HomeMy WebLinkAboutResolution - 2022-R0020 - PO 31062875 with Kann ManufacturingResolution No. 2022-R0020
Item No. 7.30
January 11, 2022
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK:
THAT the Mayor of the City of Lubbock is hereby authorized and directed to execute
and on behalf of the City of Lubbock, Purchase Order No. 31062875 in accordance
BuyBoard Contract 599-19 for the purchase of commercial side loader bodies, by and betw
the City of Lubbock and Kann Manufacturing Corp. of Guttenberg, Iowa and related docume
Said Purchase Order is attached hereto and incorporated in this resolution as if fully set fc
herein and shall be included in the minutes of the City Council.
Passed by the City Council on Tamiar; 11, 20?2
DANIEL M. POPE, MAYOR
ATTEST:
A,
Rebe ea Garza, City Secre ry
APPROVED AS TO CONTENT:
Erik Rejingf/As' istant City
APPROVED AS TO FORM:
41liLeisilre, Assistant City Attorney
ccdocs/RES.PurchaseOrd 31062875 commercial side loader—BuyBoard 599-19
11.04.21
`Lubbock PURCHASE ORDER
TEXAS
KANN MANUFACTURING CORPO I
TO: PO BOX 400
GUTTENBERG IA 52052
Page -
Date -
1 /4/2022
Order Number 31062875 000 OP
Branch/Plant 3526
CITY OF LUBBOCK
TO: FLEET SERVICES
206 MUNICIPAL DRIVE
LUBBOCK TX 79404
INVOICETO: CITYOFLUBBOCK
ACCOUNTSPAYABLE
P.O. BOX 2000 ( "V
LUBBOCK, TX 79457 BY:
Marta A erez, Director of Purchasing &Contract Management
Ordered 11/4/2021 Freight
Requested 12/17/2022 Taken By
Delivery PER N DODSON/ REQ 58068
CONTRACT 599-19/ PUR 16262
S BALLANCE
Ifyou have any questions, please contact
Natalie Dodson: NDodson@mylubbock.us or 806-775-2374
Description/Supplier Item Ordered
Unit Cost
UM Extension
Request Date
Body Assy SSL Tall Blade Slec
3.000
59,335.0000
EA
178,005.00
12/17/2022
Paint misc matl ppg#fdgh slc
3.000
2,945.0000
EA
8,835.00
12/17/2022
ppg#fdgh 90604 nc, int white
18.000
150.0000
EA
2,700.00
12/17/2022
Sngl Hook Load OPT Slec
3.000
2,925.0000
EA
8,775.00
12/17/2022
Lights lyd tg LED t/b Slec RR
3.000
1,250.0000
EA
3,750.00
12/17/2022
Strobe Wheelen m6a, lyd tg sle
3.000
295.0000
EA
885.00
12/17/2022
Beacon Wheelen L360 LWR IYTG
3.000
560.0000
EA
1,680.00
12/17/2022
7" Rod AMB Arrow Lights SLEC
3.000
328.0000
EA
984.00
12/17/2022
Lights Side work Option SLC
3.000
165.0000
EA
495.00
12/17/2022
Loading work lights SLEC
3.000
97.0000
EA
291.00
12/17/2022
Camera (3) Convoy 7" LCD 33"
3.000
2,150.0000
EA
6,450.00
12/17/2022
Rear Work Lights, BTM LT Bar
3.000
85.0000
EA
255.00
12/17/2022
Option CMPCTR Rev Press Switch
3.000
95.0000
EA
285.00
12/17/2022
SIec27YD SSL PTO/T PMP FRTLNR
3.000
31,253.0000
EA
93,759.00
12/17/2022
Surcharge
3.000
10,238.0000
EA
30,714.00
12/17/2022
Freight
3.000
2,665.0000
EA
7,995.00
12/17/2022
Terms NET 30 DAYS
345,858.00
This purchase order encumbers funds in the amount of $345,858.00 awarded to Kann Manufacturing Corp of Guttenberg,
Iowa, on January 11 2022. The following is incorporated into and made part of this purchase order by reference: Quote
dated December 29, 2021, from Kann Manufacturing Corp of Guttenberg, Iowa, and BuyBoard Contract 599-19.
Resolution # 2022-R0020
CITY OF LUBBOCK
Daniel M. Pope, Mayor
lyl"NST:
Reb Gaaa, City Secreta
Rev. 9/2021
Seller and Buyer agree as
follows:
PURCHASE ORDER
TERMS AND CONDITIONS
IMPORTANT: READ CAREFULLY
STANDARD TERMS AND CONDITIONS
CITY OF LUBBOCK, TX
1. SELLER TO PACKAGE GOODS. Seiler will package goods in accordance wide good commercial practice.
Each shipping container shall be clearly and permanently marked as follows (a) Seller's name and address,
(b) Consignee's name, address and purchase order or purchase release number and the supply agreement number
if applicable, (c) Container number and total number of containers, e.g. box 1 of 4 boxes, and (d) the number
of the container bearing the packing slip. Seller shall bear cost of packaging unless otherwise provided. Goods
shall be suitably packed to secure lowest transportation costs and to conform with requirements of common
carriers and any applicable specifications. Buyer's count or weight shall be final and conclusive on shipments
not accompanied by packing lists.
