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Item #11 Approval of Water Plant SCADA and Instrumentation Replacement ProjectX4 'J tlarida AGENDA ITEM COVER SHEET Meeting Date: June 17, 2014 Item # Contact Name: Contact Number: Charles K. Smith, P.E. 407 - 905 -3159 Reviewed By. Department Director City Manager: Robert Frank Charles K. Smith Subject: Water Plant SCADA and Instrumentation Replacement Project Background Summary: The automation systems on the City's two (2) water treatment plants, the South and Forest Oaks plants, have reached the end of their respective lifecycles and need to be replaced. For more information on the plants' automated systems, see attached "Background - Automation" memo. In Fiscal Year 2013, staff began investigating the replacement of the automation systems, which included contact with contractors and vendors' teams, discussion with consultants, and on -site investigation of in- operation automation systems. The recommendation by staff was the selection of an Engineering Firm qualified to provide technical services to develop an automation bid package for an eventual procurement and integration. Staff sought interested firms' qualifications, in conformance with the State of Florida's Consultants Competitive Negotiation Act (CCNA), and on September 17, 2013, the City selected McKim and Creed, Inc., and engineering, surveying and planning firm. Staff coordinated with the consultant, but the consultant was unable to develop a scope of work for the automation integration with which staff was comfortable. Staff redirected its efforts by contacting Sanders Company, Inc., a system integration vendor that has had a "best source" successful relationship with the City of Ocoee. Sanders Company was the original systems integrator, designer and installer, of the water plant control system in 1991 and has been a key member in numerous upgrades. The currently in use master D620i controller is obsolete having been in service for 25 years and new PLC controllers are available to provide an increased level of service and dependability. As part of the project, Sanders Company will be teaming with Bailey Engineering to assure optimal operation thru proper design. Sanders' relationship with the City shall continue support and emergency call -out response services as they have provide since 1991. Working with Sanders Company, staff was able to obtain a recommendable proposal for the integration of an automation system, which includes onsite inventory, need development, system programing, permitting, installation, startup, and training; meeting all applicable regulatory requirements and including the conversion of the Forest Oaks Water Plant's High Service Pump #3 to a variable frequency drive. Sanders' institutional knowledge should streamline the automation systems' integration. Issue: Should the City Commission approve staff's recommendation to contract with Sanders Company, as the best source vendor for the water plants' Automation System, Programmable Logic Controller and Supervisory Control and Data Acquisition Software, and for the replacement and upgrade of the Forest Oaks Water Plant's High Service Pump #3 to a variable frequency drive? Recommendations: Approve the discontinuation of the contract negotiations with McKim & Creed, and the continuance of utilizing Sanders Company, Inc. as a "Best Source" vendor; and authorize the City Manager to contract with Sanders Company, Inc. for the replacement of the South Water Plant and the Forest Oaks Water Plants' Automation Systems (PLC- SCADA) in the amount of $273,855.00, plus the upgrade of Forest Oaks Water Plant's High Service Pump #3 to a variable frequency drive in the amount of $16,145.00 for a total sum of $290,000.00. Staff also recommends that the City Manager be authorized to approve change orders to this contract up to the limit of his purchasing authority for each change order, and up to