Kovatch Sales Contract

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KME F IR E APPARATUSfly Kovatch Mob/Ie Equipment COlp.

One Industrial ComplexNesquehoning, PA 18240(800) 235-3928 Phone(570) 669-9461 Phonewww.kovatch.com

November 1, 2010Borough of Dumont50 Washington AvenueDumont NJ 07628Attention: Susan Connelly

On behalf of KME Fire Apparatus, I would like to thank you for your recent apparatuspurchase. We appreciate your confidence in us and I want to assure you that exceeding ourcustomers' expectations is our number one priority.

Enclosed please find your signed Contract and Performance Bond.Each customer receives a Sales Engineer to act as their guide through the final design,

manufacturing, and delivery processes. The Sales Engineer works in conjunction with your staffand your local KME representative to ensure that you receive quality apparatus that fully meetsyour needs.

Yom Sales Engineer is Adam Graves and he can be reached at 570-273~2802. However anymeetings 01' inspections should be scheduled through your sales representative.

Each sales order also receives a unique identification number that stays with the unitsthrough production. In the future it can also be used to individually identify that truck for serviceand parts needs. Your order number is GSO # 8186.

Our engineering, sales support and manufacturing staff look forward to serving you. Thanksagain for your order.Sincerely,- !1Y '~~~PRegina RuslavageAdministrative AssistantKME Fire ApparatusEnclosurecc: William H. McGuffey Inc.
http://www.kovatch.com/http://www.kovatch.com/


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KME FIRE APPARATUSBy Kovatch Mobile Equipment Corp.

One Industrial Complex - Nesquehoning, PA 18240(570) 669-5132 [Phone] - (570) 669-5124 [Fax]VM'W.kovalch.com URL

AGREEMENT OF SALE FOR FIRE APPARATUSTHIS AGREEMENT is made between Kovatch Mobile Equipment Corp., t/a KME Fire Apparatus, ofOne Industrial Complex, Nesquehoning, Pennsylvania, ("Company") and:BOROUGH OF DUMONT ~~~~~~~~~~~~~~~~~~~~~~~~,of(Legal Name of Buyer)5 0 WASHINGTON AVENUE, BERGENCOUNTY,DUMONT, NJ 0 7 6 2 8(Address, City, County, State, Zip)SUSAN CONNELLY 201-387-5024t'Buyer" Phone Number)

)YER INFORMATION (check one):

Business CorporationxDo

Non-Profit Corporation 0Sole Proprietorship 0

Municipal Corporation

Other (specify)~~_~ _State of Incorporation: NEW JERSEY Date of Incorporation: __ ~ _

1. ACCEPTANCE: Company agrees to sell and Buyer agrees to purchase the fire apparatusC'Apparatus") described in the Specifications incorporated as Exhibit A of this contract, as may beamended in writing, and the equipment listed herein, all in accordance with the terms andconditions set forth herein.2. DELIVERY SCHEDULE: The Apparatus shall be ready for delivery F.O.B. at DUMONT, NJ~~_~ approximately ~ 2 , ' _ , _ 7 = O _ _ , - 3 = 3 . . _ , 0 , , - - - days a f t e r receipt ofX C o n t r a c t 0C h a s s i s subject to extension due to changes made by Buyer or in accordance withSections 5 or 12 below.

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3. PRICE: Buyer shall pay to Company as the Purchase Price for the Apparatus the sum of,ur Hundred Ninety-nine Thousand Seven Hundred Eighty U,S,Dollars ($499,780,00 )

This purchase price includes the following taxes:Tax Exempt - Complete Attached FormsAny applicable taxes not specifically noted above will be paid by the Buyer directly, or will beadded to the Purchase Price and paid by Company, If Buyer claims exemption from any tax,Buyer agrees to promptly furnish the applicable exemption certificate(s) and to indemnify andsave Company harmless from any such tax, interest or penalty, which may at any time beassessed against Company as a result of this transaction.4. TERMS OF PAYMENT: Terms of payment shall be:

