HomeMy WebLinkAbout02/15/2022 06.I. Resolution ratifying the declaration of an emergency and authorizing the City Manager to execute all applicable contracts for the replacement of a failed wastewater pump at the Rudkin Road Lift Station 1
s° `Z,/. .,t a°++a
0�
•
i
rr 11 i
� "i enc u nrry 1
BUSINESS OF THE CITY COUNCIL
YAKIMA, WASHINGTON
AGENDA STATEMENT
Item No. 6.1.
For Meeting of: February 15, 2022
ITEM TITLE: Resolution ratifying the declaration of an emergency and authorizing
the City Manager to execute all applicable contracts for the
replacement of a failed wastewater pump at the Rudkin Road Lift
Station
SUBMITTED BY: Scott Schafer, Director of Public Works
David Brown,Assistant Director of Pubic Works
Mike Price, Wastewater/Stormwater Division Manager- (509)249-
6815
SUMMARY EXPLANATION:
The City of Yakima (City)owns and operates the Rudkin Road Lift Station for the conveyance of
wastewater from Union Gap and areas of south Yakima to the Yakima Wastewater Treatment
Plant. One of the lift station pumps failed and an emergency replacement was required to restore
lift station pumping capacity. The Wastewater Division followed the City's Emergency Purchase
policy in arranging the purchase of the replacement pump and associated materials.
The final cost of the replacement totaled $51,679.79, resulting in the need to seek ratification by
City Council via Resolution, in accordance with City of Yakima Administrative Code ADM 3-500
City/County Procurement Manual which requires approval by City Council for emergency costs
exceeding $50,000. The approved Emergency Justification form, Purchase Agreement, and
Purchase Order are attached for City Council review. The emergency pump replacement is funded
through Wastewater Capital Fund 472.
ITEM BUDGETED: NA
STRATEGIC PRIORITY: Public Safety
APPROVED FOR SUBMITTAL BY THE CITY MANAGER
RECOMMENDATION:
Adopt Resolution
ATTACHMENTS:
2
Description Upload Date Type
❑ reso 2/9/2022 Cotter Memo
D Emergency Justification 1/28/2022 Backup Material
❑ Purchase Agreement 1/28/2022 Backup Material
D Purchase Order 1/28/2022 Backup Material
3
RESOLUTION NO. R-2022-
A RESOLUTION ratifying the declaration of an emergency and authorizing the City
Manager to execute all applicable contracts for the replacement of a
failed wastewater pump at the Rudkin Road Lift Station.
WHEREAS, Article VI, section 6 of the City of Yakima Charter and the Yakima Municipal
Code Chapter 1.80 provide that the City Council may declare an emergency and waive the
bidding requirement for supplies, material, equipment or services; and
WHEREAS, RCW 39.04.280 provides for emergency public works projects to move
forward without complying with bidding requirements; and
WHEREAS, the failure of a 35-horsepower wastewater pump at the Rudkin Road Lift
Station reduced lift station redundant pumping capacity to below required levels; and
WHEREAS, the Rudkin Road Lift Station pump required immediate replacement to
restore reliable conveyance of wastewater from Union Gap and areas of south Yakima to the
treatment plant so that there would be no violations of the City's wastewater permits; and
WHEREAS, an emergency was declared by the City Manager on January 21, 2022,
allowing the Wastewater Division to proceed with the purchase of a replacement pump and
associated materials from Whitney Equipment Company, Inc.; and
WHEREAS, the purchase price for the replacement pump and associated materials
including tax and freight totaled $51,679.79, resulting in the need to seek ratification by City
Council via resolution, in accordance with City of Yakima Administrative Code ADM 3-500
City/County Procurement Manual which requires approval by City Council for emergency costs
exceeding $50,000; and
WHEREAS, the City Council deems it to be in the best interest of the City and its
residents to ratify the City Manager's declaration of an emergency, and authorize the execution
of all necessary contracts for purchase of the replacement pump and associated materials for
the Rudkin Road Lift Station, now, therefore,
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA:
The emergency, as declared on January 21, 2022 by the City Manager is hereby ratified, the City
Council resolves that there was an emergency, and the City Manager's execution of all
appropriate documents for the purchase of the replacement pump and associated materials
without calling for bids, is hereby ratified and approved.
ADOPTED BY THE CITY COUNCIL this 15th day of February, 2022.
ATTEST: Janice Deccio, Mayor
Sonya Clear Tee, City Clerk
4 -- --.
City of Yakima * 2201E
Emergency Purchase Order Justification
Requestor Name: Your Department/Division:
Mike Price Pubtrc Works/Wastewater
Requestor Phone: Requisition(PR) Number:
(509)249-6815
Requested Vendor: Cost Estimate(incl. TAX):
Whitney Equipment Company,Inc. 51.679,79
Vendor's Address: -Vendor E-Mall :
16120 Woodinville-Redmond Rd NE,Ste 3,Woodinville WA c andrew@wecl corn
Vendor Contact Name: Vendor Phone:
Andrew Klempel (425)486-9499
1. What is the emergency situation? Describe damages or loss of property or essential services that
are/may be a result of this emergency. (Attach extra sheet if necessary.)
A critical 35HP pump at the Rudkin Rd lift station has failed. The failed pump Is over 20 years old and has served Its
useful life. Emergency replacement is required to restore required station pumping capacity.
