HomeMy WebLinkAbout971742.tiffProposal and Agreement of Sale
GE Capital Modular Space
DENVER
18151 EAST 6TH AVE.
AURORA
CO 80011
Telephone:
Fax:
303-340-0020
303-340-5909
SALE AGREEMENT NO.:
CUSTOMER NO.:
SALE AGREEMENT DATE:
PAGE:
113010
000000
07/01/1997
1
GE CAPITAL MODULAR SPACE, a division of Transport International Pool, Inc., a Pennsylvania corporation hereinafter
referred to as "Seller", hereby submits for acceptance by:
WELD COUNTY HEAD START
PO BOX 1805
GREELEY
CO 80632
Customer Contact: JANET SLAUGHER
Telephone: 970-353-3800
Fax: 9703563976
Delivery Address:
Unit: 014677
290 HAP COURT
OLATHE
CO 81425
Unit: 014678
hereinafter referred to as "Buyer, the following proposal to furnish the equipment described below for the prices indicated:
PRICE
QTY DESCRIPTION
1 Unit: 014677, S/N: 30852860RA Unit Size: 14' x 68'
DOUBLE CLASSROOM w/ ADA BATHROOMS
Manufacturer: ROSEWOOD ENTERPRISES INC
BUILDING DELIVERY (Qty: 1 at $3,380.00)
BLOCK AND LEVEL (Qty: 1)
ANCHOR/TIE DOWN (Qty: 1)
SKIRTING (Qty: 1 at $3,100.00)
1 Unit: 014678, S/N: 30852860RB Unit Size: 14' x 68'
Manufacturer: ROSEWOOD ENTERPRISES INC
Building sold "as is" with no warranty.
Payment Terms: Net 30 Days
Sub Total
NO TAX (.000%)
Total
24, 929. 00
3, 380. 00
3, 100. 00 *
24, 928.00
56, 337. 00
0.00
56, 337. 00
* - Item(s) not taxable
Seller estimates that delivery of the equipment described above will require NlA weeks after Seller is in receipt of
complete information and drawings approved by Buyer, and satisfactory financial arrangements have been made. This
estimate is subject to paragraph of the General Terms and Conditions, specified later in this agreement.
This proposal by Seller must be accepted in its entirety by Buyer within fifteen (15) days from the date hereof, and acceptance
shall be defined for the purposes of this Proposal and Agreement as receipt by Seller duly executed original hereof at its
offices in Malvern, Pennsylvania, or personal delivery thereof to a duly authorized agent or representative of Seller. Buyer's
acceptance of this Proposal subsequent to fifteen (15) days from the date hereof shall be deemed to be a counterproposal,
which shall be subject to renegotiation.
tit000Y
971742
Proposal and Agreement of Sale
GE Capital Modular Space
DENVER
18151 EAST 6TH AVE.
AURORA
CO 80011
Telephone: 303-340-0020
Fax: 303-340-5909
SALE AGREEMENT NO.:
CUSTOMER NO.:
SALE AGREEMENT DATE:
PAGE:
113010
000000
07/01/1997
2
The Seller agrees to sell and the Buyer agrees to buy the above described equipment for the price and on the terms herein set
forth, including the Terms and Conditions set forth specified later in this Proposal and Agreement, which Terms and
Conditions are incorporated herein by reference as if hereat set out In full.
This Agreement will not become binding and effective until signed by an authorized agent of the Buyer and an authorized
agent of the Seller (Subject to condition 1 specified In the Terms and Conditions). Buyer warrants that the person signing in
Buyer's behalf is authorized to enter into this agreement for the Buyer.
IN WITNESS WHEREOF, the parties hereto have caused this Proposal to be accepted at the prices and upon the Terms and
Conditions named herein and to be executed by a duly authorized agent.
SELLER
GE CAPITAL MOpfA I SPACE
BUYER
By By/
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Proposal and Agreement of Sale
GE Capital Modular Space
GENERAL TERMS AND CONDITIONS
SALE AGREEMENT NO.:
CUSTOMER NO.:
SALE AGREEMENT DATE:
PAGE:
113010
000000
07/01/1997
3
1. Acceptance of this proposal shall constitute an agreement by the buyer to all the terms and conditions herein, subject, however, to the right of the seller at Its
home office to cancel this agreement within fifteen (15) days of receipt of acceptance or order by seller's home office.
