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175981 08/12/2009 f CITY OF CARMEL, INDIANA VENDOR: 359584 Page 1 of 1 ONE CIVIC SQUARE BRENNTAG MID SOUTH INC CHECK AMOUNT: $2,953.44 CARMEL, INDIANA 46032 3796 RELIABLE PARKWAY CHICAGO IL 60686 CHECK NUMBER: 175981 CHECK DATE: 8/12/2009 `DEPARTMENT ACCOUN P NUMBER INVOICE NUMBER AMOUN DESCRI 1125 4239000 22204 BMS683944 553.59 MURIATIC ACID ,2201 4350400 18776 BMS684752 854.95 REFLECTING POOL CHEMI 2201 4350400 18776 BMS685482 864.95 REFLECTING POOL CHEMI 2201 4350400 18776 BMS688538 854.95 REFLECTING POOL CHEMI 1125 4239000 BMS767981 175.00 MISCELLANEOUS SUPPLIE Brenntag Mid- South, Inc B R E N N TAG Ye 1405 Highway 136 W P.O. BOX 20 Amw Henderson, Kentucky 42419 -0020 INVOICE BMS684752 INV DATE: 7/08/09 PAGE 1 OF 1 DUE DATE: 8/07/09 SOLD TO: SHIP TO: CARREL STREET DEPARTMENT CARMEL STREET DEPARTMENT ONE CIVIC SQUARE REFLECTING POOL CARREL IN 46032 THIRD AVE. 126TH STREET CARMEL IN 46032 FEDERAL-TD-ft: 67.0504.545. DATE SHIPPED: 7/07/09 TERMS NET 30 DAYS B/L 299262 -00 SHIP WHS: 29 SALESPRSN: 294 CUSTOMER 897255 SHIP VIA: OUR TRUCK PKG CUSTOMER PO VERBAL FOB DELIVERED TAX EX# 0031201550 -020 UNITS SHIPPED PROD WGT /GAL TOTAL QTY UNIT PRICE EXTENDED 329.9792 365998 10.140 329.9792G 2.5000 824.95 1.0000 G BULK SOD HYPOCHLORITE 12.5% DRUM OFF -330 G POLY TOTE >A BLK PO #17572 FOR 2008 QUESTIONS, CALL 317 898 -8632 REMIT TO ADDRESS: BRENNTAG MID SOUTH, INC 3796 RELIABLE PARKWAY CHICAGO IL 60686 -0037 MERCHANDISE 824.95 FUEL SURCHARGE 30.00 PAID ON OR PRIOR TO 8/07/09 INVOICE TOTAL 854.95 PAID AFTER 8/07/09 INVOICE TOTAL 863.50 Origina Document Atlanta, GA Columbus, 6 H Indianapolis IN Miami, FL-:. St. Albans', Bartonvilie, 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 L Conllictim- Provisio Sellers 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 be conclusively deemed to have accepted and assented to Seller's Terms and Conditions. 2. Purchase 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, 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 be 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 w make any payments to Seller when same become due. 3. Delivery /Force Majeure 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 or date slated 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 be deemed to he it 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 and Seller's other customers. and Purchaser waives any right to assert a claim against Seller therefor. 4. Suspension of Credit or Shipment Seller may in any time alter or suspend credit to Purchaser, stop shipment to Purchaser in transit, m delay or refuse to ship to Purchaser, or cancel any or all unfilled orders when, in Sellers sole opinion: a. the financial condition of Purchaser is unsatisfactory to Seller: b. 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 nateiials to Purchaser may result in environmental, safety or health danger or hazard. 5. Warrantv 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 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 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 hanmless against any and all loss, damages, liahility, 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. LIMITATIONS 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, 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 LIMI'T'ED TO THE AMOUNT OFTHE 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 returnahle 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 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. 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. 8. Returned Material No credit will be issued for material returned unless Seller has given written consent to such return. All returned 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 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 Product purchased by it prior to such expiry date. lo. General a. This Document shall not be assignable in whole or in part by Purchaser without the prior written consent of Seller. b. Unless staled 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 rear 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 and condition hereof. The acceptance by the Seller of any payment after the specified due date shall not constitute it waiver of the Purchasers obligation to make further payments on the specified dales. 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 he 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 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 way be affect- ed or impaired. L. Products shall be delivered to Pwchaser as indicated on the face hereoL and unless otherwise indicated, Purchaser shall be responsible for the payment of all freight and transportation charges from Sellers point of loading to the defivery 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 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. 