2. SHIPMENT UNDER RESERVATION PROHIBITED. Seller is not authorized to ship the goods under
reservation and no tender of a bill of lading will operate as a tender of goods.
3. TITLE AND RISK OF LOSS. The title and risk of loss of the goods shall not pass to Buyer until Buyer
actually receives and takes possession of the goods at the point or points of delivery.
4. NO REPLACEMENT OF DEFECTIVE TENDER Every tender of delivery of goods must fully comply
with all provisions of this contract as to time of delivery, quality and the like. If a tender is made which does
not fully conform, this shall constitute a breach and Seller shall not have the right to substitute a conforming
tender, provided, where the time for performance has not yet expired, the Seller may reasonably notify Buyer
of his intention to cure and may then make a conforming tender within the contract time but not afterward.
5. INVOICES & PAYMENTS. a. S e 11 e r shall submit separate invoices, in duplicate, one each purchase
order or purchase release after each delivery. Invoices shall indicate the purchase order or purchase release
number and the supply agreement number if applicable. Invoices shall be itemized and transportation charges,
if any, shall be listed separately. A copy of the bill of lading, and the freight waybill when applicable, should
be attached to the invoice. Mail To: Accounts Payable. City of Lubbock, P. O. Box 2000, Lubbock, Texas
79457. Payment shall not be due until the above instruments are submitted after delivery.
6. GRATUITIES. The Buyer may, by written notice to the Seller, cancel this contract without liability to
Seller if it is determined by Buyer that gratuities, in the form of entertainment, gifts or otherwise, were offered
or given by the Seller, or any agent or representative of the Seller, to any officer or employee of the City of
Lubbock with a view to securing a contract or securing favorable treatment with respect to the awarding or
amending, or the making of any determinations with respect to the performing of such a contract. In the event
this contract is canceled by Buyer pursuant to this provision. Buyer shall be entitled, in addition to any other
rights and remedies, to recover or withhold the amount of the cost incurred by Seller in providing such gratuities.
7. SPECIAL TOOLS & TEST EQUIPMENT. If the price stated on the face hereof includes the cost of any
special tooling or special test equipment fabricated or required by Seller for the purpose of filling this order,
such special tooling equipment and any process sheets related thereto shall become the property of the Buyer
and to the extent feasible shall be identified by the Seller as such.
8. WARRANTY -PRICE. a. The price to be paid by the Buyer shall be that contained in Seller's bid
which Seller warrants to be no higher than Seiler's current process on orders by others for products of the kind
and specification covered by this agreement for similar quantities under similar of like conditions and methods
of purchase. In the event Seller breaches this warranty, the prices of the items shall be reduced to the
Seller's current prices on orders by others, or in the alternative. Buyer may cancel this contract without
liability to Seller for breach or Seller's actual expense. b. The Seller warrants that no person or selling agency
has been employed or retained to solicit or secure this contract upon an agreement or understanding for
commission, percentage, brokerage, or contingent fee excepting bona fide employees of bona fide established
commercial or selling agencies maintained by the Seller for the purpose of securing business. For breach of
vitiation of this warranty the Buyer shall have the right in addition to any other right of rights to cancel this
contract without liability and to deduct from the contract price, or otherwise recover without liability and to
deduct from the contract price, or otherwise recover the full amount of such commission, percentage, brokerage
or contingent fee.
9. WARRANTY -PRODUCT. Seller shall not limit or exclude any implied warranties and any attempt to do
so shall render this contract voidable at the option of the Buyer. Seller warrants that the goods furnished will
conform to the specification, drawings, and descriptions listed in the bid invitation, and to the sample(s) furnished
by the Seller, if any. In the event of a conflict or between the specifications, drawings, and descriptions, the
specifications shall govern. Notwithstanding any provisions contained in the contractual agreement, the Seller
represents and warrants fault -free performance and fault -free result in the processing date and date related data
(including, but not limited to calculating, comparing and sequencing) of all hardware, software and firmware
products delivered and services provided under this Contract, individually or in combination, as the case may
be from the effective date of this Contract. The obligations contained herein apply to products and services
provided by the Seller, its sub- Seller or any third party involved in the creation or development of the products
and services to be delivered to the City of Lubbock under this Contract. Failure to comply with any of the
obligations contained herein, may result in the City of Lubbock availing itself of any of its rights under the
law and under this Contract including, but not limited to, its right pertaining to termination or default. The
warranties contained herein are separate and discrete from any other warranties specified in this Contract,
and are not subject to any disclaimer of warranty, implied or expressed, or limitation of the Seller's liability
which may be specified in this Contract, its appendices, its schedules, its annexes or any document incorporated
in this Contract by reference.
