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HomeMy WebLinkAbout242709 03/03/2015 (9, CITY OF CARMEL, INDIANA VENDOR: 368932 ONE CIVIC SQUARE COMPASS MINERALS AMERICA CHECK AMOUNT: $****14,560.32* CARMEL, INDIANA 46032 PO BOX 277043 CHECK NUMBER: 242.709 ATLANTA GA 30384-7043 CHECK DATE: 03/03/15 DEPARTMENT ACCOUNT PO NUMBER INVOICE NUMBER AMOUNT DESCRIPTION 601 5023990 71300835 2,410.56 OTHER EXPENSES 601 5023990 71301707 2,376.00 OTHER EXPENSES 601 5023990 71302481 2,458.56 OTHER EXPENSES 601 5023990 71303297 2,438.40 OTHER EXPENSES 601 5023990 71304073 2,432.64 OTHER EXPENSES 601 5023990 71304148 2,444.16 OTHER EXPENSES --.Compass INVOICE Minerals _ Page-1 of 1 = PLEASE,REMITT.O/SELLERFEDERAL ID#: PAYMENT TERMS INVOICE DATE INVOICE NUMBER = COMPASS MINERALS AMERICA = P 0 BOX 277043 48-1047632 NET 60 DAYS 2/11/2015 71303297 ATLANTA, GA 30384-7043 SOLD TO: 462129/C54512 CARMEL UTILITIES SHIP TO: 505808/CS54514 3450 W. 131 ST STREET CARMEL UTILITIES WESTFIELD, IN 46074 5484 E. 126TH STREET CARMEL, IN 46033 UNITED STATES SHIPPED FROM DATE SHIPPED CUSTOMER PO BILL OF LADING ORDER NUMBER ORDER TYPE ---14995-A-LIGUSTROBBENSSOhLS _ 02/11/ 1AI15004_-- -- -1436159--- CARRIER 1436159—CARRIER RAIL/TRUCK# EQUIPMENT TYPE F.O.B. FREIGHT TERMS TERRITORY 76599 178 - PRODUCT DELIVERED TRUCK C08 TAX STATUS TAX ID# RELEASE# SALES REP EXEMPT 0031201550 - C08 PRODUCT DESCRIPTION TAX QUANTITY UOM UNIT PRICE EXTENDED PRICE 7517 COARSE ROCK SALT Y 25.4000 TN 96.00 2,438.40 SUMMARY: PRODUCT 2,438.40 FREIGHT&FUEL - SUBTOTAL 2,438.40 STATE TAX COUNTY TAX CITY TAX MESSAGES: TOTAL WEIGHT. . . 50,800.0000 Gross Pounds FOR BILLING INQUIRIES CALL 1-800-743,7258 THANK YOU FOR YOUR ORDER PLEASE PAY> > > 2,438.40 WE APPRECIATE YOUR BUSINESS IN US DOLLARS This Sale of Goods is subject to the Terms and Conditions of Sale on the reverse side of this Invoice CREDIT NOTE>> > (Terns and Conditions of Sale are also available at www.nasalt.com). IN US DOLLARS TERMS AND CONDITIONS OF SALE 1. OFFER.No terms stated by Buyer in its bid,purchase order,acknowledgment,or other form shall be binding upon the Seller except as expressly agreed in writing by the Seller.Buyer is hereby notified ofthe Sellers objection to and rejection orally additional or different terms in Buyer's bid,purchase order,acknowledgment,or other forms.THE SELLER'S PROPOSAL IS EXPRESSLY LIMITED TO ACCEPTANCE UPON THE TERMS AND CONDITIONS CONTAINED IN THESE TERMS AND CONDITIONS OF SALE(referred to as this"Agreement")."Seller"is the - _ Compass Minerals entity identified as the"Seller"on the front of the invoice. -- 2. PAYMENT:Buyer-agrees to make payment at.Seller's4ocatron and at the time and,in,thecurredcy specified on the Seller's imrotcing,docuraent.The Seller may;in i[ssgle�Udarimcpt;[egtmire•,:_; such other,payment.terms,as it deems appropriate,including full or;.partial payment in advance of shipment or by letter of credit. - `- -- 3.PAST DUE ACCOUNTS.A finance charge ofthe lesser of 1.5%per month(18% APR)or the highest rate permitted by law will be assessed'on all past due aticoupts._Interest ellargGd'gn;0. , past due invoice will be assessed from the date ofthe invoice.Amounts owed by Buyer with respect to which there is no dispute will be paid without'set-off for any amount which Buyer may claim are owed6y Seller:Buyer agrces'to rermilldrse'Seller all attorney tea's aiidcourt costs in connection with default of these payment-terms by Buyer. 4. PRICES. EXCEPT AS OTHERWISE SPECIFIED IN THIS AGREEMENT,PRICES ARE SUBJECT TO CHANGE WITHOUT NOTICE. ORDERS WILL BE INVOICED,UNLESS OTHERWISE SPECIFIED IN THIS AGREEMENT.AT THE SELLER'S PRICE IN EFFECT ON THE SCHEDULED DATE OF SHIPMENT. Prices on the invoicing document are net of all applicable discounts and promotional allowances. References to"tons"shall mean short tons(2000 lbs.)unless otherwise specified. 5. CANCELLATION. Orders may be canceled by Buyer only upon(1)written or oral notice to the Seller subsequently accepted in writing by the Seller and(2)payment to the Seller of reasonable cancellation charges to be solely determined by the Seller. Except as otherwise agreed in writing,until the product that is identified on the front ofthis invoice("Product")is shipped, Seller has no obligation under any order submitted by Buyer(and may cancel the order at any time prior to shipment). 6. CREDIT. Credit payment terms must have the prior approval of the Seller's Credit Department and must be specified in writing on the Seller's invoicing document. If at any time Buyer's financial responsibility becomes impaired or unsatisfactory to the Seller,Seller reserves the right to stop shipment,on notification to Buyer and to demand payment in advance oral the time of delivery for future deliveries or to require other security satisfactory to lire Seller,and in the absence thereof,to cancel,without liability,the unfilled portion of the contract. 7,.-TAXES.Anvtax.gr otJrer.goversmental charge nowor•hereafler levied upon production,severaaca manufacture;delivery,storage,consumption,sale,Esc orshipmcnrofProducts ordered or -' ald.is notinc-ludcd�in Sellcr's - - ----- - price-and will be chargedtoand paid by the}3uyer. S. DELAYS. All orders are subject to the Seller's ability to make delivery at the time and in the quantities specified,and the Seller shall not be liable For damages for failure to make partial or_ complete shipment or for the delay in making shipments.The Seller shall not be liable for delays or defaults in delivery caused by forces not reasonably within Seller's control(including but not limited to delays or defaults by carriers,extreme cold weather,partial or total failure of Seller's intended production,transportation or delivery facilities,etc.,floods,Gres,storms,or other acts of God,war or act of public enemy(or civil disturbance),strikes,lock-outs,shortages of labor or raw materials and supplies(including fuel),action orally governmental authority,or other force majeure event). The Buyer shall be liable for any added expenses incurred by the Seller because of Buyers delay in furnishing requested information to the Seller,delays resulting from order changes by the Buyer,or delay in unloading shipments at delivery point that are the fault of Buyer. 9. SHIPMENT COSTS/TRANSPORTATION MATTERS. Unless otherwise specified on the Seller's invoicing document,all transportation charges,including,but not limited to,carrier's charges for notification prior to delivery,demurrage caused by Buyer,delay in unloading,diversion,or reconsignmenl will be paid by the Buyer.Risk of-loss and title to Products transfers to the Buyer upon delivery at the F.O.B.-point identified on the Seller's-invoicing document. Products held or stored by Seller for Buyer will be,at the sole risk of Buyer and Buyer will be liable for the expense to Seller of holding or storing Product at Buyer's request. On passage of title,the Buyer is then responsible for proper protection of Products and compliance with all regulations and ordinances and will indemnify the Seller against all claims for personal injuries or property damage arising from the storage,use or handling ofsuch Products. Claims for damage or shortage in transit must be made by the Buyer against the carrier. The Buyer has the responsibility to inspect shipments before or during unloading to identify any such damage or shortage and see that appropriate notation is made on the delivery tickets or an inspection report furnished by the local agent ofthe carrier in order to support a claim. Buyer shall be solely responsible for the care and condition of railcars in their possession and for their timely return in good condition. 10.WARRANTY/TIME FOR MAKING CLAIMS.The Seller warrants only that it will convey good title to the Product and that,at the time ofshipment,the Product will conform to the published specifications ofthe Seller.Seller's specifications are subject to change at any time without notice to Buyer. NO OTHER WARRANTY OF ANY KIND, EXPRESSED OR IMPLIED,IS MADE BY SELLER,INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY,FITNESS FOR A PARTICULAR PURPOSE,OR NONINFRINGEMENT. Buyer must notify Seller ofany claim with respect to Product,warranty,or any other claim under this Agreement within thirty(30)days of Seller's delivery of Product or such claim is waived. In the event of an alleged breach hereof by the Seller,the sole remedy available to the Buyer on account of any defect in the Product shall be limited to the replacement ofsuch defective Product by the Seller.In the event the remedy provided herein shall be deenmed to have failed its essential purpose,then the Buyer shall be entitled only to a refund ofthe amounts paid to the Seller for such defective Product. Subject to the notification of claim provision above,no action for breach ofthe contract for sale or otherwise with respect to Product will be commenced more than one(1)year after the accrual of the cause of action thereto. 