156164 02/06/2008 i
CITY OF CARMEL, INDIANA VENDOR: 360792 Page 1 of 1
ONE CIVIC SQUARE FERNO- WASHINGTON INC
CARMEL, INDIANA 46032 PO BOX 385 CHECK AMOUNT: $2,186.88
CINCINNATI OH 45264
CHECK NUMBER: 156164
CHECK DATE: 2/6/2008
DEPARTMENT ACCOUNT PO NUMBER INVOICE NUMBER AMOU DESC
102 4467006 603113 2,186.88 EMS EQUIP
i
l
I
F,
J
06605600 01/28/08 17:09:35 7E 01 603113 0010001 O 0 2
SALES TERMS AND CONDITIONS
(1) ACCEPTANCE: THE TERMS AND CONDITIONS SET FORTH BELOW AND above, Femo makes no other warranties, either expressed or implied. Femo makes no'
ON THE FRONT SIDE HEREOF CONSTITUTE ALL THE TERMS OF THIS implied warranties of merchantability and fitness for a particular purpose for its own
AGREEMENT AND A COMPLETE AND EXCLUSIVE STATEMENT OF THE product or for the products of others. In no event will Femo be liable for any indirect or
AGREEMENT BETWEEN BUYER AND SELLER. ALL REPRESENTATIONS, consequential damages sustained in connection with the delivery, use, or performance of
PROMISES, WARRANTIES OR STATEMENTS BY ANY AGENT OR EMPLOYEE its products. Under breach of limited warranty any legal action for breach of the limited
OF SELLER THAT DIFFER IN ANY WAY FROM THE TERMS AND CONDITIONS warranty must be filed within one year of the date the breach is or should have been
HEREOF SHALL HAVE NO EFFECT. Any additional contradictory or different terms discovered. Limited Warranty Claims and Disputes Contact Femo Customer Service
contained in any initial or subsequent order or communication from Buyer pertaining to promptly if you receive a product from Femo that you suspect is defective. A
the goods described on the front side hereof are hereby objected to and shall be of no representative will assist you with the claim procedure. You must obtain a return
effect. No course or prior dealings between the parties and no usage of the trade shall be authorization number from Femo before returning any product.
relevant to supplement or explain any terms used in this Agreement. Acceptance or (6) COT FASTENER DISCLAIMER: Ferno cot fasteners are designed for use only
acquiescence in a course of performance rendered under this Agreement shall not be with Femo cots. NO WARRANTY OR REPRESENTATION IS MADE WITH
relevant to detemvne'the meaning of this Agreement even though the accepting or RESPECT TO THE ADAPTABILITY OR SUITABILITY OF COT FASTENERS
acquiescing party has knowledge of the nature of the performance and the opportunity for FOR USE WITH COTS (OTHER THAN FERNO COTS),, AND ALL SUCH
objection. All orders are subject to the approval by Seller at its offices in Wilmington WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY' OR
Ohio. No waiver or alteration of terms herein shall be binding unless in writing and FITNESS FOR SUCH PURPOSES, ARE EXPRESSLY DISCLAIMED.
signed by an executive officer of Seller. (7) NUMBERED CLAIMS: Claims for shortages must be made within 45 days of
(2) PRICE: The price is that stated on the face side hereof. Buyer shall reimburse receipt of shipment. Claims for non receipt of shipment must be made within 20 days of
Seller for any excise, sales or use taxes or permit fees incident to this transaction for proposed delivery date. If Seller has agreed to pay any transportation charges, claims
which Seller may be liable or which Seller is required by law to collect. Buyer also shall for such charges must be made within 90 days of shipping date.
be responsible for the cost (and any related fees) of any modification to comply with (8) RETURN POLICY: Ferno- Washington, Inc. reserves the right to refuse any
local and state statutes, rules or building codes. Payment must be in U.S. funds. A unauthorized return shipment. Buyer must obtain a RMA (Return Material
SERVICE CHARGE OF 1 -1/2% PER MONTH (18% PER YEAR) OR SUCH LESSER Authorization) number from Ferno- Washington, Inc. prior to return. Ferro- Washington,
RATE AS SHALL BE THE MAXIMUM RATE LEGALLY PERMITTED SHALL BE Inc. reserves the right to charge a 20% restocking fee on all return shipments.