2. What labor and/or materials are required? Attach a copy of your quote or estimate.
City staff are capable of replacing the pump. Equipment cost Is attached as quote P37464-1
3. Did vendor quote prevailing wages, if applicable (e.g. repairs, construction, maintenance)?
Yes n No n
4. Was vendor informed of the Intent and Affidavit filing requirements with L&I?
Yes No
5. Does vendor have a current certificate of insurance on file with the City? Check ICE:
http.hcitvcCeinurChaSin_gicontractor-list/
Yes Q No❑
6. Are federal funds being used? If federal funds are being used, a cost price analysis
must be done at earliest opportunity and a copy sent to Purchasing.
Yes n No x❑
STATEMENT OF NEED:
My division's recommendation for an emergency purchase order and waiver of the quote or bid requirements is based
upon an objective review of the emergency situation and appears to be in the best interest of the City.
I understand that if this purchase is over $50.000, or if any change orders to this purchase increase the amount to
S50,000 or over,that our division must initiate and prepare necessary information(Resolution)to advise City Council that
there has been an emergency situation requiring immediate action.
Michael A. Price Digitally signed by Michael A Price 1/20/22
1 Dale:2022.01.2010:01:13.08'00'
Signature of Division Manager Date
2. Scott Schafer Digitally signed by Scott Schafer 1/20/22
Date.2022.01.2011:37 42-08'00'
Signature of Department Head Date
3. L11 a., t/ , )J as
Recommendation of Approval y Purchasing Manager Date
4. 72r--.-r 1AL
Approval by City Manager Date
Please complete entire form and forward to Purchasing.
Purchasing will forward to the City Manager for final approval.
5
16120 Woodinville-Redmond Road NE,Suite 3
4 W E C I Woodinville,WA 98072 Phone:(425)486-9499
2501 Columbia Way Suite 300
11%1011
Whitney Equipment Company,Inc Vancouver,WA 98661 Phone:(360)694-9175
1/18/2022 Quote#: 37464-1
To:Yakima Wastewater Treatment
Attn:Adrian Vasquez
Email:Adrlan.Vasquez@yakimawa.gov
Phone:509-249-6821
Project Name:Yakima 3202.095 upgrade
The following is Whitney Equipment Company's proposal for equipment we can furnish for the above
referenced project.A detailed list of the equipment and services included in this proposal is shown in the
following Scope of Supply. Only items listed in the Scope of Supply are included in this proposal.This
proposal is valid for 30 days from the date listed above. Please contact us to verify pricing and availability
beyond 30 days as pricing and availability may vary.The conditions of sale associated with this proposal are
attached.
Engineering calculations and design services are included only when specifically listed in the Scope of
Supply. Field or startup services are not included unless specifically listed in the Scope of Supply. If
additional field or onsite assistance is needed beyond what is included in the Scope of Supply, it can be
supplied at a rate of$165.00/hour at the job site, plus travel time and expense. Unless specifically listed in
the following Scope of Supply,we do not include haulage, unloading including provision of lifting
equipment,permits, bonds, insurance, installation,sales or use taxes or duties of any kind, power,
chemicals,water,concrete,grout, anchor bolts, controls,wire, conduit, lights,fans, piping, valves,fittings,
drains, meters,gauges,signs, safety equipment, labor,tools,field paint, lubricants,or any other items not
listed as included.
Prices are firm for 30 days. Purchaser must also pay any costs incurred for additional field or onsite
assistance no later than 30 days after receipt of an invoice for field or onsite services from Whitney
Equipment Company.
The equipment will be coated with the manufacturers'standard preparation and coatings unless special
coatings are listed in the Scope of Supply. Equipment will be prepared for shipment per the manufacturers'
standard packing procedure.The purchaser is responsible for receiving all items including promptly
inspecting for damage, noting damages, and filing for all missing or damaged items in a timely manner.
Freight shall be standard ground or ocean freight unless otherwise listed.The purchaser is responsible for
proper storage and handling of the equipment per the manufacturer's recommendations prior to
installation to ensure warranty coverage. Warranty coverage shall be manufacturer's standard warranty
unless specifically listed in the Scope of Supply.
This job is being handled by Andrew Klempel,phone(425)492-0255.Please call if you need further information or
prices.
Page 1of7
6
SCOPE OF SUPPLY
Adrian
Here is the requested quote for replacing your existing Flygt 3201.092 Impeller 636
with all the needed parts to make the switch.
Quantity Product/Description Price per Unit Total Price
1 each 3202.095-0199 Flygt Drypit Pump $42,996.59 $42,996.59
Flygt Dry-Pit Pump
Configuration-NX
Impeller Code-N642
Discharge Size-8
Horse Power-35
Voltage-460
Phase-3
Cable-50'
Motor Rating-FM
Leak Sensor-FLS
Drilled for-FV
1 each 6721500 Flygt Adapter $2,481.01 $2,481.01
Mating Adapter
Old 3201.091 with New 3202.095
1 each 846588 Flygt Gasket $126.30 $126.30
GASKET,RUBBER/FIBER
4 each 843430 Flygt Bolt $22.87 $91.48
SCREW,HEX M20 X 60 SS
1 each 3454400 Flygt Gasket $115.36 $115.36
GASKET,RUBBER/FIBER
4 each 823707 Flygt Washer $11.93 $47.72
WASHER,SS 17MM ID 30MM 0D
4 each 843405 Flygt Bolt $15.91 $63.64
SCREW,HEX M16 X 50 SS
8 each 843429 Flygt Bolt $9.75 $78.00
SCREW,HEX M20 X 55 SS
Sub-Total: $46,000.10
Freight: $1,719.00
TOTAL: $47,719.10
Lead Times:16-20 Weeks
Whitney Equipment Company,Inc.
Page 2 of 7
7
Freight Terms:FOB Factory,prepaid and added to invoice
Sales tax is not included unless specified.
