Sunset Developers 1365 S. Fitch Mountain Rd. Healdsburg, CA Phone: Fax: Contact: Ron Ferraro

Transcription

1 Sold To: Sunset Developers 1365 S. Fitch Mountain Rd. Healdsburg, CA Phone: Fax: Contact: Ron Ferraro Ship To: Sunset Developers Racoon Ave and Rancho Rd. Adelanto, CA Phone: Fax: Contact: Ron Ferraro Primary Structure: Vail style greenhouse, 2-40 wide x 120' long Gutter-connected for a total of 9600 square feet 12 ft. bay spacing, 11 purlin runs per house 14 ft. under-gutter height 4'' SQ. galvanized steel columns with base plates (ANCHOR BOLTS for column base plates are NOT included unless specified) Framing and covering accessories for roof, sides, and ends: Gable framing for 6 ends Gable attaching accessories for 12 ends Gable flashing for 6 ends Sidewall framing for 20-12ft. bay sections Sidewall attaching accessories and flashing for 40-12ft. bay sections Doors and entry ways: ( 2 ) ea. Door framing kit (Walk Door opening) ( 1 ) ea. Door framing kit (Sidewall Overhead Door opening) ( 2 ) ea. Door framing kit (Dbl. Door, Slider, or Gable Ovhd.) ( 2 ) ea. Polar white 3' 6'' x 7' 0'' RHOS (unless specified otherwise ) ( 2 ) ea. Polar white Double-Door (22''x36'' tempered windows) 6' 0'' x 7' 0'' ( 1 ) ea. 8 x 8 OH Door Allowance ($2,000) Ventilation: Single vent, Interior gable, (1) 48 in. x 80 ft. (corrugated metal screens w/brushes) Single Roof vent, (2) 48 in. x 108 ft. (corrugated polycarbonate screens w/brushes) Double Roof vent, (2) 51 in. x 12 ft. (corrugated metal screens w/brushes) Commercial (C) Page 1 of 7

2 Additional items and accessories: ( 2160 ) ft. Purlin Drip Cap ( 8 ) ea. Equipment framing(s) ( 80 ) ft. Pad stringer framing ( 5 ) ea. Heater hanging kits (4-rod) ( 3 ) ea. Gutter end cap(s) ( 3 ) ea. Gutter down spout(s) ( 360 ) ft. Under gutter drip channel Covering: ( ) sq.ft. Corrugated SolarSoft-85 48'' wide ( 1200 ) sq.ft. Metal Corr. 26ga painted ( ) sq.ft. Metal Corr. 29ga painted ( ) sq.ft. Insulation 3"x 72" Cooling Equipment: ( 8640 ) sqft. Shade System, Aluminet (50% Shade) Fire Retardant Cloth Not Requested ( owner initial) ( 6 ) Coolair Fan(s): NBF48L 1HP (1-Speed, 3 Phase,Box-wall housing) ( 2 ) Coolair Fan(s): NBF48K 3/4HP (2-Speed, 230V,Box-wall housing) ( 150 ) ft. 8'' Roll Flashing Pad System: 1-5' x 70', 6'' PVC, & End Kit Heating Equipment: ( 5 ) ea. Lennox Heater(s), LF24E-400S (Stainless Steel) (Heater Vent Stacks are Not included) Controllers: ( 1 ) ea. Wadsworth Seed Control Allowance ( 4 ) ea. Controller VC100A ILS-Open/Close (LST) (M-1001) ( 3 ) ea. Controller VC2000A ILS-Open/Close (LST) (M-1001) Construction Labor: Nexus is not responsible for the construction Labor ( initial). Customer understands and agrees that Nexus has no liability for the builder selected, the quality of the builders installation, estimates of installation time or costs, supervision of the installation contractor, or any other issues relating to the construction labor. Commercial (C) Page 2 of 7

3 Subtotal Estimated Contract Price: $251, California State Sales Tax Estimate (7.75%):$ 19, Freight Estimate: $20, Total Estimated Contract Price: $290, ESTIMATED OPTIONAL ITEMS: OTHER EQUIPMENT AND SERVICES AVAILABLE: 6 x 48 Rolling Benches with 24 Aisle: $40, C02 Burners: $2, VFLO Fans: $1, Watt Light Fixtures: $52, Odor Remediation: $ 12, Irrigation / Fertigation: $T.B.D. Environmental Control Upgrade: $T.B.D. Warehouse Buildout: $T.B.D. Soil, Transplant and Transport Automated Equipment: $T.B.D. Greenhouse and Warehouse Construction: $T.B.D. Commercial (C) Page 3 of 7

