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155220 01/10/2008 CITY OF CARMEL, INDIANA VENDOR: 359584 Page 1 of 1 ONE CIVIC SQUARE BRENNTAG MID SOUTH INC CARMEL, INDIANA 46032 3796 RELIABLE PARKWAY CHECK AMOUNT: $1,535.52 CHICAGO IL 60686 CHECK NUMBER: 155220 CHECK DATE: 1/10/2008 DEPARTMENT ACCOUNT PO NUMBER INVOICE NUMBER AMOUNT DESCRIPTION 651 5023990 BMS 400905 666.67 OTHER EXPENSES 651 R5023990 S10934 BMS 400905 868.85 CHLORINE Brenfttag Mid South, Inc. B R E N NTAG 1405 Highway 136 W P.O. BOX 20 Henderson, Kentucky 42419 -0020 CREDIT BMS678825 DATE: 12/11/07 PAGE 1 OF 1 CREDIT MEMO SOLD TO: SHIP TO: CARMEL WASTE WATER HAZEL DELL 3450 WEST 131ST STREET 9609 HAZEL DELL WESTFIELD IN 46074 CARMEL IN 46280 FEDERAL ID 610504545 TERMS NET 30 DAYS INVOICE. SHIP WHS: 29 SALESPRSN: 295 CUSTOMER 407542 SHIP VIA: FOB TAX EX# 356000972 -001 -9 UNITS SHIPPED PROD WGT /GAL TOTAL QTY UNIT PRICE EXTENDED DRUM RETURN 939770 PROD PKG DRUM QUANTITY DEPOSIT 430722 3.0000- 50.00 CONTAINER DEPOSIT 150.00 QUESTIONS, CALL 317- 898 -8632 CREDIT 150.00 Original Document Atlanta, GA Columbus, OH Indianapolis, IN Miami, FL St. Albans, WV Bartonville, IL Georgetown, KY Kansas City, MO Nashville, TN St. Louis, MO Calvert City, KY Greeneville, TN Kennesaw, GA Nitro, WV Tampa, FL Chattanooga, TN Henderson, KY Louisville, KY Orlando, FL Terre Haute, IN Clearwater, FL Huntsville, AL Memphis, TN Springfield, MO Valdosta, GA ALL SALES SUBJECT TO AND GOVERNED BY THE TERMS AND CONDITIONS SET FORTH ON THE REVERSE SIDE TERMS AND CONDITIONS I. Conflicting Provisions x Seller's terms and conditions stated in this Document "Terms and Conditions') shall be deemed controlling notwithstanding any prior or subsequent purchase order or simil;tr dueunient from Purchaser. Purchaser by taking delivery of all ur any portion of the items shown on the reverse side shall be conclusively deemed to have accepted and assented lu Seller r's Terms and Conditions. 2. Purchase Price and Payment 'I [re purchase price for all items shown on the reverse side excludes sales, use, occupation, license, excise and other taxes and fees in respect of manutaClmro, sale, storage. consuniptinn or delivery, all of cv [rich shall he paid by Purchaser. "]'he purchase price I'm all items is payable in lawful money of the United States. Acceptance by Seller of drafts, checks ur other media of payment will be provisional only and subject to immediate collection of the full face anio u t thereof. Seller reserves the right to charge it late fee and /or interest, if Purchaser fails to make any payments to Seller when same become due. 3. Delivery /Force Majcue Delivery of goods to the Purchaser's location shall constitute delivery to the Purchaser: and all risk of loss or damage shall thereupon pass to and be aSSUmed b the Purchaser'. Any time or date stated for delivery is an estimate only and the Seller shall not be liable for failure to deliver at the specified time (it n r o the Specified cline, nor shall Such failure un the part of the, Seller be deemed to be it breach of this Agreement or any teens and conditions or part thereof. Purchaser shall not be entitled to cancel or rescind this sale nor shall Seller be liable in damages or otherwise. in the case of delay or impairment or failure of performance by Seller by reason of causes beyond Seller's control, including, without limitation, claims of force majeure by Seller's suppliers, strikes. labor difficulties, shortages of labor. I'uel, power, materials or supplies, inability to obtain shipping space, transportation delays, flue, floods. accidents, riots, acts of God, war, governmental interference or embargo. fn any such event. Seller reserves the right, in its sole discretion, to allocate its inventory between Purchaser and Seller's other customers, and Purchaser waives any right to assert it claim against Seller therefor. 