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. Brenntag Mid- South, Inc. 6 R E N NTAG 1405 Highway 136 W P.O. BOX 20 Henderson, Kentucky 42419 -0020 INVOICE BMS685482 INV DATE: 7/14/09 PAGE 1 OF 1 DUE DATE: 8/13/09 SOLD TO: SHIP TO: CARMEL STREET DEPARTMENT CARMEL STREET DEPARTMENT ONE CIVIC SQUARE REFLECTING POOL CARMEL IN 46032 THIRD AVE. 126TH STREET CARMEL IN 46032 FEDERAL ID 61050454 -5 DATE-SHIPPED -7/ 1 TERMS NET 30 DAYS B/L 299264 -00 SHIP WHS: 29 SALESPRSN: 294 CUSTOMER 897255 SHIP VIA: OUR TRUCK PKG CUSTOMER PO VERBAL FOB DELIVERED TAX EX# 0031201550 -020 UNITS SHIPPED PROD WGT /GAL TOTAL QTY UNIT PRICE EXTENDED 329.9792 365998 10.140 329.9792G 2.5000 824.95 1.0000 G BULK SOD HYPOCHLORITE 12.5% DRUM OFF -330 G POLY TOTE >A BLK PO #17572 FOR 2008 QUESTIONS, CALL 317- 898 -8632 REMIT TO ADDRESS: BRENNTAG MID SOUTH, INC 3796 RELIABLE PARKWAY CHICAGO IL 60686 -0037 MERCHANDISE 824.95 FUEL SURCHARGE 40.00 PAID ON OR PRIOR TO 8/13/09 INVOICE TOTAL 864.95 PAID AFTER 8/13/09 INVOICE TOTAL 873.60 Original: Document Atlanta, GA. Columbus, OH Indianapolis; IN• Miami,'FL, St. Albans, WV 11-1 Barton vi lle,_IL Georgetown, KY Kansas City, MO Nashville, TN St. Louis, 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 L Con(lictine 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. 2. Purchase 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, 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 be 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 make any payments to Seller when same become due. 3. Delivery /Force Majeure 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 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 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 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 and Seller's other customers, and Purchaser waives any right to assert a claim against Seller therefor. 4. 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 unfilled orders when, in Seller's sole 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. Warranty 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 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 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. LIMITATIONS 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, EVEN IF SELLER HAS BEEN ADVISED OF OR HAS NOTICE OF THE POSSIBILITY OF SUCH DAMAGES AND PURCHASER'S EXCLUSIVE REMEDY WITH RESPECTTO 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 DELI VERY 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 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 cvlindcr 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 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 for material returned unless Seller has given written consent to such return. All returned 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 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 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 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 cylinders may be brought at any time. C. Seller's waiver of any hrcach. 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 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 ?faking delivery of all or any items shall be conclusively deemed to have consented to personal jurisdiction in the above- mentioned state.., e. The terms 'a d conditions herein constitute the entire agrcemenf 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 terms or condi- 1 66ns in addiliim to or of variance with those set forth herein. f T f 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 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 inlixmation and documcmation 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 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. Brenntag'Mid- South, Inc. BRENNTAG 1405 Highway 136 W P.O. BOX 20 Henderson, Kentucky 42419 -0020 INVOICE BMS688538 INV DATE: 7/21/09 PAGE 1 OF 1. DUE DATE: 8/20/09 SOLD TO: SHIP TO: CARMEL.STREET DEPARTMENT CARMEL STREET DEPARTMENT ONE CIVIC SQUARE REFLECTING POOL CARMEL IN 46032 THIRD AVE. 126TH STREET CARMEL IN 46032 FEDERAL -IL- 610504545 DATE SHIPPED: 7/21/09 TERRMS IVET 30 °DAYS B/L 299269 -00 SHIP WHS: 29 SALESPRSN: 294 CUSTOMER 897255 SHIP VIA: OUR TRUCK PKG CUSTOMER PO VERBAL FOB DELIVERED TAX EX# 0031201550 -020 UNITS SHIPPED PROD WGT /GAL TOTAL QTY UNIT PRICE EXTENDED 329.9792 365998 10.140 329.9792G 2.5000 824.95 1.0000 G BULK SOD HYPOCHLORITE 12.5% "DRUM OFF- 330 G:POLY TOTE >A BLK PO #17572 FOR 2008 QUESTIONS, CALL 317- 898 -8632 REMIT TO ADDRESS: BRENNTAG MID SOUTH, INC 3796 RELIABLE PARKWAY CHICAGO IL 60686 -0037 MERCHANDISE 824.95 FUEL SURCHARGE 30.00 PAID ON OR PRIOR TO 8/20/09 INVOICE TOTAL 854.95 PAID AFTER 8/20/09 INVOICE TOTAL 863.50 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. Conflictin 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. 2. Purchase Price and Payment i 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 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 a late fee and/or interest, if Purchaser fails to make any payments to Seller when same become due. 3. Delivery/Force Maicure 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 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 pan 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 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 and Seller's other customers, and Purchaser waives any right to assert a claim against Seller therefor. 4. 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 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 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. Warranty 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 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 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. LIMITATIONS 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, 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 returnable 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 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. 