Exhibit 2 - Quotes
OFFER FOR
CITY OF DENTON
CITY OF DENTON
DENTON ENERGY CENTER
1 / 2 Offer number: SO-127749-1
Date: May 7, 2025
Wärtsilä North America, Inc.
11710 North Gessner Road, Suite A,
Houston TX 77064
Bank: Nordea Bank of Finland Plc, NY
Branch
Account no: 7049163001
ABA: 026010786
SWIFT: NDEAUS3N
•
Customer
City of Denton
1659 Spencer Road
Denton Texas 76205
Your Contact Arthur Pando
Your Inquiry Date May 5, 2025
Your Reference
Terms of Payment 30 days net
Offer Valid To Jun 6, 2025
RECONDITIONED CYLINDER HEADS FOR DENTON
ENERGY CENTER
Dear Arthur,
Please see below our offer for QTY (2) Reconditioned Cylinder head for Wartsila 18V50SG Engine.
This offer is valid for the following equipment:
DENTON ENERGY CENTER
PAAE317353 WÄRTSILÄ 18V50SG
2 x Reconditioned Cylinder Heads / Like New USD 74,414.00
Includes:
Two (2) complete reconditioned cylinder heads with all new components
installed including 20° exhaust valves & valves seats.
Also, includes shipping.
Estimated total price excluding VAT/Tax USD 74,414.00
Total price USD 74,414.00
Will be invoiced according to actual hours
Workshop
PAAE317353 WÄRTSILÄ 18V50SG
2 x Reconditioned Cylinder Heads / Like New Quantity
2 x Cylinder Heads 1.00
Terms of offer
Offer specific terms
This offer has a fixed price sale for Qty (2) Reconditioned Cylinder heads
Shipping cost is included in the above price.
Deliverables
Wärtsilä will provide a complete service work report after completion of the service attendance. This report
will include all measurements taken during the service and recommendations.
2 / 2 Offer number: SO-127749-1
Date: May 7, 2025
Wärtsilä North America, Inc.
11710 North Gessner Road, Suite A,
Houston TX 77064
Bank: Nordea Bank of Finland Plc, NY
Branch
Account no: 7049163001
ABA: 026010786
SWIFT: NDEAUS3N
Additional work
If the service measures will reveal the necessity for any additional required measures or spare parts, this will
be offered separately. The Customer will be notified to obtain approval prior to commencement of work.
Additional ordered parts during execution will be invoiced after completion.
Change of requirements
Any change in requirement and/or scope of supply will be subject to review and may affect prices offered.
For any changes to the specification requested after acceptance of the order, we reserve the right to amend
prices and delivery dates accordingly.
Conditions
This Offer is governed by Wӓrtsilӓ's General Terms and Conditions, attached, unless a signed framework or
maintenance agreement between the parties takes precedence. The applicability of any other Terms and
Conditions is expressly rejected. Validity of this document is subject to the full payment of all the overdue
invoices and approved credit review by Wärtsilä.
Appendices
EN-EN General Terms and Conditions - Services 2025
Sincerely
Wärtsilä North America, Inc.
Andrew Corbitt
Account Manager, Energy Services
andrew.corbitt@wartsila.com
Wärtsilä North America, Inc.
Nisar Ahmed
Senior Lifecycle Proposal Engineer, USA & Canada
nisar.ahmed2@wartsila.com
1. INTRODUCTION, CONTRACT FORMATION, SCOPE, AND CHANGES 1.1 These General Terms and Conditions – Services (2025) (the “Conditions”)
shall, unless otherwise agreed in writing, apply to all services performed
(“Service Work”) by any authorized member, agent, or representative of the
Wärtsilä Group (the “Contractor”) for a customer (the “Customer”).
1.2 Offers are non-binding until accepted and confirmed by a purchase order
issued by the Customer in compliance with these Conditions. Upon receipt of
the Customer’s purchase order, the Contractor may issue an order
acknowledgement or begin work, in either case forming a “Contract”. These Conditions shall form an integral part of the Contract.
1.3. Any Customer-introduced terms inconsistent with or additional to the
Conditions are hereby disclaimed, shall not be incorporated into the Contract,
and shall have no effect unless signed by the Contractor’s authorised
representative.
1.4 The Contractor’s offers are conditional on credit approval and discharge
of any existing debts. The Contractor may rescind any offer or suspend or
terminate the Contract without liability to the Customer if the Customer does
not discharge existing debts or is deemed, at the Contractor's sole discretion,
not credit worthy.
1.5 The Customer may not change or cancel any purchase order after it has been received by the Contractor unless the Contractor has agreed in writing
to such change or cancellation. The Customer shall pay any applicable
rescheduling, cancellation, or variation order fees as per the Contractor’s
latest rates.
1.6 Depending on conditions encountered or discovered after formation of the
Contract, the Contractor may recommend reasonable changes to the scope
of the Service Work or Physical Work and the Customer shall pay for any
additional Service Work provided by the Contractor because of such changes. 1.7 The Customer shall compensate the Contractor for any increases in the
Contractor’s cost of performing the Service Work arising after the Contractor’s
offer because of the actions or omissions of the Customer or a third party not
under Contractor’s control (such as, but not limited to a change of law or a
Force Majeure event) if such increases are not foreseeable at the time of the
offer or are not reasonably preventable by the Contractor’s actions.