ADDED TO ANY PAST DUE INVOICE BALANCES UNTIL PAID IN FULL. (9) PATENTS, TRADEMARKS, ETC.: Buyer will protect and indemnify Seller
BUYER SHALL BE LIABLE FOR ALL COSTS AND /OR EXPENSES, INCLUDING against all claims of infringement of patents, trademarks or other intellectual property
LEGAL EXPENSES AND REASONABLE ATTORNEY'S FEES, INCURRED BY and claims of wrongful use of designs or defective designs or trademarks or trade
SELLER IN EXERCISING ANY OF ITS RIGHTS OR REMEDIES. names. Buyer agrees the trademarks, trade names and other designations used on or in
(3) DELIVERY- DELAYS: Seller will make every effort to adhere to the delivery connection with products sold to Buyer are the exclusive property of Seller. Buyer shall
schedule specified on the face hereof, but no obligation to do so is assumed. Seller shall not use Seller's trademarks in any manner which may dilute, impair or adversely affect
not be responsible or liable for any loss, damage, delay or failure to perform, in whole or said trademarks, including using the trademarks as part of Buyer's name or to identify
in part, directly or indirectly, resulting from and/or contributed to by reason of, including Buyer's business in any way.
but not limited too, acts of God, war, riot, embargoes, acts or requirements of (10) PRODUCT LIABILITY: Buyer will protect and indemnify Seller against all
governmental or military authorities, fires, floods, severe weather, accidents, quarantines, claims, including but not limited too, of product liability for custom products
restrictions, factory conditions, strikes, delays in transportation, shortage of cars, fuel, manufactured wholly or partially to Buyer's designs, specifications, changes or
labor or materials, or any other costs beyond the control of Seller. Seller shall in no event modifications. Buyer will protect and indemnify Seller against all claims, including but
be responsible for remote, incidental or consequential damages. not limited too, of product liability for designs, specifications, changes or modifications
(4) DEFAULT OF BUYER: Seller shall not be required to proceed or continue with made by Buyer after product delivery.
performance of Buyer's order while Buyer is in default under this or any other contract (11) SHIPMENTS: All shipments shall be FOB Seller. Accordingly, after shipment
with Seller. If Buyer's financial condition is found to be or becomes unsatisfactory to the of products to carrier, all risk of damage too, loss or destruction of the product shall be
Seller during the terms of this contract, Seller may terminate this contract and also bome by Buyer. Shipment may be made by the method or carrier deemed most feasible
terminate all other contracts covering sales to Buyer of Seller's goods whether or not by Seller.
Buyer may otherwise be in default and no rights shall accrue to Buyer against Seller on (12) LEGAL COMPLIANCE: Buyer shall be solely responsible for compliance with
account of such termination period local and state statutes, rules and regulations and building codes pertaining to the use
(5) WARRANTY: Ferno products are warranted to be free from defects in material and installation of the products.
and workmanship for a period of one year, except as follows: External finishes (13) GOVERNING LAW: This contract shall be governed by and construed according
(gelcoat, paint, powdercoat, decals, etc.) are warranted for 90 days. Soft goods to the laws of the State of Ohio and the United States of America.
(webbing, vinyl, fabric, foam, etc.) are warranted for 90 days. Stainless whirlpool tanks (14) COMPLETE AGREEMENT: The terms and conditions on both sides of this
are warranted against tank shell leakage and corrosion for 5 years. Mortuary products document, the User's Manual, operating instructions and specifications constitute the
(except hydraulic parts'and soft goods) are warranted for 2 years. Ambulance cots and entire contract between Buyer and Seller, and no change or waiver of any such terms
ambulance transporters (except external finish and soft goods) are warranted for 2 years. shall be effective unless in writing and signed by an officer of Seller.