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. A. Returned Material No credit will be issued for material returned unless Seller has given written consent to such return. All returned 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 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 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 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 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 and 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 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 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 way be affect- ed or impaired. g. 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 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 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 be considered as valid and legally binding and shall be subject to the terms 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 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)) 07/08/09 BMS684752 $854.95 07/14/09 BMS685482 $864.95 07/21/09 BMS688538 $854.95 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 NCI. WARRANT N ALLOWED 20 Brenntag Mid -South Inc IN SUM OF 3111 N. Post Road Indianapolis, IN 46226 $2,574.85 ON ACCOUNT OF APPROPRIATION FOR Carmel Street Department PO# Dept. INVOICE NO. ACCT /TITLE AMOUNT Board Members 18776 BMS684752 43- 504.00 $854.95 1 hereby certify that the attached invoice(s), or 18776 BMS685482 43- 504.00 $864.95 bill(s) is (are) true and correct and that the 18776 BMS688538 1 43- 504.00 $854.95 materials or services itemized thereon for which charge is made were ordered and received except o T r day, J, y 30, 2009 1/ r Street Commissi Street 'yi missjoner Cost distribution ledger classification if claim paid motor vehicle highway fund Brenntag MW7 South, Inc. B R E N N TAG 1405 Highway 136 W P.O. BOX 20 IEW Henderson, Kentucky 42419 -0020 JUL 2 INVOICE BMS683944 INV DATE: 7/13/09 PAGE 1 OF 1 DUB DATE: 8/12/09 SOLD TO: SHIP TO: CARMEL CLAY PARKS RECREATION CARMEL CLAY PARRS REC. 1411 EAST 116TH STREET INLOW WATER PARK CARMEL IN 46032 -3455 131ST ST_ EAST OF HAZEL CARMEL IN 46033 FEDERAL -n: 610 504545 DIATE­SHIPPED: 7/13/09 TERMS NET 30 DAYS B/L 304494 -00 SHIP WHS: 29 SALESPRSN: 296 CUSTOMER 787843 SHIP VIA: OUR TRUCK PKG CUSTOMER PO 22204 FOB DELIVERED TAX EX# 002423120 001 3 UNITS SHIPPED PROD WGT /GAL TOTAL QTY UNIT PRICE EXTENDED CALL 571- 4144 *PRIOR 2 DELIVERY 7/13/09 6.0000 76827 9.700 89.6910G 3.4406 308.59 14.9485 G -PDRM MURIATIC ACID 20 DEG >A RPK DEPOSIT: 25.00 Purchase Description MI t R i NO C' A r` 1 D P.O. ,�a ,Q�� V- Po FC G.L i1 'a 39 "007 C� Budget Una Descr Purchaser Date Approv Date QUESTIONS, CALL 317- 898- 8632(j:ZED FF AVD REMIT TO ADDRESS: MERCHANDISE 308.59 BRENNTAG MID SOUTH, INC CONTAINER DEPOSIT 150.00 3796 RELIABLE PARKWAY CLEANING CHARGE 30.00 CHICAGO IL 60686 -0037 FUEL SURCHARGE 40.00 INS SEC SURCHARGE 25.00 PAID ON OR PRIOR TO 8/12/09 INVOICE TOTAL 553.59 PAID AFTER 8 /12/09 INVOICE TOTAL 5 .13 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. Conflictin z 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 potion of the items shown on the reverse side shall be conclusively deemed to have accepted and assented to Seller's Terms and Conditions. 2. Purchase Price and Payment lent 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 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 make any payments to Seller when same become due. 3. Deliverv//Force Maieu 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 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 pan of the Seller be deemed to be a breach of this Agreement or any terms and conditions or part thereof. Purchaser shall not he 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 and Seller's other customers, and Purchaser waives any right to assert it claim against Seller therefor. d. Suspension of Credit or Shipment Seller may at any time after or suspend credit to Purchaser, stop shipment m 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 delinquent in payment of any obligation owed to Seller: or d. sale of products or materials to Purchaser may result in environmental, safely or health danger or hazard. i. Warranty 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 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 responsibility of Purchaser. Purchaser assumes all risk and liability resulting from the handling, use, storage or resale of he 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. LIMITATIONS 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, 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 NOTICCbF SUCH'CLAIM TO SELLER WITHIN 30 DAYS FROM THE DATE OF DELIVERY OF SUCH PRODUCT SHALL CONSTITUTE .A.WAIVER..BY :PURRCHA O F 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 rcmaifi`the p7operty'ot�the and must be returned to Seller. b. Container and cylinder deposits will he 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;'Putchaser'shall remaimliable 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 respons`it iliiy`3n`d liafiilifyfo the disposal of non returnable containers and cylinders in strict compliance with all laws and regulations. d. Purchaser shall indemnify and hold_Seller.harmles_s 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 charge Purchaser with demurrage for any returnable container or cylinder. 