacturer will provide a minimum of twelve (12) days service, in three (3) trips by a fully qualified service engineer to inspect the completed installation, start the equipment in operation and train the Purchaser's operators in its use and care. A maximum of five (5) days will be spent during the first trip with the second trip being for five (5) days during the testing period and the final two (2) day trip six (6) months after startup. IDI WILL NOT EXCEED 12 DAYS SERVICE OR 3 TRIPS WITHOUT A PRIOR CHANGE ORDER TO CONTRACT 15. Spare Parts Spare parts included in price for No. 23 "NS" Accelator@ mechanism with 25-hp magnetic drive. ty Description 1 Parts kit for magnetic drive 1 set Bearings and seals for reducer 4 sets Concentrator gate gaskets 4 Repair kits for 4" Type "F" sludge valves 4 Repair kits for solenoid valves for use with 4" "F" valve 1 set Timers for S.B.O. system 4 3/8" Sample cocks 1 1/2" Pressure relief valve 1 1/2" Pressure regulator and strainer 1 1/2" Gate valve 8 4" Gaskets for "F" valves 10 Split -eye connectors for B.F.S. spray nozzles 10 3/8" Spray nozzles 1 Repair kit for 3" type "F" B.F.S. valve 1 Repair kit for solenoid for 3" "F" valve 1 set Timers for B.F.S. 1 Repair kit for 8" center drain valve 1 3" Gasket for 3" "F" valve Sheet No. 10 Infilco Degremont Inc Proposal No. 116-3007/R1 Date: March 25, 1991 ACCELATOR® TREATING UNIT DATA AND DIMENSIONS Accelator® Treating Unit, Size . . . . . . 23 Design capacity . . . . . . . . . . . . . . Tank size . . . . . . . . . . . . . . . . . Sidewater depth . . . . . . . . . . . . . . Rise rate at 5,600 gpm. . . . . . . . . . . HP of rotor -impeller drive. . . . . . . . . Rotor -Impeller speed variation. . . . . . . Launders . . . . . . . . . . . . . . . . . . Side drain valve . . . . . . . . . . . . . . Center drain valve . . . . . . . . . . . . . Inlet . . . . . . . . . . . . . . . . . . . Outlet . . . . . . . . . . . . . . . . . . . Overflow . . . . . . . . . . . . . . . . . . Number of concentrators . . . . . . . . . . Concentrator sludge discharge lines . . . . Bottom flushing system. . . . . . . . . . . Estimated shipping weight . . . . . . . . . Estimated weight of largest piece . . . . . Estimated lineal feet of welding * . . . . Reference drawings . . . . . . . . . . . . . *-Based on single pass. r C� Sheet No. 11 5,600 gpm 64'-6" diameter x 17'-3" sidewater depth 17'-9" (including 2" high channel ring) 2.08 gpm/sq.ft. 25 0111W Sixteen (16) radial 10" (valve only by IDI) 8" (valve only by IDI) 24" (Piping inside tank by IDI) 30" diameter opening in tank by IDI Two (2) 12" (piping inside tank by IDI) 4 4" (valves only by IDI) Included 78,000 lbs (Mechanism only 3,800 lbs (Mechanism Only) 1,893 (Mechanism Only) M-3; I-2 Infilco Degremont Inc Proposal No. 116-3007/R1 Date: March 25, 1991 ACCELATOR® TREATING UNIT REACTION TANK DATA AND DIMENSIONS Tank Diameter . . . . . . . . 64'-6" Sidewall Height . . . . . . . . . . . . . . 17'-9", including 0'-2" height of channel ring Plate Thickness . . . . . . . . . . . . . . 1/4" and 5/16" Inlet Size . . . . . . . . . . . . . . . . . 24 inches Outlet Size . . . . . . . . . . . . . . . . 30 inches (opening in tank) Drain Size . . . . . . . . . . . . . . . . . 10 inches Overflow Size . . . . . . . . . . . . . . . Two (2) 12 inches Internal Peripheral Outlet Pocket . . . . . Included Estimated Shipping Weight . . . . . . . . . 47,000 lbs (Tank) Estimated Weight of Largest Piece . . . . . 4,000 lbs (Tank) Estimated Lineal Feet of Welding * . . . . 1,580 (Tank) Reference Drawing . . . . . . . . . . . . . M-3 *-Based on single pass. 0 Sheet No. 12 Proposal No. 116-3007/Rl Date: March 25, 1991 INFILCO DEGREMONT, INC. ("IDI")CONDITIONS OF SALE 40GENERAL: Sales by IDI are made solely under the conditions pressy set forth herein. Any proposed changes or exceptions to 'ese conditions, or additional terms and conditions, included or referenced in Purchaser's order or acceptance of this offer, are hereby rejected by IDI, and shall be of no force or effect upon IDI unless expressly accepted in writing by IDI. This Contract shall bind and inure to the benefit of Purchaser and IDI, as well as their respective successors and assigns: however, neither party may assign this Contract without the prior written consent of the other. Neither party shall be deemed to have waived its rights by failing to enforce any particular provision at this Contract. If a court invalidates any portion of this Contract, the rest of this Contract shall remain valid and be construed as if not containing the invalidated provision. Virginia law shall govern the rights and obligations of the parties. 