Contract - Smith Pump Company - 1/14/2021CITY OF ROUND ROCK
AGREEMENT FOR THE PURCHASE OF
UTILITY PUMP MOTOR REPAIR SERVICE
WITH
SMITH PUMP COMPANY, INC.
THE STATE OF TEXAS §
CITY OF ROUND ROCK §
COUNTY OF WILLIAMSON §
COUNTY OF TRAMS §
KNOW ALL BY THESE PRESENTS:
This Agreement is for the purchase of utility pump motor repair service, and for related
goods and services, and is referred to herein as the "Agreement." This Agreement is made and
entered into on this the 116--day of the month of 4XIL Wit
, 2021.by and between the
W - - '
CITY OF ROUND ROCK, TEXAS, a home -rule municipality hose offices are located at 221
East Main Street, Round Rock, Texas 78664, referred to herein as the "City," and SMITH PUMP
COMPANY, whose offices are located at 301 MB Industrial, Waco, Texas 76712, referred to
herein as the "Services Provider." This Agreement supersedes and replaces any previous
agreement between the named parties, whether oral or written, and whether or not established by
custom and practice.
RECITALS:
WHEREAS, City desires to purchase services for the repair of a utility pump motor, and
City desires to purchase same from Services Provider; and
WHEREAS, City is a member of the Buy Board Cooperative Purchasing Program ("Buy
Board") and Services Provider is an approved Buy Board vendor; and
WHEREAS, City desires to purchase certain services and related goods from Services
Provider through Buy Board Contract No. 589-19; and
WHEREAS, the parties desire to enter into this Agreement to set forth in writing their
respective rights, duties, and obligations;
NOW, THEREFORE, WITNESSETH:
That for and in consideration of the mutual promises contained herein and other good and
valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties
mutually agree as follows:
00460728/ss2
P,,2,A Ot
1.01 DEFINITIONS
A. Agreement means the binding legal contract between City and Services Provider
whereby City is oblG;7 -igated to buy specified goods and services and Services Provider is obligated
to sell specified goods and services. The Agreement includes Services Provider's Proposal,
attached as Exhibit "A," and incorporated herein by reference for all purposes, and any other
exhibits, addenda, and/or amendments thereto.
Be City means the City of Round Rock, Williamson and Travis Counties, Texas.
C. Effective Date means the date upon which the binding signatures of both parties
to this Agreement are affixed.
D. Force Maj'eure means acts of God, strikes, lockouts, or other industrial
disturbances, acts of the public enemy, orders of any kind from the government of the United
States or the State of Texas or any civil or military authority, insurrections, riots, epidemics,
landslides, lightning, earthquakes, fires, hurricanes, storms, floods, restraint of the government
and the people, civil disturbances, explosions, or other causes not reasonably within the control
of the party claiming such inability.
E. Goods and Services mean the specified services, supplies, materials,
commodities, or equipment.
F. Services Provider means Smith Pump Company, Inc. or any successors or
assigns.
2.01 EFFECTIVE DATE AND TERM
A. This Agreement shall be effective on the date it has been signed by both parties
hereto, and shall remain in full force and effect until the services set forth in Exhibit "A" are
completed to the satisfaction of the City.
B. Prices shall be firm for the duration of this Agreement and for any renewal
periods. No separate line item charges shall be permitted for invoicing purposes, including but
not limited to equipment rental, demurrage, costs associated with obtaining permits, or any other
extraneous charges.
C. City reserves the right to review the relationship at any time, and may elect to
terminate this Agreement with or without cause or may elect to continue.
3.01 CONTRACT DOCUMENTS AND EXHIBITS
Services Provider's Proposal is set forth in Exhibit "A, " which together with this
Agreement comprise the total Agreement as if repeated herein in full.
