Contract - Howden Roots LLC - 1/27/2022 CITY OF ROUND ROCK
AGREEMENT FOR SERVICES OF THE
HOWDEN TURBLEX COMPRESSORS
WITH
HOWDEN ROOTS.LLC
THE STATE OF TEXAS §
CITY OF ROUND ROCK § KNOW ALL BY THESE PRESENTS:
COUNTY OF WILLIAMSON §
COUNTY OF TRAVIS §
THAT THIS Agreement for purchase of services for the Howden Turblex Compressors
located at the Wastewater Treatment Plant for the City of Round Rk Texas (referred to herein
as the "Agreement"), is made and entered into on this the M;day of the month of
2029 by and between the CITY OF ROUND ROCK, TEXAS, a home-rule
municipalitywhoseoffices are located at 221 East Main Street, Round Rock, Texas 78664
(referred to herein as the "City") and HOWD,EN ROOTS, LLC whose offices are located at 4654
West Junction Street, Springfield, Missouri 65802 (referred to herein as the "Services Provider").
RECITALS:
WHEREAS, City desires to purchase services for the Howden Turblex Compressors
located at the City's Wastewater Treatment Plant, and City desires to procure same from Services
Provider; and
WHEREAS, expenditures that are for procurement of items from only one source are
exempt :from competitive bidding requirements pursuant to Section 252,022 of the Texas, Local
Government Code; and
WFIEREAS, the City has determined that Services Provider is a sole source provider for
these goods and services; 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, sufficiency and receipt of which are hereby acknowledged, it is mutually
agreed between the parties as follows:
1.01 DEFrNITIONS
A. Agreement means the binding legal contract between City and Services Provider
whereby City is obligated to,buy specified services and Services Provider is obligated to provide
4838-6870-323 Uss2
said services.
B. 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 parries to
this Agreement are affixed.
D. Force Majeure 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.
2.01 EFFECTIVE DATE;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,unless and until it expires by operation of the term
stated herein,or until terminated as provided herein.
B. The term of this Agreement is for thirty-six months(36)months from the effective
date hereof. 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
The goods and services which are the subject of this Agreement are described in Exhibit
"A," attached hereto and incorporated herein by reference for all purposes. Exhibit "A," scope,
price and Terms and Conditions, together with this Agreement, comprise the total Agreement and
they are fully a part of this Agreement as if repeated herein in full. In the event of a conflict,pages
one(1)through nine(9)of this Agreement shall govern.
4.01 SCOPE OF WORK
Services Provider shall satisfactorily provide all services described in the attached Exhibit
"A"within the contract term specified in Section 2.01. 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 this Agreement, in accordance with the appended exhibits, in accordance with
due care,and in accordance with prevailing industry standards for comparable services.
5.01 COSTS
In consideration for the services set forth in Exhibit"A,"the City shall be authorized to
pay the Services Provider for an amount not-to-exceed Fifty-Three Thousand One Hundred and
No/100 Dollars($53,100.00)for the term of this Agreement.
6.01 INVOICES
All invoices shall include,at a minimum,the following information:
A. Name and address of Services Provider;
B. Purchase Order Number;
C. Description and quantity of items received or services provided;and
D. Delivery or performance 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 effect such termination by
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 2251,V.T.C.A.,Texas Government Code,payment to Services
Provider will be made within thirty(30)days of the day on which City receives the performance,
supplies,materials,equipment,and/or deliverables,or within thirty(30)days of the day on which
the performance of services was complete, or within thirty (30) days of the day on which City
receives a correct invoice for the performance and/or deliverables 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); however, this Policy does not apply to payments made
by City in the event:
A. There is a bona fide dispute between City and Services Provider, a contractor, a
subcontractor or supplier about the service performed that cause the payment to be
late;or
B. The terms of a federal contract, grant, regulation, or statute prevent City from
making a timely payment with federal funds;or
C, There is a bona fide dispute between Services Provider and a subcontractor or
between a subcontractor and its supplier about the service performed that causes
the payment to be late; or
D. Invoices,are not mailed to City in strict accordance with instructions, if any, on
the purchase order or the Agreement or other such contractual agreement.
9.01 GRATUITIES AND BRIBES
City may, by written notice to Services Provider, cancel this Agreement without 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 frorn 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 services as specified, City reserves the right and
option to obtain the services from another supplier or suppliers.
12.01 INSURANCE
Services Provider shall meet all requirements as stated in the attached 11713 Number 18-036,
including all attachments and exhibits thereto, and Services Provider's bid response.
13.01 CITY'S REPRESENTATIVE
City hereby designates the following representatives authorized to, act in its, behalf with
regard to this Agreement:
Michael De Santis
Wastewater Treatment
SADA Specialist
3400 Sunrise Road
Round Rock, Texas 78665
512-541-8517
js ju v
14.01 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 services 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 services
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;
B. 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.
B. 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.
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 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 third-
party suits,actions,legal proceedings,claims of bodily injury including death,demands,damages
to a third-party's property, costs, expenses, attorney's fees, and any and all other costs or fees
arising out of,or incident to,concerning or resulting from the negligence of Services Provider,or
Services Provider's agents, employees or subcontractors, in 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 AND ORDINANCES
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.
B. In accordance with Chapter 2271,Texas Government Code,a governmental entity
may not enter into a contract with a company for services unless the contract contains written
verification from the company that it: (1) does not boycott Israel; and(2) 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 at any 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 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 in this Agreement;
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:
Howden Roots,LLC
4654 West Junction Street
Springfield,Missouri 65802
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, duly authorized by action of the City Manager or City
Council.
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.
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 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 Important. Services Provider understands and agrees that time is important and
that any failure of Services Provider to fulfill obligations for each portion of this Agreement within
the agreed timeframes will 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 under this Agreement and by law.
Force Majeure. 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; and all of which, when taken
together,shall constitute one and the same instrument.
[Signatures on the next page.]
IN WITNESS WHEREOF, City and Services provider have executed this Agreement on the dates
indicated.
