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HomeMy WebLinkAbout169365 03/04/2009 CITY OF CARMEL, INDIANA VENDOR: 359584 Page 1 of 1 ONE CIVIC SQUARE BRENNTAG MID SOUTH INC CHECK AMOUNT: $8,964.75 i• CARMEL, INDIANA 46032 3796 RELIABLE PARKWAY *r.o -ter CHICAGO IL 60686 CHECK NUMBER: 169365 CHECK DATE: 3/4/2009 DEPARTMENT v ACCOUNT PO NUMBER INVOICE NUMBER AMOUN DESCRIPTION 601 5023990 613020 7,175.00 OTHER EXPENSES 601 5023990 613021 1,789.75 OTHER EXPENSES f W enk.1ag Mid- South, Inc B R E N N TAG AEL]21 1405 14ighway 136 W P.O. BOX 20 Henderson, Kentucky 42419 -0020 o. �•ca s 1 33 INVOICE BMS613021 INV DATE: 2/17/09 PAGE 1 OF 1 DUE DATE: 3/19/09 SOLD TO: SHIP TO: CITY OF CARMEL UTILITIES CARMEL WATER, PLANT 5 3450 WEST 131ST STREET 5484 E_ 126TH STREET WESTFIELD IN 46074 CARMEL IN 46032 FEDER !D +F F1n5na5a5 DATE; SHIPPED 2/17/09 TERMS NET 3. DAYS B/L 213141 -00 SHIP WHS: 29 SALESPRSN: 294 CUSTOMER 407542 SHIP VIA: OUR TRUCK PKG CUSTOMER PO VERBAL FOB DELIVERED TAX EX# 356000972 -001 -9 UNITS SHIPPED PROD WGT /GAL TOTAL QTY UNIT PRICE EXTENDED 39.0000 805002 1.000 1950.0000# .9050 1,764.75 50.0000 BAG SOD FLUORIDE GRAN F/S QUESTIONS, CALL 317 898 -8632 REMIT TO ADDRESS: BRENNTAG MID SOUTH, INC t 3796 RELIABLE PARKWAY CHICAGO IL 60686 -0037 MERCHANDISE 1,764.75 INS SEC SURCHARGE 25.00 PAID ON OR PRIOR TO 3/19/09 INVOICE TOTAL 1,789.75 PAID AFTER 3/19/09 INVOICE TOTAL 1,807.65 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 A� y 1 L Conflicting Provisions Seller's terms and conditions stated in this Document "Terms and Conditions shall he deemed controlling notwithsamding any prior or subsequent purchase order or similar document from Purchaser. Purchaser by taking delivery of all or any portion of the items shown on the reverse side shall he conclusively deemed to have accepted and assented to Seller's Terms and Conditions. Pm'Cha52 Price and Payment The 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. sat., 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 be provisional only and subject to immediate collection of the full face amount thereof. Seller reserves the right to charge it late fee and)oF interest, if Purchaser fails to make any payments to Seller when same become due. 3. Deli very /Force Majeure Dahl °cry 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 or 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 date, nor shall such failure on the part of the Seller he 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 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, fuel, power. materials or supplies. 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 between Purchaser zinc] Seller's other automers. and Purchaser waives any right to assert it claim against Seller therefor. T. SusICTIsfon of Credit or Shipment Scller may at 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 .infilled orders when, in SdterA .ole opinion: a. the financial condition of Purchaser is unsatisfactory to Seller: h. delivery is delayed by the fault of Purchaser: C. Purchaser is delinquent in 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. 5. Wan'anty Seller warrants chat the products or materials delivered hereunder meet the standard specifications of the rnanufacturer(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 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 coil t cut p]ated by Purchaser and others shall be the sole responsibility of Purchaser. Purchaser assumes all risk and liability resulting from 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 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. LLMITATIONS OF LIABILITY Lt. 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. EVEN IF SF..LLER HAS BEEN ADVISED OF OR HAS NOTICE OF THE POSSIBILITY OF SUCH DAMAGES 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 SHALL BE EXPRESSLY LIMITED TO THE AMOUNT OF THE PURCHASE PRICE OF SUCH PRODUCT OR THE REPLACEMENT OF SUCH PRODUCT. b. FAILURE BY PURCHASER TO GIVE WRITTEN NOTICE OF SUCH CLAIM TO SELLER WITHIN 30 DAYS FROM THE DATE OF DELIVERY OF SUCH PRODUCT SHALL CONSTITUTE. A WAIVER BY PURCHASER OF ALL CLAIMS IN RESPECT OF SUCH PRODUCT. NO PRODUCT SOLD HEREUNDER SHALL BE RETURNED TO SFI_I_ER WITHOUT SELLER'S PERMISSION. NO CLAIM SHALL BE ALLOWABLE- AFTER ANY SUCH PRODUCT HAS BEEN PROCESSED IN ANY MANNER. 7. Comainers/Cvlinders a. All returnable containers and cylinders remain the property of the Scller and must be returned to Seller. b. Container and cylinder deposits will be forfeited if containers are not rclurned 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 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. d. I'urcha>cr shall indenmily 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. C. Scller reserves the right to charge Purchaser with demurrage for any retur'nahle container or cylinder. No credit will he issued for material returned unless Seller has given written consent to such return. All returned material is subject to a restocking charge. 