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4.01 SCOPE OF WORK
Services Provider shall satisfactorily provide for the repair of the pump motor described
in Exhibit "A." Services Provider's undertakings shall be limited to performing services for the
City and/or advising City concerning those matters on which Services Provider has been
specifically engaged. Services Provider shall perform its services in accordance with the
Agreement, i"n accordance with the appended exhibits, in accordance with due care, and in
accordance with prevailing industry standards for comparable services.
5.01 CONTRACT AMOUNT
In consideration for the services set forth in Exhibit "A," the City agrees to pay Services
Provider an amount not -to -exceed Ninety -Six Thousand One Hundred Seventy -Five and
No/100 Dollars ($96,175.00).
6.01 INVOICES
All invoices shall include, at a minimum, the following information:
A. Name and address of Services Provider;
Be Purchase Order Number;
C. Description and quantity of items received; and
D. Delivery dates.
7.01 NON -APPROPRIATION AND FISCAL FUNDING
This Agreement is a commitment of City's current revenues only. It is understood and
agreed that City shall have the right to terminate this Agreement at the end of any City fiscal year
if the governing body of City does not appropriate funds sufficient to purchase the services as
determined by City's budget for the fiscal year in question. City may affect such termination b y
giving Services Provider a written notice of termination at the end of its then -current fiscal year.
8.01 PROMPT PAYMENT POLICY
In accordance with Chapter 225 1, V.T.C.A., Texas Government Code, any payment to be
made by City to Services Provider will be made within thirty (30) days of the date City receives
goods under this Agreement,, the date the performance of the services under this Agreement are
completed, or the date City receives a correct invoice for the goods or services, whichever is
later. Services Provider may charge interest on an overdue payment at the "rate in effect" on
September 1 of the fiscal year in which the payment becomes overdue, in accordance with
V.T.C.A., Texas Government Code, Section 2251.025(b). This Prompt Payment Policy does not
apply to payments made by City i*n the event:
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A. There is a bona fide dispute between City and Services Provider, a contractor,
subcontractor, or supplier about the goods delivered or the service performed
that cause the payment to be late; or
B. There is a bona side dispute between Services Provider and a subcontractor or
between a subcontractor and its supplier about the goods delivered or the
service performed that causes the payment to be late; or
C. The terms of a federal contract, grant, regulation, or statute prevent City from
making a timely payment with federal funds41
; or
D. The invoice is not mailed to City in strict accordance with any instruction on
the purchase order relating to the payment.
9.01 GRATUITIES AND BRIBES
City may, by written notice to Services Provider, cancel this Agreement without incurring
liability to Services Provider if it is determined by City that gratuities or bribes in the form of
entertainment, gifts, or otherwise were offered or given by Services Provider or its agents or
representatives to any City officer, employee or elected representative with respect to the
performance of this Agreement. In addition, Services Provider may be subject to penalties stated
in Title 8 of the Texas Penal Code.
10.01 TAXES
City is exempt from Federal Excise and State Sales Tax; therefore, tax shall not be
included in Services Provider's charges.
11.01 ORDERS PLACED WITH ALTERNATE SERVICES PROVIDERS
If Services Provider cannot provide the goods as specified, City reserves the right and
option to obtain the products from another supplier or suppliers.
12.01 INSURANCE
Services Provider shall meet all of City's insurance requirements as set forth at the City's
websi*te:
htti)://www.roundrocktexas.gov/wo-content/u.ploads/2014/12/corr insurance-07.20112.pdf.
13.01 CITY'S REPRESENTATIVE
City hereby designates the following representatives authorized to act in its behalf with
regard to this Agreement:
4
Mark Hurd
Utilities and Environmental Services Department
System Mechanic Supervisor
3400 Sunrise Road
Round Rock, Texas 78664
(512) 341-3155
14901 RIGHT TO ASSURANCE
Whenever either party to this Agreement, in good faith, has reason to question the other
party's intent to perform hereunder, then demand may be made to the other party for written
assurance of the intent to perform. In the event that no written assurance is given within the
reasonable time specified when demand is made, then and in that event the demanding party may
treat such failure as an anticipatory repudiation of this Agreement.