City off'Round Rock, Texas Howden foots,LLC
By: y: _
Printed Naga : L Titi lacian to dune:
e x ,
Date i ed: - Date Signed: 1;A
Attest:
Y:
eaian Spica' ,, City Cleric
For City,Approved as to or
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City �4tterey
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Exhibit "A"
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Pu opa zfd 1!0: City of Round Rock Our refer°h•sn HROJA9,r 1' .I 00756
Project. Brushy Creek 3 year LTSA y4rrtc: September 2VI,2021
Howden,4654 W Junction Street,Springfidd, IWssouri 65802, USA
Tel: 417 380 56777
Email: Ma:tt.Mosiei-@Iiowwclon.com
%f Web. wwwww.howden.com
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Revolving Around You'
Exhibit "A"
Customer. City of Round Rock Our ref: HROJAJ.AFM.000759 �t
Project: Brushy Creek 3 year 1,TSA
Site: S261 Brushy Creek,TX Cate: Septembf:r 2111,2021 Howden
�,,,,% , Vr!�'��9)pf�����f��r�Va;��ft9UfNt?Jf!�V��1"��i1J,f"���IVU�iti�>nbflNll.'ffy>'fi»��iT9!fief!�1���f'q'T���!kq"t1V��fglgVt91�b91uVf�i!���43i�iVfkVi ��tii),,,, „ „^��Dl�iuSfit�gsy�U)�
>'t�>tti"tfif �,yhf!t�flitiifiV
lArdroduction
This proposal is for a three year service agreement for the Howden (Tuarblex) compressors
installed at Brushy Greek. We look forward to our continued relationship and are pleased) to
offer this proposal for your consideration.
You.uu IlHomiden contacts:
:ruluvrnerciW in iuuiries: T`ischnicar!' iw"ami-io,nries:
Batt Mosier ,Jessica Jarriel
Tel: +1 417"388-5777 Tel: +1 417 380-5758
Fax: +1 417 858-0235 Fax: +1 417 855-0235
Email: Matt,Mosier howden.corri Email: ,Jes!iica,.JarT1eI@howden.Go
2" . Technical specification
,1. scope of si�� � � ,,�� k�µil�,�IiiirFi�irru� descrlpflio1„
* Three year service agreement for the two ( ) compressors (Model KA -S'V-GL2 , S/N:
6832-33) installed at Brushy geek.
* The factory service program will consist of three visits (performed annually)to the)obsite by a
factory representative who will provide annual inspections and Mass 11 services.
A total of one (1) Class 1 service will be performed on each of the two ( ) compressors in
conjunction with one or more of the three plant visits.
Typical replacement parts for the Class I services are included. Any other replacement parts
and labor are not included in this program. Description of Annual Inspections and Class II
services are attached.
2w2. Notes
Proposal assumes the site will provide at least one qualified helper to assist the Howden
technician. This pricing also assumes that proper certified lifting will be available and the inlet
filter/transition piece, and sound enclosures will be removed (if applicable) for access to
perform above listed services. Does not include craft labor and special tools to support the
work.
This proposal includes typical replacement parts for above listed services. Any significant
gear or abnormalities identified requiring extra labor and / or parts shall be billed per
Howden`s standard Service Bate Schedule or Price lists. Howden will provide an estimate of
additional time and/or materials required. Typical replacement parts are non-returnable.
'; ;; ldlp1�1�1fl6W; YlI�'�tl11�79HrV, Y�,Nttill7llGXM'4�f dIV,�'i�WYl'J�IYHrf�I�YL`,�i�l!NI�UY781FdkN&�l'dLU 'Ir7Y1kw�1Y(N'hh'MW'f1! iYl�@�V�1p1�4"l��'�" IlydCai�l�'iAl�lT��i�`rtG'VIS"�#LL
�Y�I�PI1f77�"7��aJX�XIaB!J�NdY�I!Y�IXIpIfi111SG'G'd�G�NVhY1�ls�➢,�IDr,1�Y�li�,�'?r, ... N�I�Y��"&�MhP�RYIY!�Y!�f4�U14�r�fE?Elp�ppJ;kV,�l!U�YIfl�'lY4�Ybwr
5261 Brushy Cre c.,k3 Year UrSA Page 2'or 3
Exhibiit "A"
Customer: City of Round Pock Our ref: W R0JAJ.AFM.000759
Project: Brushy Creek 3 year LTSA yl
Sake: 5201 Brushy Creek TX Mate: September 2112021 Howden
Howden LTSA members will receive 24 hour technician mobilization if emergency services
are req,uirea in case emergency service is required it will be billed at the current published
rates in attached rate schedule.
Hoyden LTSA members will have access to remote troubleshooting services available upon
request; these services if required will be billed at the current published rates in attached rate
schedule.
2.3. Parts Us
2 SEALING RING 9332260869 H503
2 O-RING a _ .._._. __ 9332253500 N 11 .._..
2 SEALING RING 77N17A35507 D241
2 }-RING 69027262 H110
4 O-RING 69027296 H111
2 G-RING 69412415 T231
2 G-RING N17V3165 T246
76 SCREW N61T 66065 0116
1 Cleaning lKit A 30tb031
2.4. Pricing
Total Price(USD) _ $53,100.00
This service agreement can be procured by a onetime lump sum payment at the above price and
will loch in cost for the contracts entirety. If yearly payments are requested, annual purchase
orders will be accepted with prior approval. Hoyden reserves the right to adjust cost due to
market fluctuations with a paid yearly contract.
This proposal is based on our Howden Roots„ LLC Standard Terms of Sale of Goods. All
provisions of this offer are subject to negotiation and final approval by Howden.