4. Suspension of Credit or Shipment Seller may al any time alter or Suspend credit to Purchaser, stop shipment to Purchaser in transit, or delay or refuse to Ship to Purchaser, or cancel any or all unfilled orders when, in Seller's sole opinion: a. the financial condition of Purchaser is unsatisfacton• to Seller: h. delivery is delavcd by the fault of Purchaser: c. Purchaser is delinquent io payment of any obligation owed to Seller: or d. sale of products or materials to Purchaser may result in environmental, safety or health danger or hazard. j. Warranty Seller warrants that the products or materials delivered hereunder meet the standard specifications of the man ifacturer(s) for the products or Such other specifications as ma have been expressly agreed to in writing by Purchaser and Seller. SELLER MAKES NO OTHER WARRANTIES. E \PRESS OR IMPLIED. INCLUDING, WITHOUT' LIMITATION. ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. Determination of the suitability of the Product supplied hereunder for the uses and appli- cations contemplated by Purchaser and others shall be the sole responsibility of Purchaser. Purchaser assumes all risk and liability resulting from the handling. use, storagc or resale of the products delivered hereunder. whether used, handled, stored or resold singly or in combination with other products, and Purchaser agrees to indemnify and hold Seller harmless against any and all loss, damages, liability, cost and expense (including reasonable attorneys' fees). arising Out of Such use. handling, storage or resale. Seller assumes no obligation or liability for the technical advice given by Seller with reference to the use of the Products or results obtained therefrom, and all such advice is given and accepted at Purchaser's risk. 6. LINIIT'ATEONS OF LIABILITY a. PURCHASER HEREBY WAIVES ANY CLAIM AGAINST SELLER FOR CONSEQUENTIAL DAMAGES, LOSS OF OR DAMAGE TO GOODWILL OR ANY OTHER SPECIAL. DIRECT, INDIRECT OR INCIDENTAL DAMAGES. EV1 IF SELLER HAS BEEN ADVISED OF OR HAS NOTICE of- THE POSSIBILITY OF SUCH DAMAGE'S AND PURCHASER'S EXCLUSIVE REMEDY WIT'li RESPECT TO ANY CLAIM, WHETHER IN CONTRACT. TORT OR STRICT LIABILITY OR OTHERWISE. IN RESPECT OF THE PRODUCTS SOLD HEREUNDER SlIALL 131: EXPRESSLY L.INIITF :D "I'O THE AMOUNTOFTTiE PURCHASE PRICE OI' SUCH PRODUCT OR THE REPLACEMENT OF SUCII PRODUCT. b. FAILURE 13Y PURCHASER TO GIVE WRITTEN NOTICE OFSUCH CLAIM TO SELLER WITHIN 30 DAPS FROM THE DATE OF DELIVERY OF SUCH PRODUCT SHALL CONSTITUTE A WAIVER BY PURCHASER OP ALL CLAIMS IN RESPECT OF SUCH PRODUCT. NO PRODUCT SOLD HEREUNDER SHALL BE RETURNED TO SELLER WITHOUT SELLER'S PERMISSION. NO CLAIM SHALL BE ALLO \VABLE API'ER ANY SUCH PRODUCT HAS BEEN PROCESSED IN ANY MANNER. 7, Containers /Cvlindecs a. All returnable containers and cylinders remain the property of the SCIICr and nutst he returned to Seller. b. Container and cylinder deposits will be forfeited if containers are not returned within 90 days of shipment, unless otherwise agreed to in writing by Seller. In addition to the forfeiture of any such deposit. Purchaser shall remain liable for an amount equal to the difference between the deposit and Ore replacement cost of any returnable container or cylinder which is not returned to Seller. c. Purchase' agrees to accept full responsibility and liability for the disposal of non- remrnable containers and cylinders in strict compliance with all laws and regulations. d. Purchaser shall indemnify and hold Seller harmless against any claim, loss. damage or expense arising from Purchaser's handling. use, storage or disposal of any container or cylinder. e. Seller reserves the rit, to charge PurchasC with demurrage fur any returnable container or cylinder. 5. Returned Nlinerial No credit will he isued for matC'ial returned unlcsS Seller has given written consent to such return. All retuned material is subject to a restocking charge. 9. Credits Any credit issued by Seller to Purchaser, may only be applied against the future purchase of Products by Purchaser and will not he paid in cash. Any such credit will expire one \car after the (late of issuance. and Scllcr will have no obligation with respect thereto in the event that Purchaser does not apply the credit against the cost of Product purchased by it prior to such expiry date. 10. General a. This Document shall not be assignable in whole or in par by Purchaser without the prior written consent of Scllcr. b. Unless stated to the contrary elsewhere in this Document, no action. regardless of forms, arising out of the sale ur deliver) of product