the budgeted amount for this project for all change orders. Attachments: Attachment #1 — Sanders Company Engineer's Estimate, Scope of Supply, Project: Water System SCADA Upgrade Financial Impact: Fiscal Year 2013 and Fiscal Year 2014 included $400,000.00 for the water plants' automation system replacement and Fiscal Year 2014 included $25,000.00 for the conversion of Forest Oaks Water Plants High Service Pump #3 to be upgraded to VFD for a total budget availability of $425,000.00. Awarding of this work will leave $135,000.00 unspent. Type of Item: (please mark with an 'Y) Public Hearing For Clerk's Dept Use: Ordinance First Reading Consent Agenda Ordinance Second Reading Public Hearing Resolution Regular Agenda Commission Approval Discussion & Direction Original Document/Contract Attached for Execution by City Clerk Original Document /Contract Held by Department for Execution Reviewed by City Attorney N/A Reviewed by Finance Dept. N/A Reviewed by Q N/A 2 Mayor Commissioners S. Scott Vandergrift John Grogan, District 1 Rosemary Wilsen, District 2 City Manager Rusty Johnson, District 3 Robert Frank Joel F. Keller, District 4 fIorida MEMORANDUM TO: Background - Automation FROM: Thomas King Charles K. Smith, P.E. Facilities Manager Utilities Director DATE: June 6, 2014 RE: Water Plant Automation ISSUE: Should the City Commission approve the staff's recommendation to contract with Sanders Company as the best source vendor for the Water Plant SCADA and Instrumentation Project at the South Water Plant and the Forest Oaks Water Plant? BACKGROUND /DISCUSSION: The City of Ocoee's water treatment facilities, South Water Plant and Forest Oaks Water Plant, provide drinking water and fire protection to approximately 37,615 people and 13,197 residential and commercial structures within the City limits. The Forest Oaks Water Plant was placed in operation in 1984 and serves predominantly the portion of Ocoee north of Silver Star Road. The South Water Treatment Plant was constructed in 1992 and provides water to areas predominantly south of Silver Star Road. These water treatment facilities are interconnected through a network of underground water distribution pipes and are designed to provide peak flow for potable use, irrigation and fire flow conditions. Each water treatment facility is equipped with wells for pumping water out of the ground and into concrete storage tanks. Once the water is pumped into the tanks, the water is disinfected with chlorine and fluoridated. Large High Service Pumps are used to remove the water from the tanks and pump it into the pressurized network of water distribution pipes that serve the public. The two (2) water treatment facilities are fully automated, working together to ensure proper treatment of the water at acceptable pressure is provided to customers. Each plant is equipped with its own automation system, a Programmable Logic Controller (PLC), which performs complex operations such as maintaining ground storage tank water levels, chemical dosing of raw water for treatment and ramping up high service pumps to meet public demand. The control of the PLC is operated by a software system, Supervisory Control and Data Acquisition systems ( SCADA), running on local or remote computers. Each plant can be operated separately and /or in a unified mode, but for overall system City of Ocoee - 150 North Lakeshore Drive - Ocoee, Florida 34761 phone: (407) 905 -3100 - fax: (407) 905 -3167 - www.ocoee.org benefit, can communicate with each other. Using the SCADA system, operators can continuously monitor and control pumps, motors, tank levels, distribution system pressure, chemical feed equipment and alarms associated with potential abnormal events that can take place during the water treatment process. Each plant has high service pumps, which discharge into the distribution system and maintain system pressure, that are equipped with variable frequency drives (pump motor speed controls). The variable frequency drive (VFD)- equipped pumps eliminate the need for elevated towers and are more efficient than single speed pumps. Since the inception and later improvements to the plant, there have been significant improvements in the technology of automation that cannot be deployed to the current configuration of the water plants. Many of the components are obsolete, unsupported, and not available for replacement. CURRENT INVENTORY: The following is a list of the currently used automation systems elements, PLC equipment and SCADA software: 1. US Filter D6201 Programmable Logic Controller 2. US Filter /Consolidated Electric F600 PCDM HOA and Modules 3. US Filter /Consolidated Electric CMK 200 Interface Modules 4. US Filter /Consolidated Electric Submersibles and rack mount Pressure Transducers 5. US Filter /Consolidated Electric Level Transducers 6. Data Communications Radios 7. Power Supplies 8. Microtell Series 1000 Back Up Dialers 9. Honeywell True Line 10. Fisher and Porter Circular Chart Recorders 11. Miscellaneous panel connections and Hardware 12.1998 Wonderware Development Studios Operator Interface Software 13.1998 Winn 911 Alarm /Communications Software Below is a schedule of automation improvements performed at the two water plants: • 1984 Forest Oaks Water Treatment Plant was placed in operation • 1992 South Water Treatment Plant was placed in operation 1996 The South Water Plant and the Forest Oaks Water Plant control systems were retrofitted with identical instrumentation control and SCADA equipment and programming to provide for a level of uniformity. The equipment integrator and manufacturer was Consolidated Electric Controls Company, which in recent years was sold to US Filter Corporation. Sanders Company, Inc. is the Central Florida representative and integrator for Consolidated Electric /US Filter instrumentation and control equipment. 1998 In response to industry changes and concerns over Year 2000 (Y2K) compatibility, Sanders Company upgraded the existing Consolidated Electric /US Filter SCADA programmable logic controllers at both Forest Oaks and South Water Plants to new D620i controllers with remote monitoring and control capabilities. This provided for on -call personnel to remotely access the water treatment plants to monitor and control such equipment as high service pumps, well pumps, pressure and control instrumentation in case of emergency or equipment failure. 2004 The City of Ocoee built the Maguire Road Reclaimed Booster Station to provide reclaimed water to the southern portion of the City. Again, Sanders Company was contracted as the integrator to install US Filter and Allan Bradley instrumentation and programming to control this new facility. As part of this project, Sanders Company provided the SCADA equipment and programming to integrate the new booster station with the Forest Oaks and South Water Treatment Facilities. The booster station automation system was paired with the water plant's systems. • 2005 Sanders Company was approved as the "Best Source" vendor to provide integration and materials to install electronic variable frequency drive controls and high service pumps for both the South Water Plant and Forest Oaks Water Plant. This upgrade included modifications to the instrumentation and controls associated with automatic operation of the new equipment. As outlined above, the City has continually utilized Sanders Company to develop, program, integrate, and maintain the monitoring and control instrumentation and SCADA systems at the drinking water treatment plants since 1996. This standardization has provided the City with lower parts overhead, prompt, reliable repair service, and seamless integration of the water treatment plants instrumentation and SCADA systems. OBJECTIVE(S): Replacement of the water plants' PLC - SCADA automation system with a unified system, deploying the latest