9. Credits Anv 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 dare 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 Product purchased by it prior to such expiry date. 10. General a, This Document shall not be 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 cornmenced more than one year after the cause of action has accrued, except that an action for nonpayment or for failure to return containers and cylinders 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 any time, 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 an(] condition hereof. The acceptance by the Seller of any payment after the specified due date shall not constitute a waiver of the Purchaser'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 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 he entire agreement between Seller and Purchaser and may not be modified or amended except by a writing e'tecuted by an authorized officer of Seller and no modification shall be effected by the parties' course of dealing or the acknowledgment or acceptance of purchase order forms containing terms or condi- tions in addition m or at variance with those set forth herein. I. It 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 be affect ed or impaired. Products shall be delivered to Purchaser as indicated on the face hereof, and unless otherwise indicated. Purchaser shall be responsible for the payment of all height and transportation charges from Seller's point of loading to the delivery address specified on he face hereof. Delivery dates are approximate and are predicated on the prompt receipt by Seller of all necessary information and documentation from Purchaser. h. Unless Purchaser is authorized to distribute the products delivered hereunder pursuant to it 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. fn he 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. Byrenntag Mid South, Inc. B RE N NTAG AN 1405 I4ighway 136 W P.O. BOX 20 Henderson, Kentucky 42419 -0020 INVOICE BMS613020 INV DATE: 2/17/09 PAGE 1 OF 2 DUE DATE: 3/19/09 SOLD TO: SHIP TO: CITY OF CARMEL UTILITIES CARMEL WATER, PLANT 3 3450 WEST 131ST STREET 4425 E_ 126TH STREET WESTFIELD IN 46074 CARMEL IN 46032 FEDERAL--ID-#: 6.10.50454.5 DATE .SHIPPED: 2./17/09 TERMS_ NET-- 3,0. _DAYS_ B/L 212664 -00 SHIP WHS: 29 SALESPRSN: 294 CUSTOMER 407542 SHIP VIA: OUR TRUCK PKG CUSTOMER PO W08621 FOB DELIVERED TAX EX# 35600972 -001 -9 UNITS SHIPPED PROD WGT /GAL TOTAL QTY UNIT PRICE EXTENDED 10.0000 820393 9.700 30000.0000# .2300 6,900.00 3000.0000 PIBC MURIATIC ACID 20 DEG INH 69 RPK SERIAL CONTAINER ID` DEPOSIT 700076 700248 700571 700578 700748 700872 701222 701320 702054 705225 v...._, 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 r L Conflicting Provisions Seller's terms and conditions stated in this Document "Terms and Conditions shall he deemed controlling notwithstanding any prior or subsequent purchase order or similar document from Purchaser. Purchaser by taking delivery of all or any portion of the items shown on the reverse side shall he conclusively deemed to have accepted and as!rented to Seller's Terms Lind Conditions. PmrehaSC Price and Payment 'fire purchase price f all items shown on the reverse side excludes sales. use, occupation, license. excise and other taxes and fees in respect of manufacture. sat-, storage, consumption or delivery, all of which shall he 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 n ht to chariLc t late fee andior interest if Purchaser lark to make any payments to Seller when same heeome due. 3. Delivery /Force Majeure Delivery of goods to lire 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 or date stated lot delivery is an estimate only and the Seller shall not be liable fm' failure to deliver at the specified time or on the specified date, nor shall such failure on the part of the Seller be deemed to be if breach of this Agreement or any terms 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 ntajcure by Seller's suppliers, strikes, labor difficulties, shortages of labor, fuel, power, materials or supplies, 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 between Purchaser and Seller's other customers. and Purchaser waives any right to assert a claim against Seller therefor. T. Suspension of Credit or Shipment Seller may at 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 anfilled orders when. in Scllcr s "'le opinion: ;r. the financial condition of Purchaser is unsatisfactory to Seller: h. delivery is dclaved by the fault of Purchaser: C. Purchaser is delinquent in 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. Warranty Scllcr warrants that the products or materials delivered hereunder meet the standard specifications of the manufacturer(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 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 responsibilitv of Purchaser. Purchaser assumes all risk and liability resulting from the handling, use, storage or resale of thr 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, handlin 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. LhMITATIONS OF LIABILITY a. PURCHASER HEREBY WAIVES ANY CLANS AGAINST SELLER FOR CONSEQUENTIAL DAMAGES. LOSS OF OR DAMAGE TO GOODWILL, OR