4 Commercial (C) Page 4 of 7

5 Terms: 50% Down, Payment in Full before Shipment Nexus will provide a set of drawings and installation instructions. *All items shipped from Nexus are shipped FOB factory. Customer will be responsible for the unloading and inspection of materials as they arrive at the job site. Nexus is not responsible for goods damaged in transit. Claims for shipping damages or shortages for Nexus supplied items must be made by customer with the trucking company making the delivery of the items. ** Sales tax will be applied to all orders in accordance with the laws of the taxing jurisdiction. Nexus will defer charging sales tax on exempt items if a valid sales tax exemption certificate is on file prior to shipment. Determination of whether an item sold is taxable or exempt is based on the laws of the taxing jurisdiction. Customer agrees to pay all sales taxes on this order in accordance with the laws of the taxing jurisdiction. Sales Tax exempt certificate No. Expiration Date: (Please include copy with order) Customer Acceptance Signed: By: Title: Date: Nexus Representative Signed: By: Title: Date: THIS SALES PROPOSAL IS SUBJECT TO ATTACHED GENERAL TERMS AND CONDITIONS OF SALE. Commercial (C) Page 5 of 7

6 NEXUS LOAD REVIEW Customer Name: Sunset Developers Date: 8/25/2017 Address: 1365 S. Fitch Mountain Rd. Healdsburg, CA Structure Quoted: 2-40 x 120' Vails (R) 14' Under Gutter Ht., 12' Bays, 11-Purlin PERMITS REQUIRED: YES NO NOTE: If the NO Permitting Required box is checked, extra costs may be incurred if permitting is required after contract date. Extra cost may be incurred if building code or owner requirements are greater than the specified loads. CODE USED: SNOW LOAD: 20 lb./sq. ft. ( roof or ground) WIND LOAD: 70 SPECIAL LOAD REQUIREMENTS: m.p.h. EXPOSURE B Customer requested ship date: Local permitting agencies may require a foundation design. Nexus is not responsible for the foundation design. Engineers familiar with local soil conditions should be retained by the Customer for these services. Nexus will provide column load information to the Customer or his designated representative to facilitate the foundation design. CUSTOMER SIGNATURE THIS SALES PROPOSAL IS SUBJECT TO ATTACHED GENERAL TERMS AND CONDITIONS OF SALE. Commercial (C) Page 6 of 7