10. SAFETY WARRANTY. Seller warrants that the product sold to the Buyer shall conform to the standards
promulgated by the U. S. Department of Labor under the Occupational Safety and Health Act of 1970. In the
event the product does not conform to OSHA standards, Buyer may return the product for correction or
replacement at the Seller's expense. In the event Seller fails to make the appropriate correction within a
reasonable time, correction made by Buyer will be at the Seller's expense.
11. NO WARRANTY BY BUYER AGAINST INFRINGEMENTS. As part of this contract for sale Seller
agrees to ascertain whether goods manufactured in accordance with the specifications attached to this agreement
will give rise to the rightful claim of any third person by way of infringement of the like. Buyer makes no
warranty that the production of goods according to the specification will not give rise to such a claim, and in no
event shall Buyer be liable to Seller for indemnification in the event that Seller is sued on the grounds of
infringement of the like. If Seller is of the opinion that an infringement or the like will result, he will notify the
Buyer to this effect in writing within two weeks after the signing of this agreement. If Buyer does not receive
notice and is subsequently held liable for the infringement or the like, Seller will save Buyer harmless. If
Seller in good faith ascertains the production of the goods in accordance with the specifications will result in
infringement or the like, the contract shall be null and void.
12. NON APPROPRIATION. All funds for payment by the City under this contract are subject to the
availability of an annual appropriation for this purpose by the City. In the event of nonappropriation of funds
by the City Council of the City of Lubbock for the goods or services provided under the contract, the City will
terminate the contract, without termination charge or other liability, on the last day of the then -current fiscal
year or when the appropriation made for the then -current year for the goods or services covered by this contract
is spent, whichever event occurs first. If at any time funds are not appropriated for the continuance of this
contract, cancellation shall be accepted by the Seller on thirty (30) days prior written notice, but failure to give
such notice shall be of no effect and the City shall not be obligated under this contract beyond the date of
termination.
13. RIGHT OF INSPECTION. Buyer shall have the right to inspect the goods at delivery before accepting
them.
14. CANCELLATION. Buyer shall have the right to cancel for default all or any part of the undelivered
portion of this order if Seller breaches any of the terns hereof including warranties of Seller or if the Seller
becomes insolvent or commits acts of bankruptcy. Such right of cancellation is in addition to and not in
lieu of any other remedies which Buyer may have in law or equity.
15. TERMINATION. The performance of work under this order may be terminated in whole, or in part by the
Buyer in accordance with this provision. Termination of work hereunder shall be effected by the delivery
of the Seller of a "Notice of Termination' specifying the extent to which performance of work under the
order is temtinated and the date upon which such termination becomes effective. Such right or termination is
in addition to and not in lieu of the rights of Buyer set forth in Clause 14, herein.
16. FORCE MAJEURE. Neither party shall be held responsible for losses, resulting if the fulfillment
of any terms of provisions of this contract is delayed or prevented by any cause not within the control of the
party whose performance is interfered with, and which by the exercise of reasonable diligence said party is
unable to prevent.
17. ASSIGNMENT -DELEGATION. No right or interest in this contract shall be assigned or delegation of
any obligation made by Seller without the written permission of the Buyer. Any attempted assignment or
delegation by Seller shall be wholly void and totally ineffective for all purpose unless made in conformity with
this paragraph.
18. WAIVER No claim or right arising out of a breach of this contract can be discharged in whole or in part
by a waiver or renunciation of the claim or right unless the waiver or renunciation is supported by
consideration and is in writing signed by the aggrieved party.
19. INTERPRETATION -PAROLE EVIDENCE. This writing, plus any specifications for bids and
performance provided by Buyer in its advertisement for bids, and any other documents provided by
Seiler as part of his bid, is intended by the parties as a final expression of their agreement and intended also
as a complete and exclusive statement of the terns of their agreement. Whenever a term defined by the
Uniform Commercial Code is used in this agreement, the definition contained in the Code is to control.
20. APPLICABLE LAW. This agreement shall be governed by the Uniform Commercial Code. Whenever
the temi "Uniform Commercial Code" is used, it shall be construed as meaning the Uniform Commercial
Code as adopted in the State of Texas as effective and in force on the date of this agreement.
21. RIGHT TO ASSURANCE. Whenever one party to this contract in good faith has reason to question
the other parry's intent to perform he may demand that the other party give written assurance of his intent to
perform. In the event that a demand is made and no assurance is given within five (5) days, the demanding
party may treat this failure as an anticipatory repudiation of the contract.
22. INDEMNIFICATION. Seller shall indemnify, keep and save harmless the Buyer, its agents, officials and
employees, against all injuries, deaths, loss, damages, claims, patent claims, suits, liabilities, judgments, costs
and expenses, which may in anywise accrue against the Buyer in consequence of the granting of this Contract
or which may anywise result therefrom, whether or not it shall be alleged or determined that the act was
caused through negligence or omission of the Seller or its employees, or of the subSeller or assignee or its
employees, if any, and the Seller shall, at his own expense, appear, defend and pay all charges of attorneys
and all costs and other expenses arising therefrom of incurred in connection therewith, and, if any judgment
shall be rendered against the Buyer in any such action, the Seller shall, at its own expenses, satisfy and
discharge the same Seller expressly understands and agrees that any bond required by this contract, or
otherwise provided by Seller, shall in no way limit the responsibility to indemnify, keep and save harmless
and defend the Buyer as herein provided.