(A) Due upon signing $0.00 ~ _Due upon completion/receipt of chassis $0,00 _Due upon delivery $499,780.=OO~ _

(B) Check applicable method of payment for remaining balance due:X Cash/cash equivalent at time of deliveryo Installment Sales Contract - Financing*o Lease-Purchase Agreement - Financing** Lender/Leasing Company: _

(C) No payment of any amount due under this Agreement shall be made directly to a KMESales Representative without prior written approval from Company.5. CONTINGENCIES: Company will not be liable for any delay, failure to make delivery, orother default due to strikes or labor unrest, war, riot, federal, state or local government action,fire, flood or other disaster or acts of God, accidents, breakdown of machinery, lack of or inabilityto obtain materials, parts or supplies, or any other causes or circumstances beyond thereasonable control of Company which prevent or hinder Company's manufacture and/or deliveryof the Apparatus.6. WARRANTY: Company provides a limited warranty on new Apparatus of its ownmanufacture in accordance with the warranty terms set forth in the Specifications,EXCEPT TO THE EXTENT PROHIBITED BY LAW, COMPANY MAKES NO OTHERWARRANTY, EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OFMERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NOWARRANTIES WHICH EXTEND BEYOND THE FACE HEREOF.SEE SEPARATEWARRANTY STATEMENT(S) FORCOMPLETEINFORMATION.

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7. DISCLAIMER OF CONSEQUENTIAL DAMAGES: COMPANY EXPRESSLY DISCLAIMS ANYLIABILIn' FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES WHICH MAY BE SUSTAINED BY""UYER, INCLUDING BUT NOT LIMITED TO THOSE ARISING FROM THE USE, INABILITY TO USE,~INTENANCE OR REPAIR OF THE APPARATUS, WHETHER UNDER THEORIES OF BREACH OFeXPRESSOR IMPLIED WARRANn', NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE.8. CANCELLATION: This contract is not subject to cancellation by Buyer, unless for materialbreach by Company/ except upon payment to Company of reasonable cancellation charges, whichshall take into account expenses already incurred and commitments made by Company andCompany's antlctpated profit.9. ENTIRE AGREEMENT; AMENDMENTS: This contract, including its appendices, embodiesthe entire understanding between the parties relating to the subject matter contained herein andmerges all prior discussions and agreements between them. No agent or representative ofCompany has authority to make any representations, statements/ warranties or agreements notherein expressed. All modifications or amendments of this contract, including the appendices,and Change Orders, must be in writing signed by an authorized representative of each of theparties hereto.10. SEVERABILITY: If any provision hereof shall for any reason be held to be invalid, illegal orunenforceable in any respect, such invalidity, illegality or unenforceability shall not affect anyother provislon, and this contract shall be construed as if the invalid, illegal or unenforceableprovision had never been contained in it, unless to do so clearly negates the overall intent or....urpose of the parties in entering into this contract ..11. CHANGES IN COMMERCIAL SPECIFICATIONS: Specifications for all commercialcomponents of the Apparatus, manufactured by companies other than KME/ are subject tochange without notice. Specifications for such components will be as available at the time ofmanufacture of the Apparatus. Company shall not be liable for any specification deviations fromthe original contract specifications on such components made by their original manufacturer.12. CHANGES IN REGULATIONS/INDUSTRY STANDARDS: The Purchase Price is subjectto adjustment for changes to the Apparatus necessitated by changes in applicable governmentregulations (such as FMVSS or emissions requlatlons), industry standards (such as NFPAstandards), replacement of discontinued models or components from vendors/ or freightcharges. Buyer is responsible for any cost increases due to such changes beyond Company'scontrol.