Payment Terms:Net 30
Andrew Klempel
Account Manager
East Washington & Idaho
Mobile: (425)492-0255
1*WECI Office: (425)486-9499
Andrew@weci.com
Whitney Equipment Company www.weci.com
16120 Woodinville-Redmond Rd NE
Woodinville,WA 98072
"Celebrating 50 years as the Premier Fluid Process Equipment and Solution Specialist in the
Pacific Northwest"
Whitney Equipment Company, Inc.
Page 3 of 7
8
Purchaser's Signature:By signing below, I certify that I am an authorized representative with the authority to enter
into contracts on behalf of the company identified below,and that I accept the terms included with this proposal.
�i.�• SEA l�tii )V +rv7tti ��R eGtE � t u,► n't (,)tm-iz. 1 sTtReix."01,l-65
elk
Signature Date Print Name and Title
BILL TO SHIP TO
1 a (�—\l • - srt rlgz- "I•W 1S u,
Co pany or Organization Bill To Company or Organization Ship To
22.20 EAST `A0 LA Z220 EAs-r Jtot_a.
Bill To Address Ship To Address
lilaklUnoA, Nam• 989o1 � xN)b!, - 96901
City/State/Zip City/State/Zip
Ep.2LE1.1e DIu.a20 e-c . tiN LEY
Billing Contact Name ,,\`- f� wShOippi_ng Contact Name 1��, In+
-¢L.EAE, ti‘%��2.Oe` 642.M�W►•6\1 JJ(M c.-CA.v`1Lvih.,N.�1LJ�M�Vh-•t�0NI
Billing Contact Email Shipping Contact Email `!
509•7-49.6811 5 b 2-49 o rz Tog i •838ED
Billing Contact Phone Number Shipping Contact Phone Number
PO#if applicable ZZ 39�
If using a Purchase Order:
Make PO out to
Whitney Equipment Company Inc
16120 Woodinville Redmond Rd NE#3
Woodinville,WA 98072
Email:sales@weci.com
Whitney Equipment Company,Inc.
Page 4 of 7
9
WHITNEY EQUIPMENT CO.,INC.
WOODINVILLE,WA
STANDARD CONDITONS OF SALE
These are Whitney Equipment Co.,Inc.,the Seller,Standard Terms and Conditions and the basis of our offer to the Buyer,unless specifically altered
in writing as permitted herein.Any changes may affect the quoted price.These Standard Terms and Conditions and the bid quote,purchase order,
or other order form to which they are attached(the"Bid Quote")form a contract between Buyer and Seller for the sale of products described In the
Bid Quote(the"Contract").
ACCEPTANCE:Submission of this Contract to Buyer constitutes Seller's offer to the Buyer and on acceptance becomes a binding contract on the
terms set forth herein.Buyer's acceptance is expressly limited to the terms of this Contract.Seller rejects all terms Included In any response by the
Buyer to this Contract that are in conflict with,inconsistent with,or In addition to the terms and conditions contained herein.But If a conflict arises
between the terms of a purchase order first issued by Buyer and the terms of this Contract,the terms of this Contract shall lake precedence.
ENTIRE AGREEMENT.The Contract comprises the entire agreement between the Boyer and the Seller.and supersedes all prof or contemporaneous
understandings,agreements,negotiations,representations and warranties.and communications,both written and oral.This Conlracl prevails over
any terms and conditions of purchase provided by Buyer,regardless of whether or when the Buyer has submitted Its purchase order or such terms.
In addition,implied terms and conditions from the Buyer's contracts with other entitles are not valid or enforceable with respect this Contract.Fulfillment
of the Buyer's order does not constitute acceptance of any of Buyer's terms and conditions and does not serve to modify or amend this Contract.
GOVERNING LAWS:Seller will comply with all laws applicable to Seller during sale of the products.Buyer will comply with all laws applicable to
Buyer during operation or use of the products.The laws of the State of Washington shall govern the validity,interpretation,and enforcement of any
order of which these provisions are a part,without giving effect to any rules governing the conflict of laws.Assignment may be made only with written
consent of both parties.Buyer shall be liable to the Seller for any attorney's fees and costs incurred by Seller in enforcing any of its rights hereunder.
Unless otherwise specified,any reference to Buyer's order is for identification only.
JURISDICTION AND VENUE:Any legal suit,action or proceeding arising out of relating to this Contract shall be commended in federal or state court
located King County,Washington and Seller and Buyer(i)Irrevocably submit to the exclusive jurisdiction and venue of any such court in any such
suit,action or proceeding and(II)irrevocably waive(to the extent permitted by applicable law)any objection which they now or hereafter may have to
the laying of venue of any such action or proceeding brought In any of the foregoing courts in and of the State of Washington,and any objection on
the ground that any such action or proceeding in any such court has been brought in an Inconvenient forum.
ATTORNEYS FEES AND EXPERT COSTS:The prevailing party in any legal suit,action,or proceeding arising out of relating to the Contract shall
be awarded its reasonable attorneys'fees and experts costs.