2. CREDIT APPROVAL: If at any time information available on Purchaser's financial condition or credit history, in IDI's judgment, does not justify the terms of payment specified herein, IDI may require full or partial payment in advance, or an acceptable form of payment guarantee such as a bank letter of credit, or other modifications to the terms of payment. 3. PROPRIETARY INFORMATION: All information, data, drawings, instruction and operation manuals furnished by IDI with this Contract are proprietary to IDI, submitted in strict confidence, and are to be used by Purchaser solely for the purposes of this Contract, and shall not be reproduced, transmitted, disclosed or used in any other manner without IDI's written authorization. 4. RISK OF LOSS: Risk of loss or damage to the Products, or arty part thereof, shall pass to Purchaser upon delivery of the Products or part to Purchaser at the f.o.b. point stated herein. 5. EXCUSABLE DELAY: IDI shall not be liable for failure to perform orfor delay in performance due tofire, flood or any other act of God, strike or other labor difficulty, act of any civil or military authority or of Purchaser, riot, embargo, delay in or shortage of transportation facilities, orany otherdelay beyond IDI's reasonable control. In the event IDI's performance is delayed by arty such cause, IDI's schedule for performance shall be extended accordingly, if Purchaser's actions delay IDI's performance, Purchaser shall pay IDI any additional costs incurred by IDI resulting from such delay. If Purchaser delays shipment of Products, or any part thereof, in addition to paying IDI for additional costs incurred, Purchaser shall also pay for the Products or the parts on the date IDI is prepared to makeshipment. 6. TAXES: The Purchase Price does not include any State or local taxes of any kind applicable to the sale, use or delivery of the Products or services covered under this Contract. Purchaser shall pay direct or reimburse IDI for any such taxes that IDI or IDI's subcontractors or suppliers are required to pay. 7. INSPECTION BY PURCHASER: Purchaser may inspect the Products atthe point of manufacture, providedthat such inspection is arranged and conducted so as not to unreasonably interfere with IDI's or the manufacturer's operations. Purchaser's inspection of the Products and release for shipment shall constitute Purchaser's acceptance of the Products as conforming to the requirements of is Contract. WARRANTY: IDI warrants the Products shall conform to the description contained in this Contract and be free from detects in material and workmanship for a period of one (1) yearfrom date the Products are initially placed in operation or eighteen (18) months from date the Products are shipped, whichever occurs first, provided that the products are stored, installed, maintained and operated in accordance with IDI's written instructions and not subjected to misuse, neglect or accident. Upon prompt written notice of and determination that such defect is covered under the foregoing warranty, IDI's responsibility is limhedto correction of the defect by, at IDI's option, repair or replacement of the defective part or parts, f.o.b. factory. UNLESS STATED ELSEWHERE HEREIN, IDI PROVIDES NO WARRANTY OF PRODUCT PERFORMANCE OR PROCESS RESULTS. THE FOREGOING WARRANTIES ARE EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES OF ANY KIND, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. IDI shall have no responsibility for the condition of primed or finish painted surfaces after the Products leave their point of manufacture. Field touch-up of shop primed or painted surfaces is normal and shall be at Purchaser's expense. Any touch-up or repainting requiredto shop primed or painted surfaces, for reasons otherthan improper or incorrect application in the shop, shall be Purchaser's responsibility. 9. BACKCHARGES: IDI shall not be liable for any charges incurred by Purchaser for work, repairs, replacements or alterations to the Products, without IDI's prior written authorization, and any adverse consequences resulting from such unauthorized work shall be Purchaser's f ull responsibility. 