23. TIME. It is hereby expressly agreed and understood that time is of the essence for the performance of
this contract, and failure by contract to meet the time specifications of this agreement will cause Seller to
be in default of this agreement.
24. MBE. The City of Lubbock hereby notifies all bidders that in regard to any contract entered into
pursuant to this request, minority and women business enterprises will be afforded equal opportunities to
submit bids in response to this invitation and will not be discriminated against on the grounds of race, color,
sex or natural origin in consideration for an award.
25. NON -ARBITRATION. The City reserves the right to exercise any right or remedy to it by law, contract,
equity, or otherwise, including without limitation, the right to seek any and all forms of relief in a court of
competent jurisdiction. Further, the City shall not be subject to any arbitration process prior to exercising
its un restricted right to seek judicial remedy. The remedies set forth herein are cumulative and not exclusive,
and may be exercised concurrently. To the extent of any conflict between this provision and another provision
in, or related to, this document, this provision shall control.
26. RIGHT TO AUDIT. At any time during the term of the contract, or thereafter, the City, or a duly
authorized audit representative of the City or the State of Texas, at its expense and at reasonable times,
reserves the right to audit Contractor's records and books relevant to all services provided to the City under
this Contract. In the event such an audit by the City reveals any errors or overpayments by the City.
Contractor shall refund the City the full amount of such overpayments within thirty (30) days of such
audit findings, or the City, at its option, reserves the right to deduct such amounts owing the City from any
payments due Contractor.
27. ASSIGNING OR SUBLETTING THE CONTRACT. The Contractor shall not assign or sublet the contract,
or any portion of the contract, without written consent from the Director of Purchasing and Contract
Management. Should consent be given, the Contractor shall insure the Subcontractor or shall provide proof on
insurance from the Subcontractor that complies with all contract Insurance requirements
-
29. HOUSE BILL 1295 DISCLOSURE OF INTERESTED PARTIES. House Bill 1295, adopted by the 84th
Legislature, created §2252.908, Texas Government Code. Section 2252.908 requires a business entity entering
into certain contracts with a governmental entity or state agency to file with the governmental entity or state
agency a disclosure of interested parties at the time the business entity submits the signed contract to de
governmental entity or state agency. Instructions for completing Form 1295 are available at:
htipd/www ci lbbock tr us/depattment�l-websites/departments/purchasinUvendor information
30. CONTRACTOR ACKNOWLEDGES, by supplying any Goods or Services that the Contractor has read,
fully understands, and will be in full compliance with all terns and conditions and the descriptive material
contained herein and any additional associated documents and Amendments. The City disclaims any terms and
conditions provided by the Contractor unless agreed upon in writing by the parties. In the event of conflict
between these terms and conditions and any terms and conditions provided by the Contractor, die terms and
conditions provided herein shall prevail. The terms and conditions provided herein are the final terms agreed
upon by the parties, and any prior conflicting terms shall be of no force or effect.
31. TEXAS GOVERNMENT CODE, CHAPTER 2252. The undersigned representative of the undersigned
company or business, being an adult over the age of eighteen (18) years of age, pursuant to Texas Government
Code, Chapter 2252, Section 2252.152, certify that the company named above is not listed on the website of
the Comptroller of the State of Texas concerning the listing of companies that are identified under Section
806.051, Section 807.051 or Section 2253.153. 1 further certify that should the above -named company enter
into a contract that is on said listing of companies on the website of the Comptroller of the State of Texas, which
do business with Iran. Sudan or any Foreign Terrorist Organization, I will immediately notify the City of
Lubbock Purchasing and Contract Department.
32. TEXAS GOVERNMENT CODE, CHAPTER 2270 This section applies only to a contract that: (1) is
between a governmental entity and a company with 10 or more full-time employees, and (2) has a value of
$100.000 or more that is to be paid wholly or partly from public funds of the governmental entity. (b) A
governmental entity may not enter into a contract with a company for goods or services unless the contract
contains a written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott
Israel during the term of the contract.
33. TEXAS PUBLIC INFORMATION ACT. The requirements of Subchapter J. Chapter 552, Government
Code, may apply to this contract and the contractor or vendor agrees that the contract can be terminated if the
contractor or vendor knowingly or intentionally fails to comply with a requirement of that subchapter. To the
extent Subchapter J. Chapter 552, Government Code applies to this agreement, Pursuant to Section 552.301(c)
of the Texas Government Code; the City of Lubbock has designated the following entail address for which
public information requests may be made by an emailed request. Please send this request to this email address
for it to be processed: orr 0mylubbock.us.