11.LIMITATION OF LIABILITY.SELLER'S LIABILITY FOR ANY CLAIM ARISING UNDER TI IIS AGREEMENT WILL BELIMITED TOTHE AMOUNT OFTHE NET PURCHASE PRICE OF THE PRODUCTS SOLD TO BUYER BY SELLER PURSUANT TO THIS INVOICE. SELLER SHALL IN NO EVENT BE LIABLE TO BUYER OR ANY THIRD PARTY FOR ANY INDIRECT,INCIDENTAL,CONSEQUENTIAL,EXEMPLARY OR PUNITIVE DAMAGES FOR ANY CLAIM,WHETHER BASED ON WARRANTY,CONTRACT,TORT(INCLUDING NEGLIGENCE)OR OTHERWISE. The Buyer assumes all risks and liability for any damage to persons or property resulting from the use ofthe Product delivered hereunder in manufacturing processes ofthe Buyer or in combination with other substances or otherwise. 12.INDEMNIFICATION.BUYER SHALL INDEMNIFY,HOLD HARMLESS AND DEFEND SELLER AND ITS AFFILIATES AND THEIR RESPECTIVE EMPLOYEES,OFFICERS, DIRECTORS,SHARflIiOCDEF5=1 fiL3KE#FS,,4CENTS AND REPRESENTATIVES(COLLECTIVELY,THE"INDEMNIFIED PARTIES"),FROM ALL CLAIibIS,LIABILITIES, DAMAGES,SUITS,PROCEEDINGS,COSTS AND EXPENSES(INCLUDING REASONABLE ATTORNEYS'FEES)(COLLECTIVELY,THE"LOSSES"),FOR ANY DAMAGE,INJURY, DEATH,LOSS OR DESTRUCTION OF ANY KIND RELATING TO OR ARISING OUT OF THE PERFORMANCE OF THIS AGREEMENT,INCLUDING WITHOUT LIMITATION,LOSS OR DAMAGE TO ANY PROPERTY OR INJURY TO OR DEATH OF ANY PERSON(INCLUDING,WITHOUT LIMITATION,BUYER OR ITS EMPLOYEES),WHETHER ARISING ASA WORKERS'COMPENSATION CLAIM OR UNDER THEORIES OF NEGLIGENCE,TORT,STRICT LIABILITY,INTENTIONAL' ISCONDUCT,OR FAULT OF ANY KIND,AND EVEN IF THE RESULT OR ALLEGED RESULT OF THE CONDUCT,NEGLIGENCE,ERROR.OMISSION,OR BREACH OF THIS AGREEMENT OR NON-COMPLIANCE WITH APPLICABLE LAWS BY ANY INDEMNIFIED PARTIES. THIS PROVISION SHALL SURVIVE EXPIRATION OR TERMINATION OF THIS AGREEMENT. 13. SECURITY INTEREST.The Buyer hereby grants to the Seller and the Seller hereby retains a security interest in all Products furnished by the Seller and the proceeds thereof, until the purchase price therefore is fully paid.Buyer agrees to execute such financing statements and other documents as Seller may determine to be necessary to perfect such security interest. 14. GOVERNING LAW/JURISDICTION.This Agreement and any sales hereunder will be governed by the laws ofthe state of Kansas without regard to conflicts of law rules. Both parties consent to the jurisdiction of Johnson County,Kansas courts over any matters arising out ofthis Agreement or any sales hereunder. 15. ASSIGNABILITY. This Agreement is not assignable by the Buyer without the prior written consent ofthe Seller and any purported assignment without such consent will be void. 16. ENTIRE AGREEMENT.These Terms and Conditions of Sales constitute the entire agreement of sale and purchase ofthe Product.No modification ofthis Agreement shall be of any force or effect unless in writing and signed by the parties sought to be bound thereby,and no modification shall be effected by time acknowledgment or acceptance ofpurchase order forms containing different terms or conditions. 17.NO WAIVER.The failure by Seller to enforce at anytime any ofthe provisions ofthis Agreement,or to exercise any rights provided herein,will not be construed as a waiver of such provisions or options,nor in any way be construed to affect the validity ofthis Agreement,or the right of Seller thereafter to enforce each and every such provision. August 2014 m Com aSS INVOICE - Minerals — Page-1 of 1 - - - PLEASE REMIT TO/SELLER: FEDERAL ID#: PAYMENT TERMS INVOICE DATE INVOICE NUMBER .. COMPASS MINERALS AMERICA P O BOX 277043 48-1047632 NET 60 DAYS 2/10/2015 71302481 ATLANTA, GA 30384-7043 SOLD TO: 462129/C54512 CARMEL UTILITIES SHIPTO: 505808/CS54514 3450 W. 131 ST STREET CARMEL UTILITIES WESTFIELD IN 46074 5484 E. 126TH STREET CARMEL, IN 46033 UNITED STATES SHIPPED FROM DATE SHIPPED CUSTOMER PO BILL OF LADING ORDER NUMBER ORDER TYPE =AUGUSTROBBEN$SONS —02i�-U/-I- --vv1-5004 ---1436158 - - 1°430153--=,-s�- -- - - CARRIER RAIL ITRUCK 9 EQUIPMENTTYPE F.O.B. FREIGHT TERMS TERRITORY 76599 178 - PRODUCT DELIVERED TRUCK C08 TAX STATUS TAX ID# RELEASE# SALES REP EXEMPT 0031201550 - C08 PRODUCT DESCRIPTION TAX QUANTITY UOM UNIT PRICE EXTENDED PRICE 7517 COARSE ROCK SALT Y 25.6100 TN 96.00 2,458.56 SUMMARY: I – PRODUCT 2,458.56 FREIGHT&FUEL SUBTOTAL 2,458.56 STATE TAX COUNTY TAX CITY TAX MESSAGES: TOTAL WEIGHT. . .51,220.0000 Gross Pounds FOR BILLING INQUIRIES CALL 1-800-743-7258 THANK YOU FOR YOUR ORDER PLEASE PAY>> > 2,458.56 WE APPRECIATE YOUR BUSINESS IN US DOLLARS This Sale of Goods is subject to the Terms and Conditions of Sale on the reverse side of this Invoice CREDIT NOTE>> > (Terms and Conditions of Sale are also available at www.nasalt.com). IN US DOLLARS TERMS AND CONDITIONS OF SALE 1. OFFER.No terms stated by Buyer in its bid,purchase order,acknowledgment,or other form shall be binding upon the Seller except as expressly agreed in writing by the Seller.Buyer is hereby notified ofthe Seller's objection to and rejection ofany additional or different terms in Buyer's bid,purchase order,acknowledgment,or other forms.THE SELLER'S PROPOSAL iS EXPRESSLY LIiv1ITED TO ACCEPTANCE UPON THE TERMS AND CONDITIONS CONTAINED IN THESE TERMS AND CONDITIONS OF SALE(referred to as this"Agreement")."Seller"is the Compass Minerals entity identified as the"Seller'on the front of the invoice. 2. PAYMENT. Buyer agrees to make payment at Seller's location and at the time and in the currency specified on the Seller's invoicing document.The Seller may,in its sole judgment,require such other payment terms as it deems appropriate,including full or partial payment in advance of shipment or by letter of credit. 3. PAST DUE ACCOUNTS.A finance charge ofthe lesser of 1.5%per month(18%:APR)or the highest rate permitted by law will be assessed on all past due accounts. Interest charged on a past due invoice will be assessed from the date ofthe invoice.Amounts owed by Buyer with respect to which there is no dispute will be paid without set-otfforany amount which Buyer may claim are owed by Seller. Buyer agrees to reimburse Seller all attorney fees and court costs in connection with default of these payment terms by Buyer. 4. PRICES. EXCEPT AS OTHERWISE SPECIFIED IN THIS AGREEMENT,PRICES ARE SUBJECT TO CHANGE WITHOUT NOTICE. ORDERS WILL BE INVOICED,UNLESS OTHERWISE SPECIFIED IN THIS AGREEMENT,AT THE SELLER'S PRICE IN EFFECT ON THE SCHEDULED DATE OF SHIPMENT. Prices on the invoicing document are net of all applicable discounts and promotional allowances. References to"tons"shall mean short tons(2000 lbs.)unless otherwise specified. 5. CANCELLATION. Orders may be canceled by Buyer only upon(1)written or oral notice to the Seller subsequently accepted in writing by the Seller and(2)payment to the Seller of reasonable cancellation charges to be solely determined by the Seller. Except as otherwise agreed in writing,until the product that is identified on the front of this invoice("Product")is shipped, Seller has no obligation under any order submitted by Buyer(and may cancel the order at any time prior to shipment). 6. CREDIT. Credit payment terms must have the prior approval of the Sellers Credit Department and must be specified in writing on the Seller's invoicing document. If at any time Buyer's financial responsibility becomes impaired or unsatisfactory to the Seller,Seller reserves the right to stop shipment,on notification to Buyer and to demand payment in advance or at the time of delivery for future deliveries or to require other security satisfactory to the Seller,and in the absence thereof,to cancel,without liability,the unfilled portion ofthe contract. .7.TAXES.Any ta.�or other governmental charge now or hereafter levied upon production,sem erance,manufacture,delivery,storage,consumption,sale,Else orshipnmery of'Pruducts ordered ur sold is not included in Seller's price and will be charged to and paid by the Buyer. 8. DELAYS. All orders are subject to the Seller's ability to make delivery at the time and in the quantities specified,and the Seller shall not be liable for damages for failure to make partial or complete shipment or for the delay in making shipments.The Seller shall not be liable for delays or defaults in delivery caused by forces not reasonably within Seller's control(including but not limited to delays or defaults by carriers,extreme cold weather,partial or total failure of Seller's intended production,transportation or delivery facilities,etc.,floods,fires,storms,or other acts of God,war or act of public enemy(or civil disturbance),strikes,lock-outs,shortages of labor or raw materials and supplies(including fuel),action ofany governmental authority,or other force majeure event). The Buyer shall be liable for any added expenses incurred by the Seller because of Buyer's delay in furnishing requested information to the Seller,delays resulting from order changes by the Buyer,or delay in unloading shipments at delivery point that are the fault of Buyer. 