10, LIMITATION OF LIABILITY: IDI SHALL NOT BE LIABLE TO PURCHASER FOR ANY SPECIAL, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING FROM IDI'S OBLIGATIONS UNDER THIS CONTRACT, WHETHER SUCH DAMAGES ARE BASED UPON BREACH OF CONTRACT, BREACH OF WARRANTY, TORT, STRICT LIABILITY OR OTHERWISE. IN ANY EVENT, IDI'S LIABILITY TO PURCHASER SHALL NOT EXCEED THE PURCHASE PRICE OF THE PRODUCTS OR PARTS OF THE PRODUCTS ON WHICH SUCH LIABILITY IS BASED. 11. CANCELLATION BY PURCHASER: If Purchaser cancels this Contract or refuses to accept delivery of the Products, Purchaser shall be liableto IDI for reasonable cancellation charges, including loss of anticipated profits, administrative costs, commissions to sales representatives, costs incurred by IDI for all work performed or in process up to the time of cancellation or refusal to accept delivery, cancellation charges from IDI's suppliers or subcontractors, and any other expenses incurred by IDI in connection with Purchaser's cancellation or refusal to accept delivery. 12. DEFAULT BY PURCHASER: Without Incurring any liability or waiving any claim for damages IDI may have against Purchaser, IDI may refuse to make or delay making delivery and/or withhold any service if (a) Purchaser breaches this or any contract with IDI; (b) IDI becomes aware of facts which, in its judgment, render Purchaser's financial condition unsatisfactory or cast doubt on Purchaser's willingness or ability to pay for the Products and/or services; or (c) Purchaser engages in or consents to liquidation, commission of any act of insolvency, appointment of a receiver of assets or assignment for the benefit of creditors, or if Purchaser becomesthe subject of any bankruptcy or insolvency proceeding. If Purchaser is late in paying the Purchase Price or any partial payment due under this Contract, or otherwise breaches this Contract, IDI shall be entitled to interest at the legal rate on the overdue amount, and on its damages, calculated from the date of default in payment or other breach, plus court costs, reasonable attorneys' fees and other expenses incurred in any effort to collect. 5R 7418W3 Sheet No. 13 Proposal No. 116-3007/Rl — Date_ _ _ March 25 , 1991 CONDITIONS OF FIELD SERVICE Ifthis Contract does not include Field Service or if Purchaser requires such service in additiontothat included in this Contract, Purchaser may purchase from IDI such Field Service or technical advice during installation or start-up of the Products, in which case Purchaser agrees to pay IDI for Work Time, Travel Time and Standby Time based on (1) IDI's "per diem' rates in effect at the time the service is performed; (2) the expenses of each IDI employee so furnished; and (3) theterms and conditions under which such service is performed. "PER DIEM" CHARGES FOR SERVICE The following rates are currently in effect. They are subject to change by IDI and are based on the definitions below. These rates are for domestic service only. Rates for service outside the Continental United States will be quoted upon request. Classification of Serviceman Straight Time Rate Standard Service $*****600.00***** Per da TIME DEFINITIONS (a) Work Time - shall include all hours that IDI service personnel are on Purchaser's job site, either working or ready for work, and shall be payable at the applicable specified rates. (b) Travel Time - shall include the time spent by IDI service personnel in traveling between their customary headquarters and Purchaser's jab site and in returning (including travel occurring on Saturdays, Sundays and holidays) up to a maximum of eight (8) hours chargeable time for any given one-way trip. Travel Time Shall be paid for at the applicable Straight Time Rate and shall not be cumulative with Work Time in determining Overtime. (c) Standby Time- shall include alltime (excluding Work Time) that IDI service personnel are availablefor work at Purchaser's job site, whether on the job site or not, up to a maximum of eight (8) hours per day, between the hours of 7:00 a.m. and 6:00 p.m., Sunday through Saturday, including holidays f availability has been requested by Purchaser. Standby Time shall be paid for at the applicable Straight Time Rate; however, Standby Time preceded and/or followed by Work Time is cumulative in determing Overtime. RATE DEFINITIONS (a) Straight Time Rate - This rate shall be paid for Work Time, Standby Time or Travel Time on a regular schedule of eight (8) hours per day, Monday through Friday. (b) Time and One -Half Rate - The rate of one