REV. 9/2021
Kann Manufacturing Corporation
P.O. Box 400 - 210 Regent Street - Guttenberg, Iowa 52052
Phone: 563-252-2035 - Fax: 503-252-3069 - Email: sales@kannmfg.com QUOTE
Quote To: CITY OF LUBBOCK
LUBBOCK., TX 79457-
Contact DOMINIC
Customer 0012068
Teleohone 806-775-2376 Fax 806-775-3085
Date Quote #
12/29 21 00008026
Ship To: CITY OF LUBBOCK
208 MUNICIPAL DR
LUBBOCK, TX 79457-
Terms
Expiry Date
Salesperson
1
Ship Ma
NET 30 DAYS
01/29/22
RT
I DELIVER
Qty Part # Description Unit price Ext. Price
3.0
3531545
3.0
3530709
18.0
1800306-18
3.0
4530098
3.0
3531115
3.0
4530093
3.0
4530092
3.0
4530094
3.0
4530006
3.0
4530050
3.0
4530091
3.0
4530102
3.0
4530107
3.0
5530013
3.0
5000192
3.0
FREIGHT
BUYBOARD CONTRACT #599-19
BUYBOARD ITEM #10: CURB MASTER SERIES, SLEC
SERIES 27-YD: COMMERCIAL SIDE -LOADER, EJECT
UNLOADING,ROUND TOP
BODY ASSY SSL TALL BLADE SLEC RR
PAINT, MISC MATL PPG#FDGH SLC
PPG#FDGH 90604 NC, INT WHT
SNGL HOOK LOAD OPT SLEC
LIGHTS, IYD TG LED T/B SLEC RR
STROBE WHEELEN MBA, IYD TG SLE
BEACON WHEELEN L360, LWR 1YTG
7" RND AMB ARROW LIGHTS SLEC
LIGHTS, SIDE WORK OPTION SLC
LOADING WORK LIGHTS, SLEC
CAMERA, (3) CONVOY 7" LCD 3N
REAR WORK LIGHTS, BTM LT BAR
OPTION, CMPCTR REV PRESS SWTCH
SLEC27YD SSL PTO/T PMP FRTLNR
SURCHARGE
59,335.000
178,005.00
2,945.000
8,836.00
150.000
2,700.00
2,925.000
8,775.00
1,250.000
3,750.00
295.000
885.00
560.000
1,680.00
328.000
984.00
165.000
495.00
97.000
291.00
2,150.000
6.450.00
85.000
255.00
95.000
285.00
31,253.000
93,759.00
10,238.000
30,714.00
2,665.000
7,995.00
Page 1 of 3
Kann Manufacturing Corporation
P.O. Box 400 - 210 Regent Street - Guttenberg, Iowa 52052
Phone: 563-252-2035 - Fax: 563-252-3069 - Email: sales@kannmfg.com QUOTE
Sub Total: 345,858.00
Sales Tax: 0.00
Federal Excise Tax: 0.00
Freight: 0.00
Total: 345,858.00
-Customer is responsible for throttle advance programming if required.
- F.O.B. Kann Manufacturing Corporation. Freight charge is estimated based upon fuel cost at the time of quotation. The charge
subject to change at the time of delivery.
- Modifications to customer supplied chassis will be at the customer's expense and will be added to the customer's invoice.
Customers will be notified prior to any modifications.
- If Kann Manufacturing Corporation facilitates the customer purchase of a chassis, C.O.D. terms on both chassis and body will
supercede all other specified terms found in this agreement.
" Ordering Information:
Order date: Number of Units Ordered: Customer's P.O.
Customer Order Authorization
Kann Manager Authorization:
Page 2 of 3
Kann Manufacturing Corporation
P.O. Box 400 - 210 Regent Street - Guttenberg, Iowa 52052
Phone: 663-252-2035 - Fax: 563-252-3069 - Email: sales@kannmfg.com QUOTE
KANN MANUFACTURINGCORPORATION
OFFER OF SALE
1. l3aftlitlerhs. As used herein. he fo kwmg temis have the meeNrigs Indicated.
Buyer: means any Customer receiving a Quote for Products.
goods: means any tngtbia part, system or component to be supplied bySeller.
Products: means the Goods and/or Services described In the Quote.
Quote: means the offer or proposal made by Seger to Buyer for the supply of Products.
Seller. means Kean Manufacturing Corporation (Kann), including all dNW ma and businesses thereof.
Services; means any services to be provided by wear.
Terms: means the tames and conditions of this Offer of Sale.
2. Temps. All sales of Products by Seller are expressly conditloned upon, and will be governed by the acceptance of, these Terris. These Terms are incorporated into any, Quote provided
by Seller to the Buyer. Buyer's order for any Products whether communicated to Sailor verbally, In milling. by electronic data Interface or other atedronlc commerce, shag c acceptance of these
Temps. Seller objects to any contrary or additional temms or conditions of Buyer. Reference In Seller's order acknowledgement to Buyer's purchase order or purchase order rnrrnbar shaft In way
constitute an acceptance of any of Buyer's terms or conditions of purchase. No moditicatton to these Temps W be binding on Seiler unless agreed to In writing end signed by an authorized
representative or Seger.