hereunder. may he commenced more than one year after the cause of action has accrued. except than an action for nonpayment or lot failure to return containes and cylinders may be brought at any lime. c. Seller's waiver of any breach, or failure to enforce any of the terms and conditions of this Agreement, at any time, shall not in any way affect, limit or waive Scllcr's right there- after to enforce and compel strict compliance with each and every term and condition hereof. The acceptance by the Seller of any payment alter the specified due (late shall not constitute a waiver of the Purchaser's obligation to make further payments on the specif icd dale -s, d. This Agrecment shall he governed by and enforced in accordance with the laws of the state in which the Seller's corporate office is located without reference to its conflict of hnV rules. Purchaser by taking delivery of all or any items shall he conclusively deemed to have consented to personal jurisdiction in the above mentioned state. c. The terms and conditions herein constitute the entire agreement between Scller and Purchaser and may not be modified or amended except by it writing executed by an authorized officer of Seller and no modification shall be eftected by the parties' course of dealing or the acknowledgment or acceptance of purchase order forms containing terms or condi- tions in addition to or at variance with those set firth herein. f. If any provision or provisions of this Document shall be held to be illegal or unenforceable the legality and enforceability of the remaining provisions shall not in any way he affect- ed or impaired. L. Products shall be delivered to Purchaser as indicated on the face hereof, and unless otherwise indicated, Pml'ChaSe' shall be responsible for the payment of all freight and transportation charges from Seller's point of loading to the delivery address specified on the face hereof. Delivery dines are approximate and are predicated on the prompt receipt by Seller of all necessary information and documentation from Purchaser. It. Unless Purchaser is authorised to distribute the products delivered hereunder pursuant to it written agreement with Scller. Seller agrees that the product is supplied to Purchaser for Purchaser's' internal use only. and Purchaser may not repackage. resell or otherwise distribute the product to third parties without the express written consent of Seller. i. In the event that Purchaser and Seller engage in env electronic transactions, including, but nut limited lo, electronic dnta interchange or facsimile exchanges, such electronic exchanges shall be considered as valid and legally binding and shall be subject to the terns and conditions of this Agreement. Brenntag Mid South, Inc. B R E N N TAG 1405 Highway 136 W P.O. BOX 20 Henderson, Kentucky 42419 -0020 INVOICE BMS400905 INV DATE: 12/10/07 PAGE 1 OF 2 DUE DATE: 1/09/08 SOLD TO: SHIP TO: CARMEL WASTE WATER HAZEL DELL 3450 WEST 131ST STREET 9609 HAZEL DELL WESTFIELD IN 46074 CARMEL IN 46280 FEDERAL ID 610504,545 DATE SHIPPED: 12/10/07 TERMS NET 30 DAYS B/L 939770 -00 SHIP WHS: 29 SALESPRSN: 295 CUSTOMER 407542 SHIP VIA: OUR TRUCK PKG CUSTOMER PO 510934 FOB DELIVERED TAX EX# 356000972 -001 -9 UNITS SHIPPED PROD WGT /GAL TOTAL QTY UNIT PRICE EXTENDED 1.0000 253418 11.870 1.0000E 615.0000 615.00 1.0000 E CYL CHLORINE, LIQUID (BMS ONLY) RPK DEPOSIT: 750.00 1.0000 465527 10.140 53.000OG 1.2570 66.62 53.0000 G -PDRM SOD HYPOCHLORITE 12.5% PBL DEPOSIT: 50.00 1.0000 839284 1.000 100.0000# 1.7890 178.90 100.0000 VDRM PRESTOCHLOR GRAN F/S Original Document Atlanta, GA Columbus, OH Indianapolis, IN Miami, FL St. Albans, WV Bartonville, IL Georgetown, KY Kansas City, MO Nashville, TN St. Louis, MO Calvert City, KY Greeneville, TN Kennesaw, GA Nitro, WV Tampa, FL Chattanooga, TN Henderson, KY Louisville, KY Orlando, FL Terre Haute, IN Clearwater, FL Huntsville, AL Memphis, TN Springfield, MO Valdosta, GA ALL SALES SUBJECT TO AND GOVERNED BY THE TERMS AND CONDITIONS SET FORTH ON THE REVERSE SIDE TERtNIS AND CONDITIONS I. Conflicting Provisions Seller's terms and conditions stated in this Document "Perms and Condition:') shall be deemed controlling notwithstanding any prior or subsequent purchase order or similar dOCIIIIlent from Purchaser. Purchaser by taking delivery of all or any portion of the items shown on the reverse side .shall be conclusively deemed to have accepted and assented to Seller's Terms and Conditions. 