's;-�,t�i!�i�'�i�1Y�l�'�IC�IW°1�VpYd 'dN� N�YN�YIIYIU�'v'�M#Y'i�IL'�fXV�iN 'X+�!Yh°�'tiiINIrVYIYIPdIIIdNdV�1YpIN1�111p1717��II�d�Y�N'�VIl1�IlIk�IIX1Nili�liSilIYNIAIYS�VXIXGSVpU1i
ILiVldl(d%G�ltl'V�!�p1171YXip{iNN"'�'�IYditlllk'r'YQYk��'tlIGN `�t�I�SfS�iC�°Irtiur!7q7:1vVd�NI�iWYri�"2�YdMlX',�tli�,�V"+�NitlYl��dlP�fti�fl��V'rl(4�r�'1 !(hpf�i'��1dIXidl�Pl. Y'�YIi1�ni�ONVI
!�,7;�IYIIIi'df�'�I�MW
S261 Brushy Creek—3 Year l.;TSA Page 3 of 3
Exhibit "A"
4,17,1010
1
Howden Roots LLC Field Service Rates Howd. en
HRO-S — US dollars (USD)
All into its are reserved to HUSA andlor the re
S'ervices'Provided:n Inspections o Maintenance ri HeId Repairs ri Balancing Supervision
A, Rates for service in Continental North America U.S,Dollars(USD):
Da Field Servtce Technician Enginoodno Personnc4,
Monday thru Saturday (except holidays) First 40 Hours $1751hour First 40 Hours $270/hour
Over 40 Hours $265/hour Over 40 Hours $4001hour
Sunday,and locally recognized holidays All Hours $350/hour _W1I Hours $540/hour
B. Rates for Service outside Continental North America U.S. Dollars USD
D , Fleld,Servi6eTeehniclan Engineering Personnel
S
Monday thru Saturday (except holidays) First 40 Hours $2101hour First 40 Hours $2801hour
Over 40 Hours $32'0/hour Over 40 Hours $4251hour
Sunday,and locally recognized holidays. All Hours $425/hour All Hours $560/hour
C. Service and Travel Standards(USD)
1. The minimum time off for a person during any 24-hour period must be ton(10)consecutive hours.
2, Travel time, whether during first 40 hours or over 40 hours, will be invoiced at the Monday through Saturday Field Service
Technician rates in Tables "A' &"B".Travel in Continental North America is invoiced actual travel time with a maximum of ten
(10)hours each day.Travel outside Continental North America is invoiced actual travel time.Actual travel time on holidays or to
the jobsite,on Sundays wwilli be at the Field Service Technician Sunday and Holiday rate in Tables"A"'&"B"
3. Standby time at job site, locally on call,training, or meetings will be invoiced as time worked and be based on Tables"K&"EV'.
Weekend waiting rate will be 8 hours per day invoiced at the Field Service Technician first 40 hour rate in Tables"N'&"B",
4, Rates apply from time and date of departure home base to time and date of return home base.
5. When a project is expected to exceed 5 continuous weeks,then after 3 weeks the Buyer will allow an extended weekend leave
or rotation of personnel.Travel fees shall be by Buyer,
& Air travel on flight segments exceeding 12 hours will be business class and shall be paid by Buyer. Air travel on flight segments
exceeding 4 hours will be premium economy and shall be paid by Buyer.
7, Payments shall be in U.S.funds unless otherwise agreed in writing
8. Rates quoted are subject to adjustment without notice to conform to Seller's published rates in effect at the time service is
performed.
9. Howden may offer a priority service when the relevant Howden personnel are available,for emergency or breakdown callouts.
An additional 30%of the applicable labor rate will be:charged where Howden personnel are requested and able to be mobilized
within 24 hours of the request being received.
D. Expenses (USD)
1. Meals will be$6,5/day per them to be charged from the day of travel start to the day of travel end.
2. Lodging, incidental expenses, transportation to and from the city nearest the jobsite, plus local transportation will be invoiced at
cost plus 20%administrative fee. Receipt(s)to be provided when any expense exceeds$60.00.
3. Transportation to and from the city nearest the jobsite, plus local transportation will be charged at cost plus 20% administrative
fee.The mileage allowance for personal car use will be current U.S,government rate per mile.
4. Tool usage,when required,will be charged at a rate of$350 per trip.
5. Expenses for Airline travel shall be charged at cost Plus a 20%administrative fee(Administrative fee shall not exceed $500).
E. Terms and Conditions
The sale of services by Howden Roots LLC ("Seller") is subject to Seller's Terms for Sale of Goods and if such terms differ in any way
from Buyer's order,or if such terms are construed as an acceptance or confirmation acting as an acceptance,then Seller's acceptance is
expressly made conditional on Buyer's assent to any terms or conditions contained in Seller's terms that are different from or additional to
those contained in Buyer's wdting. Further, this quote shall be deemed notice of objection to such terrns and conditions of Buyer. If this
quote is construed as the offer, acceptance of same is expressly limited; to the terms and conditions contained herein, In any event,
Buyer's order of the services shall constitute and manifest Buyers assent to Seller's Terms for Sale of Goods.
Howden Roots LLC 4654 W.Junction St.,SpringfiWd,MO 65802 "rel:A17-864-55991 After Hours Emergency Test.417-929.2929
FS-HRO-S, 15-Feb-202'1 Page 1 of 1
Exhibit "'A"
Howden Roots LLC 010
Standard Terms and Conditions of Sale Flowden
1. (DEFINITIONS;SCOPE-"Buyer"means the issuer of the purchase order and its attachments."Seller" means Howden Roots LLC_; "Order'means
Buyers purchase order/contract, these terms and conditions of sale, Sellers acceptance and other attachments mutually agreed upon by the parties.
'Goods" means the specified drawings, goods and parts as described in Seller's quotation/bid, this Order, and its attachments; 'Services," means the
specified supervision, testing, repair, or other services of Seller as described In Seller's quotation/bid, this Order, and its attachments. Delivery and
scope of supply shall be based upon Seller's quotation/bid and any expressly agreed upon changes.
2, ACCEPTANCE - Buyers acceptance of any Goods or Services from Seller shall constitute full acceptance of Seller's quote and these terms and
conditions. These terms and conditions take precedence over Buyer's terms and conditions to which notice of objection is hereby given. No terms or
conditions in Buyer's order shall be binding upon Seller unless specifically agreed to in wriiting, by Seller. Neither Seller's commencement of
performance or delivery shall be deemed as acceptance of Buyer's terms,and conditions,
3. TESTING AND INSPECTION— If specified in the Order,Seller will conduct testing and/or inspection or review(s)by Buyer of the Goods or Services at
Buyer's risks and costs. Buyer will receive written notice at least three (3) business days prior to such testing/inspection//review(s).if Buyer waives
attendance or fails to attend,any testinglinspections/reviews will be deemed to have been made in Buyer's presence,
4. TITLE & RISK OF LOSS - Unless specified in the Order, Goods are being purchased EXW (Origin/Factory), Incoterms 2010, Title and risk of loss
shall transfer to Buyer upon delivery to the agreed upon Incotermis,point(or when delivery should have taken place but for fault of Buyer). Buyer agrees to
document(with photos)and promptly advise Seller of any damage or freight claims. Goods that are not promptly and properly rejected by Buyer upon
delivery shall be deemed irrevocably accepted;accepted Goods shall be subject to Seller's warranty herein.