WARRANTY:
THE SELLER MAKES NO WARRANTIES ON ANY PRODUCTS OR SERVICES PROVIDED UNDER THIS CONTRACT,INCLUDING ANY(A)
WARRANTY OF MERCHANTABILITY, (B) WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE, OR (C) WARRANTY AGAINST
INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS OF A THIRD PARTY,WHETHER EXPRESS OR IMPLIED BY LAW,COURSE OF
DEALING,COURSE OF PERFORMANCE,USAGE OF TRADE OR OTHERWISE,BUT THE BUYER SHALL RECEIVE WARRANTIES,IF ANY,
PROVIDED BY THE MANUFACTURER OF THE PRODUCTS SOLD UNDER THIS CONTRACT.THE SELLER IS EXPRESSLY EXCLUDED FROM
ANY WARRANTY AND ALL CHARGES, FOR LABOR, INSTALLATION, REMOVAL, REPAIR, REINSTALLATION, SHIPPING, UTILITIES,
EQUIPMENT RENTAL,OTHER REQUIRED MATERIALS,OR ANY OTHER ITEMS.THE PARTIES AGREE THAT THE BUYER'S SOLE AND
EXCLUSIVE REMEDIES SHALL BE AGAINST THE PRODUCT MANUFACTURER AS PROVIDED HEREIN.THE BUYER AGREES THAT NO
OTHER REMEDY(INCLUDING,BUT NOT LIMITED TO,INCIDENTAL OR CONSEQUENTIAL DAMAGES FOR LOST PROFITS,LOST SALES,
DOWN TIME, OPERATING OR MAINTENANCE COSTS, INJURY TO PERSONS OR PROPERTY, OR ANY OTHER SPECIAL, INDIRECT,
INCIDENTAL OR CONSEQUENTIAL LOSS)SHALL BE AVAILABLE TO BUYER.BUYER SHALL FOLLOW ALL STORAGE,OPERATION,AND
MAINTENANCE PROCEDURES SPECIFIED BY THE MANUFACTURER FOR WARRANTY COVERAGE, FAILURE TO FOLLOW THESE
PROCEDURES INCLUDING DOCUMENTATION MAY RESULT IN LOSS OF WARRANTY COVERAGE.
TAXES: Seller does not include any Federal. State, City, County, or other sales, custom duties, or taxes such as sales, use, excise, retailer's,
occupation or similar taxes and fees,in the Contract Price unless otherwise explicitly stated in writing.Any taxes not included in the Bid Quote will be
added to the Contract Price.In lieu of paying such taxes to the Seller,the Buyer may furnish the Seller with a Tax Exemption Certificate or other legal
and appropriate taxing authorities at any time.
PAYMENT TERMS:All quotations or proposals are in US Dollars unless explicitly stated otherwise In writing.Seller shall submit invoices for payment
to Buyer for percentages of the Contract Price as described in Bid Quote.Buyer must pay all invoices submitted by Seller no later than 30 days after
the date of the Invoice.the shipment is delayed by the Buyer,date of readiness for shipment shall be deemed the date of shipment for payment
purposes.The Seller may require advance payment or a certificate of deposit,or may otherwise modify credit terms,should the Buyer's credit standing
not meet the Seller's requirements.A service charge of 2.5%per month on the unpaid balance will be charged on all overdue monies payable.Buyer
shall not assign or transfer their contract or any Interest in it,or monies payable under it,without the written consent of Seller and any assignment
made without such consent shall be null and void.Buyer agrees to pay all collection costs and costs of suit,including reasonable attorney fees,In the
event Seller institutes collection action for overdue account. Seller expressly reserves all available lien rights in connection with any transaction
between the parties.Unless explicitly agreed upon In writing,retainage against the contract amount is not allowed.The Seller reserves the right to re-
possess all equipment that is not paid for in full per this Contract's payment terms.
CREDIT CARD PAYMENTS:All credit card payments will require an additional 2%surcharge in addition to the Contract Price listed in the Contract.
All credit card payments over$5000.00 require written pre-approval by the Seller prior to processing;approval is not guaranteed.
CREDIT:Buyer is required to provide all necessary credit information to Seller with each order,including bank reference,bonding company,or other
necessary information with complete names, addresses, phone numbers, personal references, and account and bond numbers. The Seller will
determine,in its sole discretion,what is acceptable and what credit rating is required for the Seller to allow a purchase on credit.
PRICE:The prices specified are in U.S.currency,payable free of all expense to the Seller for collection charges.
STARTUP PAYMENTS:If startup services are Included In this Contract,the pre-agreed upon payment amount shall be due when startup Is complete.
If startup is delayed more than 90 days after equipment delivery,payment for startup shell be due 90 days after equipment delivery prior to the startup
occurring.Delaying in paying this portion of the contract is subject to the PAYMENT TERMS above.
SHIPMENTS AND DELIVERY:Delivery and shipping times are Seller's best estimate and do not include product approval time or order processing
time.Seller is not liable for any damages,fees,costs,expenses or penalties arising from(1)loss of or damage to product in transit or(2)delays in
shipping or delivery of the product,including all delays caused by an accident;riots;insurrections;national emergency;labor disputes of every kind
however caused; embargoes; non-delivery by suppliers; delays of carriers or postal authorities; or governmental restrictions, prohibitions, or
requirements.Seller may,in its sole discretion,without liability or penalty,make partial shipments of products to Buyer.Each shipment will constitute
Whitney Equipment Company, Inc.
Page 5 of 7
10
a separate sale,and Buyer shall pay for the units shipped whether such shipment is in whole or partial fulfillment of Buyer's order.Cost of handling
and freight is only Included when it is explicitly listed in this Contract.
NON-DELIVERY:The quantity of any installment of products as recorded by Seller on dispatch from Seller's place of business Is conclusive evidence
of the quantity received by Buyer on delivery unless Buyer can provide conclusive evidence proving the contrary.Any liability of Seller for non-delivery
of the products shall be limited to replacing the products within a reasonable time or adjusting the Invoice respecting such products to reflect the
actual quantity delivered.
APPROVALS:Buyer is responsible for obtaining approval on products from project owners and engineers.The Seller represents only those products
are as described in this Contract.The Seller does not warrant that the products described will be approved or otherwise satisfactory to project owners
or engineers,or that products meet project specifications.Seller does not guarantee compliance with any codes or laws unless explicitly stated in this
Contract.Performance of the overall system that incorporates the products Is not guaranteed.