9. SHIPMENT COSTS/TRANSPORTATION MATTERS. Unless otherwise specified on the Sellers invoicing document,all transportation charges,including,but not limited to,carrier's charges for notification prior to delivery,demurrage caused by Buyer,delay in unloading,diversion,orreconsignment will be paid by the Buyer.Risk of loss and title to Products transfers to the Buyer upon delivery at the F.O.B.point identified on the Seller's invoicing document. Products held or stored by Seller for Buyer will be at the sole risk of Buyer and Buyer will be liable for the expense to Seller of holding or storing Product at Buyer's request. On passage oftitle,the Buyer is then responsible for proper protection of Products and compliance with all regulations and ordinances and will indemnify the Seller against all claims for personal injuries or property damage arising from the storage,use or handling ofsuch Products. Claims for damage or shortage in transit must be made by the Buyer against the carrier. The Buyer has the responsibility to inspect shipments before or during unloading to identify any such damage or shortage and see that appropriate notation is made on the delivery tickets or an inspection report furnished by the local agent ofthe carrier in order to support a claim. Buyer shall be solely responsible for the care and condition of railcars in their possession and for their timely return in good condition. 10.WARRANTYITIME FOR MAKING CLAIMS.The Seller warrants only that it will convey good title to the Product and that,at the time ofshipment,the Product will conform to the published specifications of the Seller.Seller's specifications are subject to change at any time without notice to Buyer. NO OTHER WARRANTY OF ANY KiND, EXPRESSED OR IMPLIED,IS MADE BY SELLER,INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY,FITNESS FOR A PARTICULAR PURPOSE,OR NONINFRINGEMENT.Buyer must notify Seller ofany claim with respect to Product,warranty,or any other claim under this Agreement within thirty(30)days of Seller's delivery of Product or such claim is waived. In the event of an alleged breach hereol'by the Seller,the sole remedy available to the Buyer on account ofany defect in the Product shall be limited to the replacement ofsuch defective Product by the Seller.In the event the remedy provided herein shall be deemed to have failed its essential purpose,then the Buyer shall be entitled only to a refund ofthe amounts paid to the Seller for such defective Product. Subject to the notification ofclaim provision above,no action for breach ofthe contract for sale or otherwise with respect to Product will be commenced more than one(1)year after the accrual of the cause of action thereto. 11.LIMITATION OF LIABILITY.SELLER'S LIABILITY FOR ANY CLAIM ARISING UNDER THIS AGREEMENT WILL BE LIMITED TO THE AMOUNT OF THE NET PURCHASE PRICE OF THE PRODUCTS SOLD TO BUYER BY SELLER PURSUANT TO THIS INVOICE. SELLER SHALL IN NO EVENT BE LIABLE TO BUYER OR ANY THIRD PARTY FOR ANY INDIRECT,INCIDENTAL,CONSEQUENTIAL,EXEMPLARY OR PUNITIVE DAMAGES FOR ANY CLAIM,WHETHER BASED ON WARRANTY,CONTRACT,TORT(INCLUDING NEGLIGENCE)OR OTHERWISE. The Buyer assumes all risks and liability for any damage to persons or property resulting from the use of the Product delivered hereunder in manufacturing processes ofthe Buyer or in combination with other substances or otherwise. 12.INDEMNIFICATION.BUYER SHALL INDEMNIFY.HOLD HARMLESS AND DEFEND SELLER AND ITS AFFILIATES AND THEIR RESPECTIVE EMPLOYEES,OFFICERS, --------- DIRECTORS,SHAREHOLDERS,INSURERS,AGENTS,AND REPRESENTATIVES(COLLECTIVE-LY,THE"INDEMNIFIED PARTIES"),FROM ALL CLAIMS, LIABILITIES, DAMAGES,SUITS,PROCEEDINGS,COSTS AND EXPENSES(INCLUDING REASONABLE ATTORNEYS'FEES)(COLLECTIVELY,THE"LOSSES"),FORANY DAMAGE,INJURY, DEATH,LOSS OR DESTRUCTION OF ANY KIND RELATING TO OR ARISING OUT OF THE PERFORMANCE OF THIS AGREEMENT,INCLUDING WITHOUT LIMITATION,LOSS OR DAMAGE TO ANY PROPERTY OR INJURY TO OR DEATH OF ANY PERSON(INCLUDING,WITHOUT LIMITATION,BUYER OR ITS EMPLOYEES),WHETHER ARISING ASA WORKERS'COMPENSATION CLAIM OR UNDER THEORIES OF NEGLIGENCE,TORT,STRICT LIABILITY,INTENTIONAL MISCONDUCT,OR FAULT OF ANY KIND,AND EVEN IF THE RESULT OR ALLEGED RESULT OF THE CONDUCT,NEGLIGENCE,ERROR,OMISSION,OR BREACH OF THIS AGREEMENT ORNON-COMPLIANCE WITH APPLICABLE LAWS BY ANY INDEMNIFIED PARTIES. THIS PROVISION SHALL SURVIVE EXPIRATION OR TERMINATION OF THIS AGREEMENT. 13. SECURITY INTEREST.The Buyer hereby grants to the Seller and the Seller hereby retains a security interest in all Products furnished by the Seller and the proceeds thereof, until the purchase price therefore is fully paid. Buyer agrees to execute such financing statements and other documents as Seller may determine to be necessary to perfect such security interest. 14. GOVERNING LAV/JURISDICTION.This Agreement and any sales hereunder will be governed by the laws ofthe state of Kansas without regard to conflicts of law rules. Both parties consent to the jurisdiction of Johnson County,Kansas courts over any matters arising out of this Agreement or any sales hereunder. 15. ASSIGNABILITY. This Agreement is not assignable by the Buyer without the prior written consent ofthe Seller and any purported assignment without such consent will be void. 16.ENTIRE AGREEMENT.These Terms and Conditions of Sales constitute the entire agreement of sale and purchase ofthe Product.No modification ofthis Agreement shall be ofany force or effect unless in writing and Signed by the parties sought to be bound thereby,and no modification shall be effected by the acknowledgment or acceptance ofpurchase order forms containing different terms or conditions. 17. NO WAIVER.The failure by Seller to enforce at any time any ofthe provisions of this Agreement,or to exercise any rights provided herein,will not be construed as a waiver of such provisions or options,nor in any way be construed to affect the validity of this Agreement,or the right of Seller thereafter to enforce each and every such provision. August 2014 -CompassINVOICE Minerals _ Page-1 of 1 PLEASEIREMITTO/SELLER: : FEDERAL ID#: PAYMENT TERMS INVOICE DATE INVOICE NUMBER COMPASS MINERALS AMERICA P 0 BOX 277043 48-1047632 NET 60 DAYS 2/12/2015 71304073 ATLANTA, GA 30384-7043 SOLD TO: 462129/C54512 CARMEL UTILITIES SHIP TO: 505808/CS54514 3450 W. 131 ST STREET CARMEL UTILITIES WESTFIELD, IN 46074 5484 E. 126TH STREET CARMEL, IN 46033 UNITED STATES SHIPPED FROM DATE SHIPPED CUSTOMER PO BILL OF LADING ORDER NUMBER ORDER TYPE 10995-AUGUSTROBBENSSONS. u2712/15— 4ti15003 X 36?6T 1436464--—SCJ--- CARRIER RAIL/TRUCK# EQUIPMENT TYPE F.O.B. FREIGHT TERMS TERRITORY 76599 178 - PRODUCT DELIVERED TRUCK C08 TAX STATUS TAX ID# RELEASE# SALES REP EXEMPT 0031201550 - C08 PRODUCT DESCRIPTION TAX QUANTITY UOM .UNIT PRICE EXTENDED PRICE 7517 COARSE ROCK SALT Y 25.3400 TN 96.00 2,432.64 SUMMARY• PRODUCT 2,432.64 FREIGHT&FUEL SUBTOTAL 2,432.64 STATE TAX COUNTY TAX CITY TAX MESSAGES: TOTAL WEIGHT . . .50,680.0000 Gross Pounds FOR BILLING INQUIRIES CALL 1-800-743-7258 THANK YOU FOR YOUR ORDER PLEASE PAY> > > 2,432.64 WE APPRECIATE YOUR BUSINESS IN US DOLLARS This Sale of Goods is subject to the Terns and Conditions of Sale on the reverse side of this Invoice CREDIT NOTE>> > (Terms and Conditions of Sale are also available at www.naselt.com). IN US DOLLARS TERMS AND CONDITIONS OF SALE 1. OFFER.No terms stated by Buyer in its bid,purchase order,acknowledgment,or other form shall be binding upon the Seller except as expressly agreed in writing by the Seller.Buyer is hereby notified ofthe Sellers objection to and rejection ofany additional or different terns in Buyer's bid,purchase order,acknowledgment,or other forms.THE SELLER'S PROPOSAL IS EXPRESSLY LIMITED TO ACCEPTANCE UPON THE TERMS AND CONDITIONS CONTAINED IN THESE TERMS AND CONDITIONS OF SALE(referred to as this"Agreement")."Seller"is the Compass Minerals entity identified as the"Seller"on the front of the invoice. 2.PAYMENT. Buyer agrees to make payment at Sellers location and at the time and in the currency specified on the Setter's invoicing document.The Seller may,in its sole judgment,require such other payment terms as it deems appropriate,including full or partial payment in advance of shipment or by letter of credit. 3.PAST DUE ACCOUNTS.A finance charge ofthe lesserof 1.5%per month(I8%'=iA'PR)•or the highest rate permitted bylawwitl•liccassessed on all past due accounts. Interest charged on a past due invoice will be assessed from the date ofthe invoice.Aniounts.owed by Buyer with respect to which there is no dispute will be paid without set-off for any amount which Buyer may claim are owed by Scller. Buyer agrees to reimburse Seller all attoriicy fee's and court costs in connection with default of{hese payment temts by Buyer. 