5. WARRMTY - Seller warrants that: (i) the Goods will be of good material and workmanship; (it) the Services shall be performed by competent and
qualified personnel in a professional and workmanlike manner in accordance with generally established industry standards-, and (M) the Goods and
Services will conform to the technical specifications and/or drawings expressly agreed upon between the parties in writing. Settees warranties on the
Goods will be in effect until the earlier of: (I) twelve (12) months from first operationluse of any such Goods or (ii) eighteen (18) months after date of
delivery(at the applicable FOB/Incoterms point quoted by Seller). Seller's sole liability and Buyers sole and exclusive remedy for breach thereof shall be
the repair or replacement of such Goods by Seller, at Seller's option and cost (but not including transportation, removal, reinstallation, and
decontamination), Sellers warranties on the Services will be in effect until ninety(90)days from the date of the performance of such Services.Seller's sole
liability and Buyer's sole and exclusive remedy for breach thereof shall be the re-performance of such Services by Seller. Any warranty
repairlreplaGement/re-perforTnance pursuant to the above warranties shall be warranted by Seller for a period equal to the remainder of the original
warranty period set forth above. No "evergreen" or "in-place" warranty is being provided. Seller shall have the sole right to specify the manner and
timeframe for such repair/replacement/re-performance. Defectiveinon-conforming parts(s)/Goods must be returned to Seller free of all contaminants and,in
the event of replacement,will become the property of Seller unless Seller instructs otherwise.. The warranty does not include the costs of fitting new parts
or other Equipment. If Seller opts to perform any warranty obligations in-place, Buyer shall,without cost to SeHer, during a specified time period agreed
upon by the parfies,, provide access by disassembling,removing, replacing,and reinstalling any equipment,structures,or other obstructions to the extent
necessary to permit Seller to perform its warranty obligations.
THERE ARE NO WARRANTIES, CONDITIONS, GUARANTEES, REPRESENTATIONS, OR REMEDIES THAT EXTEND BEYOND THE FACE OF
THESE TERMS AND CONDITIONS. ALL OTHER WARRANTIES, CONDITIONS, GUARANTEES, REPRESENTATIONS.,OR REMEDIES EXPRESS
OR IMPLIED, STATUTORY OR OTHERWISE (INCLUD,ING ANY CONDITION OR WARRANTY OF MERCHANTABILITY OR OF FITNESS FOR A
PARTICULAR PURPOSE) NOT EXPRESSLY SET FORTH HEREIN, ARE FULLY DISCLAJMED AND EXCLUDED TO THE FULLEST EXTENT
PERMITTED BY LAW. SELLER'S WARRANTIES DO NOT COVER ANY GOODS OR SERVICES THAT HAVE BEEN ALTERED OR SUBJECTED TO
ACCIDENT OR IMPROPER STORAGE, INSTALLATION,ASSEMBLY, COMMISSIONING,MAINTENANCE,USE OR APPUCATION, SELLER DOES
NOT WARRANT THAT THE GOODS, WILL RESIST THE ACTION OF EROSIVE OR CORROSIVE GASES, LIQUIDS, OR SOLIDS, OR PRODUCE
RESULTS IN COMP,LIANCEWITH ANY LAWS,DECREES,OR OTHER STANDARDS.
6. INSTALLATIONS AND ASSEMBLY— Unless specified in the:Order, Seller is only the supplier of the Goods and shall have no responsibility
for the assembly and installation of the Goods
7. INTELLECTUAL PROPERTY - Seller's intellectual property rights and proprietary information (in hard copy or in electronic format) remain the,
property of Seller. Notwithstanding any other provisions or requirements of this Order, no intellectual property or proprietary information is being sold,
granted, transferred, licensed, or assigned; there are no works-made-for-hire or unrestricted use (any government rights shall be "limited rights"). Seller
shalt not be required to provide, or provide access to, any confidential or proprietary area or information. Buyer shall not reverse engineer or otherwise
attempt to re-create the GoodslServices.
8, PATENT INDEMNITY- Except (i) to the extent of designs or other intellectual property provided by Buyer and/or (ii) to the extent that Goods are
altered or combined by Buyer in a manner causing the infringement,Seller will indemnify Buyer from claims by third parties against Buyer if the Goods,
infringe any Canadian or United States patent. If an injunction is issued against the further use of the Goods,Seller vAll, at its option and expense:
(i) procure for Buyer the right to continue using said item of Goods; or (k) modify or replace the same with non-infringing Goods or (iii) remove the
infringing Goods and refund the purchase price.
9.BUYER MATERIALS -Buyer-furnished material must be received by Seller in accordance with the delivery schedule agreed upon by both parties. If
shipment of such material is delayed or lost,Seller reserves the right to:(I)Invoice and hold shipment awaiting,such material or(ii)!:Invoice and ship less such
material. Buyer shall reimburse Seller for all IlabRity incurred by seller as a result of any such Buyer delay.
10,ON'-SITE SERVICES—The following section shall apply only if Seller provides on-site Services to Buyer under this Order,
10.1 Indemnity of Buyer. Seller will indemnify Buyer from non-nuclear claims brought by third parties against Buyer for(i) bodily injury(including death)
and 6) property damage, each only to the extent directly caused by the negligence of Seller. Seller shall not be responsible for the acts/omissions of
Buyer or others.Sellers indemnity obligations shall not apply to Buyer property or any nuclear activitylincident.
10.2 nsrane, Seller shall maintain the following insurance coverage : (1) Commercial General Liability with Iimits of$1,000,000 combined single limit
occurrence for Bodily Injury, Physical Property Damage of third party property, and Contractual Liability coverage, subject to an annual aggregate of
$2,000,000'1(2)Automobile Liability—Bodily Injury/Physical Property Damage in the amount of$1,000,000 combined single limit each occurrence;and (3)
Workers Compensation Insurance — statutory, as to Sellers employees. If requested, Seller will provide an ACORD form of certificate confirming such
coverage. Sellers provision of a certificate of Insurance in accordance with Buyer's site requirements does not constitute Seller's acceptance of Buyer's
terms of purchase.Seller shall have no other or further obligations related to insurance or coverage.