technologies in both equipment, communications, and networking. SANDERS COMPANY, INC. 2816 Southeast Monroe Street Stuart, Florida 34997 772.220.2900 Proposal June 3, 2014 Project: City of Ocoee Forest Oaks WTP Phase II HSP #3 VFD Upgrade To: Charles Smith, P.E., Utilities Director, City of Ocoee In accordance with the attached Terms and Conditions, Sanders Company is pleased to offer the following materials /services for the above referenced project. Scope of the Project Provide the City with a Danfoss FC202 150 -hp Variable Frequency Drive. Disconnect existing electrical connections and install the new drive unit. Reconnect and properly terminate all electrical connections including conduit and hardware as necessary. Provide all programming and interconnections to the existing PLC and SCADA system. This VFD comes with a six year on -site parts, service and lightning damage warranty. This price is installed and includes wiring, control interface, and startup. PRICE DELIVERY AND TERMS OF OFFERING Price submitted are for equipment /services specifically listed within this Scope of Project which constitute our complete offering. Project Cost: $16,145.00 each FOB factory with freight allowed to jobsite, shipped via standard commercial carrier. All other parts and labor necessary to provide a complete functioning, effective and efficient VFD control system to the customer's satisfaction shall be included within the scope of this project without additional cost. DELIVERY: 8 -10 weeks after complete and acceptable approval is received in the Stuart offices of Sanders Company, Inc. SUBMITTAL FOR APPROVAL: 5 - 7 weeks after acceptable purchase Agreement is received in the Stuart offices of Sanders Company, Inc. TERMS OF PAYMENT Based on initial and continuing credit approval by Sanders Company, Inc., the following payment terms apply: Net 30 SCI form 575 Terms and Conditions, which is attached, is an integral part of this offering. PAGE 1 OF 3 4M SAN C'OMi'ANY, INC. 2816 Southeast Monroe Street Stuart, Florida 34997 772.220.2900 Thank you for the opportunity to offer this Proposal. Please contact me with any questions andor comments regarding this offering. Ron Robinette Sanders Company Inc. 321 229 7643 City Representative PAGE2OF3 SANDERS COMPANY, INC. 2816 Southeast Monroe Street Stuart, Florida 34997 772.220.2900 TERMS AND CONDITIONS Sanders Company, Inc. 2816 SE Monroe St Stuart, FI 34997 AN ORDER WILL CONSTITUTE A CONTRACT BETWEEN THE COMPANY AND THE BUYER WHEN ACCEPTED IN WRITING BY THE COMPANY AT ITS HOME OFFICE IN STUART FLORIDA. A CONTRACT RESULTING FROM THE ACCEPTANCE OF AN ORDER MAY BE CANCELED OR ALTERED BY THE BUYER ONLY IF AGREED TO IN WRITING BY THE COMPANY AT ITS HOME OFFICE SUBJECT TO PAYMENT OF REAONABLE CHARGES NECESSARY TO PROTECT THE COMPANY FROM LOSS. UNTIL ACCEPTED, AS PROVIDED HEREIN, AN ORDER SHALL CONSTITUTE AN OFFER TO PURCHASE_ NEITHER THE ACCEPTANCE OF ANY DEPOSIT MADE WITH AN ORDER NOR THE CASHING OF ANY CHECK OR OTHER INSTRUMENT THEREFOR, NOR THE HOLDING OF SUCH DEPOSIT BY THECOMPANY SHALL BE DEEMED AN ACCEPTANCE OF AN ORDER, BUT IF THE ORDER IS NOT ACCEPTED, THE COMPANY WILL PROMPTLY REFUND SUCH DEPOSIT. THE COMPANY SHALL NOT BE LIABLE FOR ANY FAILURE TO MAKE DELIVERY OR OTHER DEFAULT BY REASON OF ANY OCCURRENCE OR CONTINGENCY BEYOND THE REASONABLE CONTROL OF THE COMPANY OR OF ANY OF ITS SOURCES OF SUPPLY. IN THE EVENT OF ANY SUCH OCCURRENCE OR CONTINGENCY THE COMPANY MAY EXTEND DELIVERY SCHEDULES OR MAY, AT ITS OPTION, CANCEL THE ORDER IN WHOLE OR IN PART WITHOUT LIABILITY OTHER THAN TO RETURN ANY DEPOSIT OR PRE - PAYMENT. SHOULD THE WHOLE ORDER BE CANCELED, THE BUYER WILL REIMBURSE THE COMPANY FOR ALL TAXES, EXPENSES AND SIMILAR CHARGES BASED UPON OR MEASURED BY THE PRODUCTION, STORAGE, SALE, TRANSPORTATION OR USE OF THE PRODUCTS DESCRIBED HEREIN.THE COMPANY SHALL NOT BE BOUND BY ANY TERMS, CONDITIONS, OR REPRESENTATIONS WHICH ARE NOT STATED