15.01 DEFAULT
If Services Provider abandons or defaults under this Agreement and is a cause of City
purchasing the specified goods elsewhere, Services Provider agrees that it may be charged the
difference in cost, if any, and that it will not be considered in the re -advertisement of the service
and that it may not be considered in future bids for the same type of work unless the scope of
work is significantly changed.
Services Provider shall be declared in default of this Agreement if it does any of the
following:
A. Fails to make any payment in full when due;
Be Fails to fully, timely and faithfully perform any of its material obligations under
this Agreement;
C. Fails to provide adequate assurance of performance under the "Right to
Assurance" section herein; or
D. Becomes insolvent or seeks relief under the bankruptcy laws of the United States.
16.01 TERMINATION AND SUSPENSION
A. City has the right to terminate this Agreement, in whole or in part, for
convenience and without cause, at any time upon thirty (30) days' written notice to Services
Provider.
Be In the event of any default by Services Provider, City has the right to terminate
this Agreement for cause, upon ten (10) days' written notice to Services Provider.
5
C. Services Provider has the right to terminate this Agreement only for cause, that
being in the event of a material and substantial breach by City, or by mutual agreement to
terminate evidenced in writing by and between the parties.
D. In the event City terminates under subsections (A) or (B) of this section, the
following shall apply: Upon CitY 's delivery of the referenced notice to Services Provider,
Services Provider shall discontinue all services in connection with the performance of this
Agreement and shall proceed to cancel promptly all existing orders and contracts insofar as such
orders and contracts are chargeable to this Agreement. Within thirty (30) days after such notice
of termination, Services Provider shall submit a statement showing in detail the goods and/or
services satisfactorily performed under this Agreement to the date of termination. City shall then
pay Services Provider that portion of the charges, if undisputed. The parties agree that Services
Provider is not entitled to compensation for services it would have performed under the
remaining term of the Agreement except as provided herein.
17.01 INDEMNIFICATION
Services Provider shall defend (at the option of City), indemnify, and hold City, its
successors, assigns, officers, employees and elected officials harmless from and against all suits,
actions, legal proceedings, claims, demands, damages, costs, expenses,attone s fees, and an
Y
and all other costs or fees arising out of, or incident to, concerning or resulting from the fault of
Services Provider, or Services Provider's agents, employees or subcontractors, i"n the
performance of Services Provider's obligations under this Agreement, no matter how, or to
whom, such loss may occur. Nothing herein shall be deemed to limit the rights of City or
Services Provider (including, but not limited to the right to seek contribution) against any third
party who may be liable for an indemnified claim.
18.01 COMPLIANCE WITH LAWS, CHARTER, ORDINANCES AND PROGRAMS
A. Services Provider, its agents, employees and subcontractors shall use best efforts
to comply with all applicable federal and state laws, the Charter and Ordinances of the City of
Round Rock, as amended, and with all applicable rules and regulations promulgated by local,
state and national boards, bureaus and agencies.
Be In accordance with Chapter 2270, Texas Government Code, a governmental entity
may not enter into a contract with a company for goods or services unless the contract contains
written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott
Israel and will not boycott Israel during the term of this contract. The signatory executing this
Agreement on behalf of Services Provider verifies Services Provider does not boycott Israel and
will not boycott Israel during the term of this Agreement.
19.01 ASSIGNMENT AND DELEGATION
The parties each hereby bind themselves, their successors, assigns and legal
representatives to each other with respect to the terms of this Agreement. Neither party shall
assign, sublet or transfer any interest in this Agreement without prior written authorization of the
�61
A
other party.
20.01 NOTICES
All notices and other communications in connection with this Agreement shall be in
writing and shall be considered given as follows:
1. When delivered personally to the recipient" s address as stated herein; or
2. Three (3) days after being deposited in the United States mail, with postage
prepaid to the recipient's address as stated in this Agreement.