10.3 Other On-site/Service Provisions. Seller shall comply with applicable Canadian, U.S. and/or provincialiterritoriallstate statutes, acts, ordinances,
regulations„codes,and laws that apply to Sellers performance of the Work.Seller shall comply with job/site requirements as mutually agreed upon by the
parties. Seiler is an independent contractor and is not responsible for oversight or supervision of work, property or employees of others, including,health,
safety, or security. Buyer shall advise Sefler's personnel in advance of all known and/or suspected hazardouslunsafe conditions and risks that may be
encountered while on-site,inciu,ding proper Material Safety Data Sheets(MSDS). Seller's personnel shall not be required to take any action,or to enter or
Page 1 of 2 Rev.3116/2020
remain in any area where he/she reasonably determines that it wouid ukn(safe. Seller's employees,subcontractors,and representatives shall be given
unobstructed access to the site and the work.Setter's time and expense for any delays not caused by Seller shall be charged to Buyer. Buyer shall be
responsible for any damage to or loss of property of Seller or its subcontractors property if such damageRoss is not caused by Seiler or its subcontractors.
11.FORCE MAJEURE:SHIPMENT AND DELAYS-Seller shall not be liable for damages or delay In performance arising from causes beyond its control or
without its fault or negligence,including,but not limited to,acts of God or the public enemy,acts of a government in its sovereign capacity,tires,floods,
disease outbreak or epidemic and/or any resulting quarantine restrictions,strikes,freight embargoes,and/or severe weather. If Buyer requests that Seller
store Goods or if delivery instructions are not promptly received from Buyer upon Seller's ready-to-ship notification,Seller may provide for storage
of the Goods at Buyer's risk andexpense or Buyer must provide for storage at Buyer's cost and risk. Shipments hold beyond the scheduled
date at the request or fault of Buyer may be billed immediately to Buyer including reasonable expenses incident to such delay,and Buyer shall assume
title and risk of toss thereof.Liquidated/delaydamages shall not apply to this order.
12.TAXES&DUTIES-Buyer shall be responsible for all sales,use,value added and similar taxes("Sales Taxes")required on the Goods and Services,
which shall be in addition to the consideration payable for such Goods and Services. If Seller Invoices Buyer for such Sales Taxes,then Buyer shall pay
such amounts to Seller concurrent with the payment of the consideration upon which such Sates Taxes are calculated. If Seller does not Invoice Seiler for
such Sales Taxes,Buyer shall report and remit such Sales Taxes directly to the appropriate taxing authority within the time period required by law and shall
provide evidence of such remittance to Seller upon request. Buyer shall be responsible for all Import,export,customs duties,fees and similar charges
("Dulles")in respect of the Goods and Services,and if Seller is required to pay any amount of Duties In respect of the Goods and Services,then Buyer
shall reimburse Seller for such amount upon request.
13.PAYMENT OF PURCHASE PRICE-Buyer shall pay all Invoices within thirty(30)days from the date of Setter's invoice('Payment Due Date")by
electronic funds transfer(EFT)or automated clearing house(ACH)transaction.If Buyer disputes all or part of an Invoice,Buyer must(1)submit the
dispute to Seiler In writing within fire(5)business days of the date of Invoice or the entire amount of the Invoice shall be due on the Payment Due Date;
and(ii)pay all undisputed amounts on the Payment Due Date. If Buyer falls to pay an undisputed invoice on or before the Payment Due Date,Seiler
reserves the right to(t)charge late fees at the lesser of(t)the rate of 1.5%per month(18%per annum)or(ii)the maximum amount permitted by law;(ti)
require Buyer to pay all of Setters collection costs;and(iii)wase all work In relation to this Order(without obligation for liquidated damages,if applicable,
incurred due to such cessation).
For milestone payments required under this Order,Seller may invoice on the original milestone completion date If the milestone is not met due to Buyer's
fault, untimely response or unreasonable delay. In the event that Buyer seeks to modify the Purchase Order, Buyer agrees to make payments in
accordance with the original contract terms until such time as modification is mutually agreed upon.Seller only waives claims for payment to the extent that
such payments have been received by Seller.If, in Seller's reasonable opinion,Buyer's financial condition may jeopardize full or timely payment,Seller
may(t)require full or partial payment as a condition to commencing or continuing Its performance(including In advance of any shipment)or(11)recover
Goods from the carrier,if shipment has been made.
14. CANCELLATION - Buyer may cancel this Order, In whole or in part, upon at least seven (7) calendar days advanced written notice to Seiler in
such case the Seller shall be entitled to be reimbursed for the reasonable Direct Cost incurred by the Seller in performing the
work. Direct Costs mean: "such direct costs borne and incurred by the Seller associated with the Order up to and including the date of
suspension and/or cancellation,including but not limited to manufacturing costs,salaries,third party supplier costs and reasonable overhead
and profit margin."Buyer's cancellation costs shall not exceed the total Order price. Any Goods or Services sold by Seiler that are incomplete shall
be deemed to be sold AS IS,"'and"WITHOUT WARRANTY OR GUARANTEE OF ANY KIND." Seller may cancel this Order,in whole or in part,at any
time It 1)Buyer suspends work or delays delivery beyond 45 days without it being mutually agreed upon in advance;(2)Buyer breaches any material term
of this Order,and/or(3)Buyer ftles bankruptcy or otherwise fails to either make full and timely payments,meet Its obligations,or provide further assurances.
15. EXPORT CONTROL-Goods supplied may be subject to export control, trade sanctions, or other export laws, regulations, rules and licenses of
Canada,the United States or other countries{"Export Control Regulations').Buyer agrees to comply with Export Control Regulations as well as any other
applicable country's Import control laws.Buyer further agrees that if Export Control Regulations are applicable,it will not disclose or re-export any technical
data received under this order to any countries for which the United States government requires an export license or other supporting documentation at the
Ems of export or transfer, unless Buyer has obtained prior written authorization from the United States Office of Export Control or other authority
responsible for such matters. Unless otherwise mutually agreed upon by the parties, Buyer shall be responsible for obtaining export licenses or other
approvals.The Order will not be accepted unless Seller is satisfied that the Goods can be supplied In compliance with the Export Control Regulations.In
the event that any applicable Export Control Regulations prohibit or make impracticable Setter's performance hereunder,Seller will be released from all
performance related to the Order. Seiler will not be liable to Buyer for any losses,damages,or claims arising from such cancellation of the Order.Seiler
will not accept payment through a trade sanctioned country financial institution.