OCCUPATIONAL SAFETY AND HEALTH ACT of 1970—Seller does not warrant or represent that any of Seller's products by themselves or in a
system or with other equipment will conform to or comply with the provisions of the Occupational Safely and Health Act of 1970 and the standards
and regulations Issued thereunder,or any other federal,state,or local law or regulation of the same or similar nature.
LIMITATION OF LIABILITY-NEITHER SELLER,NOR ITS SUPPLIERS SHALL BE LIABLE,WHETHER IN CONTRACT,WARRANTY,FAILURE
OF A REMEDY TO ACHIEVE ITS INTENDED OR ESSENTIAL PURPOSES,TORT(INCLUDING NEGLIGENCE),STRICT LIABILITY,INDEMNITY
OR ANY OTHER LEGAL THEORY,FOR LOSS OF USE,REVENUE OR PROFIT,OR FOR COSTS OF CAPITAL OR OF SUBSTITUTE USE OR
PERFORMANCE,OR FOR INDIRECT,SPECIAL,LIQUIDATED,INCIDENTAL OR CONSEQUENTIAL DAMAGES,OR FOR ANY OTHER LOSS
OR COST OF A SIMILAR TYPE,OR FOR CLAIMS BY BUYER FOR DAMAGES OF BUYER'S CUSTOMERS.SELLER'S AGGREGATE LIABILITY
ARISING OUT OF OR RELATING TO THIS CONTRACT SHALL NOT EXCEED THE CONTRACT PRICE,PROVIDED HOWEVER,IF THE BID
QUOTE INCLUDES FIELD OR STARTUP SERVICE,SELLER'S LIABILITY FOR SAID SERVICES SHALL BE LIMITED TO THE VALUE OF THE
SERVICES.BUYER AND SELLER AGREE THAT THE EXCLUSIONS AND LIMITATIONS SET FORTH IN THIS ARTICLE ARE SEPARATE AND
INDEPENDENT FROM ANY REMEDIES WHICH BUYER MAY HAVE HEREUNDER AND SHALL BE GIVEN FULL FORCE AND EFFECT
REGARDLESS OF WHETHER ANY OR ALL SUCH REMEDIES SHALL BE DEEMED TO HAVE FAILED OF THEIR ESSENTIAL PURPOSE.
STORAGE—If for any reason Buyer fails to accept products that have been delivered by Seller,or if Seller is unable to deliver the products because
Buyer has not provided appropriate instructions,documents,licenses,or authorizations,then Seller may place the products In storage at Buyer's cost
and expense,which includes the cost of storage,shipping fees,insurance,and other incidental expenses.The Buyer carries risk of loss for products
in storage.
TITLE-Title to the products and risk of loss or damage passes to Buyer upon delivery of the products at the Point of Delivery listed in the Bid Quote.
As collateral security for the payment of the Contract Price for the products,Buyer hereby grants to Seller a lien on and security Interest in and to all
of the right,title and interest of Buyer in,to,and under the products,wherever located,and whether now existing or hereafter arising or acquired from
time to time,and in all accessions thereto and replacements or modifications thereof,as well as all proceeds(including insurance proceeds)of the
foregoing.The security Interest granted under this provision constitutes a purchase money security Interest under the Washington Uniform Commercial
Code.Buyer agrees to perform all additional acts necessary to perfect and maintain said security interest.
INSURANCE:Buyer shall,at its own expense,purchase,maintain and carry adequate insurance for the products to protect against loss or damage
from any external cause,Including losses from lire,wind,water,or other causes.Insurance coverage must be maintained with insurance companies
legally authorized to do business where said products are located In an amount at least equal to the value of said products until the products are
accepted and paid for in full. Upon Sellers request, Buyer shall provide Seller with a certificate of Insurance from Buyer's insurer evidencing the
insurance coverage that is satisfactory to Seller.The certificate of insurance must name Seller as an additional insured.In no case does the Contract
Price,even If inclusive of freight,cover the cost of insurance beyond the Point of Delivery specified in the Bid Quote]
CANCELLATION:The Buyer may cancel its order only upon written notice,and In turn will make payment to Seller of reasonable cancellation charges
specified by Seller.
ORAL STATEMENTS:The Seller's personnel may have made oral statements about the products described in this Contract during the sales process.
Such statements do not constitute warranties or guarantees and shall not be relied on by the Buyer.The entire contract is embodied In this writing.
This writing constitutes the final expression of the parties'agreement,and it is a complete and exclusive statement of the terms of that agreement.
CHANGES:Seller reserve the right to make changes and to substitute other material as needed to make shipments and fulfill orders under this
Contract.
ERRORS:Seller reserves the right to correct clerical or stenographic errors or omissions.
INSPECTION:Buyer shall inspect Seller's Products upon receipt,and If Buyer's Inspection reveals any defects in the Products,Buyer shall notify the
Seller within three(3)days after receipt of the Products of any claim Buyer might have concerning such defects In the Products discovered by Buyer.
Buyer's failure to notify Seller within such a three(3)day period shall constitute a waiver by Buyer of all claims covering such defects in the Products.
It Is the Buyer's responsibility to inspect for shipping damage upon delivery and to Initiate a damage claim with the freight carrier.Damage occurring
in-transit by the freight carrier must be claimed by the Buyer and is not the Seller's responsibility,
NOT INCLUDED:Seller does not include any Item not specifically listed as included.References to specifications and drawings in the Scope of Supply
section of the Bid Quote does not indicate that all items in those documents are Included in the Scope of Supply. Unless clearly included in this
Contract,engineering and design services are not included in this Contract.