Notice to Services Provider:
Smith Pump Company, Inc.
301 MB Industrial
Waco, TX 76712
Notice to City:
City Manager Stephen L. Sheets, City Attorney
221 East Main Street AND TO: 309 East Main Street
Round Rock, TX 78664 Round Rock, TX 78664
Nothing contained herein shall be construed to restrict the transmission of routine
communications between representatives of City and Services Provider.
21.01 APPLICABLE LAW; ENFORCEMENT AND VENUE
This Agreement shall be enforceable in Round Rock, Texas, and if legal action is
necessary by either party with respect to the enforcement of any or all of the terms or conditions
herein, exclusive venue for same shall lie in Williamson County, Texas. This Agreement shall be
governed by and construed in accordance with the laws and court decisions of the State of Texas.
22.01 EXCLUSIVE AGREEMENT
This document, and all appended documents, constitutes the entire Agreement between
Services Provider and City. This Agreement may only be amended or supplemented by mutual
agreement of the parties hereto in writing.
23.01 DISPUTE RESOLUTION
City and Services Provider hereby expressly agree that no claims or disputes between the
parties arising out of or relating to this Agreement or a breach thereof shall be decided by any
arbitration proceeding, including without limitation, any proceeding under the Federal
Arbitration Act (9 USC Section 1-14) or any applicable state arbitration statute.
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24.01 SEVERABILITY
The invalidity, illegality, or unenforceability of any provision of this Agreement or the
occurrence of any event rendering any portion or provision of this Agreement void shall in no
way affect the validity or enforceability of any other portion or provision of this Agreement. Any
void provision shall be deemed severed from this Agreement, and the balance of this Agreement
shall be construed and enforced as if this Agreement did not contain the particular portion or
provision held to be void. The parties further agree to amend this Agreement to replace any
stricken provision with a valid provision that comes as close as possible to the intent of the
Is stricken provision. The provisions of this section shall not prevent this entire Agreement from
being void should a provision which is of the essence of this Agreement be determined void.
25.01 MISCELLANEOUS PROVISIONS
Standard of Care. Services Provider represents that it employs trained, experienced and
competent persons to perform all of the services, responsibilities and duties specified herein and
that such services, responsibilities and duties shall be performed in a manner according to
generally accepted industry practices.
Time is of the Essence. Services Provider understands and agrees that time is of the
essence and that any failure of Services Provider to fulfill obligations for each portion of this
Agreement within the agreed timerames fwill constitute a material breach of this Agreement.
Services Provider shall be fully responsible for its delays or for failures to use best efforts in
accordance with the terms of this Agreement. Where damage is caused to City due to Services
Provider's failure to perform in these circumstances, City may pursue any remedy available
without waiver of any of City's additional legal rights or remedies.
Force Maj*eure. Neither City nor Services Provider shall be deemed in violation of this
Agreement if it is prevented from performing any of its obligations hereunder by reasons for
which it is not responsible as defined herein. However, notice of such impediment or delay in
performance must be timely given, and all reasonable efforts undertaken to mitigate its effects.
Multiple Counterparts. This Agreement may be executed in multiple counterparts, any
one of which shall be considered an original of this document's and all of which, when taken
together, shall constitute one and the same instrument.
[Signatures on the following page.]
IN WITNESS WHEREOF, City and Services Provider have executed this Agreement
on the dates indicated.
City of Round Rock, Texas
Printed Nam&
Title: 044
Sate Signed:
Attest:
By: '7Z
Sara L. White, City Clerk
For City, A p oved as to Fo m:
By: !
Stephan L Sheets, City Attorney
0
Smith Pump Company, Inc.
Printed N me:
Title: MA,.+R4%='<,
Date Signed:
Exhibit "A"
SMITH
of PUMP
COMPANY, INC.
