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192613 12/10/2010 CITY OF CARMEL, INDIANA VENDOR: 364926 Page 1 of 1 1 ONE CIVIC SQUARE ASTRODYNE CORP CHECK AMOUNT: $73.71 CARMEL, INDIANA 46032 35 HAMPDEN ROAD MANSFIELD MA 02048 CHECK NUMBER: 192613 CHECK DATE: 12/10/2010 DEPARTMENT ACCOUNT PO NUMBER INVOICE NUMBER AMOUNT DESCRIPTION 1096 4238000 0254257 -IN 73.71 SMALL TOOLS MINOR E INVOICE Page: I INVOICE NUMBER: 0254257 -IN *A str ody ne INVOICEDATE: 11/15/2010 ASTRODYNE CORPORATION ORDERNUMBER: 0235620 35 HAMPDEN ROAD MANSFIELD, MA 02048 ORDER DATE: 11/12/2010 SALESPERSON: 0094 (508) 964 -6300 (508) 339 -0375 Fax CUSTOMER NO: CCPR SOLD TO: SHIP To: CARMEL CLAY PARKS RECREATION CARMEL CLAY PARKS RECREATION 1411 E 116TH STREET 1235 CENTRAL PARK DR E. CARMEL, IN 46032 USA ATTN: LINDSAY WILLARD CARMEL, IN 46032 USA CONFIRM T O: SERRA GARSK CUSTOMER P.O. SHIP VIA F.O.B. TERMS 24086 FX3 MANSFIELD, MA NET 30 ITEM NO. UNIT ORDERED SHIPPED BACK ORD PRICE AMOUNT SPU60 -105 EACH 1 1 0 63.0000 63.00 60W DESKTOP SUPPLY NOV 1 10 BY eaoobbb4ecaoeoe0000000c Purchase Description N C'OFf D_ P.O. C) 4 mi P of:E) G.L. O2CQ Ql Bud lane Descr ��VYI(L� ��1t5� h'1W16YE` Purchaser Date Approval Date Net Invoice: 63.00 Less Discount: 0.00 TRACKING NUMBERS: 418263677272; Ship Handling: 10.71 Sales Tax: 0.00 ASTRODYNE CORPORATION Cust Bill -To Phone: Invoice Total; 73,7 od sty ne y ASTRODYNE CORPORATION (Seller) TERMS AND CONDITIONS OF SALE I. Terms Of Agreement a. Ceneral. The specifications on the face of the Acknowledgment, together with the following terms and conditions constitute the entire and final agreement between Seller and Buyer. Any objection to any term herein, including provisions in addition to or different from those contained in Buyer's forms, roust be in writing and to be deemed timely shalt be received by Seller within seven (7) days from the date of mailing of this agreement, IFBuyer makes timely objection to any tern herein, Seller shall have the right to withdraw its acceptance and this Acknowledgment. Buyer's failure to object as specified w be deemed conclusive acceptance of all the terns and conditions of this Acknowledgment. No performance by the Seller under any order shall be deemed to be agreement to any provisions of Buyer's purchase order, if any. b. Modification. No change in or waiver or modification of any of the provisions in this Acknowledgment will be acceptable to or binding upon Seller unless in writing and signed by a duly authorize representative at the headquarters of Seller. c. ,Merger Clause. This Acknowledgment is intended by the parties as a final expression of their agreement and as a complete and exclusive statement of its terms. No course orprior dealings betwee the parties and no usage of trade shall be relevant or admissible to Supplement, explain or vary any of the tents of this agreement. Acceptance of, or acquiescence in a course of performance rendered under this or any prior agreement shall not be relevant or admissible to determine the meaning of this agreement even though the accepting or acquiescencing party has knowledge of the nature of the performance and an opportunity to make objection. NO AGENT, EMPLOYEE OR REPRESENTATIVE OF THE SELLER MAY, OR HAS ANY AUTHORITY TO, BIND THE SELLER BY ANY WARRANTY, REPRESENTATION OR AFFIRMATION CONCERNING THESE PRODUCTS. THE BUYER ACKNOWLEDGES THAT SUCH AFFIRMATION, WARRANTY OR REPRESENTATION HAS BEEN MADE, NONE HAS BEEN RELIED UPON AND NONE FORMS THE BASIS OF THIS BARGAIN. d. Time for Bringing Action. Any action for a breach of this agreement must be commenced within one year after the cause of action has accrued. Z. Payment Terms Unless otherwise provided on the face of the Acknowledgment, payment shall be due net thirty (30) days from the date of invoice. All amounts past due shall bear a late charge equal to the lesser of 1 1/2 per month for a total of 18% per annum. Seller's obligation to manufacture or deliver hereunder is conditioned upon good credit of Sayer and upon Buyer's payment when due orally Sulu owing by Buyer to Seller under any agreement between lire parties, The Seller reserves the right (in addition to all other remedies afforded by law) to restrict the terns of payment, to require payment prior to nine of shipment c to cancel the order if in Seller's opinion the Buyer's financial conditions