FREIGHT:Prices quoted are F.O.B.point of manufacture and do not include freight unless specifically listed as included.Title passed to the Buyer
at the Point of Delivery listed In the Bid Quote and all freight claims are the responsibility of the Buyer.
BACKCHARGES will not be accepted unless approved by Seller,in writing,before any work is done.
DELAYS:Price and terms and conditions are subject to revision if manufacture is not released at time of order placement or drawings for approval
are not returned within 30 days from receipt by customer,or manufacture is released and subsequently held or delayed by the customer for more
than 30 days,or customer requests longer than quoted shipment.If Seller suffers delay in performance due to any cause beyond its control,including
but not limited to act of God,war,pandemic,act or failure to act of government,act or omission of Buyer,fire,flood,strike or labor troubles,sabotage,
or delay in obtaining from others suitable services,materials,components,equipment or transportation,the time of performance shall be extended a
period of time equal to the period of the delay and its consequences.Seller will give Buyer notice in writing within a reasonable time after the Seller
becomes aware of any such delay.
Whitney Equipment Company, Inc.
Page 6of7
11
DECOMPOSITION AND WEAR:Decomposition by chemical action and wear caused by the presence of abrasive materials shall not constitute
defects.
BUYER DATA-Timely performance is contingent upon the Buyer supplying to the Seller,when needed,ell required technical Information,Including
drawing and submittal approval, and all required commercial documentation. The Buyer shall also supply and complete all shipping delivery
information,pre-delivery checklists,and pre-startup checklists in a timely manner or the overall schedule of the project may be impacted at no cost to
the Seller regardless of any potential agreed upon damages.
BUYER SUPPLIED COMPONENTS-Buyer acknowledges that the products purchased by Buyer under this Contract may contain products supplied
by the Buyer or supplied by a third party at the Buyer's direction('Buyer Supplied Components").Buyer Supplied Components are not covered by
any warranty or guarantee In this Contract.For the avoidance of doubt,Seller makes no representations or warranties with respect to any Buyer
Supplied Components.Seller disclaims any liability arising from Buyer Supplied Components delivered late,damaged,defective,or nonconforming.
In no event shall Seller be liable for consequential,indirect,Incidental,special,exemplary,punitive damages,or lost profits,arising out of or relating
to late delivery of or defective Buyer Supplied Components.Subject to the terms and conditions of this Contract,Buyer shall indemnify,defend and
hold harmless Seller and its representatives/officers,directors,employees,agents,affiliates,successors and permitted assigns('Indemnified Party")
against any and all losses, damages, liabilities, deficiencies,claims,actions,judgments, settlements, interest, awards, penalties,fines,costa,or
expenses of whatever kind,including attorney and expert fees,fees and costs of enforcing any right to indemnification under this Contract,and the
cost of pursuing any insurance providers,Incurred by Indemnified Party In a final judgment relating to any third-party claims arising from defective
Buyer Supplied Components.
Whitney Equipment Company,Inc.
Page 7 of 7
PURCHASE ORDER PURCHASE ORDER NUMBER MUST APPEAR t i ALL PACKAGES,
PACKING SLIPS,INVOICES AND CORRESPONDENCE
`k ;NEW; PO Number: 22 00397
PO Date: 01/26/22
Bill To: CITY OF YAKIMA
129 NORTH 2nd STREET Required By: 01/26/22
YAKIMA, WA 98901
Page: 1 of 1
Vendor: Whitney Equipment Ship To: City of Yakima
03043 16120 Woodinville-Redmond NE Wastewater Plant
Suite 3 2220 E Viola St
Woodinville WA 98072 Yakima WA 98901
Phone: (425) 486-9499 Payment Terms: NET 30
Fax: (425) 556-1746 Ship Via: Manufacturers Choice
Email: F.O.B.: Destination
LINE DESCRIPTION QTY UNIT UNIT PRICE TOTAL
EP02201E FOR RUDKIN RD LIFT STATION PUMP
REPLACEMENT
1 EPO FOR RUDKIN RD LIFT STATION PUMP 47719 . 1 EA 1. 00000 47719 . 10
REPLACEMENT WITH FREIGHT
#2201E
47719. 10
8. 30 % 3960.69
Accounts Payable (509) 575-6070 PO Total 51679. 79
This P.O. is governed by the terms and conditions supplied at the end of ,
this document. Any exceptions shall be brought to Purchasing's attention ��_�/!►
within 48 hours. Susan Knotts, F.uyer II
(509) 575-6095
City of Yakima 13
Purchase Order(PO)Terms and Conditions
1. CHANGES:No alteration in any of the terms,conditions,delivery,price,quality,quantities,or specifications of this order will be effective without written
consent of the City.
2. ADD-ON:By mutual agreement,the quantity of items purchased may be increased within 12 months of the date of award,provided the original purchase price,
terms,conditions,and specifications remain the same.
3. HANDLING:No charges will be allowed for handling which includes,but is not limited to,packing wrapping,bags,containers,or reels,unless otherwise
stated herein.
4. DELIVERY:For any exception to the delivery date as specified on this order,Vendor shall give prior notification and obtain written approval thereto from the
City. With respect to delivery under this order,time is of the essence,and the order is subject to termination for failure to deliver as specified. The acceptance
by the Purchaser of late performance with or without objection or reservation shall not waive this right to claim damage for such breach nor constitute a waiver
of the requirement for the timely performance of any obligation remaining to be performed by Vendor.
5. MSDS:Material Safety Data Sheets to be included with shipments of any material requiring this documentation,per OSHA and WSHA regulations.