Bill to : City of Round Rock
apinvoices@roundrocktexas.gov
221 East Main
Round Rock, TX 78664
Contact : Mark Hurd
Phone : 512 218 5433
Fax ...: 512 218 7097
Ship to: City of Round Rock - Raw Water Intake Station
2050 Cedar Breaks Rd.
Georgetown, TX 78628
Contact, Mark Hurd
Phone : 512 341 3155
Fax ...: 512 218 7097
Remit to ..........: 3500 Comsouth Dr. Bldg. 4, Ste 500
Austin, TX 78744
Phone ............: (512) 310-1480
Fax ...............:
(512) 310-1417
QUOTATION
Number ...........:
SQ028592-1 Page : 1 of 4
Sales order
Date : 10/2/2020
Your ref. ......
Raw Water Intake F Our ref: 341
Requisition ........:
Payme: Net 30 Days
Quotation deadline :
Sales : TXCEN
Delivery Term .......
Name : Darrel R. Mize
Per BuyBoard 589-19
1.0000 Motor Repair 1.00
1. Inspect, reassemble, test & paint:
a. Initial inspection, disassembly, cleaning, testing, and measurement of all
component parts. Mount stator on mandrel and check TIR and concentricity.
b. Repair of all components as required. Including, but not limited to:
straightening and balancing of rotor, Reconditioning of bearings and painting
of internal components with suitable water-resistant coating
c. Reassembly of motor using all new gaskets, new Bergman seal, filters, nuts,
lock washers, Fluids, lead assembly and diaphragm.
d. All tolerances shall be per specification.
e. Test run motor per specification.
f. Warranty for one year against defects in Workmanship and materials.
2. Replacement of guide bearings
a. Replacement of guide bearings
b. Warranty for one year against defects in workmanship and materials.
3. Additional required material and labor:
a. Cable splice
b. P7341 EPR/NEO 5KV cable (130ft)
2.0000 *Optional* Stator Rewind
Rewind of stator: (optional)
a. Removal of old insulation and winding.
b. Cleaning of stator
c. Lamination repair within limits of spec.
d. Check and repair stator ends per spec.
e. Reinsulate and rewind using class y or Better materials.
f. Final electrical testing of stator before Motor assembly.
g. Warranty for one year against defects in Workmanship and materials.
56,988.00 56,988.00
1.00 39,187.00 39,187.00
Sales balance Total discount Misc. charges Sales tax Round -off Total
96,175.00 0.00 0.00 0.00 0.00 96,175.00 USD
Exhibit "A"
° SMITH
PUMP
o COMPANY, INC.
Bill to :City of Round Rock
apinvoices@roundrocktexas.gov
221 East Main
Round Rock, TX 78664
Contact : Mark Hurd
Phone : 512 218 5433
Fax ...: 512 218 7097
Ship to: City of Round Rock - Raw Water Intake Station
2050 Cedar Breaks Rd.
Georgetown, TX 78628
Contact : Mark Hurd
Phone : 512 341 3155
Fax ...: 512 218 7097
TERMS AND CONDITIONS
Remit to ..........: 3500 Comsouth Dr. Bldg. 4, Ste 500
Austin, TX 78744
Phone ............: (512) 310-1480
Fax ...............: (512) 310-1417
QUOTATION
1. Applicability — These Terms and Conditions of Sale (`Terms") shall govern all sales of equipment or services to Customer. These Terms supersede any prior written or oral
agreement, understanding. representation or promise and any pre-printed or standard terms and conditions contained in Customer's request for quote, purchase order. invoice,
order acknowledgement or similar document. These Terms may not be amended, supplemented, changed or modified except by concurrent or subsequent written agreement
signed by an authorized representative of both Smith Pump Company ("SPCO") and Customer. SPCO's acknowledgement of Customer's purchase order shall not constitute
acceptance of any terms or conditions contained therein which are in any way inconsistent with the Terms. Any additional or different terms or conditions included in any
acceptance of this quotation are expressly disclaimed and rejected in advance, and unless there is prior mutual agreement otherwise, shall not become a part of any contract
resulting from this quotation.