16. NUCLEAR SALES IIF APPUCABLE1 - If Buyer or any ultimate and user Intends to use the Goods or Services in any atomtc/nuciear
Installation or activity,Buyer must notify Seller accordingly in advance and Setter's"Nuclear indemnity"shall also apply and control(and such
terms are hereby incorporated by reference for such purposes,as if fully set forth herein).
17.LIMITATION OF UAQIUTY,•INDEMINITY CONDITIONS:EXCLUSIVE REMEDIES:OBUGATIONS•&VAUDITY-The following shall apply,govern,
control,and survive at all times and to the fullest extent permitted by law:
17.1 Seiler shall not be liable for any loss of profit or revenue, loss of business,loss of contracts,or for any special, Indirect,economic,
Incidental,consequential,or punitive damages or losses,whether based on contract,warranty,lndemnity,statute,tort(including negligence),
or otherwise pursuant and/or related to this Order.
17.2 Setter's total liability pursuant and/or related to this Order whether for breach of contractor by reason of any tort(including negligence),
statute,warranty,indemnity,or otherwise,shall in no event exceed the total price of the Order.
17.3 Any duty to indemnify under these terms and oonditionsithe Order is conditioned upon Buyer.(i)providing prompt and detailed notice to Seller of any
such claim;(ti)tendering the defense/settlementto Seller,and(Ili)providing full cooperation,authority,and assistance to Seller.
17A Buyers rights and remedies shall be deemed sole and exclusive,and In place of those at law and equity.The exclusions and limitations set forth in
these terms and conditions shall control at all times and survive any breach,or termination of the Purchase Order. If any provision of these terms and
conditions of this Order or part thereof shall be held by judicial determination to be invalid or unenforceable they shall be severed from this Order and the
valid or enforceable parts of these terms and conditions shall continue in full force and effect
18.ENTIRE CONTRACT GOVERNING LAW&FORUM:OFFICIAL LANGUAGE:NO THIRD PARTY BENEFICIARIES:ASSIGNMENT-These terms
and conditions of sale cannot be amended,superseded,or modified except by a written document signed by Seller's duty authorized officer and Buyer's
duly authorized representative.Governing taw and forum of the terms of this Order shall be the laws(and exclusive forum)of the State of New York
(USA),despite any conflicts of laws. The official language of this Agreementis English.it is the express wish of the parties that this Agreementand any
related documents be drafted and executed in English. The parties agree to exclusive venue in Erte County,New York. Buyer and Seller agree that this
Order is between them alone,and there are no third party rights or beneficiaries.Seller may subcontract with third parties for the manufacture and/or
purchase of all or part of the Goods and/or Services. Other than Seller's ability to use its vendors/subcontractors,neither party may transfer or assign this
Order,In whole or in part,without the other party/s express advance permission(which shall not be unreasonably delayed or withheld),and any
assignment/transfer without proper consent shall be null,void,and of no force or effect. The parties expressly exclude the application of the United States
Convention on Contracts for the International Sale of Goods.
Page 2 of 2 Rev.3/16/2020
Exhibit "A" �
C — Operation and Maintenance Howden
4 Recommended
Inspection and ServiceIntervals
mCAUTION
Do Not perform Maintenance While Compressor is in Operation
Operating the compressor awhile performing maintenance poses a risk of injury to personnel.
4 f �
Do Not perform Maintenance While Compressor is in Operation
Operating the compressor while performing maintenance poses a risk of damage to the
machine..
4.1 Summary of Inspection and Service Intervals
Action Section Interval
Compressor Oil Change 4.2.A Oil sample after 500 hours of operation.
-GL gearbox 4,2.0 Subsequent oil samples every 6,000 hours,
however at least once per year. Oil change
interval determined by oil analysis results.
See Section C5 for more information,
Motor Lubrication 42A Defer to Section D1.4 (datasheet)and
Section D7.2-7
Oil Filter-Element Change 4.2.5 Dirty filter indication and when oil is ehangedm--
Monthly Inspections 4.3 Once per month*
Annual Inspections 4.4 Once per year
Init Filter dement Change 4.5.A At maximum pressure differential according
to technicals specification
Inlet Silencer 4.5.13 Clean during service
Drive Motor 4.5 According to manufacturer"s instructions(ref.
Section D7'.2-7)
Oil Reservoir Breather 4.7 Check monthly. Replace if evidence of oil
leakage,at least once per year..
Cooling Water Shutoff Valve 4.8 While unit is off-line, cycle valve once per
month
Actuated Butterfly Valves 4.9 \Wh-ie unit is offi Ihne, cycle valves)once per
(blow-off and discharge month
isolation valves)
Class I Service 4,10 18,000 hours or 3 years,whichever comes
first*
Class 11 Service 411 On condition
_... ..-.=
*Local conditions may rewire more frequent maintenance..
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PM GL Pogo C-C
Exhibit "A" o,
Operation aY e
4.2 Lubrication(by Plant Personnel)
A. Defer to Section D1.4 for lubrication intervals,types and quantities for all lubricated
components. A list of recommended compressor rails is provided in Section D1.8. Refer to the
motor operating manual in Section D7.2-7,for detailed instructions on motor bearing
lubrication. The compressor oil change interval is determined by the oil analysis results. Refer
to Section C5 for oil analysis guidelines. Under normal operating conditions,the compressor
can usually operate approximately 12,000 hours between ail changes.
B. Change the oil filter element when the dirty filter indication is observed (pop-up indicator or
LCP alarm if equipped with a switch),and when the oil is changed.
C. Refer to Section 135 for complete ail drain and fill instructions.
4.3 Monthly Inspections(by Plant Personnel)
A. Ain important part of a good maintenance program is the periodic recording of operating data
so trends or distinct changes in performance can be identified. Howden recommends
recording operating data at least once per month, at normal steady-state operating conditions.