4. PRICES. EXCEPT AS OTHERWISE SPECIFIED iN THIS AGREEMENT,PRICES ARE SUBJECT TO CHANGE WITHOUT NOTICE. ORDERS WILL BE INVOICED,UNLESS OTHER\VISE SPECIFIED IN THIS AGREEMENT,AT THE SELLER'S PRICE IN EFFECT ON THE SCHEDULED DATE OF SHIPMENT.Prices on the invoicing document are net of all applicable discounts and promotional allowances. References to"tons"shall mean short tons(2000 tbs.)unless otherwise specified. 5. CANCELLATION. Orders may be canceled by Buyer only upon(1)written or oral notice to the Seller subsequently accepted in writing by the Seller and(2)payment to the Seller of reasonable cancellation charges to be solely determined by the Seller. Except as otherwise agreed in writing,until the product that is identified on the front ofthis invoice("Product")is shipped, Seller has no obligation under any order submitted by Buyer(and may cancel the order at any time prior to shipment). 6. CREDIT. Credit payment terms must have the prior approval ofthe Seller's Credit Department and must be specified in writing on the Seller's invoicing document. If at any time Buyer's Financial responsibility becomes impaired or unsatisfactory to the Seller,Seller reserves the right to stop shipment,on notification to Buyer and to demand payment in advance or at the time of delivery for future deliveries or to require other security satisfactory to the Seller,and in the absence thereof,to cancel,without liability,the unfilled portion ofthe contract. 1. Z TAXES.Any Ipx.or whet go%ernnsuml charge.,.,or hc-11"levied upon production,sc ora rwc,tnanulacture;delivery,storage,consumption,sale,use or shipment of llroLlucts ordered or sold is not included in Seller's price and will be charged to and paid by the Buyer. 8. DELAYS. All orders are subject to the Seller's ability to make delivery at the time and in the quantities specified,and the Seller shall not be liable for damages for failure to make partial or complete shipment or for the delay in making shipments.The Seller shall not be liable for delays or defaults in delivery caused by forces not reasonably within Seller's control(including but not limited to delays or defaults by carriers,extreme cold weather,partial or total failure of Seller's intended production,transportation or delivery facilities,etc.,floods,fires,storms,or other acts of God,war or act of public enemy(or civil disturbance),strikes,lock-outs,shortages of labor or raw materials and supplies(including fuel),action of any governmental authority,or other force majeure event). The Buyer shall be liable for any added expenses incurred by the Seller because of Buyer's delay in famishing requested information to the Seller,delays resulting from order changes by the Buyer,or delay in unloading shipments at delivery point that are the fault of Buyer. 9. SHIPMENT COSTSITRANSPORTATION MATTERS. Unless otherwise specified on the Seller's invoicing document,all transportation charges,including,but not limited to,carrier's charges for notification prior to delivery,demurrage caused by Buyer,delay in unloading,diversion,or reconsignnhent will be paid by the Buyer.Risk of loss and title to Products transfers to the Buyer upon delivery at the F.O.B.point identified on the Seller's invoicing document. Products held or stored by Seller for Buyer will be at the sole risk of Buyer and Buyer will be liable for the expense to Seller of holding or storing Product at Buyer's request. On passage of lisle,the Buyer is then responsible for proper protection of Products and compliance with all regulations and ordinances and will indemnify the Seller against all claims for personal injuries or property damage arising from the storage,use or handling of such Products. Claims for damage or shortage in transit must be made by the Buyer against the carrier. The Buyer has the responsibility to inspect shipments before or during unloading to identify any such damage or shortage and see that appropriate notation is made on the delivery tickets or an inspection report furnished by the local agent of the carrier in order to support a claim. Buyer shall be solely responsible for the care and condition of railcars in their possession and for their timely return in good condition. 10.WARRANTY/TIME FOR MAKING CLAIMS.The Seller warrants only that it will convey good title to the Product and that,at the time ofshipment,the Product will conform to the published specifications of the Seller.Seller's specifications are subject to change at any time without notice to Buyer. NO OTHER WARRANTY OF ANY KIND, EXPRESSED OR IMPLIED,iS MADE BY SELLER,INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY,FITNESS FOR A PARTICULAR PURPOSE,OR NONINFRINGEMENT.Buyer must notify Seller of any claim with respect to Product,warranty,or any other claim under this Agreement within thirty(30)days ofSeller's delivery of Product or such claim is waived. In the event of an alleged breach hereof by the Seller,the sole remedy available to the Buyer on account of any defect in the Product shall be limited to the replacement of such defective Product by the Seller. In the event the remedy provided herein shall be deemed to have failed its essential purpose,then the Buyer shall be entitled only to a refund ofthe amounts paid to the Seller for such defective Product. Subject to the notification of claim provision above,no action for breach ofthe contract for sale or otherwise with respect to Product will be commenced more than one(1)year after the accrual ofthe cause of action thereto. 11.LIivIlTATION OF LIABILITY.SELLER'S LIABILITY FOR ANY CLAIM ARISING UNDER THIS AGREEMENT WILL BE LIMITED TO THE AMOUNT OF THE NET PURCHASE PRICE OF THE PRODUCTS SOLD TO BUYER BY SELLER PURSUANT TO THIS INVOICE. SELLER SHALL IN NO EVENT BE LIABLE TO BUYER OR ANY THIRD PARTY FOR ANY INDIRECT,INCIDENTAL,CONSEQUENTIAL,EXEMPLARY OR PUNITIVE DAMAGES FOR ANY CLAIM,WHETHER BASED ON WARRANTY,CONTRACT,TORT(INCLUDING NEGLIGENCE)OR OTHERWISE. The Buyer assumes all risks and liability for any damage to persons or property resulting from the use of the Product delivered hereunder in manufacturing processes ofthe Buyer or in combination with other substances or otherwise. 12.INDEMNIFICATION.BUYER SHALL INDEMNIFY,HOLD HARMLESS AND DEFEND SELLER AND ITS AFFILIATES AND THEIR RESPECTIVE EMPLOYEES,OFFICERS, DIRECTORS,SHAREHOLDERS,INSURERS,AGENTS AND-REPRESENTATIVES(COLLECTIVELY,THE"INDEMNIFIED PARTIES"),FROM ALL CLAIMS,LIABILITIES,=t DAMAGES,SUITS,PROCEEDINGS,COSTS AND EXPENSES(INCLUDING REASONABLE ATTORNEYS'FEES)(COLLECTIVELY,THE"LOSSES"),FOR ANY DAMAGE,INJURY, DEATH,LOSS OR DESTRUCTION OF ANY KIND RELATING TO OR ARISING OUT OF THE PERFORMANCE OF THIS AGREEMENT,INCLUDING WITHOUT LIMITATION,LOSS OR DAMAGE TO ANY PROPERTY OR INJURY TO OR DEATH OFANY PERSON(INCLUDING,WITHOUT LIMITATION,BUYER OR iTS EMPLOYEES),WHETHER ARISING AS A WORKERS'COMPENSATION CLAIM OR UNDER THEORIES OF NEGLIGENCE,TORT,STRICT LIABILITY,INTENTIONAL MISCONDUCT,OR FAULT OF ANY KIND,AND EVEN IF THE RESULT OR ALLEGED RESULT OF THE CONDUCT,NEGLIGENCE,ERROR,OMISSION,OR BREACH OF TII IS AGREEMENT OR NON-COMPLIANCE WITH APPLICABLE LAWS BY ANY INDEMNIFIED PARTIES. THIS PROVISION SHALL SURVIVE EXPIRATION OR TERMINATION OF THIS AGREEMENT. 13.SECURITY INTEREST.The Buyer hereby grants to the Seller and the Seller hereby retains a security interest in all Products famished by the Seller and the proceeds thereof, until the purchase price therefore is fully paid.Buyer agrees to execute such financing statements and other documents as Seller may determine to be necessary to perfect such security interest. 14. GOVERNING LAW/JURISDICTION.This Agreement and any sales hereunder will be governed by the laws ofthe state of Kansas without regard to conflicts of law rules. Both parties consent to the jurisdiction of Johnson County,Kansas courts over any matters arising out ofthis Agreement or any sales hereunder. 15. ASSIGNABILITY. This Agreement is not assignable by the Buyer without the prior written consent of the Seller and any purported assignment without such consent will be void. 16. ENTIRE AGREEMENT.These Terms and Conditions of Sales constitute the entire agreement of sale and purchase ofthe Product.No modification ofthis Agreement shall be of any force or effect unless in writing and signed by the parties sought to be bound thereby,and no modification shall be effected by the acknowledgment or acceptance of purchase order forts containing different terms or conditions. 