HEREIN. THE COMPANY SHALL NOT BE OBLIGATED TO PERFORM HEREUNDER IF AT ANY TIME: BUYER'S CREDIT RATING BECOMES IMPAIRED. THE COMPANY SHALL RETAIN A SECURITY INTEREST IN THE PRODUCTS /SERVICES SUPPLIED HEREUNDER TO SECURE PERFORMACE OF BUYER'S OBLIGATIONS AND BUYER SHALL EXECUTE ALL FINANCING STATEMENTS AND OTHER INSTRUMENTS THAT THE COMPANY DEEMS NECESSARY TO PERFECT ITS SECURITY INTEREST. IF THE BUYER DEFAULTS IN ANY OF ITS OBLIGATIONS HEREUNDER OR IS UNABLE TO PAY ITS DEBTS AS THEY MATURE, THE COMPANY SHALL HAVE THE RIGHT TO REPOSSESS THE PRODUCTS WITH OR WITHOUT RESORT TO LEGAL PROCESS. ACCEPTANCE OF THIS SUBMISSION ACKNOWLEDGES THAT EQUIPMENT LISTED IS IN COMPLIANCE WITH THE PLANS AND SPECIFICATIONS OR IS ACCEPTED AS AN EQUAL TO THE PLANS AND SPECIFICATIONS. THE FOREGOING TERMS AND CONDITIONS WILL PREVAIL NOTWITHSTANDING ANY VARIANCE WITH THE TERMS AND CONDITIONS OF BUYER'S ORDER FOR THE PRODUCTS. PAGE3OF3 COMPANY, INC. 4M SANDERS 2816 Southeast Monroe Street Stuart, Florida 34997 772.220.2900 Proposal June 3, 2014 Project: City of Ocoee Water Plant SCADA and Instrumentation Replacement Project To: Charles Smith, P.E., Utilities Director, City of Ocoee In accordance with the attached Terms and Conditions, Sanders Company is pleased to offer the following materials /services for the above referenced project. PRICE, DELIVERY AND TERMS OF OFFERING Prices submitted are for equipment /services specifically listed within this Scope of Supply which constitute our complete offering. Scope of the Project Sanders Company as the original designer and builder of the current water plant control systems has extensive knowledge of how the system should work. We installed the original system in 1991 and it has gone thru numerous upgrades. The master D620i controller is now obsolete after 25 years and new PLC controllers are available to provide the same level of service and dependability. As part of the project will be teaming with Bailey Engineering to provide the best design possible. Sanders Company will provide and install new PLC control panels for each WTP. GST level transducers and floats will be replaced. Redundant voice and text alarms at both plants will be sent by a separate Sci -Text 1062 which will replace the existing Microtel emergency backup alarm dialers. A new pressure control panel with new pressure switches and transducer will be provided. All available field signals will be available to the control system for Owner use. All necessary chlorine, fluoride, pH, flow, level, pressure and any other variable signal (4 -20), control and power wiring and terminations necessary to monitor each phase of treatment at the SCADA computer will be provided and installed within the scope of this project. The Water system will receive four (5) new SCADA computers (2 serving as servers at the South WTP and Forrest Oakes WTP and 1 as runtime station at the WWTP, 1 as runtime station at the Booster Station and 1Microsoft Surface Pro 3 or approved equal for on -call personnel and remote SCADA monitoring). New Wonderware software with 3K tags will be provided. SCADA programming will include new owner approved graphic screens. A 60" monitor installed at the WWTP is included. This configuration will allow Operators to view and control all water operations from any of the 4 computers or remotely with the Windows Surface and proper access. PAGE 'I OF 6 0 S 2816 Southeast Monroe Street Stuart, Florida 34997 772.220.2900 Sanders Company will provide a complete turnkey project to the City including Engineering, Design, Fabrication, Installation, Setup, Training, and Superior Support. Sanders Company with over 20 years of service to the City of Ocoee looks forward to the opportunity to complete the next phase. South WTP Control Panel 120 Vac 1 phase Nema type 12 freestanding enclosure, 60 "x 36 "x 12" with handle and back panel Incoming power main circuit breaker, 120 Vac, 1 phase Incoming