ANY OTHER SPECIAL. DIRECT, INDIRECT OR INCIDENTAL DAMAGES. EVEN IF SELLER HAS BEEN ADVISED OF OR HAS NOTICE OF THE POSSIBILITY OF SUCH DAMAGES AND PURCHASER'S EXCLUSIVE REMEDY WITH RESPECT TO ANY CLAIM. WHETHER IN CONTRACT, TORT OR STRICT LIABILITY OR OTHERWISE, IN RESPECT OF THE PRODUCTS SOLD HEREUNDER SHALL BE EXPRESSLY LIMITED TO THE AMOUNT OF THE PURCHASE PRICE OF SUCH PRODUCT OR THE REPLACEMENT OF SUCH PRODUCT. b. FAILURE BY PURCHASER TO GIVE WRITTEN NOTICE OF SUCH CLAIM TO SELLER WITHIN 30 DAYS FROM THE DATE OF DELIVERY OF SUCH PRODUCT SHALL CONSTITUTE A WAIVER BY PURCHASER OF ALL CLAIMS IN RESPECT OF SUCH PRODUCT. NO PRODUCT SOLD HEREUNDER SHALL. BE RETURNED TO SELLER WITHOUT SELLER'S PERMISSION. NO CLAIM SHALL BE ALLOWABLE AFTER ANY SUCH PRODUCT HAS BEEN PROCESSED IN ANY MANNER. 7. Containers /Cylinders a. All retu'nahle containers and cylinders remain the property of the Seller and must be 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 lorfeinrre 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 cvlinder 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. 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 c%iinder. C. Scllcr reserves the right to charge Purchaser with demurrage for any returnable container or cylinder. R. Retmircd Nlatciial No credit will he issued for material returned unless Seller has given written consent to such return. All returned material is subject to it restocking charge. 9. Credits Anv 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 er•_dit 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 Product purchased by it prior to such expiry date. 10. General a. This Document shall not he assignable in whole or in part by Purchaser without the prior written consent of Seller. h. Unless slated 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 titilure to return containers and cylinders may be brought at any time. C. Scller'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 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 payment after the sptcified due date shall not constitute a waiver of the Purchaser'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 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 fo 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 he modified or amended except by a writing e%ecutcd by an authorized officer of Scllcr and no modification shall be effected 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. I. I I 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 anyway be affect- ed or impaired. Products shall he delivered to Purchaser as indicated on the face 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 are predicaved on the prompt receipt by Seller of all necessary information and documentation from 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 lo. electronic data interchange or facsimile exchanges, such electronic exchanges shall he considered as valid and legally binding and shall be subject to the Icrms and conditions of this Agreement. Brenn'tag Mid- South, Inc B RE N N TAG 1405 Highway 136 W P.O. BOX 20 Henderson, Kentucky 42419 -0020 INVOICE BMS613020 INV DATE: 2/17/09 PAGE 2 OF 2 DUE DATE: 3/19/09 SOLD TO: SHIP TO: Attach to Invoice# BMS613020 CARMEL WATER, PLANT 3 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 6,900.00 CHICAGO IL 60686 -0037 CLEANING CHARGE 250.00 INS SEC SURCHARGE 25.00 PAID ON OR PRIOR TO 3/19/09 INVOICE TOTAL 7,175.00 PAID AFTER 3/19/09 INVOICE TOTAL 7,246.75 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 Seller's terms and conditions stated in this Document "Terms and Conditions shall be deemed controlling notwithstanding any prior or subsequent purchase order or similar document 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 Pa, ment 'The 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 he 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 be proyijonal only and subject to immediate collection of the full face amount thereof. Seller.reserves thc,right to charge -a.late fee.ggtdtor interest,.if_Purchaser fails to make any payments to Seller when same become due. 3. Delivery /Force Ylaieure 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 he assumed by the Purchaser. Any time or elate stated for delivery is an estimate only and the Seller shall not be liable for failure to deliver at the specified tune or on the specified date, nor shall such failure on the part of the Seller be dCCInCd to be if 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 Sellers suppliers. strikes, labor difficulties. shortages of labor, fuel, power, materials or supplies, inability to obtain shipping space, transportation delays, fire. 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 ocher customers. and Purchaser waives any right to assert if claim against Seller therefor. -l. Suspension of Credit or Shipment Scller may at any time alter or suspend credit to Purchaser, slop shipment to Purchaser in transit. or delay or refuse to ship to Purchaser, or cancel any or all unfilled orders when. in Sellers pole opinion: Ow Imunm ial condition of Purchaser 6 unswi'factory to Seller: h. dclivery is ctelaved by the fault of Purchaser: !'u"rha1ci i. delnxlucut m pin inert of any obligation owed to Seller: or d. Talc of products or material (o Purchaser may result in environmental, safety or health danger or hazard. 