EZ GlideTM Chairs are warranted for 2 years. EMS bags replaceable bottom (15) WAIVER: Waiver by Seller of any provision of this proposal or of Buyer's
excluded) and backboards are warranted for lifetime replacement. (Damage caused by breach of any provision of this order shall not constitute a waiver of future compliance
accident, abuse, misuse or improper care will be repaired at a reasonable charge for therewith, any such provisions shall remain in full force and effect. No act, conduct of
which you will be informed prior to the repair work being done.) Integrated Charging failure to act of Seller shall constitute a waiver of any provision contained herein unless
System (ICS) is warranted for 2 years. Fiberglass pools have a structural warranty of 5 such waiver is in writing and signed by an officer of Seller.
years against leaking through the vinyl ester resin. Fading is specifically excluded from (16) INTERNATIONAL SALES: Not withstanding any provision to the contrary set
the structural warranty. Chips and/or scratches caused by accident, abuse and misuse are forth herein, any international sale shall be subject to the following terms: (a) all trade
specifically excluded from the structural warranty. Vinyl pool liner welded seams are terms identified herein shall be governed by the meanings assigned in Incoterms 1990;
warranted to be free of defects in manufacturing or workmanship for a period of 5 years. (b) Seller and Buyer hereby agree that the sales contract shall be governed by and
Vinyl pool liner welded seam warranty specifically excludes non -Femo labor charges, construed in accordance with the laws of the State of Ohio, without reference to the
cost of replacement water, replacement chemicals, or any owner related damage that may principals of conflicts of law and hereby further agree that the United Nations
occur. Warranty is void if the liner is exposed to excessive heat or cold, chemical abuse Convention on Contracts for the International Sale of Goods shall not apply to the terms
or lack of proper chemical maintenance. Chemicals should not be allowed to settle onto hereof; (c) any suit, action, or proceeding arising out of the state hereof shall be
the liner as chemicals can bleach the color. The pH of the pool water must be properly instituted by either party in the courts of the State of Ohio, Clinton County, or United
maintained and balanced. Fading, wrinkling and liner slippage are specifically excluded States District Court for the Southern District of Ohio, Western Division, and Seller and
from this warranty. Femo repairs are warranted for 90 days from the date of repair. This Buyer irrevocably and unconditionally submit and consent to the jurisdiction and venue
limited warranty applies only when you use and care for the product as described in the of any such court for such purpose, and each waives any obligation it may have as to the
instructions provided with the product. Improper use and care may void this warranty. venue of any dispute arising out of or in connection with this transaction; and
The warranty period begins the day the product is shipped from Femo or the day you (d) payment terms shall be as set forth on the cover of the invoice, with Seller reserving
receive it if you have proof of the delivery date. Shipping charges are not covered by this at all times the right to demand a confirmed letter of credit at Buyer's full cost and
limited warranty. Femo is not liable for shipping damages or damages sustained through expense or other security of payment in Seller's sole discretion.
using the product. Non -Femo products sold by Femo retain the product manufacturers (17) FORCE MAJEURE: Seller shall not be liable for any loss, damage, delay,
original warranties and guarantees. Such warranties and guarantees, if any, are solely changes in shipment, schedules or failure to deliver, whether arising in tort, contract or
those of the product manufacturer. Ferno offers no warranties or guarantees of any kind warranty, caused by accident, fire, strike, riot, civil commotion, embargo, failure of
additional to those of the product manufacturer, nor does Femo assume any liability for carrier, inability to obtain transportation facilities, foreign or local government
products manufactured by others. Limitation of Liability If a product is proven requirements, acts of God, prior orders from customers or limitations on Seller's or its
defective, Femo will repair or replace it, or, at our option, refund the item's purchase suppliers' production, or any other causes or contingency beyond Seller's control. In
price. In no event is Femo liable for more than the selling price of the product. The any such event, Seller shall not be liable for any consequential, incidental or special
purchaser accepts these terms in lieu of all damages. Except for the limited warranty damages to Buyer. SLSTERM.DOC.2007
10'ribed 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 service rendered, by
whom, rates per day, number of hours, rate per hour, number of units, price per unit, etc.
Payee
Purchase Order No.
Terms
Date Due
Invoice Invoice Description Amount
Date Number (or note attached invoice(s) or bill(s))
Total
6
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- 10 -1.6.
20
Clerk- Treasurer
VC'UCHER NO. WARRANT NO.
ALLOWED 20
IN SUM OF
ON ACCOUNT OF APPROPRIATION FOR
Board Members
PO# or INVOICE NO. ACCT #/TITLE AMOUNT
DEPT. 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
jq
c
t
Cost distribution ledger classification if Title
claim paid motor vehicle highway fund