2. In consideration of Seller furnishing equipment described on the front page hereof, the Buyer shall pay to the Seller the sum stipulated on the front page hereof,
subject to such additions or deductions relative to changes which may hereinafter be agreed upon between the parties in writing. Payment shall be made to the
Seller at its offices at 40 Liberty Boulevard, Malvern, PA 19355. The Buyer shall pay to the Seller the full sales price within ten (10) days of Invoice date, or sooner
If otherwise stipulated on the front page hereof. In the event delivery of equipment for the project requires more than one shipment Seller, may, at its option,
render separate invoices for each shipment. If shipment of any part of the protect is delayed Buyer's obligation for the remainder of the equipment shall not be
affected thereby.
3. Unless otherwise specifically set forth In this Proposal and Agreement, it Is specifically agreed and understood between the parties that the price herein specified
does not Include any state or local taxes or other governmental charge. My tax or other governmental charge upon the production, sail!. use or shipment of the
products sold, now imposed or hereinafter becoming effective, shall be paid and remitted to the appropriate governmental agency by the Buyer. If state federal
law does not permit payment and remission to such manner, said tax or other governmental charge shall be added to the price and shall be paid by the Buyer to
Seller.
4. Seller's delivery of the equipment described on the front page hereof, Is subject to delays In manufacture of delivery due to fire, flood, windstorm, riot civil
disobedience, strike. failure to secure materials from the usual source of supply, Act of God, or any other circumstances beyond the Seller's control which shall
prevent the manufacture of equipment or the making of deliveries In the normal cocoa of business. It Is further understood and agreed that Buyer will not hold
Seller responsible for liquidated damages or other damages for delay which may be imposed upon Buyer pursuant to any other contract which Buyer may have
entered into with respect to the project to which Seller is not a party.
5. The Buyer shall be solely responsible for any and all additional materials, labor, site preparation and all other Items on the project other than those materials as
specifically set forth on the front page hereof.
6. The Buyer shall be solely responsible for compliance with applicable building codes, for obtaining any type of building permits and licenses that may be required
in the project, and for payment of state and local taxes which may be applicable to the sale covered by this Proposal and Agreement.
7. The Buyer agrees to Indemnify and save harmless the Seller against all losses, costs or damages incurred or paid by Seller on account of any claim under
Workmen's Compensation Acts or other employee benefit acts. any claim for damages because of bodily Injury, including death, to Buyer's employees and all
others, and any claims for damages to property caused by. resulting from, or arising out of the performance of this Agreement or any aspect hereof or of the
project to which this Agreement is related. Buyer shall pay and all attorney's fees and expenses incurred or paid by the Seller on account of any such claims; and
Buyer. if requested by Seller, shall assume and defend at its own expense any salt action or other legal proceeding arising therefrom.
B. The Buyer agrees that it shall not assign or transfer this Agreement or any part hereof or any amount payable hereunder, except with the prior written consent of
the Seller.
Proposal and Agreement of Sale
GE Capital Modular Space
GENERAL TERMS AND CONDITIONS
9- THE BUYER SHALL:
SALE AGREEMENT NO.: 113010
CUSTOMER NO.: 000000
SALE AGREEMENT DATE: 07/01/1997
PAGE: 4
a. Reimburse Seller for all costs Incurred in order to correct improper or inaccurately constructed foundations, to correct misalignment or inaccuracy in anchor
bolts, walls, footings, cutoffs for doors, or other work.
b. Provide storage and be responsible for loss of or damage to materials and equipment if site and foundations are not ready or accessible in accordance with the
delivery provision contained in this contract, and reimburse the Seller for all additional costs Incurred by the Seller including, but not limited to, the cost of
unloading, reloading, and hauling materials resulting from the Buyer's failure to perform this condition. Delay In completing foundation and Inaccessibility of site
may necessitate rescheduling of the order for which Seller shall not be responsible, and shall extend the period of performance by the period of delay.