or other circumstances do not warrant shipment our the terns originally specified in this Acknowledgment. Upon cancellation, Seller shall be entitled to receive reasonable cancellation charges as provided in Paragraph 6. Delay in delivery or nonconforntilies in any installments shall not relieve Buyer of its obligation to accept or pay for any remaining installments, in case of default in payment orally invoice when due, the whole sun! owing on all outstanding invoices shall become due and payable by the Buyer at once. 3. Shipping Terms. a. Generally. Unless otherwise stated on the face of this Acknowledgment, all orders are accepted as F.O.B. Seller's factory. Buyer agrees to pay all transportation costs and will be responsible for giving Seller any special shipping instructions. Shipment dates are estimated based upon Seller's best judgment, are subject to factory schedules and production limitations, and thus are not guaranteed. b. Delivery in Installments. Seller reserves the right to make delivery in installments, unless otherwise expressly stipulated herein. All such installments shall be separately invoiced and paid for when due, without regard to subsequent deliveries. Delay in delivery of any installment shall not relieve Buyer of its obligation to accept remaining deliveries. c. Delays. Seller shall not be liable for delays in performance caused by act of God, fire or other casualty, accident, strike, shortage of labor materials, governmental action or other cause beyond Seller's reasonable control; and the little for Seller's performance shall be extended by the period of any delay. In these circumstances causing delay, Seller reserves the right to apportion its production among its customers as it may determine. 4. Quotations/Prices. The prices quoted in any written quotation are in U.S. dollars, F.O.B. Mansfield, MA unless otherwise stated in writing and are based upon Buyer's order as furnished to Seiler and any change in such order may necessitate a price revision. Applicable federal, state, and local taxes are extra, and payable by Buyer. Quotations, to be binding must specifically identify each product and list the actual quantities involved. Any stenographic and clerical errors are subject to cotrection. Prices quoted are F.O.B. point of origin and are faun for sixty (60) days from the dale quoted provided Buyer's order is received within such period and are subject to change without notice on any order received thereafter. Any order resulting from a quotation shall be subject to the terns in this Acknowledgment and subject to changes in price attributable to any revisions in the products or in any related specifications requested by the Buyer and agreed to in writing by the Seller after acceptance of such order. Accepted order prices are firm except when shipment is delayed beyond contractual delivery date due to the request of Buyer. In such event, prices will reflect those in effect at the time of shipment. Prices quoted do not include any manufacturer's sales, use or other excise taxes or duties; and the amount of ally thereof which Seller is required to pay or collect will be invoiced to Boyer. 5. Limited Warranty, Limitation Of Liability And Remedy. a. Limited Warranty and Remedy. EXCEPT AS PROVIDED HEREIN, SELLER EXPRESSLY EXCLUDES AND DISCLAIMS ALL WARRANTtFS, FXPRFSSED OR IMPLIED INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE; AND TI-fE WARRANTY WHICH FOLLOWS IN LIEU OF ANY AND ALL OTHER OBLIGATIONS OR LIABILITY ON SELLER'S PART. Seller warrants that it will repair or replace or, at Seller's option, refund the purchase price for any defective product because of defects in material, workmanship or design, which defect is discovered within one (l) year of delivery to Buyer. This limited warranty does not extend to conditions causing the defect which are within the control of Buyer such as misuse, neglect; improper installation; improper operation; inadequate maintenance, repair or alteration of the product; or unusual deterioration or damage to the product due to environment where used. Not does said warranty cover accidental damage to the product. To have this warranty apply (l) the products shall, between the date of shipment and date for first use be stored and maintained in "as shipped" condition, (2) the products shall be installed, used and