2. Price — Unless otherwise stated in this quotation, all prices are FOB shipping point. All transportation, insurance and similar charges incident to delivery shall be borne by
the customer. Shipping dates are approximate and are based on prompt receipt of all necessary information. In the case of delay in furnishing complete information to SPCO,
dates of shipment may be extended for a reasonable time. In the event SPCO provides transport services, these will be quoted as a lump sum price based on destination and
shipping mode.
In the event Customer requests a delay or suspension in the completion and/or shipment of equipment or services covered by this quotation, or any part thereof, for any
reason, the parties shall agree upon any cost and/or scheduling impact of such delay and all such costs to Customer's account. Any delay period beyond thirty (30) days after
original scheduled shipment date shall require Customer to (1) take title and risk of loss of any equipment covered by this quotation, and (ii) make arrangements for the storage
of such equipment with SPCO or other party. SPCO's invoice, which is contractually based on shipment, shall be issued upon SPCO's readiness to ship the equipment
covered by this quotation.
SPCO shall not be liable for delay and delivery due to causes beyond its reasonable control including, but not limited to, acts of God, acts of government, acts of Customer,
fires, labor disputes, boycotts, floods, epidemics, quarantine restrictions, war, insurrection, terrorism, riot, civil or military authority, freight embargos, transportation shortages
or delays, unusually severe weather or inability to obtain necessary labor, materials or manufacturing facilities due to such causes. In the event of any such delay, the date of
delivery shall be extended for a length of time equal to the period of the delay.
3. Warranty — SPCO warrants new equipment or parts to be free from defects in materials and workmanship for a period of eighteen (18) months from the date of shipment or
twelve (12) months from the date of startup or initial use, whichever comes first. SPCO SHALL NOT BE RESPONSIBLE FOR ANY CONSEQUENTIAL, INCIDENTAL,
SPECIAL OR LIQUIDATED DAMAGES. NO EXPRESSED OR IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE SHALL
APPLY. Repairs performed by SPCO are warranted against defects in workmanship and/or materials for a period of twelve (12) months from the date of shipment. SPCO wil
not be responsible for any removal or reinstallation charges or transportation charges in cases where equipment has failed under these warranty conditions. SPCO's sole
obligation and Customer's sole remedy under this warranty is repair or replacement at SPCO's election. Customer agrees to provide SPCO reasonable and clear access to
any equipment covered by this warranty which may include removal or materials or structures as well as supplying any equipment, materials or structures which are necessary
to provide reasonable access to the equipment being repaired or replaced. Costs to remove and/or reinstall equipment for warranty purposes shall be the responsibility of
Customer.
Replacement parts or repairs furnished under this warranty shall be subject to warranty provisions herein for the remaining warranty period. All equipment repaired or
replaced will be re -warranted only for the remainder of the original warranty period. SPCO does not warrant the equipment covered by this quotation or any repair/replacement
part against the effects of erosion, corrosion, or normal wear and tear due to operation or the environment. The warranty and remedies set forth herein are conditioned upon
proper storage, installation, use and maintenance of the equipment covered by this quotation in all material respects, and in accordance with SPCO's written
recommendations. Customer must notify SPCO in writing of any warranty claim during the warranty period or within thirty (30) days thereafter.
SPCO will not be liable under this warranty if warranted goods have been exposed or subjected to any (1) maintenance, repair, installation, handling, packaging,
transportation, storage, operation. or use which is improper or otherwise not in compliance with SPCO's instructions, (2) alteration, modification or repair by anyone other than
SPCO or those specifically authorized by SPCO, (3) accident, contamination, foreign object damage, abuse, neglect, or negligence after shipment to Customer, (4) damage
caused by failure of an SPCO supplied product not under warranty or by any hardware or software not supplied by SPCO, (5) use of counterfeit or replacement parts that are
not manufactured by the manufacturer of goods provided by SPCO or approved by SPCO for use in goods provided by SPCO, or (6) goods which are normally consumed in
operation or which have normal life inherently shorter than the warranty period including, but not limited to, consumables (e.g. lamps, batteries, storage capacitors).