6. PAYMENT TERMS:Unless otherwise negotiated,the terms of payment shall be net 30 days from receipt of a proper invoice. PO numbers must be noted on
all invoices.
7. COMPLIANCE WITH APPLICABLE LAWS:Vendor shall comply with all applicable federal,state,local laws and regulations. Purchases that are funded
by the Federal Transit Authority shall be in accordance with the Third Party Contracting Guidance found in FTA Circular 4220.IF,which is available at
https://www.transit.dot.gov/regulations-and-guidance/fta-circulars/third-party-contracting-guidance
8. LICENSES:If applicable,successful vendor shall have a valid and current business license per Chapter 5.02 Section 5.02.010 of the Yak ima Municipal Code
covering this type of business and shall satisfy all applicable City Code provisions. Said license shall be obtained prior to the award of any PO/contract.
Inquiries as to fees,etc.,should be made to the Office of Code Administration,telephone(509)575-6121.
9. PAYMENTS AND ASSIGNMENTS:Invoices will not be processed for payment until items invoiced are received. All payments to Vendor shall be remitted
by mail,unless other arrangements have previously been made. Furthermore,the provisions of monies due under this contract shall only be assignable with
prior written consent of the City.
10. SHIPPING INSTRUCTIONS:Unless otherwise specified,all goods are to be shipped prepaid,FOB Destination. Where shipping addresses indicate room
numbers and/or inside delivery,it will be up to the Vendor to make delivery to that location at no additional charge. Where specific authorization is granted to
ship goods to FOB shipping point,Vendor agrees to prepay all shipping charges and route as instructed. It is also agreed that the Purchaser reserves the right
to refuse COD shipments.
11. REJECTION:All goods or materials purchased herein are subject to approval by the Purchaser. Any rejection of goods or materials resulting because of
nonconformity to the terms and specifications of this order,whether held by the Purchaser or returned will be at Vendor's risk and expense.
12. IDENTIFICATION:All invoices,packing lists,packages,shipping notices,and other written documents affecting this order shall contain the applicable PO
number. Packing lists shall be enclosed in each and every box or package shipped pursuant to this order,indicating the contents therein.
13. INFRINGEMENTS:Vendor agrees to protect and save harmless,the Purchaser against all claims,suits,or proceedings for patent,trademark,copyright,or
franchise infringement arising from the purchases,installation,or use of goods and materials ordered and to assume all expenses and damages arising from such
claims,suits,or proceedings,
14. WARRANTIES:Vendor represents and warrants that the goods are new,current,and fully warranted by the manufacturer. Delivered goods will comply with
specifications and be free from defects in labor,material and manufacture. All UCC implied and expressed warranties are incorporated in this PO. Vendor
shall transfer all warranties to the City.
15. CASH DISCOUNT:In the event that the Purchaser is entitled to a cash discount,the period of computations will commence on the date of delivery or receipt
of a correctly completed invoice,whichever is later. If an adjustment in payment is necessary due to damage,the cash discount period shall commence on the
date fmal approval for payment is authorized. If a discount is made part of the contract but the invoice does not reflect the existence of a cash discount,Purchaser
is entitled to a cash discount with the period commencing on the date it is determined by Purchaser that a cash discount applies.
16. TAXES: Unless otherwise indicated,the Purchaser agrees to pay all State of Washington sales or use tax. No charge by Vendor shall be made for Federal
excise taxes,and the Purchaser agrees to furnish Vendor,upon acceptance of articles supplies under this order,with an exemption certificate.
17. LIENS,CLAIMS,AND ENCUMBRANCES:Vendor warrants and represents that all the goods and materials ordered herein are free and clear of all liens,
claims,or encumbrances of any kind.
18. RISK OF LOSS:Regardless of FOB Point,Vendor agrees to bear all risks of loss,injury,or destruction of goods and materials ordered herein which occur
prior to delivery. Such loss,injury,or destruction shall not release Vendor from any obligation hereunder.
19. HOLD HARMLESS:Vendor shall indemnify,defend and hold harmless the City and its agencies,their divisions,officers,employees,and agents,from all
claims,suits or actions of any nature arising out of or related to the activities of Vendor,its officers,subcontractors,agents or employees under this PO/contract.
20. FORCE MAJEURE: Vendor will not be responsible for delays in delivery due to acts of God,fire,strikes,epidemics,war,riot,delay in transportation or
railcar transport shortages,provided vendor notifies the Purchasing Manager immediately in writing of such pending or actual delay. Normally,in the event or
any such delays(acts or God,etc.)the date of delivery will be extended for a period equal to the time lost due to the reason for delay.
21. TERMINATION: (i)The parties may terminate this PO by mutual agreement. (ii)The City may terminate this PO at any time with written notice to Vendor.
Upon receipt of the written notice,Vendor shall stop performance,and City shall pay Vendor for goods delivered and accepted. (iii)The City may terminate
this PO at any time if Agency fails to receive funding,appropriations,or other expenditure authority. (iv)If Vendor breaches any PO provision or is declared
insolvent,the City may terminate this PO for cause with written notice to Vendor, and Vendor shall be liable for all incidental and consequential damages
resulting from its breach,including all damages as provided in the UCC.
22. PUBLIC DISCLOSURE:PO and all contents and attachments shall be deemed a public record as defined in RCW 42.56"Public Records."
City PO Terms and Conditions 10/2020
14
23. NONDISCRIMINATION:During the performance of this contract,the Vendor agrees as follows:
The Vendor shall not discriminate against any person on the grounds of race,creed,color,religion,national origin,sex,age,marital status,sexual orientation,
pregnancy,veteran's status,political affiliation or belief,or the presence of any sensory,mental or physical handicap in violation of the Washington State Law
Against Discrimination(RCW chapter 49.60)or the Americans with Disabilities Act(42 USC 12101 et seq.).