The fallowing data should be recorded*:
1, hate and time
2. Unit serial number
3. Inlet air temperature
4. Hour meter
5. Variable diffuser(VD) position from LCP HMI
5. Inlet guide vane(ICV)position from LCPHMI,if equipped
7. Compressor differential pressure, if equipped
& Discharge air temperature, if equipped
B. Discharge air pressure, if equipped
10. Oil supply pressure
11. Oil supply temperature
12. Oil reservoir temperature
13. Inlet filter differential pressures, if equipped
14. Compressor bearing temperatures, if equipped
15. Compressor gearbox vibration, if equipped
15. Motor amperage
17. Motor speed, if VFD
18. Motor grinding temperatures, if equipped
19. Motor bearing temperatures, if equipped
20, Motor bearing vibration,if equipped
21. Sound enclosure temperature, if equipped
A form that may be used for recording this data is provided at the end of this section.
Keep a record of all completed maintenance log sheets and provide for Howvden'.s
review during service visits,
B. Inspect for cleanliness and general condition of corepressor assembly and accessories. Clean
the corepressor assembly as required.
C. Inspect and replace inlet air filter elements)as required.
D. Check rail filter element condition and replace if required.
P. Check for oil leaks on the equipment and piping.
F. Check oil level in compressor and sample/change oil per lubrication schedule in Section D1.4,
C, Check oil/grease level in motor bearings and change/add per lubrication schedule in Section
DI A4
H, Verify motor is clean and ventilation openings are clear of dust,dirt, or other debris.
I. Verify all 4-20 mA current loops are operating properly.
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PM GL Page C-7
Exhibit "A" 10150
C — Operation and Maintenance Howden
J. Verify surge detection unit operates properly(ref. Section D7.2-20).
K. Cycle all motorized valves to check operation and limit switch indications.
L. dean oil cooler,as required.
M. Check oil reservoir breather element for oil leakage and replace if leakage is observed.
4.4 Annual Inspections(by Plant Personnel)
A. repeat monthly inspections, plus--
B. Inspect inlet filter/silencer for cleanliness and general condition
C. Verify discharge check valve operates properly to prevent back flows
E. Inspect control arm(s)of variable control vanes for slippage
F. Inspect and tighten all mechanical and electrical connections
C. Check coupling disc-pack outer edges for fatigue cracks refer to coupling,Instruction manual
in Section E,document M5. Also check coupling alignment and tightening torques of all bolts
(use alignment datasheet form In Section C).
The coupling bolt torque valves are found in Section D7.2-.5.
4.5 Inlet Air Filter/Silencer(by Plant Personnel)
A. Replace filter elements when differential pressure exceeds the maximum specified value.
B. The inlet silencer is designed for atmospheric air and is lined with sound absorbing material..
Cleaning of the sound absorbing baffles can be done with a vacuum cleaner during service.
The sound absorbing material must never be exposed to steam or washed with water. Never
use organic solvents for cleaning the sound absorbing material.
IMPOr TANT: Organic solvents will damage the material and its adhesion to the supporting
frame.
4,6 Drive Motor(by Plant Personnel)
A. Refer to the manufacturer's operating manual in Section 07.2-7 for motor inspectioniservice,
intervals and servicing Instructions.
4.7 Oil Reservoir Breather(by Plant Personnel)
A. Check oil reservoir breather monthly for evidence of oil leakage. Oil leakage means that the
element is saturated with oil and needs to be replaced. Replace as required, but at least once
per year.
4.8 Cooling Water Shutoff'Valve(by Plant Personnel)
A. While the compressor is off-line,cycle the cooling water shutoff valve once per month to insure
proper opening and closing and limit switch indication.
4.9 Actuated Butterfly"Valves(Blow-Off and Discharge Valves) (by Plant Personnel)
A. While the compressor is off-line, cycle butterfly valve(s)once per month to insure proper
opening and closing and limit switch indication.
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Phi GL Page C-8
Exhibit "A" 40111110
C Operation and Maintenance n
4.10 Class I Service(by flovwden Service Technician)
A. Every 13,000 hours/3 years of operation,whichever comes first. This is the typical interval
between Class I service calls. if the machine is exposed to the elements or is operated in a
dirty environment,the interval may need to be reduced. If the variable diffuser(VD)or inlet
guide vanes(IGV)cease to operate smoothly before 18,000 hours has elapsed,the first
service should be moved forward and the interval for subsequent services adjusted
accordingly,
6, Estimated service time: 2-4 days, per unit,assuming one (1)local helper and crane facilities.
A Class I Service includes cleaning,and checking of all parts exposed to the medium flowing
through the compressor, replacement of all flexible seals, operational test and if necessary,
adjustment of the control settings for the control panel. Specifically,the following service tasks
are required:
1. Repeat monthly and annual inspections, plus---
2.
--
2. Record corepressor operating data prior to servicing the unit
3. If compressor is equipped with Howden local inlet air filter/silencer, remove shroud from
rear of filter assembly or remove complete filter assembly to allow access to inlet of
compressor, If inlet is piped, remove spool piece to provide maintenance access.
4. Disassemble compressor air-end,including variable vane system, inlet housing, spiral
casing,contour ring, impeller/rotor and diffuser plate
5. Inspect and clean impeller
6. Inspect, clean and lubricate all parts in the variable vane system
7, Check variable vane geometry
B. Replace flexible seals (G-rings)
5. Reassemble compressor and record critical clearances
10. Glean inlet silencer
11, Reassemble inlet air filter assembly or inlet piping.
12. Check coupling alignment before re-start
13. Perform an operational test of the unit for 4 hours minimum. Record,operating data when
unit is at a steady-state condition(ref,4.12). Correct any discrepancies,.
14. Test operation of inlet guide vane or speed control algorithm, if equipped
4..11 Class 11 Service(by Howden Service Technician)
A. On Condition. The need for Class II service shall be determined based on the condition and
appearance of the machine observed during,a Class I service.
B. Estimated service time: 4-6 days, per unit, assuming one (1)local helper and crane facilities.
A Class 11 Service includes the following:
1. Repeat Class 1 Service, plus---
2, Disassemble gearbox
3. Inspect gearwheels, bearings&seals and check clearances
4. Replace flexible seals(0-rings)
. Reassemble gearbox and record critical clearances
6. Replace oil filter element
7. Drain and replace oil in the compressor oil reservoir
3. Check coupling alignment before re-start
. Perform an operational test of the unit for 4 hours minimum, Record operating data when
unit is at a steady-state condition (ref.4.12). Correct any discrepancies.