17.NO WAIVER.The failure by Seller to enforce at any time any ofthe provisions ofthis Agreement,or to exercise any rights provided herein,will not be construed as a waiver of such provisions or options,nor in any way be construed to affect the validity ofthis Agreement,or the right of Seller thereafter to enforce each and every such provision. August 2014 -Compass INVOICE _ Minerals Page-1 of 1 = PLEASE REMITTWELLER FEDERAL ID#. PAYMENTTERMS INVOICE DATE INVOICE NUMBER COMPASS MINERALS AMERICA P 0 BOX 277043 48-1047632 NET 60 DAYS 2/12/2015 71304148 ATLANTA, GA 30384-7043 SOLD TO: 462129/C54512 CARMEL UTILITIES SHIP TO: 505808/CS54514 3450 W. 131 ST STREET CARMEL UTILITIES WESTFIELD, IN 46074 5484 E. 126TH STREET CARMEL, IN 46033 UNITED STATES SHIPPED FROM DATE SHIPPED CUSTOMER PO BILL OF LADING ORDER NUMBER ORDER TYPE _10995 AU GUSTROSSEN_SSONS 02/12%1-5—^ W i 5005�" 143VJ1-,4 -14-38314—SO—--- CARRIER RAIL/TRUCK# EQUIPMENTTYPE F.O.B. FREIGHTTERMS TERRITORY 76599 178 - PRODUCT DELIVERED TRUCK C08 TAX STATUS TAX ID# RELEASE# SALES REP EXEMPT 0031201550 - C08 PRODUCT DESCRIPTION TAX QUANTITY UOM UNIT PRICE I EXTENDED PRICE 7517 COARSE ROCK SALT Y 25.4600 TN 96.00 2,444.16 SUMMARY: PRODUCT 2,444.16 FREIGHT&FUEL SUBTOTAL 2,444.16 STATE TAX COUNTY TAX CITY TAX MESSAGES: TOTAL WEIGHT . . .50,920.0000 Gross Pounds FOR BILLING INQUIRIES CALL 1-600-743-7258 THANK YOU FOR YOUR ORDER PLEASE PAY>> > 2,444.16 WE APPRECIATE YOUR BUSINESS IN US DOLLARS This Sale of Goods is subject to the Terns and Conditions of Sale on the reverse side of this Invoice CREDIT NOTE>>> (Terms and Conditions of Sale are also available at www.nasalt.com). IN US DOLLARS TERMS AND CONDITIONS OF SALE 1. OFFER.No terms stated by Buyer in its bid,purchase order,acknowledgment,or other form shall be binding upon the Seller except as expressly agreed in writing by the Seller.Buyer is hereby notified ofthe Seller's bbjeetion to and rejection ofany additional or different terms in Buyers bid,purchase order,acknowledgment•or other forms.THE SELLER'S PROPOSAL IS EXPRESSLY LIMITED TO ACCEPTANCE UPON THE TERMS AND CONDITIONS CONTAINED 1N THESE TERMS AND CONDITIONS OF SALE(referred to as this"Agreement")."Seller"is the Compass Minerals entity identified as the"Seller"on the front of the invoice. 2.PAYNFE\T. Buyeragrees to make payment at Seller's locatton'and at the time and'in.the currencysplecified on the Seller's invoicmc doeument.The Sellermay,'in ifs"solejudgmi.nt,'tegll[re such other paymentterms.as it deems appropriate,including full or,partial payment in advance of shipment or by letter of credit. .i '- 3.PAST DUE ACCOUNTS.A finance charge ofthe lesser of 1.5%per month(18%-APR)or the highest rate permitted by law will be assessed on all past due accolin[s..'[niKTesLc}i?rged;on a.:'.-=,i . ,past duc jnvoice will be assessed from the date ofthe invoice.Amounts owed by Buyer with respect to which there is no dispute will be paid without set-off for any amount which Buyer may claim are owed by Seller. Buyer agrees to reimburse Seller all attorney fees and court costs in connection with default of these payment-tants by,Buyer: 4. PRICES. EXCEPT AS OTHERWISE SPECIFIED IN THIS AGREEMENT,PRICES ARE SUBJECT TO CHANGE WITHOUT NOTICE. ORDERS WILL BE INVOICED,UNLESS OTHERWISE SPECIFIED IN THIS AGREEMENT,AT THE SELLER'S PRICE iN EFFECT ON THE SCHEDULED DATE OF SHIPMENT. Prices on the invoicing document are net of all applicable discounts and promotional allowances. References to"tons"shall mean short tons(2000 lbs.)unless otherwise specified. 5. CANCELLATION. Orders may be canceled by Buyer only upon(1)written or oral notice to the Seller subsequently accepted in writing by the Seller and(2)payment to the Seller of reasonable cancellation charges to be solely determined by the Seller. Except as otherwise agreed in writing,until the product that is identified on the front of this invoice("Product")is shipped, Seller has no obligation under any order submitted by Buyer(and may cancel the order at any time prior to shipment). 6. CREDIT. Credit payment terms must have the prior approval ofthe Seller's Credit Department and must be specified in writing on the Seller's invoicing document. If at any time Buyer's financial responsibility becomes impaired or unsatisfactory to the Seller,Seller reserves the right to stop shipment,on notification to Buyer and to demand payment in advance or at the time of delivery for future deliveries or to require other security satisfactory to the Seller,and in the absence thereof,to cancel,without liability,the unfilled portion ofthe contract. -. _7.TAXES.Any tix or other govcmmental charge naw-At hercaftcr levied upon productwn,sd> reneu,-tuanufacture,delivery,storage,eonsuniption,sale,use or shipment ol-Products ordered or sold is not included in Seller's price and will be charged to and paid by the Buyer. A. DELAYS. All orders are subject to the Seller's ability to make delivery at the time and in the quantities specified,and the Seller shall not be liable for damages for failure to make partial or complete shipment or for the delay in making shipments.The Seller shall not be liable for delays or defaults in delivery caused by forces not reasonably within Seller's control(including but not limited to delays or defaults by carriers,extreme cold weather,partial or total failure of Seller's intended production,transportation or delivery facilities,etc.,floods,fires,storms,or other acts of God,war or act of public enemy(or civil disturbance),strikes,lock-outs,shortages of labor or raw materials and supplies(including fuel),action ofany governmental authority,or other force majeure event). The Buyer shall be liable for any added expenses incurred by the Seller because of Buyer's delay in furnishing requested information to the Seller,delays resulting from order changes by the Buyer,or delay in unloading shipments at delivery point that are the fault of Buyer. 9. SHIPMENT COSTS/TRANSPORTATION MATTERS. Unless otherwise specified on the Seller's invoicing document,all transportation charges,including,but not limited to,carrier's charges for notification prior to delivery,demurrage caused by Buyer,delay in unloading,diversion,or reconsignment will be paid by the Buyer.Risk of loss and title to Products transfers to the Buyer upon delivery at the F.O.B.point identified on the Seller's invoicing document. Products held or stored by Seller for Buyer.wilI be at the sole risk of Buyer and Buyer will,Ug liable for the expense to Seller of holding or storing Product at Buyer's request. On passage of title,the Buyer is then responsible for proper protection of Products and compliance with all regulations and ordinances and will indemnify the Seller against all claims for personal injuries or property damage arising from the storage,use or handling of such Products. Claims for damage or shortage in transit must be made by the Buyer against the carrier. The Buyer has the responsibility to inspect shipments before or during unloading to identify any such damage or shortage and sec that appropriate notation is made on the delivery tickets or an inspection report furnished by the local agent ofthe carrier in order to support a claim. Buyer shall be solely responsible for the care and condition of railcars in their possession and for their timely return in good condition. 10.WARRANTY/TiME FOR MAKING CLAIMS.The Seller warrants only that it will convey good title to the Product and that,at the time ofshipment,the Product will conform to the published specifications of the Seller.Seller's specifications are subject to change at any time without notice to Buyer. NO OTHER WARRANTY OF ANY KIND, EXPRESSED OR IMPLIED,IS MADE BY SELLER,INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY,FITNESS FOR A PARTICULAR PURPOSE,OR NONNFRINGEMENT.Buyer must notify Seller ofany claim with respect to Product,warranty,or any other claim under this Agreement within thirty(30)days of Seller's delivery of Product or such claim is waived. in the event of an alleged breach hereof by the Seller,the sole remedy available to the Buyer on account of any defect in the Product shall be limited to the replacement ofsuch defective Product by the Seller. In the event the remedy provided herein shall be deemed to have failed its essential purpose,then the Buyer shall be entitled only to a refund ofthe amounts paid to the Seller for such defective Product. Subject to the notification of claim provision above,no action for breach ofthe contract for sale or otherwise with respect to Product will be commenced more than one(1)year after the accrual ofthe cause of action thereto. 11.LIMITATION OF LIABILITY.SELLER'S LIABILITY FOR ANY CLAIM ARISING UNDER THIS AGREEMENT WILL BE LIMITED TO THE AMOUNT OF THE NET PURCHASE PRICE OF THE PRODUCTS SOLD TO BUYER BY SELLER PURSUANT TO THIS INVOICE. SELLER SHALL IN NO EVENT BE LIABLE TO BUYER OR ANY THIRD PARTY FOR ANY INDIRECT,INCIDENTAL,CONSEQUENTIAL,EXEMPLARY OR PUNITIVE DAMAGES FOR ANY CLAIM,WHET14ER BASED ON WARRANTY,CONTRACT,TORT(INCLUDING NEGLIGENCE)OR OTHERWISE. The Buyer assumes all risks and liability for any damage to persons or property resulting from the use of the Product delivered hereunder in manufacturing processes ofthe Buyer or in combination with other substances or otherwise. 