In the event of the Vendor's noncompliance with the non-discrimination clause of this contract or with any such rules,regulations,or orders,this contract may
be cancelled,terminated,or suspended in whole or in part and the Vendor may be declared ineligible for any future City contracts.
24. ANTI-TRUST:Vendor and the Purchaser recognize that in actual economic practice,overcharges resulting from anti-trust violations are in fact borne by the
Purchaser,therefore,Vendor hereby assigns to the Purchaser any and all claims for such overcharges.
25. DEFAULT:The Vendor covenants and agrees that in the event suit is instituted by the Purchaser for any default on the part of the Vendor and the Vendor is
adjudged by a court of competent jurisdiction to be in default, he shall pay to the Purchaser all costs, expenses expended or incurred by the Purchaser in
connection therewith,and reasonable attorneys'fees.
26. SEVERABILITY:If a court of competent jurisdiction declares any provision of the PO to be invalid,the other provisions and the rights and obligations of the
parties remain in effect.
27. ACCEPTANCE: This order expressly limits acceptance to the terms and conditions stated herein. All additional or different terms proposed by Vendor are
objected to and hereby rejected,unless otherwise provided in writing by the City.
28. INSURANCE: For all public work and improvement projects, including maintenance projects,and upon request by the ordering department, the following
insurance requirements apply:
Indemnity/Contractor's Liability Insurance.
(A) The Service Provider agrees to indemnify and save harmless the City,its officers,agents and employees against and from any and all actions,
suits,claims,demands or liability of any character whatsoever brought or asserted for injuries to or death of any person or persons,or damages to property
arising out of,result from or occurring in connection with the performance or any service hereunder.
(B) The Service Provider shall take all necessary precautions in performing the work hereunder to prevent injury to persons and property.
(C) Contractors Liability Insurance: The contractor shall obtain and maintain in full force and effect during the term of the contract,commercial
general liability coverage with insurance carriers admitted to do business in the State of Washington. The insurance companies must carry a Best's Rating of
A-VII or better. At all times during the life of this contract,Contractor agrees to maintain,on a primary and non-contributory basis and at its sole expense,the
insurance coverages,limits,and endorsements noted below. All such insurance shall not be subject to any deductible or self-insured retention(SIR). There
shall be no cancellation,material change,reduction in limits or intent not to renew the insurance coverage(s)without 30 days written notice from the contractor
or its insurer(s)to City of Yakima.The requirements contained herein,as well as City of Yakima's review or acceptance of insurance maintained by Contractor
is not intended to and shall not in any manner limit or qualify the liabilities or obligations assumed by Contractor under this contract. The policies will be
written on an occurrence basis,subject to the following minimum limits of liability:
Commercial General Liability: Combined Single Limit: $2,000,000 Per Occurrence
$2,000,000 Annual Aggregate
Auto Liability: Combined Single Limit $2,000,000 Per Occurrence
The City of Yakima,its agents,employees,authorized volunteers;elected and appointed officials are included as Primary/Non-Contributory additional insured.
If Contractor carries higher coverage limits,such limits shall be shown on the Certificate of Insurance and Endorsements and City of Yakima shall be named as
an additional insured for such higher limits.
The Contractors'insurance coverage shall be primary insurance with respect to those who are Additional Insureds under this agreement. Any insurance,self-
insurance or insurance pool coverage maintained by the City shall be in excess of the Contractor's insurance and shall not contribute to it.
The contractor will provide a Certificate of Insurance to the City as evidence of coverage. A copy of the additional insured endorsement attached to the policy
will be included with the certificate. This Certificate of insurance shall be provided to the Purchasing Manager,prior to commencement of this work.
If at any time during the life of the contract or any extension,the contractor fails to maintain the required insurance in full force and effect,all work under the
contract shall be discontinued immediately. Any failure to maintain the required insurance may be sufficient cause for the City to terminate the contract.
The contractor shall also maintain workers compensation through the State of Washington.
(D) Contractor's Waiver of Employer's Immunity under Title 51 RCW. Contractor intends that its indemnification,defense,and hold harmless
obligations set forth above in section A. shall operate with full effect regardless of any provision to the contrary in Title 51 RCW,Washington's Industrial
Insurance Act. Accordingly,to the extent necessary to fully satisfy the Contractor's indemnification,defense,and hold harmless obligations set forth above in
section A,Contractor specifically waives any immunity granted under Title 51 RCW,and specifically assumes all potential liability for actions brought by
employees of the Contractor against the City and its officers,employees,agents,and volunteers. The parties have mutually negotiated this waiver. Contractor
shall similarly require that its subcontractors,and anyone directly or indirectly employed or hired by Contractor,and anyone for whose acts Contractor may be
liable in connection with its performance of this Agreement to comply with the terms of this paragraph,waive any immunity granted under Title 51 RCW,and
assume all potential liability for actions brought their respective employees.The provisions of this section shall survive the expiration or termination of this
Agreement.
(E) Should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115,then,in the event of liability for damages
arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the Contractor and the City,its officers,
officials,employees,and volunteers,the Contractor's liability hereunder shall be only to the extent of the Contractor's negligence.
29. FEDERAL SUSPENSION AND DEBARMENT: The contractor certifies,that neither it nor its"principals"(as defined in 49 CFR.29.105(p)is presently
debarred,suspended,proposed for debarment,declared ineligible,or voluntarily excluded from participation in this transaction by any federal department or
agency.
City PO Terms and Conditions 10/2020