and half (1-1/2) times the Straight Time Rate shall be paid for any Work Time or Standby Time in excess of eight (8) hours, but not exceeding sixteen (16) hours, per day, Monday through Friday, and for any Work Time or Standby Time on Saturdays, not to exceed sixteen (16) hours. (c) Double Time Rate - The rate of twice the Straight Time rates shall be paid for time worked in excess of sixteen (16) hours per day, without a six (6) hour break, Monday through Saturday, and for all time worked on Sundays and holidays. Holidays shall be those observed in the locality where the work is to be performed. $ Per Per CHARGES FOR EXPENSES In addition to the "Per Diem' charges above, Purchaser shall pay IDI for all the traveling and living expenses and all other expenses of each IDI employee incidental to the work. TERMS AND CONDITIONS (1) Notification - Purchaser shall give IDI at least two (2) weeks advance notice when ordering Field Service. (2) Terms of Payment - Purchaser shall pay IDI immediately upon receipt of invoices covering the time and expenses of IDI's employees furnished for such services. OVERDUE PAYMENTS NOT RECEIVED BY IDI WITHIN THIRTY (30) DAYS FROM DATE OF INVOICE SHALL BE SUBJECT TO FINANCE CHARGES AT THE RATE OF ONE AND ONE-HALF PERCENT (1-1/2%) PER MONTH. (3) Time Sheets - IDI employees shall present Purchaser at the end of each week, or at the completion of the job if less than one (1) week, appropriate documents on which shall be indicated the number of hours spent and the estimated expense incurred on this work. Purchaser shall sign these documents in the place indicated, thus signifying approval of thetime spent and estimated expense incurred on this work. (4) Delays - If the work of an IDI employee is postponed or suspended by Purchaser, or is delayed or does not proceed with reasonable dispatch, due to no fault of IDI. IDI may withdraw such employee and return a serviceman to the job when needed and available; and any additional costs (including Travel Time and expenses) incurred by IDI because of this shall be an additional charge to Purchaser. (5) Limitation of Liability - IDI in providing any Field Service hereunder, shall do so in an advisory capacity only and shall not be held responsible in any way for the acts, workmanship or omissions of the employees, contractors, sub -contractors or agents of Purchaser. IDI SHALL NOT BE LIABLE IN ANY EVENT FOR SPECIAL, INDIRECT, INCIDENTAL OR CONSEOUENTIAL DAMAGES. 4R 7418-4 Sheet No. 14 . Pr--posal No 116-3007/Rl Date March 25 ► 1991 tt-R_gI_87rr PURCHASE PRICE. --TWO HUNDRED SEVENTY NINE THOUSAND EIGHT HUNDRED DOLLARS & N0/100--- (exclusive of taxes per Condition 6 of IDI Conditions of Sale) Total Dollars ($---279,800.00--- ) F.O.B., points of shipment with freight allowed to jobsite. TERMS OF PAYMENT (as follows, subject to Condition 2 of IDI Conditions of Sale): 90% Net Thirty (30) days from dates of respective shipments. 10% Net Thirty (30) days upon start-up, not to exceed 200 days from final shipment. SERVICE: Field Service included in this Contract shall be provided for a period not to exceed 12 eight -hour man -days provided in not more than 3 trips to check the completed installation by Purchaser, to place the Products in operation and to instruct Purchaser in their operation. Purchaser agrees to pay IDI for any additional service days and/or trips in accordance with IDI's standard service rates and conditions in effect at the time the service is performed. SCHEDULE. Approval drawings and data shall be submitted approximately -B-10 weeks after IDI receives Purchaser's acceptance of this Proposal and pertinent design information. IDI estimates that shipment of the Products can be made in approximately 20-22 weeks after IDI has received from Purchaser final approval of all submittal drawings and data. PURCHASER'S ACCEPTANCE: BY ITS SIGNATURE BELOW OR ISSUANCE OF ANY PURCHASE ORDER OR OTHER DOCUMENT, NOTWITHSTANDING ANY STATEMENT OR PROVISION CONTAINED THEREIN TO THE CONTRARY, PURCHASER AGREES TO ALL THE CONDITIONS AND PROVISIONS OF THIS PROPOSAL AND CONTRACT. NO OFFER BY PURCHASER TO ALTER, AMEND, LIMIT OR DELETE ANY CONDITION OR PROVISION OF THIS PROPOSAL AND CONTRACT SHALL BE BINDING UPON IDI UNLESS EXPRESSLY ACCEPTED IN WRITING BY IDI. PUReMH.9"SER'S ACCEPTANCE: 1 LCO DEGRE ONT, INC. By: B. K. Nixon -Contract MmaQer .` Name/Title 1,A6-c-R Date:._._ March 25, 1991� - 40 Ship to:_ SR 7418.E Sheet No. 15