c. Schedule his operations so that the erection, by the Seller, can be carried out in one continuous operation and in proper sequence. Should delays in preparation
of the foundation and the site be encountered which would delay erection, Seller must be advised thereof not less than ten (10) days in advance of the tentative
slipping date set by the Seller at the time of acknowledgement of order. In the event that the provisions of this sub -paragraph are not complied with, Buyer shall
reimburse the Seller for actual costs and damages incurred. including a reasonable profit for the work performed thereon resulting from such delay. Any delay
resulting therefrom shall extend the period of performance under this agreement by the period of delay.
d Provide and maintain roadway to each building site so that trucks can drive alongside each building site; provide suitably leveled and compacted area within
each building unit for the support of crane operation in erection furnish power for the Seller's machine tools during the course of erection; and furnish necessary
utility services required by the Seller in the performance of the contract at the lob site.
10. Unless otherwise specified, additional expense caused by obstructions, either overhead or underground, demolition work, grading to bring site to level, or extra
depth or width of concrete footings. foundations or excavations caused by earth fill, or abnormal soil conditions which may require foundations different from the
standard plans approved by Building Department, are to be paid for by the Buyer.
11.11* Buyer warrants that he owns, or has the right to construct buildings on , the property upon which the equipment as described herein is to be delivered,
constructed, or other work performed, and will designate to the Seller the location of the corner stakes of the property and will furnish the plot plan showing the
boundary dimensions and angles of the property. and the proposed location of the site of the building or other work to be performed, together with all necessary
information concerning contours, grades, soil conditions, tree locations, utility service lines. rights of way, easements and restrictions, dimensions and other
relevant data pertaining to existing structures an the premises. Seller shall not be responsible for encroachments of any type. Buyer warrants that the said
construction will not violate zoning restrictions or other laws, and the Buyer agrees to Indemnify and hold the Seiler harmless from all loss or damage or liability
which may result by reason of the construction of the said building or other work done, of from any lack or defect of title in the Buyer, or by reason of said
construction violating any zoning restrictions or other laws.
t2. The Buyer agrees not to interfere with the progress of the work, and not to occupy any portion of the building until all terms and conditions herein are fulfilled by
both parties- Buyer further agrees not to permit any workmen other than those of the Seller to work at or in the immediate vicinity of the building without the
Seller's written consent until the Seller's work on the building Is completed. Should any workmen or contractors or sub -contractors of the Buyer perform any such
work, the Buyer will furnish to the Seller in writing their names before such work is commenced. The Buyer agrees to pay the Seller for any damage that may be
caused by anyone other than workmen or sub -contractors of the Seller. by reason of disturbing or damaging concrete forms, grade finishing or any construction
work in process whatsoever.
13. No charge for labor or material furnished by the Buyer shall be allowed as a credit under this agreement unless authorized in writing by the Seiler.
14 The Buyer shall obtain Insurance naming Seller as sole insured on all Seller's property located on the building site, against loss by fire, lightning, wind, storm, dot
civil disobedience, earthquake, Act of God and against other perils ordinarily included under the extended coverage endorsement as well as any other insurance
wNch the Buyer deems necessary upon the work covered by the proposal for the full Insurable value thereof. The minimum coverage of said Insurance shall be the
fair market value of such property as established by the contract price contained herein. Such Insurance shall also cover the following Items whether they be in or
adjacent to the structure insured, materials In place or used to be as part of permanent construction Including surplus materials, temporary structures, scaffolding
and stagings, protective fence, bridging, forms and miscellaneous materials and supplies. Insurance need not cover tools or equipment owned by or rented by the
Seller. Buyer shall furnish to the Seller certificates of insurance on demand by Seller.
15 Expressly Incorporated herein by reference thereto are the plans and specifications relating to the equipment specified in this Proposal and Agreement of Sale.