maintained according to Seller's instructions and guidelines, if any, and (3) no modification to the products shr be trade after shipment without written authorization from Seller. b. Limitations of Use. ASTRODYNE PRODUCTS ARE NOT AUTHORIZED FOR USE AS MISSION CRITICAL COMPONENTS iN LIFE SUPPORT, HAZARDOUS ENVIRONMENTS, NUCLEAR, AIRCRAFT, OR SIMILAR APPLICATIONS WITHOUT THE SPECIFIC PRIOR WRITTEN APPROVAL OF THE PRESIDENT OF ASTRODYNE CORPORATION. c, Limitation of Liability. UNDER NO CIRCUMSTANCES WILL SELLER BE LIABLE FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES, OR FOR ANY OTHER LOSS, DAMAGE OR "EXPENSE OF ANY KIND, INCLUDING LOSS OF PROFITS, ARISING IN CONNECTION WITH THIS CONTRACTOR WITH THE USE OF OR INABILITY TO USE SELLER'S PRODUCTS FURNISHED UNDER THIS CONTRACT. SE'LLER'S MAXIMUM LIABILITY SHALL NOT EXCEED AND BUYER'S REMEDY IS LIMITED TO EITHER (i) REPAIR OR REPLACEMENT OF T14E DEFECTIVE PART OF PRODUCT, OR (ii) AT SELLER'S OPTION, RETURN OF THE PRODUCT AND REFUND OF THE PURCHASE PRICE; AND SUCH REMEDY SHALL BE BUYER'S ENTIRE AND EXCLUSIVE REMEDY. d. Return of Product to Seller. Seller roust be contacted and issue a return material authorization (RMA) Number prior to any product.return, to assure receipt and proper credit. Any order returned n the Seller without an approved RMA Number will not be accepted. 6. Cancellation. The following provisions shall apply to cancellation of any order prior to the scheduled delivery date. a. Non Customized Products. All orders for standard or non- customized products scheduled f'or delivery are subject to change, reschedule or cancellation only if the Seller received written notification of such changes or cancellation not less than thirty (30) days prior to the scheduled delivery date. Standard and Non Customized. orders cannot be recscheduted,more thad twice and only up to 60 days per line item.A Products cannot be cancelled after rescheduling. It, Customized Products (with Buyer's Specifications); Other Cancellations.Custom product orders are accepted on a non cancellation basis, and may not be rescheduled, unless otherwise stated and agreed to, by Seller at time of order. 7. Risk Of Loss. Identification of the products sold herein occurs at such tune as Seller places such products in file hands of a carrier for delivery. Upon identification, risk of loss passes to the Buyer but title shall remain with the Seller until Seller receives payment in full for said products. 8. Miscellaneous Provisions. a. Governing Law. This Acknowledgment snail be governed by the laws of the Uniform Commercial Code as they are in effect on the date of this agreement in the Commonwealth of Massachusetts. b. Non Waiver. Waiver by the Seller of the breach of any of the terns and conditions of this agreement shall not be construed as a waiver orally other breach. c. Partial invalidity. If a provision in this agreement, or portion thereof, shall for any reason be deemed invalid or unenforceable, such determination shall not affect any other provision or portion thereof. d. Attorneys' Fees. if any litigation is brought to enforce any rights created hereby, the prevailing pary shall be entitled to attorneys' fees and costs. ACCOUNTS PAYABLE VOUCHER CITY OF CARMEL An invoice of bill to be properly itemized must show; kind of service, where performed, dates service rendered, by whom, rates per day, number of hours, rate per hour, number of units, price per unit, etc. Payee Purchase Order No, Astrodyne Corporation Terms 35 Hampden Road Mansfield, MA 02048 Invoice Invoice Description Date Number (or note attached invoices) or bill(s)) PO Amount 11/15/10 2542571N Power cord 24086 73.71 Total 73.71 1 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- 10 -1.6 20_ Clerk- Treasurer Voucher No. Warrant No. Astrodyne Corporation Allowed 20 35 Hampden Road Mansfield, MA 02048 In Sum of 73.71 ON ACCOUNT OF APPROPRIATION FOR 109 Monon Center PO# or INVOICE NO. ACCT #/TITLE AMOUNT Board Members Dept 1096 -21 2542571N 4238000 73.71 I hereby certify that the attached invoice(s), or bill(s) is (are) true and correct and that the materials or services itemized thereon for which charge is made were ordered and received except 9 -Dec 2010 Signature 73.71 Accounts Payable Coordinator Cost distribution ledger classification if Title claim paid motor vehicle highway fund