Exhibit "A"
° SMITH
PUMP
o COMPANY, INC.
Bill to :City of Round Rock
apinvoices@roundrocktexas.gov
221 East Main
Round Rock, TX 78664
Contact : Mark Hurd
Phone : 512 218 5433
Fax ...: 512 218 7097
Ship to: City of Round Rock - Raw Water Intake Station
2050 Cedar Breaks Rd.
Georgetown, TX 78628
Contact : Mark Hurd
Phone : 512 341 3155
Fax ...: 512 218 7097
Remit to ..........: 3500 Comsouth Dr. Bldg. 4, Ste 500
Austin, TX 78744
Phone ............: (512) 310-1480
Fax ...............: (512) 310-1417
QUOTATION
4. Payment — All prices are net cash to be paid thirty (30) days after date of invoice. Customer agrees to make payment within that period. Discounts will apply only as stated
on the invoice. Invoices unpaid for thirty (30) days after issuance shall bear interest at the highest lawful rate due and payable on any invoiced account, which is delinquent
and not paid within the stated terms. Should Customer for any reason fail to pay in accordance with these terms, Customer agrees to pay all collection costs, attorney's fees
and expenses incurred in collecting payment.
If Customer's financial condition is or becomes unsatisfactory to SPCO, SPCO reserves the right to (a) require payment from Customer on a cash in advance basis, (b)
require a letter of credit or other acceptable security before shipment, (c) cancel shipment at any time prior to delivery without further obligation or liability on SPCO's part, (d)
terminate any contract or obligation on the part of SPCO, or (e) require other special payment terms acceptable to SPCO to assure payment. All extensions of credit are
subject to the approval of SPCO's credit department and management.
5. Joint Check Agreement— If Customer fails to pay laborers and materialmen within thirty (30) days after payment by SPCO, SPCO will have the right to make future
payments by check payable jointly to Customer and laborers or materialmen to the extent of unpaid indebtedness arising out of the job. SPCO will credit joint checks against
the contract sum on the next payment application.
6. Taxes — The amount of all federal. state or local taxes applicable to the sale. use, delivery or transportation of the equipment or services sold hereunder and all duties,
imports, tariffs, and other similar levies shall be added to the contract price and paid by the Customer except where the Customer shall furnish an appropriate certificate of
exemption.
7. Property Damage — SPCO shall not be responsible for damage to topsoil or groundcover in connection with the work or service performed under this contract. SPCO shall
not be responsible for claims arising from the pumping of water onto the ground which is necessary in connection with the service or work provided by SPCO. The customer
agrees to hold SPCO harmless from claims arising out of damage caused by the pumping of water onto the ground.
8. Startup — If the equipment supplied pursuant to this quotation has a warranty requirement, qualified SPCO personnel must be present during the initial equipment startup
and commissioning. Failure to request and assure the presence of qualified SPCO personnel will void any warranty herein. Requests for startup must occur at least seven (7)
days prior to the scheduled date of the startup.
9. Limitation of Liability — The remedies set forth herein are exclusive and the total liability of SPCO with respect to this quotation, and any contract for goods or services
arising from this quotation, or for any breach thereof, whether based on contract, warranty, torts (including negligence), indemnity, strict liability or otherwise, shall not exceed
the quotation or sales price of the specific equipment or service which gives rise to the claim.
10. Setoff — All amounts that Customer owes SPCO under this quotation shall be due and payable in accordance with the terms of the quotation. Customer shall not setoff
such amounts or any portion thereof, whether or not liquidated, against sums which Customer asserts are due to it, its parent, affiliates, subsidiaries or other division under
other transactions with SPCO.