Proposal and Agreement of Sale
GE Capital Modular Space
GENERAL TERMS AND CONDITIONS
SALE AGREEMENT NO,:
CUSTOMER NO.:
SALE AGREEMENT DATE:
PAGE:
113010
000000
07/01/1997
5
16. In the event any act Of thing required of Buyer hereunder shall not be done end performed In the manner and at the time or times required by this Agreement
Buyer shall thereby be held In default and all amounts due under the terms and conditions of this Agreement shall be payable immediately by Buyer to Seller,
without demand by Seller. In addition Buyer will reimburse Seller for any legal fees and costs that become due as a direct result of Buyer's default of tNs
Agreement and Buyer will pay to Seller Interest et the rate of 18% per annum, calculated on a 360 days = equals one (1) year base, on the full sale price
stipulated on the face hereof. Interest will be calculated from the date said default takes place, through and including the date of Settlement.
17. The Seller's equipment as described herein Is warranted for a period of one year against structural failure due to defective material or workmanship in the
equipment manufactured, unless otherwise stated by warranties of the Seller's supplier of purchased components. Such warranties will he conveyed to Buyer and
Buyer will deal directly with the Supplier If a claim arises.
Seller's liability is limited to replacing (but to dismantling and Installing) defective parts on an exchange basis, FOR. the manufacturer's factory. The warranty is
limited to 'Normal' usage and exposure. The following are excluded by the definition of 'Normal" and therefore from this warranty if such conditions exist.
A. Improper installation aft acting the structural design of the building or failure to provide drainage of water from all surfaces without internal penetration of the
building.
B. Improper Maintenance.
C. Installation in an area subject to heavy tall out or corrosive chemicals, ash or fumes from chemical plants, foundries, plating works. kilns, fertilizing
manufacturers, paper plants and the like.
D. Acts of God, vandalism, falling objects, external forces, explosion. fire, riots, acts of war and radiation.
In the event that any defect Is discovered by the Buyer, notice of the defect shall he given to the Seller in writing and such notice must be sent within the
warranty period by certified registered mail. The warranty Is tendered for the sale benefit of the original Buyer and Is not transferable or assignable and further is
void In the event the product Is removed from its original location of installation. THERE ARE NO OTHER WARRANTIES EXPRESSED OR IMPUED (INCLUDING
WARRANTIES RELATING TO MERCHANTIBILITY) EXCEPT THOSE STATED HEREIN.
18. The warranty as outlined in Paragraph 17 is hereby specifically EXCLUDED as to materials and equipment currently owned and is possession of the Seller. Said
material and equipment is sold in an 'as is' condition with NO WARRANTIES EXPRESSED OR IMPLIED.
19. The failure by Sever to enforce at any time, or for any period of time, any one or more of the terms of this Proposal and Agreement shall not be a waiver of such
terms and conditions or of the Seller's right thereafter to enforce each and every term and condition contained herein.
20. Upon acceptance of this Proposal, together with its terms and conditions, shall constitute the entire agreement between the Seller and the Buyer, there being
merged all prior and collateral representations. promises and conditions In connection with this proposal. and any representation, promise or condition not
Incorporated herein shall not be binding on either party.
21. Manufacturer's certificate of origin or title (if applicable) to the equipment described herein will be conveyed to the Buyer within 30 days of payment In full to
Seller.
22. Definitions
A. Delivery - Date that structures arrive at site address.
B. Notice of Completion - Date of written notice given by Seller to Buyer that structures are complete and available for Buyer's occupancy.
C. Equipment - The term equipment as used herein shall refer to the item or items provided by the Seller as described on the front page of this Proposal and
Agreement of Sale.
23.Stenographical and clerical errors herein are subject to correction.
24. With respect to any equipment that has been used previously, Seller hereby assigns its rights but not Its obligations, including but not limited to its obligation to
deliver titles to the equipment to Buyer, under the Proposal and Agreement to Space Fleet Sales.
25ThisAgreement and Terms and Conditions of Sale shall be construed in accordance by the laws of the State of Pennsylvania.
Facsimile Cover Sheet
To: riot cc -'10. Wad s
Company: el l CA -7 Govt
Fax #: C170 — 5 O24/2 -
Comments:
Conoc/L ± Chi
O/,,/.,(,//t,: ZbZ S;otc
From: Alan Koenig
G E Capital Modular Space
18151 East 6th Avenue
Aurora, CO 80011
Phone: 303-340-0020
Fax#: 303-340-5909
Date: c/e 3/Q 7
Total # Pages 7
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