3. Purchase Price and Pavnlent 'file purchase price for all items shown on the reverse Side excludeS sales, use, occupation, license, excise and other taxes and fees in respect of manufacture, sale. Storage, consumption or delivery. all of which shall be paid by Purchaser. The purchase price for all items is payable in lawful money of the United States. Acceptance by Seller of drafts, checks or other media of payment will he provisional only and subject to immediate collection of the full face amount thereof. Seller reserves the right to charge a late fee and /or interest, if Purchaser fails to stake any payments to Seller when same become due. 3. Delivery /Force Majeurc Delivery of goods to the Purchaser's location shall constitute delivery to the Purchaser: and all risk of loss or damage shall thereupon pass to and be assumed by the Purchaser. Any time in' date stated for delivery is an estimate only and the Seller shall not be liable for failure to deliver at the specified time or on the specified dale, nor shall stich failure on the part of the Seller be deemed to be a breach of this Agreement or any terms and conditions or part thereof. Purchaser shall not be entitled to cancel or rescind this sale not shall Seller be liable in damages or otherwise, in the case of delay or impairment or failure of performance by Seller by reason of causes beyond Seller's control, including, without limitation, claims of force majeure by Seller's suppliers, strikes, labor difficulties. shortages of labor, fuel, power, materials or supplies. inability to obtain shipping space. transportation delays, fit's. floods. accidents. riots. acts of God, wart governmental interference or embargo. In any such event. Seller reserves the right, in its sole discretion, to allocate its inventory between Purchaser and Seller's other customers. and Purchaser waives any right to assert a claim against Seller therefor. d. Suspension of Credit or Shipment Seller may at any lime alter or Suspend credit to Purchaser. stop shipulan to Purchaser in transit, or delay or refuse to Ship to Purchaser, or cancel any or all unfilled orders when, in Seller's sole opinion: a. the financial condition of Purchaser is unsatisfactory to Seller: b. delivery is delayed by the fault of Purchaser: C. Purchaser is clClinquent in payment of any obligation owed to Seller: or d. sale of products or materials to Purchaser may result in environmental. safely or hadth danger or hazard. 5. Warranty Seller warrants that the products or materials delivered hereunder meet the standard speciflcadons of the manufaclurer(s) for the products or Such other specifications as may have been expressly agreed to in writing by Purchaser and Seller. SELLER MAKES NO OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING. WITHOUT LIMrrATION. ANY WARRANT)' OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. Determination of the suitability of the Product supplied hereunder for the uses and appli- cations contemplated by Purchaser and others shall be the sole responsibility of Purchaser. PLlrehaSCl assumes all risk and liability resulting front the handling, use. storage or resale of the products delivered hereunder, whether used, handled. stored or resold singly or in combination with Mier products, and Purchaser agrees to indemnify and hold Seller harmless against any and all loss, damages, liability, cost and expense (including reasonable attorneys' fees), arising out of such use, handling, storage or resale. Seller aSStnteS no obligation or liability for the technical advice given by Seller with reference to the use of the Products or results obtained therefrom, ancd all such advice is given and accepted al Purchaser's risk. 6. LIMITATIONS O1= LIABILITY a. PURCHASER HEREBY WAIVES ANY CLAIM AGAINST SELLER I-OR CONSEQUBN'IIAL DAYIAGI S, LOSS Oh OR DANIAGE TO GOODWILL OR ANY OTHER SPECIAL, DIRECT, INDIRECT OR INCIDEN'T'AL DAMAGES, EVEN IF SELLER HAS BEEN ADVISED OF OR HAS NOTICE OF "]'HE POSSIBILITY OF SUCH DANIAGES AND PURCHASER'S EXCLUSIVE REMEDY WITH RESPECT TO ANY CLAIM, WHETHER IN CONTRACT. TORT OR STRICT LIABILITY OR OTHERWISE. IN RESPECT OFTHE PRODUCTS SOLD HEREUNDER SHALT. 