7 NEXUS GENERAL TERMS AND CONDITIONS OF SALE 1. Proposal. Customer's signature on this proposal below is a firm offer to purchase the products (and services, if any) described on the reverse side hereof, and is subject to the written acceptance of Nexus Corporation's authorized representative at its executive offices in Northglenn, CO. This proposal shall remain valid for a period of thirty (30) days from the date set forth at the top of the proposal. Nexus' acceptance is expressly made conditional upon Customer s assent to the original terms and conditions contained herein and upon the exclusion of any different or additional terms and conditions stated by Customer unless otherwise agreed to in writing by Nexus. Upon acceptance by Nexus, this proposal will become a binding agreement between the parties. 2. Drawings. After acceptance, Nexus will furnish the Customer with shop drawings for the fabrication and installation of the product. Unless the Customer returns a copy of the drawings to Nexus by certified mail within seven days of the date indicated on such drawings with any corrections or modifications, the drawings will be presumed correct and Customer shall have waived any objections thereto. Any subsequent changes required by Customer will be subject to additional charges by Nexus. 3. Terms of Payment. Customer shall promptly pay all invoices according to the payment terms described in the proposal above or herein (the Terms of Payment ). Each shipment constitutes a separate sale. Unless otherwise specified in the Terms of Payment above, payment terms are net cash within 30 days after the date of the invoice except where freight will be shipped COD and paid directly by the Customer. Customer s failure to pay all invoices as required will be deemed a breach of the entire agreement, in Nexus sole discretion. 4. Lien Rights. Nexus shall have the right to notify Customer and Owner of its right to lien the Property for non-payment of amounts due at any time. Upon any breach or default by the Customer, which breach may be waived by Nexus, Nexus may file a mechanic s lien against the Property and pursue foreclosure as allowed by law. 5. UCC Security Interest. Customer hereby grants to Nexus a purchase money security interest in and to the structure and all other goods sold by Nexus to Customer pursuant to this Agreement. Nexus has the right to file and record a UCC Financing Statement as necessary to perfect its security interest in the goods sold to Customer pursuant to this Agreement. Upon any breach or default by Customer, which breach may be waived by Nexus, Nexus remedies shall include, but be not limited to, all rights of a secured party under the Uniform Commercial Code, including but not limited to the right to enter the Property and remove the structure. 6. Additional Remedies. In addition to the remedies set forth in Paragraphs 4 and 5 above, Nexus remedies shall include, without limitation, equitable relief, including specific performance, damages and all rights of an aggrieved party at law or in equity. 7. Disclosure of Interest Charges; Venue for Disputes. In the event the Customer fails to timely pay in full for product and services in accordance with the Terms of Payment described above, then Nexus will impose an interest charge thereafter of the lesser of 2% per month or the maximum rate permitted under applicable law on the unpaid balance compounded annually. Imposition of interest shall not waive or affect Nexus other rights under this agreement. If any account is turned over to a collection agent, all costs incurred for such collection will be added to the amount owed including interest thereon. If the breach relates to non-payment by Customer, Nexus or its agent shall have the right to pursue a claim against Customer in any state or federal court with jurisdiction over the County of Adams, State of Colorado. Customer hereby consent to the exclusive jurisdiction of the state and federal courts with jurisdiction over the County of Adams, State of Colorado for matters relating to non-payment of amounts due by Customer. 8. Warranty. Nexus makes no warranties as to products it sells that are manufactured by others. Customer agrees that its sole recourse as to such products is to make a claim against the manufacturer of such products under that manufacturer s warranty, if any. Customer shall have no claim against Nexus for such product defect failures or otherwise in connection with such products. Nexus warrants to the original Customer that all goods manufactured by Nexus are free from all material defects in materials and workmanship for a period of twelve months from the date the goods or products leave Nexus warehouse. This warranty provided by Nexus is rendered void and of no further effect upon Customer s transfer of the goods, accessories, or products of the goods. Nexus s obligation under this warranty is limited to replacing or repairing any defective part without charge during the warranty period, which replacement or repair will be made to the extent that Customer has given Nexus written notice of any alleged defect within 10 days after such defect is noticed or should have been noticed and Nexus, in its sole discretion, determines the existence of a defect for which Nexus is responsible. If inspection, replacement, or repair by Nexus is made at Customer s premises, Customer shall pay all labor, transportation, and lodging expenses. This warranty shall not be extended beyond its original twelve-month term for any reason. This warranty on repairs and replacements shall also expire on the same date as this warranty. Installation and operation of the goods or products in any manner other than that recommended in Nexus specifications or any other written instructions shall void this warranty granted by Nexus. This Nexus warranty shall also be rendered void if Customer fails to pay for the goods shipped hereunder or does not follow the recommended maintenance and/or construction procedures. CUSTOMER ASSUMES ALL RISK OF THE USE OF THE PRODUCT(S) DELIVERED BY NEXUS OR ITS SUPPLIERS. CUSTOMER SHALL HAVE NO REMEDY AGAINST NEXUS FOR DELIVERY OF NONCONFORMING PRODUCT OTHER THAN TO REQUIRE REPLACEMENTS WITH CONFORMING PRODUCT AS PROVIDED HEREIN. NEXUS SHALL NOT BE LIABLE TO CUSTOMER OR TO ANY PERSON WHO PURCHASES FROM CUSTOMER OR USES ANY PRODUCT SUPPLIED BY NEXUS OR ITS SUPPLIERS FOR DAMAGES OF ANY KIND, INCLUDING, WITHOUT LIMITATION, DIRECT, INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OR LOSS OF PROFITS RESULTING FROM ANY CAUSE WHATSOEVER, INCLUDING, WITHOUT LIMITATION, ANY DELAY, ACT, ERROR, OR OMISSION OF NEXUS OR ITS SUPPLIERS. THE WARRANTY SET FORTH ABOVE IS IN LIEU OF ANY AND ALL OTHER WARRANTIES, EXPRESSED OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR PARTICULAR PURPOSE. CUSTOMER ACKNOWLEDGES THAT EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, NO OTHER REPRESENTATIONS WERE MADE OR RELIED UPON WITH RESPECT TO THE QUALITY AND FUNCTION OF THE PRODUCTS AND SERVICES SUBJECT TO THIS AGREEMENT. NO NEXUS EMPLOYEE OR AGENT, NOR ANY OTHER PERSON, IS AUTHORIZED TO ASSUME FOR NEXUS ANY RESPONSIBILITY OR LIABILITY OTHER THAN THOSE APPEARING IN THIS AGREEMENT. Customer will indemnify, defend and hold Nexus and its shareholders, officers, directors and agents harmless from and against all loss, liability, cost (including reasonable legal fees and costs), damage, or expense incident to any claim, action, or proceeding (including, but not limited to, claims of third parties) against Nexus arising out of the installation, maintenance, use, or operation of the products covered by this Agreement. 