12.INDEMNIFICATION.BUYER SHALL INDEMNIFY,HOLD HAP M LESS AND DEFEND SELLER AND ITS AFFILIATES AND TI I EIR RESPECTIVE EMPLOYEES.OFFICERS, ---- DIRECTORS,SHAREHOLDER'S'1NSL`IZLfLs;`7l�C'�£f�;TS-AND REPRESENTATIVES(COLLEC'fIVEliY,THE"INDEMNIFIED PAK'fIES"),FROM ALL CLAIMS,LIABILITIES,---- DAMAGES,SUITS,PROCEEDINGS,COSTS AND EXPENSES(INCLUDING REASONABLE ATTORNEYS'FEES)(COLLECTIVELY,THE"LOSSES"),FOR ANY DAMAGE,INJURY, DEATH,LOSS OR DESTRUCTION OF ANY KIND RELATING TO OR ARISING OUT OF THE PERFORMANCE OF THIS AGREEMENT,INCLUDING WITHOUT LIMITATION,LOSS OR DAMAGE TO ANY PROPERTY OR INJURY TO OR DEATH OF ANY PERSON(INCLUDING,WITHOUT LIMITATION,BUYER OR ITS EMPLOYEES),WHETHER ARISING ASA WORKERS'COMPENSATION CLAIM OR UNDER THEORIES OF NEGLIGENCE,TORT,STRICT LIABILITY,INTENTIONAL MISCONDUCT,OR FAULT OF ANY KIND,AND EVEN IF THE RESULT OR ALLEGED RESULT OF THE CONDUCT,NEGLIGENCE,ERROR,OMISSION,OR BREACI I OF THIS AGREEMENT OR NON-COMPLIANCE WITH APPLICABLE LAWS BY ANY INDEMNIFIED PARTIES. THIS PROVISION SHALL SURVIVE EXPIRATION OR TERMINATION OF THiS AGREEMENT. 13.SECURITY INTEREST.The Buyer hereby grants to the Seller and the Seller hereby retains a security interest in all Products furnished by the Seller and the proceeds thereof, until the purchase price therefore is fully paid.Buyer agrees to execute such financing statements and other documents as Seller may determine to be necessary to perfect such security interest. 14. GOVERNING LAW/JURISDICTION.This Agreement and any sales hereunder will be governed by the laws ofthe state of Kansas without regard to conflicts of law rules. Both parties consent to the jurisdiction of Johnson County,Kansas courts over any matters arising out of this Agreement or any sales hereunder. 15. ASSIGNABILITY. This Agreement is not assignable by the Buyer without the prior written consent ofthe Seller and any purported assignment without such consent will be void. 16.ENTIRE AGREEMENT.These Tenns and Conditions of Sales constitute the entire agreement of sale and purchase ofthe Product.No modification ofthis Agreement shall be ofany force or effect unless in writing and signed by the parties sought to be bound thereby,and no modification shall be e.ffected.by the acknowledgment or acceptance of purchase order fors containing different terms or conditions. 17.NQ WAIVER:The failure by Seller to enforce at any time any ofthe provisions of thls'Agreement,or to exercise any rights provided herein,will not be construed as a waiver of such provisions or options,nor in any way be construed to affect the validity of this Agreement,or the right of Seller thereafter to enforce each and every such provision. August 2014 Compass — - Minerals INVOICE — Page-1 of 1 - PLEASE REMITTO/SELLER: :. FEDERAL ID#: PAYMENT TERMS INVOICE DATE INVOICE NUMBER P O Box 277043 48-1047632 AMERICA 48 1047632 NET 60 DAYS 2/6/2015 71300835 — ATLANTA, GA 30384-7043 SOLD To: 462129/C54512 CARMEL UTILITIES SHIP TO: 505808/CS54514 3450 W. 131ST STREET CARMEL UTILITIES WESTFIELD, IN 46074 5484 E. 126TH STREET CARMEL, IN 46033 UNITED STATES SHIPPED FROM DATE SHIPPED CUSTOMER PO BILL OF LADING FORDERNUMBER ORDER TYPE 10995_UGUSTRQB@E�LS$ONS� 02/06/15 W15003 1436155 436155 SO CARRIER RAIL/TRUCK# EQUIPMENTTYPE F.O.B. FREIGHT TERMS TERRITORY 76599 178 - PRODUCT DELIVERED TRUCK C08 TAX STATUS TAX ID# RELEASE# SALES REP EXEMPT 0031201550 - C08 PRODUCT DESCRIPTION TAX QUANTITY UOM UNIT PRICE EXTENDED PRICE 7517 COARSE ROCK SALT Y 25.1100 TN 96.00 2,410.56 SUMMARY: PRODUCT 2,410.56 FREIGHT&FUEL SUBTOTAL 2,410.56 STATE TAX COUNTY TAX CITY TAX MESSAGES: TOTAL WEIGHT. . . 50,220.0000 Gross Pounds FOR BILLING INQUIRIES CALL 1-800-743-7258 THANK YOU FOR YOUR ORDER PLEASE PAY>> > 2,410.56 WE APPRECIATE YOUR BUSINESS IN US DOLLARS This Sale of Goods is subject to the Terms and Conditions of Sale on the reverse side of this Invoice CREDIT NOTE>>> (Terms and Conditions of Sale are also available at www.nasalt.com). IN US DOLLARS TERMS AND CONDITIONS OF SALE 1. OFFER.No terms stated by Buyer in its bid,purchase order,acknowledgment,or other form shall be binding upon the Seller except as expressly agreed in writing by the Seller.Buyer is hereby notified ofthe Sellers objection to and rejection ofany additional or different terms in Buyer's bid,purchase order,acknowledgment,or other forms.THE SELLER'S PROPOSAL IS EXPRESSLY LIMITED TO ACCEPTANCE UPON THE TERMS AND CONDITIONS CONTAINED IN THESE TERMS AND CONDITIONS OF SALE(referred to as this"Agreement")."Seller"is the Compass Minerals entity identified as the"Seller'on the front of the invoice. 2. PAYMENT. Buyer agrees to make payment at Seller's location and at the time and in the currency specified on the Seller's invoicing document.The Seller may,in its solejudgment,require such other payment terms as it deems appropriate,including full or partial payment in advance of shipment or by letter of credit. 3.PAST DUE ACCOUNTS.A finance charge ofthe lesser of 1.5%per month(18%-APR)or the highest rate permitted by law will be assessed on all past due accounts. Interest charged on a past due invoice will be assessed from the date ofthe invoice.Amounts owed by Buyer with respect to which there is no dispute will be paid without set-off for any amount which Buyer may claim are owed by Seller. Buyer agrees to reimburse Seller all attorney fees and court costs in connection with default of these payment terms by Buyer. 4. PRICES. EXCEPT AS OTHERWISE SPECIFIED IN THIS AGREEMENT,PRICES ARE SUBJECT TO CHANGE WITHOUT NOTICE. ORDERS WILL BE INVOICED,UNLESS OTHERWISE SPECIFIED IN THIS AGREEMENT,AT THE SELLER'S PRICE IN EFFECT ON THE SCHEDULED DATE OF SHIPMENT. Prices on the invoicing document are net of all applicable discounts and promotional allowances. References to"tons"shall mean short tons(2000 lbs.)unless otherwise specified. 5. CANCELLATION. Orders may be canceled by Buyer only upon(1)written or oral notice to the Seller subsequently accepted in writing by the Seller and(2)payment to the Seller of reasonable cancellation charges to be solely determined by the Seller. Except as otherwise agreed in writing,until the product that is identified on the front of this invoice("Product")is shipped, Seller has no obligation under any order submitted by Buyer(and may cancel the order at any time prior to shipment). 6. CREDIT. Credit payment terms must have the prior approval ofthe Sellers Credit Department and must be specified in.writing on the Seller's invoicing document. If at any time Buyer's financial responsibility becomes impaired or unsatisfactory to the Seller,Seller reserves the right to stop shipment,on notification to Buyer and to demand payment in advance or at the time of delivery for future deliveries or to require other security satisfactory to the Seller,and in the absence thereof,to cancel,without liability,the unfilled portion ofthe contract. -9.TAXES.Any lax or other governmental charge now or hereafter levied upon production,severance,manufacture,delivery,storage,consumption,sale,use or shipment of Products ordered or sold is not included in Seller's price-and will be charged to and paid by the Buyer. 8. DELAYS. All orders are subject to the Seller's ability to make delivery at the time and in the quantities specified,and the Seller shall not be liable for damages for failure to make partial or complete shipment or for the delay in making shipments.The Seller shall not be liable for delays or defaults in delivery caused by forces notteasonably within Seller's control(including but not limited to delays or defaults by carriers,extreme cold weather,partial or total failure of Seller's intended production,transportation or delivery facilities,etc.,floods,fires,storms,or other acts of God,war or act of public enemy(or civil disturbance),strikes,lock-outs,shortages of labor or rate materials and supplies(including fuel),action of any governmental authority,or other force majeure event). The Buyer shall be liable for any added expenses incurred by the Seller because of Buyer's delay in furnishing requested information to the Seller,delays resulting from order changes by the Buyer,or delay in unloading shipments at delivery point that are the fault of Buyer. 9. SHIPMENT COSTS/TRANSPORTATION MATTERS. Unless otherwise specified on the Seller's invoicing document,all transportatidn charges,including,but not limited to,carrier's charges for notification prior to delivery,demurrage caused by Buyer,delay in unloading,diversion,or reconsignment will be paid by the Buyer.Risk of loss and title to Products transfers to the Buyer upon delivery at the F.O.B.point identified on the Seller's invoicing document. Products held or stored by Seller for Buyer will beat the sole risk of Buyer and Buyer will be liable for the expense to Seller of holding or storing Product at Buyer's request. On passage of title,the Buyer is then responsible for proper protection of Products and compliance with all regulations and ordinances and will indemnify the Seller against all claims for personal injuries or property damage arising from the storage,use or handling ofsuch Products. Claims for damage or shortage in transit must be made by the Buyer against the carrier. The Buyer has the responsibility to inspect shipments before or during unloading to identify any such damage or shortage and see that appropriate notation is made on the delivery tickets or an inspection report furnished by the local agent ofthe carrier in order to support a claim. Buyer shall be solely responsible for the care and condition of railcars in their possession and for their timely return in good condition. 