13E EXPRESSLY LIMITED TO THE AMOUNT OFTHF PURCHASE PRICE OF SUCH PRODUCT OR THE REPLACEMENT OF SUCH PRODUCT. b. FAILURE BY PURCHASER TO GIVE WRITTEN NOTICE OF SUCH CLAINI IO SELLER WITHIN 30 DAPS FROM THE DAT1 OF DELIVERY OF SUCH PRODUCT SHALL CONSTITUTE A WAIVER BY PURCHASER OF ALL CLAIMS IN RESPECT OF SUCH PRODUCT. NO PRODUCT SOLD fEREUNDER SHALL BE RETURNED TO SELLER WITHOUT SELLER'S PERMISSION. NO CLAIM SHALL, BE ALLOWABLE- AF I'ER ANY SUCH PRODUCT HAS BEEN PROCESSED IN ANY MANNER. 7. Containers /Cvlindcrs a. All returnable containers and cylinders remain the property of the Seller and must he returned it, Seller. b. Container and cylinder deposits will be forfeited if containers are not returned within 90 clays of shipment, unless otherwise agreed to in writing by Seller. In addition to the forfeiture of any such deposit. Purchaser shall remain liable for an amount equal to the difference between the deposit and the replacement cost of any returnable container or cylinder which is not returned to Seller. C. Purchaser agrees to accept full responsibility and liability for the disposal of non returnable containers and cylinders in strict compliance with all laws and regulations. I]. Purchaser shall indemnify and hold Seller harmless against any claim, loss, damage or expense arising from Purchaser's handling, use, storage or disposal of any container or cylinder. e. Seller reserves the right to charge Purchaser with demurrage for any returnable container or cylinder. S. Returned Material No credit will be issued lit material returned unless SCIICI has given writes consent to Such return. All renn'nCd nuuCrial is subject to a restocking charge. 9. Credits Any credit issued by Sella' to Purchaser, may only he applied against the future purchase of Products by Purchaser and will not be paid in cash. Any such credit will expire one year after the date of issuance, and Sella' will have n0 obligation with respect (hereto in the event that Purchaser does not apply the credit against the cost of Product purchased by it prior to such expiry data 10. General a. This Document shall not be assignable in whole or in part by Ptr "Cha5e' without the prior written consent of ScIICr. h. Unless stated to the contrary elsewhere in this Document, no action, regardless of form. arising out of the sale or delivery of product hereunder. may be commenced more than one year after the cause of action has accrued, except that an action for nonpayment or for failure to return containers and cylindets may be brought at any time. C. Seller's waiver of any breach. or failure to enforce any of the terms and conditions of this Agreement, at znly tune. Shall not in any way affect, limit or waive Seller's right there- after to enforce and compel strict compliance with each and every term and condition hereof. The acceptance by the Seller of any payulCut after the specified due dale shall not constitute a waiver of the Purchasers obligation to make further payments on the.specificd dates. d. '['his Agreement shall be governed by and enforced in accordance with the laws of the state in which the Seller's corporate office is located without reference to its conflict of law rules. Purchaser by taking delivery of all or any items shall be conclusively deemed to have consented to personal jurisdiction in the above mentioned State. e. The terms and conditions herein constitute the entire agreement between Seller and Purchaser and may not be modified or amended except by a writing executed by an authorized officer of Seller and no modification shall be etfccted by the parties' course of dealing or the acknowledgment or acceptance of purchase order forms containing terms or condi- tions in addition to or al variance with those set forth herein. C If auto provision or provisions of this Document shall be held to be illegal or unenforceable the legality and enforceability of the remaining provisions shall not in any way be affect- ed or impaired. d Products shall be delivered to Purchaser as indicated on the farce hereof