power lightning arrestor, 120 Vac, 1 phase 12" Sci -Trot (Unitronics) PLC with associated I /O, Sci -Text 1062 as redundant call out device wired to alarm I/O Mount and wire cellular antenna Cellular modem Ethernet switch Convenience receptacle 24 vdc power supply Battery back -up controller and battery (8) Hand - Off -Auto switch, HS pumps, Well pumps (1) Pushbutton switch, redundant control reset Surge arrestors for analog inputs (2) Alternator Duplex, Well Pumps, HS Pumps(small) Alternator Quadplex, HS Pumps(large) (AR) Fuses, relays and terminals GST Level transducers GST Floats with S/S suspension kit UL 508A listed South Plant Pressure Control Panel Nema 3R, 304 SS, 36 "x 30 "x 12" wall mount enclosure with 3pt latch and back panel. Bulkhead fittings, 1 /4 " npt brass, Pressure In, Bleed, pressure switch, pressure transmitter. Valves, 1 /4" npt brass, Pressure In, Bleec Pressure gauge 0 -100 PSI (6) Pressure switches, 0 -100 PSI, Allen Rosemount pressure transmitter (1) Analog surge arrestor (AR) Terminals UL 508A listed pressure switch, pressure transmitter Bradley 836 PAGE 2 OF6 4M SANDERS COMI'ANY, INC. 2816 Southeast Monroe Street Stuart, Florida 34997 772.220.2900 Forest Oaks Control Panel 120 Vac 1 phase Nema type 12 freestanding enclosure, 60 "x 36" x12" with Incoming power main circuit breaker, 120 Vac, 1 phase Incoming power lightning arrestor, 120 Vac, 1 phase 12" Sci -Trot (Unitronics) PLC with associated I /O, Sci -Text 1062 as redundant call out device wired to alarm Cellular antenna Cellular modem Ethernet switch Convenience receptacle 24 Vdc power supply Battery back -up controller and battery (7) Hand - Off -Auto switch, HS pumps, Well pumps (1) Tank selector switch (1) Pushbutton switch, redundant control reset Surge arrestors for analog inputs Alternator Triplex, Well Pumps Alternator Quadplex, HS Pumps (AR) Fuses, relays and terminals GST Level transducers GST Floats with S/S suspension kit UL 508A listed handle and back panel I/O Forrest Oaks Pressure Control Panel Nema 3R, 304 SS, 30 "x 30 "x 12" wall mount enclosure with 3pt latch back panel Bulkhead fittings, 1 /4" npt brass, Pressure In, Bleed, pressure switch, Rosemont pressure transmitter. Valves, 1 /4" npt brass, Pressure In, Bleed pressure switch, pressure transmitter Pressure gauge 0 -100 PSI (4) Pressure switches, 0 -100 PSI, Allen Bradley 836 Rosemount pressure transmitter (1) Analog surge arrestor (AR) Terminals UL 508A listed Computers Wonderware latest version w /3K tags 2 packages with I/O and 2 packages as runtime. Win911 software and modem to call out alarms. PC Anywhere to allow city network access to the system remotely PAGE 3OF6 C'C)RiF'AN�', 1NC'. 66 S 2816 Southeast Monroe Street Stuart, Florida 34997 772.220.2900 4 Dell Precision T1700 MT CTO Base 4 16GB (2x8GB) 1600MHz DDR3 Non -ECC 4 512MB AMD FirePro 2270 (DMS59) (DMS59 to 2DVI adapter) 4 1TB 3.5inch Serial ATA (7,200 Rpm) Hard Drive 4 Integrated Intel SATA Controller 4 Monitors 3 - 24" and 1 - 27" HD 4 Windows 7 Professional,No Media, 64- bit,Fixed Precision, English 4 Mouse not included 4 16x DVD + / -RW Drive 4 Internal Speaker 4 Microsoft Office Home and Business 2013, OptiPlex, Precision, Latitude 4 1TB 3.5inch Serial ATA (7,200 Rpm) Hard Drive 4 Dell Limited Hardware Warranty Plus Service Initial Year 4 ProSupport: Next Business Day Onsite Service 2 Year Extended 4 RAID 1 4 ProSupport : 7x24 Technical Support , 2 Year Extended 4 ProSupport : 7x24 Technical Support , Initial 4 Dell Precision T1700 Standard 290W TPM Chassis 4 4th Gen Intel Core I7 -4770 Processor Quad Core HT, 3.40GHz Turbo, 8MB 1 Windows Surface Pro 3 I -5 Processor with 128 GIG Hard Drive SCI's price includes: Field Installation Programming Start -up and Training Engineering Submittals, Operation & Maintenance Manuals 1 -Year Warranty Factory Check Out Note The City of Ocoee will be responsible for communication via city network to each of the 