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EXPLANATION OF CONTRACT AMOUNT

BASE BID PRICE: $499.780.00

Options: NO OPTIONS REQUESTEDNOOPTIONS OFFERED

CONTRACT TOTAL WITH SELECTEDOPTIONS: $ 499,780.00

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'IN WITNESS WHEREOF, Buyer and ComRan'tnt'ave caused this Agreement to be executedby their duly authorized representatives this , L . . \ - l.U- day of OQj(::)b-.Q..{, 2 0 1 D Q___.JOROUGHOF DUMONT, NEW JERSEY ~ ~

(Buyer's Legal Name)

By: By:Title: Title:

By: By:Title: Title:

Sales Representative: William H. McGuffey ~ ~

Organization Name: William H, McGuffey, Inc.

By: William H. McGuffey c _itle: Sales Representative

This contract is not a valid and binding obligation until approved, dated and executed byKovatch Mobile Equipment Corp" Nesquehoning, Pennsylvania,

ACCEPTED AND APPROVED BY KOVATCH MOBILE EQUIPMENT CORP.:

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FEDERAL EXCISE TAX EXEMPTION CERTIFICATE(For use by United States, Territories, District of Columbia, or Political subdlvlslons.)Jate i 0/1 '- f I , bThe undersigned hereby certifies that he is:hR C - - - t : e.-~ Of BOROUGHOFDUMONT NJ

(Title of Officer) (United States, States, Territory, District of Columbia or Political Subdivision)and that he is authorized to execute this certificate and that the article or articles specified in theaccompanying order or on the reverse side hereof are purchased from Kovatch Mobile EquipmentCorporation, for the exclusive use ofBOROUGHOFDUMONTFIREDEPARATMENT(United States, States, Territory, District of Columbia, or political subdlvlsion.)It is understood that the exemption from tax in the case of sales or articles under this exemptioncertificate to the United States, States, etc. is limited to the sale of articles purchased for their exclusiveuse; and it is agreed that, if articles purchased tax free under exemption certificates are used otherwise,or are sold to employees or others, such fact must be reported to the Federal Tax Office of the article orarticles covered by this certificate. It is also understood that the fraudulent use of this certificate tosecure exemption will subject the undersigned and all guilty parties to a fine of not more than$10,000,00 or to imprisonment for not more than five years, or both, together with costs or prosecution,

E TAX EXEMPTION CERTIFICATEName of Buyer BOROUGHOFDUMONT _Address 50 WASHINGTONAVENUE, DUMONT, NJ 07628 _

City State ZipThe above named business, holder of the following State permit numberNumber ; J . . , : A [ P 00 /753 State NEWJERSEY - - - - - - - - - - - - - - - - _respectively certifies that all tangible property purchased from Kovatch Mobile EquipmentCorporation, Nesquehoning, Pennsylvania is exempt from Sales of Use Tax for reasons(s) checkedbelow:( ) Resale as tangible personal propertyInstrumentality (X) Governmental Unit or

( ) Non or Charitable Unit( ) Other (Explain Fully)SignaturP~_./ C f~ Title __ r ! _ P l J _Date 1 ' / i t / i l l JI:'ederal EXcise Tax and State Sales Tax will be added if the above form is not completed and;gned.

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SALES AND USE TAX EXEMPTION CERTIFICATE

Name of Buyer: BOROUGH OF DUMONTAddress: 50 WASHINGTON AVENUE, DUMONT, NEW JERSEY

City State07628

Zip

The above named business. holder of the following State Permit NumberNumber M" (JO 115:3 State NEW JERSEYRespectively certifies that all tangible property purchased from William H. McGuffey, Inc.,Tuxedo, New York is exempt from Sales of Use Tax for reason(s) checked below:( ) Resale as tangible personal property( x) Governmental Unit or Instrumentality) Non or Charitable Unit

( ) Other (Explain Fully)~~~ ~_~ __ ~ _

Signature~~ ~

Date I _ O , _ / _ I J / _ _ , / _ I _ t J _Title G p O-----------------------

State Sales Tax will be added if the form is not completed and signed.

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Kovatch Sales Contract

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