and unless otherwise indicated. Purchaser shall be responsible for the payment of all freight and transportation charges from Seller's point of loading to the delivery address specified on the face hereof. Delivery dates are approximate and alt predicated on the prompt receipt by Seller of all necessary information and documentation front Purchaser. h. Unless Purchaser is authorized to distribute the products delivered hereunder pursuant to a written agreement with Seller, Seller agrees that the product is Supplied to Purchaser for Purchaser's' internal use only, and Purchaser may not repackage, resell or otherwise distribute the product to third parties without the express written consent of Seller. i. In the event that Purchaser and Seller engage in any electronic transactions, including. but not limited to, electronic data interchange or facsimile exchanges. Such electronic exchanges shall he considered as valid and legally binding and shall be subject to the terms and conditions of this Agreement. Brenntag Mid South, Inc. B RE N NTAG a 1405 Highway 136 W P.O. BOX 20 Henderson, Kentucky 42419 -0020 INVOICE BMS400905 INV DATE: 12/10/07 PAGE 2 OF 2 DUE DATE: 1/09/08 SOLD TO: SHIP TO: Attach to Invoice# BMS400905 HAZEL DELL UNITS SHIPPED PROD WGT /GAL TOTAL QTY UNIT PRICE EXTENDED CONTINUED FROM PREVIOUS PAGE QUESTIONS, CALL 317- 898 -8632 REMIT TO ADDRESS: BRENNTAG MID SOUTH, INC 3796 RELIABLE PARKWAY MERCHANDISE 860.52 CHICAGO IL 60686 -0037 CONTAINER DEPOSIT 800.00 INS SEC SURCHARGE 25.00 PAID ON OR PRIOR TO 1/09/08 INVOICE TOTAL 1,685.52 PAID AFTER 1/09/08 INVOICE TOTAL 1,702.38 Original Document Atlanta, GA Columbus, OH Indianapolis, IN Miami, FL St. Albans, WV Bartonville, IL Georgetown, KY Kansas City, MO Nashville, TN St. Louis, MO Calvert City, KY Greeneville, TN Kennesaw, GA Nitro, WV Tampa, FL Chattanooga, TN Henderson, KY Louisville, KY Orlando, FL Terre Haute, IN Clearwater, FL Huntsville, AL Memphis, TN Springfield, MO Valdosta, GA ALL SALES SUBJECT TO AND GOVERNED BY THE TERMS AND CONDITIONS SET FORTH ON THE REVERSE SIDE TERMS AND CONDITIONS I. Conflictim Provisions Seller's terms and conditions stated in this Document ]'ernts and Conditions*') shall be deemed controlling notwithstanding any prior or subse(Iuent purchase order or similar document from Purchaser. Purchaser by taking delivery of all or any portion of the items shown nn the reverse side shall be conclusively deemed to have accepted and assented to Seller's Tcrms and Conditions. 2. Purchase Price and Pavinent The purchase price for all items shown on the reverse side excludes sales, use, occupvion, license, excise and other taxes and fees in respect of manufacture. Sala storage, consumption or delivery. all or which shall he paid by Purchaser. The purchase price for all items is payable in lawful money of the United Sates. Acceptance by Seller of drafts. checks or other media of payment will be provisional only and subject to inunedime collection of the full face amount therein: Seller reserves the right to charge a late fee and /or interest, if' Purchaser fails to make any payments to Seller when same become due. 3. Delivery /Force Majcure Deliver of goods 10 the Purchaser's location shall constitute delivery to the Purchaser: and all risk of loss or damage shall thereupon pass w and be assumed by the Purchaser. Any time or date stated for delivery is an estimate only and the Scller shall not he liable for failure to deliver in the specified time or on the specified date. nor shall such Iailure on the part of dte Seller be deemed to be it breach of this Agreement or any teens and conditions or part thereof. Pm'ChaSCr shall not be entitled to cancel or rescind this sale nor shall Seller be liable in damages or otherwise, in the ease of delay or impairment or I'ailure of perforntmce by Seller by reason o1' causes beyond Seller's control, including. without limitation. claims of tierce majcure by Seller's suppliers, strikes, labor difficulties, shortages if labor. fuel. power. materials or SupplicS, inability to obtain shipping space, transportation delays, fire, floods, accidents, riots. acts of God, war, governmental interference or embargo. In any such event. Seller reserves the right. in its sole discretion, to allocate its inventory bcnveen Pn'chaser and Seller's other customers. and Purchaser waives any right to assert if claim against Seller therefor. 