3. Price. Pavmermt, The Products set forth in the Quote are offered for sale at the prices indicated In the Quote, unless otherwise specifically stated In the Quote. Prices are valid 4thiny (30)
days and do not
. ail p � Include any sales, use, or other taxes or duties. Sailer reserves pia right to modify pries at any time to adjust for any raw materiel price fluctuation. Unless otherwise specified by
x Works (EXW) Sellers facility (INCOTERMS 2020). All soles tiro contingent upon credit approval and full payment for all purchases is due thirty (30) days from the date of
Invoice (or such date as may be specified hihe Quote). Unpaid Invoices beyond the specified payment date Incur interest at the rate of 1.5% per month or the maximum allowable rate under applicable
law.
4. Shipment: Daltve�r Title and Rlsk of Loaa. AN delivery dates are approximate, and Seller is not responsible for damages resulting from any delay. Regardless of the manner of
shipment, delivery occurs and title a risk of loss or damage pass to Buyer, upon placement of the Products with the carrier at Sakes facility. Unless otherwise agreed prior to shipment, the Buyer Is
responsible to select and arrange. at Buyer's Bole expense, the carrier and means of delivery. If It Is agreed that the Seger Is to select and arrange the carrier and means of delivery, freight and
insurance costs for the shipment to the dealgnated delivery location will be prepaid by Seger and added as a separate tine item to the invoice. Buyer shall be responsible for any additional shipping
charges tncurred by Setter due to Buyers acts or osisslons. Buyer shag not return or repackage any Products without the prior written authorization from Sailer. and any return shag be at the sole cost
and expense of Buyer.
S. YLq=[. The warranty for the Products is specified In the Kann Warranty Policy; In summary. the Goods are warranted against defects In material or workmanship for a period of IweNe
(12) mmnt►e unless otherwise specified and agreed upon, from the date of delivery.
ra. c.rarrrrs: commerrcoment of Aotlona. Buyer shall promptly Impact all Products upon receipt. No dalms for ahortmgaa will be allowed unless reported to the Seller within ten (10) days of
ion uyer shall notify Seller of airy alleged breae h olwarrartty within thhy (30)days after the date the non-conformance is or should have been dlsoovered by Buyer. Any dahn or action against
ad upon breach of conVact or any other theory. Including tort. negftanca, or otherwise must be commenced within twelve (12) months tom the date of the allegedl breach or other alleged
evnenti
without regaM to the data of dfsxovery.
%OF WARRANTY, SELLER WILL. AT ITS OPTION, REPAIR OR REPLACE THE NON -CONFORMING PROOUCTWITHIN A
REAABLE PERIOD OF TIME [N NO L�/ENT IS SELLER LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGl:8 INCLUDING ANY LOBS OF REVENUE
OltLEGAL THEORY. IN NO EVENT SHALL SELL ERR LIABILITY TINDER ANY CLAgH MADE BY BUYER EXCF�D TFiE
PUR8E PRICE PAID FOR THE pROpUCT3.
8. 8ecur1ty Interest. To setxrre payment xf all sums due from Buyer. Seller retains a security Interest In all Products delivered to Buyer and, Buyers acceptance of these Terms is deemed
Seller's tbe a y t Agreement under the Uniform Commmercla! Codo. Buyer authorizes Seller as Its attomey to execute and file on Buyers behalf all documents Seller deems no to perfect
9. User Responsibility. Buyer, througtr Ile own analysis and testing, is solely responsible for making the final selection of the Products and assuring that all performance. endurance.
malnlenano% safely and warning requlrernents of the application of the Products are met. Buyermust analyhm ail aspects of the application and follow appecabto Industry standards, spedgcations,
and any technical tnfarrrmatlon provided with the Quote or the Products, such as Seller's instructions, guides and specifications. If Seger provides options of or for Products based upon data or
spaciticaUons provkled by Buyer, Buyar le responsible far datomnitIng that such data and specifications are suitable and sufficient for all eppecaSans and r for Products
uses at the
Products !n the event Buyer 1 not the end•usdr of the Products, Buyer will ensure such end.usar compiles with this paragraph.
10. Buyer shag oonply with all Instrurdtona, guides and speClitcatlons provided by Seller with the Quote or the Products. if
Buyor uses ar re8ail the Products In any way prohibited by Sellers irnsUuctlone. guides or spocifkz;iiona, or Buyer otherwise falls to comply with Sellers Instructlons. gulden and specifications,
Buyer acknowledges that any such use. resale, or non -Compliance LR at Buyer's sole risk. Further, Buyer shell Indemnify, defend. and hold Seller harmless from any losses, claims, liabilities,
damages. . jurdgmenls and costa (tnduuding attorney fees and defense costs), whether for personal Injuryproperty damage, intellectual property Infringement or any other claim ad" of or In aonrieaCon with: (a) Improper selection. design. specification. appilcetim% or any misuse of Products: (b) any act or omisslon, negligent or otherwise, of Buyer, (c) Seller's use�of p eves,
tools, equrpmer,14 plans, drawings. designs, speditceticas xr other Information at things furnished by Buyer; (d) damage to the Products from an external cause, repair Ora repair b anyone
other than Seger. failuto fallow nstmctions. guides and specifications provided by Seller, use with goods Trot provided by Seller. or openln% modifying, daaonsWafin
re 9. tarrmparbmg with or
repackaging the Products; or (a) Buyers fatiure to comply with these Terms. Seller shag not Indemnify Buyer under any circumstance except es othwailse provided in these Terms.