11. Customer Cancellation — Customer may cancel this order only upon written notice and payment to SPCO of reasonable and proper cancellation charges. In the event of
cancellation, Customer must pay for all material, expense and labor costs incurred by SPCO in connection with the materials and services to be provided pursuant to this
quotation, as well as all expenses relating to any specially fabricated materials and restocking charges.
12. Assignment — Neither party may assign this order or any portion thereof without the advance, written consent of the other party, which consent shall not be unreasonably
withheld.
13. Waiver/Severability — Failure by SPCO to assert all or any of its rights upon any breach by Customer shall not be deemed a waiver of such rights either with respect to
such breach or any subsequent breach, nor shall any waiver be implied from the acceptance of any payment. No waiver of any right shall extend to or affect any other right
Customer may possess nor shall such waiver extend to any subsequent similar or dissimilar breach.
If any portion of these Terms are determined to be illegal, invalid or unenforceable for any reason, such provision shall be deemed stricken for the purposes of the dispute
in question and all other provisions shall remain in full force and effect.
Exhibit "A"
° SMITH
o �PUMP
COMPANYINC,
Bill to :City of Round Rock
apinvoices@roundrocktexas.gov
221 East Main
Round Rock, TX 78664
Contact : Mark Hurd
Phone : 512 218 5433
Fax ...: 512 218 7097
Ship to: City of Round Rock - Raw Water Intake Station
2050 Cedar Breaks Rd.
Georgetown, TX 78628
Contact : Mark Hurd
Phone : 512 341 3155
Fax ...: 512 218 7097
Remit to ..........: 3500 Comsouth Dr. Bldg. 4, Ste 500
Austin, TX 78744
Phone ............: (512) 310-1480
Fax ...............: (512) 310-1417
QUOTATION
14. Applicable Law — The contract involving the sale of the equipment and services covered by this quotation shall be interpreted in accordance with the laws of the State of
Texas. This contract is performable in McLennan County, Texas and venue for any court action in any way relating to or arising out of this contract shall be McLennan County,
Texas.
ACCEPTED BY:
COMPANY NAME
PROJECT REFERENCE:
SIGNED ON DATE:
SIGNED:
PRINTED NAME:
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CERTIFICATE OF INTERESTED PARTIES
FORM 1295
10fl
Complete Nos. i - 4 and 6 if there are interested parties. OFFICE USE ONLY
Complete Nos. 1, 21 3, 5, and 6 if there are no interested parties. CERTIFICATION OF FILING
1 Name of business entity filing form, and the city, state and country of the business entity's place Certificate Number:
of business. 2020-,695571
Smith Pump Company, Inc.
Waco, TX United States Date Filed:
2 Name of governmental entity or state -- agency that is a party to the contract for which the form- is 12/03/2020
being filed.
City of Round Rock Date Acknowledged:
12/10/2020
g Provide the identification number used by the governmental entity or state agency to track or identify the contract, and provide a
description of the services, goods, or other property to be provided under the contract.
000000
Pumping Equipment
4 Name of Interested Party
City, State, Country (place of business)
Nature of interest
(check applicable)
Controlling
Intermediary
Mize, Darrel
Waco, TX United States
X
Popko, Jason
Waco, TX United States
X
Brown, Trent
Waco, TX United States
X
5 Check only if there is NO Interested Party. ❑
6 UNSWORN DECLARATION
My name is ,and my date of birth is
My address is -- - - I
(street) (city) (state) (zip code) (country)
I declare under penalty of perjury that the foregoing is true and correct.
Executed in County, State of , on the day of , 20
(month) (year)
Signature of authorized agent of contracting business entity
(Declarant)
Forms provided by Texas Ethics Commission www,ethics.state,tx,us version v:L,:LcaJ4b [JD