4. Su�.. ension of Credit ur ShiQlrlenl Seller may at any time alter or suspend credit to Purchaser, slop shipment m Purchaser in transit, or delay or relLSe to ship to Purchasei. or cancel any a all unfilled orders when, in Seller's sole opinion: a. the financial condition of Purchaser is unsatislacUUy to Seller: b. delivery is deltived by the I:mll of Purchaser: C. Purchaser is delinquent in payment of any obligation owed to Seller: of d. sale Of products or materials to Purchaser may result in environmental, safety or health danger or hazard. i. Warranty Seller warrants that the products or materials delivered hereunder meet the standard specifications of the manufacmrer(s) for the products or such other specifications as may have been expressly agreed to in writing by Purchaser and Seller. SELLER MAKES NO OTHER WARRANTIES, EXPRESS OR IMPLIED. INCLUDING. WITHOUT LTM ]']'ATION. ANY WARRANTY OF MERCHANTABILITY OR EITNESS FOR A PARTICULAR PURPOSE. Determination of the suimbilily of the Pfi(IIICI supplied hereunder for the uses and appli- cations contemplated by Purchaser and others shall be the sole responsibility of Purchaser. Purchaser assumes all risk a liability resulting I'rom the handling. use. storage or resale of the products delivered hereunder, whether used, handled, stored or resold singly or in combination with other products. and Purchaser agrecS tr, indemnify and hold Seller harmless against any and all loss, damages. liability, cost and expense (including reasonable attorneys' fees), arising out of such use, handling. storage or resale. Seller a6Srnll'S no obligation or liability for the technical advice given by Seller with reference m the use of the Products or results obtained therefrom. and all such advice is given and accepted at Purchaser's risk. 6. LIMITATIONS OF LIABILI a. PURCHASER HEREBY WAIVES ANY CLAIM AGAINST SELLER FOR CONSEQUENTIAL DAMAGES. LOSS OF OR DAMAGE TO GOODWILL OR ANY OTHER SPECIAL. DIRECT, INDIRECT OR INCIDENTAL, DANIAGES, EVEN IF SELLER HAS BEEN ADVISED OF OR HAS NOTICE OF 1 IF. POSSIBILITY OF SUCH DAMAGES AND PURCLIASER'S EXCLUSIVE REMEDY WITH RESPECI'TO ANY CLAIM, WHETHER IN CONTRACT. TORT OR STRICT LIABILITY OR O'T'HERWISE. IN RESPECT OFTHE PRODUC'T'S SOLD HEREUNDER SHALL 13E EXPRI -SSLY LIMITEDTOTIIE AMOUNT Of- THE PURCHASE. PRICE- OE SUCH PRODUCTOR THE REPLACEMENT OF SUCH PRODUCT. b. FAILURE 13Y PURCHASER TO GIVE WR117EN NOTICE- OF SUCH CLAIM TO SELLER WITHIN 30 DAN'S FROM THF.. DA'I'S OF DELIVER)' Of- SUCH PRODUCT SHALL CONSTITUTE A WAIVER BY PURCHASER OF AIJ- CLAIMS IN RESPECT Of- SUCH PRODUCT. NO PRODUCT SOLD HEREUNDER SHALL BE RETURNED TO SELLER Wf]'fIOUI' SELLER'S PERMISSION. NO CLAIM SHALL 13E ALLOWABLE AFTER ANY SUCH PRODUCT HAS BEEN PROCESSED IN ANY MANNER. 7. Crnuaincrs /Cylinders at. All returnable containers and cylinders remain the property of the Seller and nmsl he returned to Seller. b. Container and cylinder deposits "ill he forfeited if containers are not returned within 90 clays of shipmmlll, unless otherwise agreed to in writing by Seller. In addition to the forfeiture of anv such deposit. Punhaser shall remain liable for an amount equal it) the difference between the deposit and the replacement cost of any returnable container of- cylinder which is not returned to Seller. C. Purchaser agrees to accept full responsibility and liability fur the disposal of non returnahle containers and cylinders in strict compliance with all laws and regulations. d. Purchaser shall indemnify and hold Scller harmless against any claim, loss, damage or expense arising from Purchaser's handling, use, storage or disposal of any container or cylinder. C. Seller reserves the right to change Purchaser with denmrrage for any returnahle container or cylinder. S. Returned Mate No credit will he issued for material renuned unless Seller has given written consent to such icium. All returned material is sullied to if restocking charge. 