11. Concellatl a and Chanow. Buyer may not cancel or modify. Including but not flmfled to movement of delivery dales for the Product& o f any oolar for arty reason except with
the Sellers written eansenL and upon terms that will Indemnify, defend and told Seiler harmless against all direct. Incidental and co sequential loss or damage and any additional re expense. Sagan.
Sage and the Seger has theme specifications, designs and eIt the of Wier
accepts
p [f the buyer requests a st from
I lion of Products for any reason, the request must be submitted In wrfUng to rho
cancel the Prod �r request, toIf the Salter excepts the d by the
sale
request the B�, the Buyer writ be notified by the Seller in writing of the acceptance to
trs in from the order, and the B all pay, as dating feed by, end t he solo dlMe c on of the Seiler, the higher of the two costs of, either (1) the total accumulative cost
that the Seger has In the Product nt time of cancellation. or (g) a 2896 restocking foe of the Quoted price for the cancellation of any or all Products as requested.
12. Limitrmtion on Aaafam ant Buyer may not assign Its rights or obligations without the prior written consent of Seger.
13. t=orae Malauro. Seger Is not liable for delay or failure to perform any of Its obligations by reason of events or circumstances beyond its reasonable control. Such dreumstances induce
without Ilnitaifam: accidents, labor disputes or stoppages, government acts or orders. acts of nature. pandemles, epldemks. other widespread Ltness, or public health emergency, delays or Include
In delivery from carriers or suppliers, ehortages of materials, war (whether declared or not) or the serious threat of same, dote, rebeglons, acts of terrorism, ire or any reason whether similar to the
f Or otherwise. uchfor Seger writ resand the uidurmaneu as soon as pmscttcableaft r ire eveai of force majeure has been removed. AA delivery dates affected by farce rajoure steal be tolled for
foregoing
of such farce majauro and raschaduldd for miXually agreed dates as soon as practicable after the tome majourn corrmtian ceases to exist. Force rnajcrre shall not include financial
distress. insolvency, bankruptcy. or other similar coodclons affecting one of the parties, affiliates and/or sub-contractore.
14. Waiver and SMMITI lGty. Failure to enforce any provision of these Terms will not Invalidate that provision; nor will any such failure prejudloe either party's right to enforce chat provision In
Me future. Invalidation of any provision of these Temps shall not Invacdate any other provision homin and, the remaining provisions wril remain In full force and effect.
1 S. 7 ry natfan. Seller rosy tertrd�a any a governed by or arising from Imase Terris for any meson and at any time by gMng Buyer arty (30) days prior written notice. Solar may
a�B� p art otemfmirnat�s writ< If B y provision of these Tams, (b) becomes w is deemed insolvent. (a) appoints or has appointed a trustee, mookeror cuestodian for
uy property, (d) fifes a petition for relief In bankruptcy on Its amen behalf. or one Is flied against r+eBuyer by a third party, (e) makes an assignment for the benefit of
cdttora; or (t) dissolves is business or liquidates all or a majority of Its aseets.
18. Indemnity for IrM1`194M t of Intellectu i-Prooerty Rieh a. Setter Is not liable for Infrtngcment of any patdnis, trademarks, copyrights, trade dress, trade socrets or similar rights
('intellectual Property Rights") except as provided In tit Section. Seiler wig defend at Its expanse and wi0 pay the cast of an settlement or d
Buyerbased on a third Y omegas awarded In an action brought against
leto
Seerera obi f�KY �� that ore or more of the Products soil hereunder Infringes time lrhteeeGmrsl Property Rights of a third party In the country of delivery of he Products by Seller to
Buyer.the ell clips g atlmincluding �arrd Indemnify Buyer Is contingent on Buyer notiyrng Seger wittdn ten (10) days after Bayer becomes aware of any such claim, and Seller having sole oontrd over
negotiations for eatflernent or oompron %& If time or more Products sold hereunder to subject to such a claim. Setter may. at Us ado expense and le on procure
for Buyer the right to continue using the Products. replace or modify the Products so as to render thorn nof-Wriging, or offer to accept return of the Products and refund the purchase price Isis a
ressonable allowance for depredation. Soler has no obligation or ilablMy for any claim of Infringement: (I) arising from Information provided by Buyer, or (5) directed to any Products provided
hereunder for which the doelgne are spaded In whole or part ��yy Boyar. or (01) resulting from the modification. combination or use in a system of any Products provided hereunder. The foregoing
provisions of this Section constitute Soirees sole and exclusive Ilabetty and Buyers sofa and exclusive remedy for claims of infra Bement of Integactua, Property Rights.