8. Returned Material No credit will be issued for material returned unless Seller has given written consent to such return. All returned 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 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 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 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 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 and 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 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 terms or condi- tions in addition to or at variance with those set forth herein. E 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. g. 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 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 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 be considered as valid and legally binding and shall be subject to the terms 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 JUL 2 A CREDIT BMS767981 DATE: 7/13/09 PAGE 1 OF 1 CREDIT MEMO SOLD TO: SHIP TO: CARMEL CLAY PARKS RECREATION CARMEL CLAY PARKS REC 1411 EAST 116TH STREET DO NOT SHIP WILL CALL CARMEL IN 46032 -3455 INDIANAPOLIS IN 46226 FEDERAL ID 610504545 TERMS NET 30 DAYS SHIP WHS: 29 SALESPRSN: 296 CUSTOMER 787843 SHIP VIA: FOB TAX EX# 002423120 001 3 UNITS SHIPPED PROD WGT /GAL TOTAL QTY UNIT PRICE EXTENDED DRUM RETURN N/A PROD PKG DRUM ORG BOL# QUANTITY DEPOSIT 76827_ -PDRM 617606 837087 -00 1.0000- 25.00 76827 -PDRM 617606 830735 -00 1.0000- 25.00 305769 -PDRM 617606 838400 -00 2.0000- 25.00 305769 -PDRM 617606 838246 -00 3.0000- 25.00 Purchase Description P.O.# PorF G.L A Budget Line Descr Purchaser Date Appro I Date CONTAINER DEPOSIT 175.00 ?UESTIONS, CCALL,317- 898 -8632 CREDIT TOTAL 175.00 LX 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 g �s ALL SALES SUBJECT TO AND C 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 zinc] Conditions. 2. Purchase 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, 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 be 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 make any payments to Seller when same become (Inc. 3. Delivery /Force Majeure 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 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 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 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 and Seller's other customers. and Purchaser waives any right to assert a claim against Seller therefor. 4. 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 unfilled orders when, in Seller's sole opinion: a. the financial condition of Purchaser is unsatisfactory to Seller, b. deliver' 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 nr health clanger or hazard. 5. 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 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, 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. G. LIMITATIONS 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, LIVEN IF SELLER HAS BEEN ADVISED OF OR HAS NOTICE OF THE POSSIBILITY OF SUCH DAMAGES AND PURCHASER'S EXCLUSIVE REMEDY WITH RESPECTTO 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 returnable 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 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. 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. C. Seller reserves the right to charge Purchaser with demurrage for any returnable container or cylinder. R. Returned Material No credit will be issued for material returned unless Seller has given written consent to such return. All returned material is subject to a restocking_ charge. 9. Credits a.. 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 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 commenced more than one Neat' 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 and 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 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 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 he illegal or unenforceable the legality and enforceability of the remaining provisions shall not in any way be affect- ed or impaired. g. 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 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 -O au reavu k sc..rescll distribute the pro duct to third parties without the express written consent of Seller. •�.Archanae_Qr facsimile exchanges, such electronic u I t. r Wiwi ACCOUNTS PAYABLE VOUCHER s 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. 359661 Brenntag Mid South, Inc. Terms 3796 Reliable Parkway Chicago, IL 60686 -0037 Invoice Invoice Description Date Number (or note attached invoice(s) or bill(s)) PO Amount 7/13/09 BMS683944 Muriatic acid 22204 F 553.59 7/13/09 BMS767981 Drum credit 175.00 Total 378.59 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. Brenntag Mid South, Inc. Allowed 20 l y 3796 Reliable Parkway Chicago, IL 60686 -0037 '�J 1 In Sum of y 378.59 ON ACCOUNT OF APPROPRIATION FOR 101 -General Fund PO# or INVOICE NO. ACCT #/TITLE AMOUNT Board Members Dept 22204 F BMS683944 4239000 553.59 1 hereby certify that the attached invoice(s), or 1125 BMS767981 4239000 175.00 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 30 -Jul 2009 Signature 378.59 Accounts Payable Coordinator Cost distribution ledger classification if Title claim paid motor vehicle highway fund