9. Credits Any credit issued by Seller to Purchaser. may only be applied against the future purchase of Products by Purchaser and will not be paid in cash. Any such credit will expire one year after the date of issuance. and Seller will have no obligation with respect thereto in the event that Purchaser does not apply the credit against the cost of Produce purchased by it prior to such expiry date. 10. General a. ]'his Document shall not he assignable in whole or in part by Purchaser without the prior written consent of Seller. b. Unless stated to the contrary elsewhere in this Document. no action, regardless of form. arising out of the sale or delivery of product hereunder, may be commenced more than one year alter the cause of action has accrued, except that an action for nonpayment or fur failure to return containers and cylinders may be brought al any lime. C. Seller's waiver of any breach, or failure to enforce any of the terms and conditions of this Agreement. at any linty shall not in any wav affect. Timis or waive Seller's right there- alter to enforce and compel strict compliance with each and every term and condition hereof. The acceptance by the Seller of any payment alter the specified due (late shall not constitute it waiver of the Pmx:haser's obligation to make further payments on the specified dates. d. This Agreement shall be governed by and enforced in accordance with the laws of the slate in which the Seller's corporate office is located without reference to its conflict of law rules. Purchaser by taking delivery of all or any items shall he conclusively deemed to have consented to personal jurisdiction in the above mentioned state. C. The terms and conditions herein constitute the entire agreement between Seller and Purchaser and may not be modified or amended except by if writing exeeuled by an authorized officer of Seller and no modification shall be ctlected by the parties' course of dealing or the acknowledgment or acceptance of purchase order forms containing terms or condi- tions in addition to or at variance with those set forth herein. f. If any provision or provisions of this Document shall be held to be illegal or unenforceable the legality and enforceability of the remaining provisions shall not in any wary be affect- ed or impaired. a Products Shoff he delivered to Purchaser as indicated on the face hercol', and unless otherwise indicated. Pmthaser shall he responsible for the payment of all freight and transportation charges from Seller's point of loading to the delivery address specified on the face hereof. Delivery dates are approximate and are predicated on the prompt receipt by Seller of all necessary information and documcnmtion from Purchaser. h. Unless Purchaser is authorized to distribute the products delivered hereunder pursuant to it written agreement with Seller. Seller agrees ttal the product is supplied to Purchaser fur Purchaser's' internal use only, and Purchaser may not repackage, resell Of otherwise distribute the product to third parties without the express written consent of Seller. i. In the event that Purchaser and Seller engage in any electronic transactions, including, but not limited to, electronic data interchange or facsimile exchanges, such electronic exchanges shall be considered as valid and legally binding and shall be subject to the terms and conditions of this Agreement. VOUCHER 076.937. WARRANT ALLOWED 359584 J-2 IN SUM OF BREENTAG (ULRICH) t405 I 0 1 i36w Po B ox 2b WeNAePSor K y yzulq- oo z o Carmel Wastewater Utility ON ACCOUNT OF APPROPRIATION FOR Board members PO INV ACCT AMOUNT Audit Trail Code (I BMS 400905 01- 1331 -00 5666' .67 BMS 400905 01- 7182 -05 lSSES C. Rea "i ISM S 61$825 �So.op� Voucher Total $1,535.52 Cost distribution ledger classification if claim paid under vehicle highway fund Prescribed by State Board of Accounts amity Form No. 201 (Rev 1995) ACCOUNTS PAYABLE VOUCHER CITY OF CARMEL A F 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 359584 BREENTAG (ULRICH) Purchase Order No. Terms Due Date 12/28/2007 Invoice Invoice Description Date Number (or note attached invoice(s) or bill(s)) Amount 12/28/200; BMS 400905 $1,535.52 hereby certify that the attached invoice(s), or bill(s) is (are) true and .orrect and I have audited same in accordance with IC 5- 11- 10 -1.6 Date Officer i