9. Technical Advice and Recommendations. Nexus assumes no obligation or liability for any recommendations, opinions or advice as to the choice, installation or use of products sold. Any such recommendations, opinions or advice to the extent given and shall be accepted at customer's own risk and shall not constitute any warranty or guarantee of such products or their performance. Nexus warranty as set forth in Section 5 shall not be enlarged, diminished or affected by, and no obligation or liability shall arise or grow out of Nexus rendering of technical advice, installation advice or service in connection with Customer orders or the products furnished hereunder. 10. Product Suitability. Many states and localities have codes and regulations governing sales, construction, installation, and/or use of products for certain purposes, which may vary from those in neighboring areas. Nexus does not and cannot guarantee compliance with local codes and regulations or be responsible for how the product is installed or used. Customer hereby acknowledges that, before purchase, Customer reviewed the product application, and national and local codes and regulations, and hereby confirms that the product, installation, and use will comply with them. 11. Performance. Should Nexus be delayed in its performance (fabrication, delivery and/or erection) for reasons which are beyond its control, including but not limited to labor disputes, fire, natural disasters, war, acts of terror, civil strife or military action, accidents, delay of carrier, shortage of supplies or materials, delay or default of subcontractor, failure of production facility, or any similar cause, the date of performance by Nexus shall be extended a reasonable time to allow for such delay. However, in no event shall Nexus be liable for any loss or damage to the Customer occasioned by the delay. In the event of any such delay beyond Nexus' control, the Customer agrees to either accept performance when it can be effected, or terminate the agreement by payment to Nexus of all of its costs of production, including materials, labor and overhead incurred to the date of Nexus' receipt of the Customers written termination notice. 12. Delivery and Unloading of Shipments. Unless specified by the Customer, Nexus shall select the carrier for delivery. Cost of shipping and unloading the shipment is the sole responsibility of the Customer unless otherwise expressly provided herein. All product is shipped F.O.B. Nexus factory, and title and all risk of loss shifts to the Customer upon the carrier acceptance of shipment. The Customer shall file all claims for shipment shortages or damage with the carrier. 13. Erection and Installation. Unless otherwise specifically provided for in a separate written agreement regarding installation, the Customer shall be solely responsible for selecting the installation contractor, assessing the validity of time and cost estimates for the installation contractor, making all arrangements, supervising and paying all costs for the erection and installation of the Nexus product. The Customer shall also be liable for conformance with all local laws and ordinances including zoning, building codes, building permits, inspections, and the like. 14. Taxes. Prices quoted for all products purchased hereunder are exclusive of all taxes unless specifically set forth on the face of this proposal. Nexus is required to charge, collect and remit state and local tax on all items to the extent that the items are not exempted by a valid sales tax exemption certification provided prior to shipment. All federal, state and local taxes or fees imposed and any penalty or interest with respect to any products purchased pursuant to this Agreement shall be the liability of the Customer, and shall be included in invoicing when determined. 15. Cancellation. This Agreement may be cancelled by the Customer, other than for the reasons set forth in Paragraph 8 above, only by negotiation with and written agreement by Nexus and then only by payment of reasonable and adequate charges which take into account both Nexus' expenses to date and its other commitments made in anticipation of this Agreement. Should arbitration or litigation be commenced under any provision of this proposal, if Nexus prevails, the Customer shall pay Nexus' reasonable legal fees and costs in connection therewith. 16. Arbitration, Controlling Law, and Time Limit. Except as set forth in Paragraph 4 above, any controversy or claim arising out of or relating to the Proposal, or any drawings, or these terms and conditions shall be settled by binding arbitration in accordance with the rules of the American Arbitration Association. Purchaser and Nexus expressly agree that any arbitration proceedings instituted by either party shall take place in Denver, Colorado, and the arbitrator shall apply the laws of the State of Colorado. All such disputes must be brought within two years of the date of this contract or are forever waived. 17. Miscellaneous. This Agreement shall be binding and inure to the benefit of the parties, their personal and legal representatives, their heirs and beneficiaries, and their assigns and successor-in-interest. Customer may not assign this Agreement without the prior written consent of Nexus. This proposal contains the entire agreement, understanding and representation between the parties and supersedes all prior or current communications or proposals; oral or written, relating to the subject matter hereof. This proposal may not be modified or rescinded unless in writing and executed by the parties. In the event any provision hereof is found invalid or unenforceable according to its terms, such provision shall be enforced or severed to the extent possible without affecting the remainder of the Agreement. I have read and I understand these General Terms and Conditions of Sale. CUSTOMER SIGNATURE Market Page 7 of 7