17. S#overrhftma Law. These Terms and Lhe sale and delivery of an Products are deemed to have taken place In. and shell be governed and construed In accordance with, the laws of the State
of Iowa, as appecablo to contracts executed and wholly performed therein and without regard to conflicts of taws principles. Buyer Irrevocably agrees and consents to the exclusive Judsdietlon and
venue of the courts or Clayton County, Iowa with respect to anydispute, controversy or claim arlstng out of or relating to Ito sale and delivery of the Products.
1 B. Entire Aareot%i2M. These Torres, along with the terms set forth In the main body of any Quota, forms the entire agreement between the Buyer and Seiler and constitutes the Mel, complete
am exclusive expression of the terns of sale and purchase. In the event of a conflict between any term set forth In the main body of a Quote end these Terns, die tarns set forth In he main body of
the Quota shag prevail. All prior or contemporaneous mitten ororal agreements or negotlatfors with respect to he subject metier shag have no affect. These Temps may not be mooiRed unless In
writing sand signed by an authorized representative of Seger.
19. Campllancd with Buyer agrees to oomply with aapplicable lawn, regulations, and Industry and professional standards, Including those of the Wind States of America. and the
country or countries In which Buyer may operate. Indtuding without emitallon the U.S. Foreign Corrupt Practices Ad CFCPA ), the U,S. Anil-tackbadc Act ("Anti-Wckbadc Act'), U.S. and E.U.
export control and sondlone levee ("t�rport Lavvsr), the U.& Food Drug and Cosmettc Act CFDCA"N srtd time rules and regulations promulgated by the U.S. Food and Drug Adm(nisaation CFO
each as currently amended. Buyer agrees to indemrlfy, ddfdnd. and hold harmless Wier from the consequences of anaw
y violation of such two. regulations and standards by Buyer. Its emit q"),
or
agents. Buyer aolumawledges that it IsfemEllar with all applicable provisions of the FCPA. the Anti-Wckback Ad. Export Lowe. the FOCA and the FDA and certifies that t erwill adhere to the
requirements hereof and not take any action that would make Soler violate such requirements. Buyer represents and agrees that Buyer w11 not make any payment or give, anything of value, directly or bfdlrectly.to any governments! official, foreign potical party or official Iflareof. candidate for foreign political office, or canmerclal antlty or person. for any Improper purposo, inchung the purpose
of
Innfisencingsuch ller In a msperson to or for purchase
Products or otherwise bendt the business of Sailer: Buyer further represents and agrees that I will not receive, use. seMce, transfer or ship any Products
Inionmmatlon ar contents, Including stttemmese that lnntts an other mitten Export Lam or would cause Ito be In u violeft tionongoing
in Export Lowe. Buyer art Lo to prorrhpty and re8ably provide Seiler all requested
nit Bayard ongobhg compliance with Export Laws.
Page 3 of 3
CERTIFICATE OF INTERESTED PARTIES FORM 1295
1of1
Complete Nos. 1- 4 and 6 If there are interested parties.
OFFICE USE ONLY
Complete Nos.1, 2, 3, S, and 6 if there are no interested parties.
CERTIFICATION OF FILING
Certificate Number:
1 2022-837266
1
Name of business entity filing form, and the city, state and country of the business entity's place
of business.
KANN MANUFACTURING CORPORATION
GUTTENBERG, IA United States
Date Filed:
01/06/2022
2
Name of governmenta entity or state agency that is a party tot the contract for which the form Is
being filed.
CITY OF LUBBOCK
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.
PO 31062875
KANN Bodies
4'
Name of Interested Party
City, State, Country (place of business)
Nature of Interest
(check applicable)
Controlling
Intermediary
KANN, WILLIAM
GUTTENBERG, IA United States
X
TAAKE, ROGER
GUTTENBERG, IA United States
X
5
Check only if there Is NO Interested Party. ❑
6
UNSWORN DECLARATION
My name is P", and my date of birth Is !
My address is W 9 Z. KW S4. CIA,
(street) (CRY) (state) (zip code) (country
I declare under penalty of perjury that the foregoing is true and correct.
Executed In County, State of tea-- . on the 7 day of 0
(month) 0 (year)
Signature of authod gent of contracting business entity
(Declarant)
Forms provides ny Texas Ethics Commission www.ethics.state.tx.us Version V1.1.191b5cdc
CERTIFICATE OF INTERESTED PARTIES
FORM 1295
1 of 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
Certificate Number:
1 Name of business entity filing form, and the city, state and country of the business entity's place
of business.
2022-837266
KANN MANUFACTURING CORPORATION
GUTTENBERG, IA United States
Date Filed:
01/06/2022
2 Name of governmental entity or state agency that is a party to the contract for which the forms
being filed.
CITY OF LUBBOCK
Date Acknowledged:
01/07/2022
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.
PO 31062875
KANN Bodies
4
Name of Interested Party
City, State, Country (place of business)
Nature of interest
(check applicable)
Controlling
Intermediary
KANN, WILLIAM
GUTTENBERG, IA United States
X
TAAKE, ROGER
GUTTENBERG, IA 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