10. Test operation of inlet guide vane or speed control algorithm,if equipped
4.12 Field Data Log Sheet(following page)
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PM GL.. Pago C-9
Exhibit "A"
Howden
Pre-Service lit
This form shall be completed and returned to Howden for ail sites where our employees may be performing activities.
Site Name'.
Please provide the followin Inforrmation on the katowers to be serviced Burin 1h is
kr _
W.
Is the complete CFM available? D YES 0 NO
mm W _
Are all the special tools available? Defer to O&M for list&drawings. 0 YES 0 NO
Is an inlet(miter system or sound enclosure on blower? if so,must be removed by silo. 0 YES NO
_
Have spare parts been ordered for this servioe? 0 YES 0 NO
Are all standard spare parts on site? M YES ® NO
If all standard parts not available;lists are arts available:
For Class II.only, is an Acetylene torch with rosebud can site? 0 YES 0 NO
For GK&GA only,is a hydraulic pump with 0-10,000 psi gauge on site? DYES 0 NO
For CK& C only, is a bearing heater on site? l 1 YES 0 NO
Is the compressors)being,serviced operational? _ 0 YES 0 NO
.�
_ _ _---------
_ _.._......
If compressor not operational,list SIN: _
li compressor not operational,list last date in operation:
Slower or site issues? 0 YES 0 NO
Explain:
Does the compressors)being serviced Start P Stop? �DY
S N
Are there'high temperature Dalarms I Otrips? S 0 NO
E gain......
Are there surging issues?_ C] YES ONO
—Ex lain:
Does the master control panel work? DYES 0 NO
Other issues? Ex Iain:
Will one local helper be available to assist Howden personnel? C i YES 0 NO
Our Technical Field Advisor contact. Name Phone
If this form is not returned completed we will assume that all items are on site and ready for our Technical Field
Advisor(TFA)to travel to your site to perform the service as contracted. The information provided shall be reviewed
and approved by Howden prior to any work being done by a.Howden employee. Note: Additional information may be
required as part of the review process..
Person Completing Form:
Name: Title:
Signature: Cate:
Contact Information:.
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Page 1 of 1
Exhibit "' "° x;14
Mandatory
Reporting wd ww�I��4
l't�lfi���t�r�ily !� �1�t1i�iE����dty� r+1i�'�J!�!t����it�iV��"���1�f�r?�1�g��HIN,,
This form shall be completed and returned to Howden for all sites here our employees may be Performing
activities.
Site Information:
Site Name:
Address:
City, State,zip:
Lifting Information:
Site has proper, adequate and weight tested lifting in buildings or facilities where Howden employees may be
performing work. Devices are in accordance with local, state and federal regulations,..
Yes ® No
If yes, then detailed information shall be attached in regard to:
1. The Iocation and weight rating of the equipment. Lifting should be A) rated per the below chart, B) should
be located centerline of the compressor , C) allow for removal of components straight out of the
compressor and D)allow movement after removed from the corepressor.
u Unit size Heaviest individual component nit Weight Dating of Site
on Site Lifting Equipment
KA2 881 Pounds(US): ENTIRE COMPRESSOR El
KA5 1763 Pounds(US): ENITRE COMPRESSOR _ ❑
KA1O 925 Pounds (US): GEARCASE _
KA.22 12601 Pounds (US): GEARCASE B ❑
KA44 1970 Pounds (US): GEARCASE B ❑'
.......- _ _._ ....
KA66 2960 Pounds(LIS): INLET HOUSING &VOLUTE
KA80 4856 Pounds(US): GEAR COMPLETE Cl'
KAI00 8030 Pounds(UIS): INLET HOUSING'& INNER SPIRAL �
. Any equipment, precautions„ etc. needed for Howden employees that may be performing functions in the
work areas.
3. Any obstructions above the compressor centerline that prevent the use of proper lifting and service should
be reported prior to issuance of a P.G.
The information provided shall be reviewed and approved by Howden prior to any work being done by a Howden
employee. Note: Additional information may be required as park of the review process.
Person Completing Form:
Dame: Title:
Signature: Date:
Contact Information:
Page I of I
CERTIFICATE OF INTERESTED PARTIES FORM 1295
101`1
Complete Nos.1-4 and 6 if there are interested parties. OFFICE USE ONLY
Complete Nos.1,2,3,5,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. 2021-832507
Howden USA
Springfield,MO United States Date Filed:
2 Name of governmental entity or state agency that is a party to the contract for which the form is 12/14/2021
being filed.
Brushy Creek 1A0NTP Round Rock,TX Date Acknowledged:
3 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.
0000
3 year service agreement for Howden Turblex compressors
4 Nature of interest
Name of Interested Party City,State,Country(place of business) (check applicable)
Controlling I Intermediary
KPS Capitol Partners New York,NY United States X
5 Check only If there is NO Interested Party.
6 UNSWORN DECLARATION
My name is Matthew Mosier and my date of birth is_
My address is 4654 West)unction Street _ Springfield I _MO_,_ 65802 –USA—.
(street) (city) (state) (zip code) (country)
I declare under penalty of perjury that the foregoing is true and correct.
Executed in Greene County,State of MO on the_18th_day of January_,2022
(rnonth) (year)
Signature of authorized agent of contracting business entity
(Declarant)
Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V1.1.191b5cdc
CERTIFICATE OF INTERESTED PARTIES FORM 1295
lofl
Complete Nos.1-4 and 6 if there are interested parties. OFFICE USE ONLY
Complete Nos.1,2,3,5,and 6 if there are no interested paries. 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. 2021-832507
Howden USA
Springfield,MO United States Date Filed:
2 Name dt governmental entity or state agency that is a party to the contract for which the orms 12/14/2021
being filed.
Brushy Creek VVWTP Round Rock,TX Date acknowledged:
01/21/2022
3 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.
0000
3 year service agreement for Howden Turblex compressors
4 Nature of interest
Name of Interested Party City,State,Country(place of business) (check applicable)
Controlling Intermediary
KPS Capital Partners new york,NY 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
(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 V1.1.191b5cdc