10.WARRANTY/TIME FOR MAKING CLAIMS.The Seller warrants only that it will convey good title to the Product and that,at the time of shipment,the Product will conform to the published specifications ofthe Seller.Seller's specifications are subject to change at any time without notice to Buyer. NO OTHER WARRANTY OF ANY KIND, EXPRESSED OR IMPLIED,IS MADE BY SELLER,INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY,FITNESS FOR A PARTICULAR PURPOSE,OR NONiNFRINGEMENT. Buyer must notify Seller of any claim with respect to Product,warranty,or any other claim under this Agreement within thirty(30)days of Seller's delivery of Product or such claim is waived. In the event of an alleged breach hereof by the Seller,the sole remedy available to the Buyer on account of any defect in the Product shall be limited to the replacement ofsuch defective Product by the Seller.In the event the remedy provided herein shall be deemed to have failed its essential purpose,then the Buyer shall be entitled only to a refund ofthe amounts paid to the Seller for such defective Product. Subject to the notification ofelaint provision above,no action for breach ofthe contract for sale or otherwise with respect to Product will be commenced more than one(1)year after the accrual of the cause of action thereto. 11.LIMITATION OF LIABILITY.SELLER'S LIABILITY FOR ANY CLAIM ARISING UNDER THIS AGREEMENT WILL BE LIMITED TO THE AMOUNT OF THE NET PURCHASE PRICE OF THE PRODUCTS SOLD TO BUYER BY SELLER PURSUANT TO THIS INVOICE. SELLER SHALL IN NO EVENT BE LIABLE TO BUYER OR ANY THIRD PARTY FOR ANY INDIRECT,INCIDENTAL,CONSEQUENTIAL,EXEMPLARY OR PUNITIVE DAMAGES FOR ANY CLAIM,WHETHER BASED ON WARRANTY.CONTRACT,TORT(INCLUDING NEGLIGENCE)OR OTHERWISE. The Buyer assumes all risks and liability for any damage to persons or property resulting from the use ofthe Product delivered hereunder in manufacturing processes of the Buyer or in combination with otter substances or otherwise. 12.iNDE\iNIFiCATION.BUYER SHALL INDEMNIFY,HOLD HARMLESS AND DI-17END SELLER AND ITS AFFILIATES AND THEIR RESPECTIVE EMPLOYEES,OFFICERS, ------ DIRECTORS,SliAREHOL-DERS;INSURERS,AGENT'"-MD-REPRESFNR'A'PIVES`(COLLrCTJ.VELY;`rl.il"INDEMNIFIED'-PARTIES"};FRDNt-AL"ti LI=P:IMS,ZTtSBiL�TT1LS;"'�" '�"'" DAMAGES,SUITS,PROCEEDINGS,COSTS AND EXPENSES(INCLUDING REASONABLE ATTORNEYS'FEES)(COLLECTIVELY,THE"LOSSES"),FOR ANY DAMAGE,INJURY, DEATH,LOSS OR DESTRUCTION OF ANY KIND RELATING TO OR ARISING OUT OF THE PERFORMANCE OF THIS AGREEMENT,INCLUDING WITHOUT LIMITATION,LOSS OR DAMAGE TO ANY PROPERTY OR INJURY TO OR DEATH OF ANY PERSON(INCLUDING,WITHOUT LIMITATION,BUYER OR ITS EMPLOYEES),WHETHER ARISING ASA WORKERS'COMPENSATION CLAIM OR UNDER THEORIES OF NEGLIGENCE,TORT,STRICT LIABILITY,INTENTIONAL MISCONDUCT,OR FAULT OF ANY KIND,AND EVEN IF THE RESULT OR ALLEGED RESULT OF THE CONDUCT,NEGLIGENCE,ERROR,OMISSION,ORB REACH OF THIS AGREEMENT OR NON-COMPLIANCE WITH APPLICABLE LAWS BY ANY INDEMNIFIED PARTIES. THiS PROVISION SHALL SURVIVE EXPIRATION OR TERMINATION OF THIS AGREEMENT. 13.SECURITY INTEREST. The Buyer hereby grants to the Seller and the Seller hereby retains a security interest in all Products famished by the Seller and the proceeds thereof, until the purchase price therefore is fully paid.Buyer agrees to execute such financing statements and other documents as Seller may determine to be necessary to perfect such security interest. 14. GOVERNING LAW/JURISDICTION.This Agreement and any sales hereunder will be governed by the laws ofthe state of Kansas without regard to conflicts of law rules. Both parties consent to thejurisdiction of Johnson County,Kansas courts over any matters arising out of this Agreement or any sales hereunder. 15. ASSIGNABILITY. This Agreement is not assignable by the Buyer without the prior written consent ofthe Seller and any purported assignment without such consent will be void. 16.ENTIRE AGREEMENT.These Terms and Conditions of Sales constitute the entire agreement of sale and purchase ofthe Product.No modification ofthis Agreement shall be of any force or effect unless in writing and signed by the parties sought to be bound thereby,and no modification shall be effected by the acknowledgment or acceptance ofpurchase order forms containing different terms or conditions. 17.NO WAIVER.The failure by Seller to enforce at any time any ofthe provisions of this Agreement,or to exercise any rights provided herein,will not be construed as a waiver of such provisions or options,nor in any way be construed to affect the validity of this Agreement,or the right of Seller thereafter to enforce each and every such provision. August 2014 — Compass — INVOICE Minerals _ Page-1 of 1 PLEASE;REMITTO/SELLER FEDERAL ID#: PAYMENT TERMS INVOICE DATE INVOICE NUMBER P O BOX 277043 �LS AMERICA 48 1047632 NET 60 DAYS 2/9/2015 71301707 ATLANTA, GA 30384-7043 SOLD TO: 462129/C54512 CARMEL UTILITIES SHIP TO: 505808/CS54514 3450 W. 131 ST STREET CARMEL UTILITIES WESTFIELD, IN 46074 5484 E. 126TH STREET CARMEL, IN 46033 UNITED STATES SHIPPED FROM DATE SHIPPED CUSTOMER PO BILL OF LADING ORDER NUMBER ORDER TYPE 10995-AUGUSTROBBENSSONS = 1_021091.415—— —1"J1 X90 =143 !Via. -—1436156 �_S0- CARRIER RAIL/TRUCK# EQUIPMENT TYPE F.O.B. 1FREIGHTTERMS TERRITORY 76599 178 - PRODUCT DELIVERED TRUCK C08 TAX STATUS TAX ID# RELEASE# SALES REP EXEMPT 0031201550 - C08 PRODUCT DESCRIPTION TAX QUANTITY UOM UNIT PRICE. EXTENDED PRICE 7517 COARSE ROCK SALT Y 24.7500 TN 96.00 2,376.00 SUMMARY: — - - -- - -_ -.---. PRODUCT 2,376.00 FREIGHT&FUEL SUBTOTAL 2,376.00 STATE TAX COUNTY TAX CITY TAX MESSAGES: TOTAL WEIGHT. . .49,500.0000 Gross Pounds FOR BILLING INQUIRIES CALL 1-800-743-7258 THANK YOU FOR YOUR ORDER PLEASE PAY>>> 2,376.00 WE APPRECIATE YOUR BUSINESS IN US DOLLARS This Sale of Goods is subject to the Terms and Conditions of Sale on the reverse side of this Invoice CREDIT NOTE>>> (ferns and Conditions of Sale are also available at www.nasalt.com). IN US DOLLARS TERMS AND CONDITIONS OF SALE 1. OFFER.No terms stated by Buyer in its bid,purchase order,acknowledgment,or other form shall be binding upon the Seller except as expressly agreed in writing by the Seller.Buyer is hereby notified ofthe Seller's objection to and rejection ofany additional or different terms in Buyer's bid,purchase order,acknowledgment,or other forms.THE SELLER'S PROPOSAL IS EXPRESSLY LIMITED TO ACCEPTANCE UPON THE TERMS AND CONDITIONS CONTAINED IN THESE TERMS.AND CONDITIONS OF SALE(referred to as this"Agreement")."Seller"is the Compass Nlinerals entity identified as the`Seller"on the front of the invoice. 2. PAYMENT. Buyer agrees to make payment at Seller's location and at the time and in the currency specified on the Seller's invoicing document.The Seller may,in its solejudgment,require such other payment terms as it deems appropriate,including full or partial payment in advance of shipment or by letter of credit. 3. PAST DUE ACCOUNTS. A finance charge ofthe lesser of 1.5%per month(18%-APR)or the highest rate permitted by law will be assessed on all past due accounts. Interest charged on a past due invoice will be assessed from the date ofthe invoice.Amounts owed by Buyer with respect to which there is no dispute will be paid without set-off for any amount which Buyer may claim are owed by Seller. Buyer agrees to reimburse Seller all attorney fees and court costs in connection with default of these payment terms by Buyer. 4. PRICES. EXCEPT AS OTHERWISE SPECIFIED IN THIS AGREEMENT,PRICES ARE SUBJECT TO CHANGE WITHOUT NOTICE. ORDERS WILL BE INVOICED,UNLESS OTHERWISE SPECIFIED IN THIS AGREEMENT,AT THE SELLER'S PRICE IN EFFECT ON THE SCHEDULED DATE OF SHIPMENT. Prices on the invoicing document are net of all applicable discounts and promotional allowances. References to"tots"shall mean short tons(2000 lbs.)unless otherwise specified. 5. CANCELLATION. Orders may be canceled by Buyer only upon(1)written or oral notice to the Seller subsequently accepted in writing by the Seller and(2)payment to the Seller of reasonable cancellation charges to be solely determined by the Seller. Except as otherwise agreed in writing,until the product that is identified on the front ofthis invoice("Product")is shipped, Seller has no obligation under any order submitted by Buyer(and may cancel the order at any time prior to shipment). 