5. Warraniv Seller warrants that the products or materials delivered hereunder meet the standard specifications of the manufacturer(s) for the products or such other specifications as may have been expressly agreed to in w6ting by Purchaser and Seller. SELLER MAKES NO OTHER WARRANTIES, EXPRESS 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 file sole responsibility of Purchaser. Purchaser assumes all risk and liability resulting from 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 agrees to indemnify tmd 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 liahilnv for the technical ach ice given by Seller with reference to the use of the Products or results obtained therefrom, and all such advice is given and accepud at Purchaser's risk. 6. L1�MITATIONS OF LIABILITY a. PURCHASER HEREBY WAIVES ANY CLAIM AGAINST SELLER FOR CONSEQUENTIAL DAMAGES, LOSS OF OR DAMAGE TO GOODWILL OR ANY OTHER SPECIAL. DIRECT. INDIREC "r OR INCIDENTAL DAMAGES. EVEN IF SELLER HAS BEEN ADVISED OF OR HAS NOTICE OF THE POSSIBILITY OF SUCH AND PURCHASERS EXCLUSIVE REMEDY WITH RESPECT TO ANY CLAIM. WHETHER IN CONTRACT, TORT OR STRICT LIABILITY OR OTHERWISE, IN RESPECT OF THE PRODUCTS SOLD HEREUNDER SHALL BE EXPRESSLY LIMITED TO THE AMOUNT OF THE PURCHASE PRICE OF SUCH PRODUCT OR THE REPLACEMENT OF SUCH PRODUCT. b. FAILURE 13Y PURCHASER TO GIVE WRITTEN NOTICE OF SUCH CLAIM TO SELLER WITHIN 30 DAYS FROM THE. DATE OF DELIVERY OF SUCH PRODUCTSHALL CONSTITUTE A WAIVER BY PURCHASER OF ALL CLAIMS IN RESPECT OF SUCH PRODUCT. NO PRODUCT SOLD HEREUNDER SHALL BE RETURNED TO SELLER WITHOUT SELLER'S PERMISSION. NO CLAIM SHALL BE ALLOWABLE AFTER ANY SUCH PRODUCT HAS BEEN PROCESSED IN ANY MANNER. 7. Containers /Cylinders a. All returnable containers and cylinders remain the property of the Seller and must be returned to Seller. h. 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 the replacement cost of any returnable container or cvlinder 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. d. Pnl'ehau9 Shall indemnify and hold Sellef harmless against tiny claim, loss. damage or expense arising from Purchaser's handling, use, storage or disposal of any container or cvlinder. C. Seller rcscrycs the right to charge Purchaser with demurrage for any returnable container or cylinder, S. Returned Material 10 (Tech will be issued f material returned unless Seller has given written consent to such return. All returned material is subject to it 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 alter the date of issuance. and Seller will have no obligation with respect theroto in the event that Purchaser does not apply the credit against the cost of Product purchased by it prior to such expiry (late. 10. General a. "This 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 veer after the cause of action has accrued. except than an action for nonpayment or for failure fo return containers and cylinders may be brought at any (fine. C. Sellers 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 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 payment after the specified due date shall not constitute if waiver of the Purchaser's obligation to make further payments on the specified dates. d. This Agreement shall be governed by and enforced in acci)rdance 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 effected by the parties' course of dealing or the acknowledgment or acceptance of purchase order forms containing terns or condi- tions in addition to of at variance with those set forth herein. I. 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 be affect- ed or impaired. e. Products shall he delivered to Purchaser as indicated on the face hereof: and unless otherwise indicated. Purchaser 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 documentation from 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 Purchascr'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 nor limited to, electronic data interchange or facsimile e;i�hanges, such electronic exchanges shall be considered as valid and legally binding and shall be subject to the (erns and conditions of this Agreement. 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 359584 BRENNTAG MID -SOUTH INC Purchase Order No. 3796 RELIABLE PARKWAY Terms CHICAGO, IL 60686 -0037 Due Date 2/24/2009 Invoice Invoice Description Date Number (or note attached invoice(s) or bill(s)) Amount 2/24/2009 613020 $7,175.00 jl 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 Date Officer VOUCHER 091204 WARRANT ALLOWED 359584 IN SUM OF BRENNTAG MID -SOUTH INC A d) 3796 RELIABLE PARKWAY ���r� CHICAGO, IL 60686 -0037 h Carmel Water Utility ON ACCOUNT OF APPROPRIATION FOR Board members PO INV ACCT AMOUNT Audit Trail Code 5 613020 01- 6180 -03 $7,175.00 -i��\ �1 ;tom \SD� ��.�i•7� Voucher Total $7,175.00 Cost distribution ledger classification if claim paid under vehicle highway fund