4 sites. Sanders will work with the City IT department to establish dedicated TCP -IP addresses. Sanders Company assumes all field equipment not provided as part of this offering is in working order. Project Cost: $ 273,855.00 FOB factory with freight allowed to jobsite, shipped via standard commercial carrier. All other parts and labor necessary to provide a complete functioning, effective and efficient instrumentation and control project to the customer's satisfaction shall be included within the scope of this project without additional cost. PAGE 4 OF 6 4M SAN, DERS COMPANY, INC. 2816 Southeast Monroe Street Stuart, Florida 34997 772.220.2900 DELIVERY: 8 -10 weeks after complete and acceptable approval is received in the Stuart offices of Sanders Company, Inc. SUBMITTAL FOR APPROVAL: 5 - 7 weeks after acceptable purchase Agreement is received in the Stuart offices of Sanders Company, Inc. TERMS OF PAYMENT Based on initial and continuing credit approval by Sanders Company, Inc., the following payment terms apply: Net 30 SCI form 575 Terms and Conditions, which is attached, is an integral part of this offering. Thank you for the opportunity to offer this Proposal. Please contact me with any questions and /or comments regarding this offering. Ron Robinette Sanders Company Inc. 321 2297643 City Representative PAGESOF6 0 S C'C)2viPAN�', YN��_ 2816 Southeast Monroe Street Stuart, Florida 34997 772.220.2900 TERMS AND CONDITIONS Sanders Company, Inc. 2816 SE Monroe St Stuart, FI 34997 AN ORDER WILL CONSTITUTE A CONTRACT BETWEEN THE COMPANY AND THE BUYER WHEN ACCEPTED IN WRITING BY THE COMPANY AT ITS HOME OFFICE IN STUART FLORIDA. A CONTRACT RESULTING FROM THE ACCEPTANCE OF AN ORDER MAY BE CANCELED OR ALTERED BY THE BUYER ONLY IF AGREED TO IN WRITING BY THE COMPANY AT ITS HOME OFFICE SUBJECT TO PAYMENT OF REAONABLE CHARGES NECESSARY TO PROTECT THE COMPANY FROM LOSS. UNTIL ACCEPTED, AS PROVIDED HEREIN, AN ORDER SHALL CONSTITUTE AN OFFER TO PURCHASE_ NEITHER THE ACCEPTANCE OF ANY DEPOSIT MADE WITH AN ORDER NOR THE CASHING OF ANY CHECK OR OTHER INSTRUMENT THEREFOR, NOR THE HOLDING OF SUCH DEPOSIT BY THECOMPANY SHALL BE DEEMED AN ACCEPTANCE OF AN ORDER, BUT IF THE ORDER IS NOT ACCEPTED, THE COMPANY WILL PROMPTLY REFUND SUCH DEPOSIT. THE COMPANY SHALL NOT BE LIABLE FOR ANY FAILURE TO MAKE DELIVERY OR OTHER DEFAULT BY REASON OF ANY OCCURRENCE OR CONTINGENCY BEYOND THE REASONABLE CONTROL OF THE COMPANY OR OF ANY OF ITS SOURCES OF SUPPLY. IN THE EVENT OF ANY SUCH OCCURRENCE OR CONTINGENCY THE COMPANY MAY EXTEND DELIVERY SCHEDULES OR MAY, AT ITS OPTION, CANCEL THE ORDER IN WHOLE OR IN PART WITHOUT LIABILITY OTHER THAN TO RETURN ANY DEPOSIT OR PRE - PAYMENT. SHOULD THE WHOLE ORDER BE CANCELED, THE BUYER WILL REIMBURSE THE COMPANY FOR ALL TAXES, EXPENSES AND SIMILAR CHARGES BASED UPON OR MEASURED BY THE PRODUCTION, STORAGE, SALE, TRANSPORTATION OR USE OF THE PRODUCTS DESCRIBED HEREIN.THE COMPANY SHALL NOT BE BOUND BY ANY TERMS, CONDITIONS, OR REPRESENTATIONS WHICH ARE NOT STATED HEREIN, THE COMPANY SHALL NOT BE OBLIGATED TO PERFORM HEREUNDER IF AT ANY TIME: BUYER'S CREDIT RATING BECOMES IMPAIRED. THE COMPANY SHALL RETAIN A SECURITY INTEREST IN THE PRODUCTS /SERVICES SUPPLIED HEREUNDER TO SECURE PERFORMACE OF BUYER'S OBLIGATIONS AND BUYER SHALL EXECUTE ALL FINANCING STATEMENTS AND OTHER INSTRUMENTS THAT THE COMPANY DEEMS NECESSARY TO PERFECT ITS SECURITY INTEREST. IF THE BUYER DEFAULTS IN ANY OF ITS OBLIGATIONS HEREUNDER OR IS UNABLE TO PAY ITS DEBTS AS THEY MATURE, THE COMPANY SHALL HAVE THE RIGHT TO REPOSSESS THE PRODUCTS WITH OR WITHOUT RESORT TO LEGAL PROCESS. ACCEPTANCE OF THIS SUBMISSION ACKNOWLEDGES THAT EQUIPMENT LISTED IS IN COMPLIANCE WITH THE PLANS AND SPECIFICATIONS OR IS ACCEPTED AS AN EQUAL TO THE PLANS AND SPECIFICATIONS. THE FOREGOING TERMS AND CONDITIONS WILL PREVAIL NOTWITHSTANDING ANY VARIANCE WITH THE TERMS AND CONDITIONS OF BUYER'S ORDER FOR THE PRODUCTS. PAGE 6OF6