6. CREDIT. Credit payment terms must have the prior approval ofthe Seller's Credit Department and must be specified in writing on the Seller's invoicing document. If at any time Buyer's financial responsibility becomes impaired or unsatisfactory to the Seller,Seller reserves the right to stop shipment,on notification to Buyer and to demand payment in advance or at the time of delivery for future deliveries or to require other security satisfactory to the Seller,and in the absence thereof,to cancel,without liability,the unfilled portion ofthe contract. 7.TAXES.Any tax or other governmental charge now or herca Iter levied upon production,seccrance,manufacture,deliver•,storage,consumption,sale,use or shipment of Products ordered or sold is not included in Seller's price and will be charged to and paid by the Buyer. 8. DELAYS. All orders are subject to the Seller's ability to make delivery at the time and in the quantities specified,and the Seller shall not be liable for damages for failure to make partial or complete shipment or for the delay in making shipments.The Seller shall not be liable for delays or defaults in delivery caused by forces not reasonably within Seller's control(including but not limited to delays or defaults by carriers,extreme cold weather,partial or total failure of Seller's intended production,transportation or delivery facilities,etc.,floods,fires,storms,or other acts of God,war or act of public enemy(or civil disturbance),strikes,lock-outs,shortages of labor or raw materials and supplies(including fret),action of any governmental authority,or other force majeure event). The Buyer shall be liable for any added expenses incurred by the Seller because of Buyer's delay in furnishing requested information to the Seller,delays resulting from order changes by the Buyer,or delay in unloading shipments at delivery point that are the fault of Buyer. 9. SHIPMENT COSTS/TRANSPORTATION MATTERS. Unless otherwise specified on the Seller's invoicing document,all transportation charges,including,but not limited to,carrier's charges for notification priorto delivery,demurrage caused by Buyer,delay in unloading,diversion,or reconsignment will be paid by the Buyer.Risk ofloss and title to Products transfers to the Buyer upon delivery at the F.O.B.point identified on the Seller's invoicing document. Products held or stored by Seller for Buyer will beat the sole risk of Buyer and Buyer will be liable for the expense to Seller of holding or storing Product at Buyer's request. On passage of title,the Buyer is then responsible for proper protection of Products and compliance with all regulations and ordinances and will indemnify the Seller against all claims for personal injuries or property damage arising from the storage,use or handling ot'such Products. Claims for damage or shortage in transit must be made by the Buyer against the carrier. The Buyer has the responsibility to inspect shipments before or during unloading to identify any such damage or shortage and see that appropriate notation is made on the delivery tickets or an inspection report furnished by the local agent ofthe carrier in order to support a claim. Buyer shall be solely responsible for the care and condition of railcars in their possession and for their timely return in good condition. 10.WARRANTY/TIME FOR&L4KING CLAIMS.The Seller warrants only that it will convey good title to the Product and that,at the time of shipment,the Product will conform to the published specifications ofthe Seller.Seller's specifications are subject to change at any time without notice to Buyer. NO OTHER WARRANTY OF ANY KIND, EXPRESSED OR IMPLIED,IS MADE BY SELLER,INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY,FITNESS FORA PARTICULAR PURPOSE,OR NONINFRINGEMENT.Buyer must notify Seller ofany claim with respect to Product,warranty,or any other claim under this Agreement within thirty(30)days of Seller's delivery of Product or such claim is waived. In the event of an alleged breach hereof by the Seller,the sole remedy available to the Buyer on account of any defect in the Product shall be limited to the replacement ofsuch defective Product by the Seller. In the event the remedy provided herein shall be deemed to have failed its essential purpose,then the Buyer shall be entitled only to a refund of tltc amounts paid to the Seller for such defective Product. Subject to the notification of claim provision above,no action for breach ofthe contract for sale or otherwise with respect to Product will be commenced more than one(1)year after the accrual ofthe cause of action thereto. 11. LIMITATION OF LIABILITY.SELLER'S LIABILITY FOR ANY CLAIM ARISING UNDER THIS AGREEMENT WILL BE LIMITED TO THE AMOUNT OF THE NET PURCHASE PRICE OF THE PRODUCTS SOLD TO BUYER BY SELLER PURSUANT TO THIS INVOICE. SELLER SHALL IN NO EVENT BE LIABLE TO BUYER OR ANY THIRD PARTY FOR ANY INDIRECT,INCIDENTAL,CONSEQUENTIAL,EXEMPLARY OR PUNITIVE DAMAGES FOR ANY CLAIM,WHETHER BASED ON WARRANTY,CONTRACT,TORT(INCLUDING NEGLIGENCE)OR OTHERWISE. The Buyer assumes all risks and liability for any damage to persons or property resulting from the use of the Product delivered hereunder in manufacturing processes ofthe Buyer or in combination with other substances or otherwise. 12.INDEMNIFICATION.BUYER SHALL INDEMNIFY,HOLD HARMLESS AND DEFEND SELLER AND ITS AFFILIATES AND THEIR RESPECTIVE EMPLOYEES,OFFICERS, DIRECTORS,SUAREHOLDERS,INSURERS,.AGENTS AND REPRESENTATIVES (COLLECTIVELY,THE."INDEMNIFIED PARTIES"),..FROM ALL CLAIMS, LIABILITIES,_ _ DAMAGES,SUITS,PROCEEDINGS,COSTS AND EXPENSES(INCLUDING REASONABLE ATTORNEYS'FEES)(COLLECTIVELY,THE"LOSSES"),FOR ANY DAMAGE,INJURY, DEATH,LOSS OR DESTRUCTION OF ANY KIND RELATING TO OR ARISING OUT OF THE PERFORMANCE OF THIS AGREEMENT,INCLUDING WITHOUT LIMITATION,LOSS OR DANIAGE TO ANY PROPERTY OR INJURY TO OR DEATH OF ANY PERSON(INCLUDING,WITHOUT LIMITATION,BUYER OR ITS EMPLOYEES),WHETHER ARISING AS A WORKERS'COMPENSATION CLAIM OR UNDER THEORIES OF NEGLIGENCE,TORT,STRICT LIABILITY,INTENTIONAL MISCONDUCT,OR FAULT OF ANY KIND,AND EVEN IF THE RESULT OR ALLEGED RESULT OF THE CONDUCT,NEGLIGENCE,ERROR,OMISSION,OR BREACH OF THIS AGREEMENT OR NON-COMPLIANCE WITH APPLICABLE LAWS BY ANY INDEMNIFIED PARTIES. THIS PROVISION SHALL SURVIVE EXPIRATION OR TERMINATION OF THIS AGREEMENT. 13.SECURITY INTEREST.The Buyer hereby grants to the Seller and the Seller hereby retains a security interest in all Products furnished by the Seller and the proceeds thereof, until the purchase price therefore is fully paid.Buyer agrees to execute such financing statements and other documents as Seller may determine to be necessary to perfect such security interest. 14. GOVERNING LAW/JURISDICTION.This Agreement and any sales hereunder will be governed by the laws ofthe state of Kansas without regard to conflicts of law rules. Both parties consent to thejurisdiction or Johnson County,Kansas courts over any matters arising out ofthis Agreement or any sales hereunder. 15. ASSIGNABILITY. This Agreement is not assignable by the Buyer without the prior written consent ofthe Seller and any purported assignment without such consent will be void. 16.ENTIRE AGREEMENT.These Terns and Conditions of Sales constitute the entire agreement ofsale and purchase ofthe Product.No modification ofthis Agreement shall be ofany force or effect unless in writing and signed by the parties sought to be bound thereby,and no modification shall be effected by the acknowledgment or acceptance ofpurchase order forms containing different terns or conditions. 17.NO WAIVER.The failure by Seller to enforce at any time any ofthe provisions ofthis Agreement,or to exercise any rights provided herein,will not be construed as a waiver of such provisions or options,nor in any way be construed to affect the validity of this Agreement,or the right of Seller thereafter to enforce each and every such provision. August 2014 VOUCHER # 151090 WARRANT# ALLOWED 368932 IN SUM, OF $ COMPASS MINERALS AMERICA PO BOX277043 ATLANTA, GA 30384-7043 Carmel Water Utility ON ACCOUNT OF APPROPRIATION FOR Board members PO# INV# ACCT# AMOUNT Audit Trail Code 71303297 01-6180-03 $2,438.40 ZI3bZ�ESI r -45$.5(p 1 15614 p'l 3 '' 43a lock Voucher Total $2,438.40 Cost distribution ledger classification if claim paid under vehicle highway fund Prescribed by State Board of Accounts City Form No.201 (Rev 1995) ACCOUNTS PAYABLE VOUCHER CITY OF CARMEL An invoice or bill to be properly itemized must show, kind of service, where performed, dates of service rendered, by whom, rates per day, number of units, price per unit, etc. Payee 368932 COMPASS MINERALS AMERICA Purchase Order No. PO BOX277043 Terms ATLANTA, GA 30384-7043 Due Date 2/24/2015 Invoice Invoice Description Date Number (or note attached invoice(s) or bill(s)) Amount 2/24/2015 71303297 $2,438.40 I hereby certify that the attached invoice(s), or bill(s) is (are) true and correct and I have audited same in accordance with IC 5-11 I 411 Date Officer