2. SCOPE OF SERVICES 2.1 The Contractor shall perform the Service Work specified in the
Contractor’s order acknowledgement. Service Work may be delivered onsite
or remotely.
2.2 Service Work may include: (1) “Field Service”, that is, the attendance of
a service technician or technical manpower (“Primary Service Technician”) provided by the Contractor to perform installation, commissioning, repair,
reconditioning or maintenance of the Customer equipment; (2) “Workshop
Services”, that is, the inspection, overhaul, replacement or reconditioning of the Customer’s parts at the Contractor’s workshop; (3) “Technical Advisory
Services”, that is, the provision of technical advice by the Contractor’s
technical expert(s) (“Technical Advisor”); (4) “Investigation Services”, that is,
the inspection or investigation of the condition or performance of the Customer
parts or equipment; (5) “Underwater Services”, that is, any Field Service or Investigation Service that is performed underwater or that is wholly or partially
performed by diving; or (6) other services as specified in the Contractor’s order
acknowledgement. 2.3 If the Contractor is providing Technical Advisory Services, the Contractor
is not responsible for performing any installation, repair, or maintenance of
equipment (the “Physical Work”). The Customer shall provide adequate
Primary Service Technician(s) to complete the Physical Work and ensure that
they fully cooperate with the Contractor’s Technical Advisor(s). The Customer shall have no right to employ the Contractor’s personnel for Physical Work
unless the Contractor has undertaken that its Technical Advisor(s) will perform
such work in its order acknowledgement. A Technical Advisor is not a supervisor or superintendent over the Primary Service Technician(s) or of the
Physical Work. Where providing Technical Advisory Services, the Contractor
disclaims all responsibility for Physical Work performed by the Customer’s
Primary Service Technician(s). Any Physical Work directly performed by the
Contractor’s Technical Advisor(s), and any participation by the Contractor’s Technical Advisor(s) in the Physical Work, shall, unless duly recorded in the
Service Report as Physical Work performed by the Contractor’s Technical
Advisor(s), be deemed ancillary and incidental to their role, and shall not give rise to any additional warranty obligations or liability. Physical Work duly
recorded in the Service Report as having been performed by or with the
involvement of the Contractor’s Technical Advisor(s) shall be treated as Field
Service.
2.4 Unless otherwise stated in the Contractor’s offer or order acknowledgement, Workshop Services does not include transportation of the
Customer’s parts to and from the Contractor’s workshop. The Customer shall arrange to deliver the parts DDP Contractor’s workshop, and to pick up the
parts FCA Contractor’s workshop once the Service Work is completed.
2.5 Investigation Services do not include any guarantee as to the results or condition of the Customer equipment or part investigated, and do not give rise
to a warranty.
2.6 The Contractor may prepare a service report describing, e.g., the Service
Work it has performed, the conditions it encountered – including the prior
condition of the equipment being serviced -- and any relevant observations and recommendations for the Customer (the “Service Report”). Service
Reports are prepared, shared and stored at the Contractor’s sole discretion
and for the Contractor’s benefit, and the Contractor has no obligation to preserve Service Reports for the Customer’s benefit unless separately agreed
in writing. Service Reports are not works made for hire, and copyright shall
vest and remain with the Contractor. If copyright to such Service Reports vests
to the Customer under applicable law, the Customer agrees to take all
necessary actions (at its own expense) to assign such copyright to the Contractor. If a Service Report is shared with the Customer, it is provided on
an ‘as is’ basis with no warranty whatsoever, express or implied. The
Contractor makes no representation that Service Reports are accurate, complete, or timely. Irrespective of any Customer confidential information they
may contain, Service Reports shall be deemed solely confidential information
of the Contractor under Section 3.1 of these Conditions.
3. CONFIDENTIALITY AND INTELLECTUAL PROPERTY
3.1 Neither party shall copy or disclose to a third party any document or data
provided by the other party on a confidential basis (as clearly indicated in
writing at the time of the initial disclosure) without the prior written consent of
the other party or use them for purposes other than those for which they were provided. Intellectual property rights associated with the Service Work, or any
document or data provided by the Contractor in connection therewith shall
remain the Contractor’s property. The Customer shall defend, indemnify, and
hold harmless the Contractor against all claims, losses, and damages,
including reasonable attorneys’ fees, arising out of, or resulting from any
reuse, modification, reproduction or publication of the Contractor’s intellectual
property documents or data. To the extent there is a conflict between the
foregoing provisions regarding confidentiality and intellectual property and any terms or conditions of any software license agreement, the terms and
conditions of such software license agreement shall prevail.
3.2 Notwithstanding anything to the contrary, companies belonging to Wärtsilä
Group shall have the right to collect data from sensors, instruments, monitors,
data collectors, industrial control or SCADA devices located at Customer’s sites or on the equipment delivered, or if agreed between the parties through
any digital platform managed by the Customer or an authorized third party for
storing such data, and use such data, including but not limited, to support and develop its products, solutions and services. Data may be transferred within
Wärtsilä Group and to third parties who act for or on its behalf for processing
the data. Companies belonging to Wärtsilä Group shall own any enrichment,
report or derivative work developed or derived from such data. The rights
granted hereunder shall survive any termination or expiration of the Contract. 3.3 Subject to the Customer´s compliance with the Contract and these
Conditions, the Contractor grants the Customer a non-exclusive license to use
any software supplied with the Service Work (“Software”) in connection with the normal and proper use of the applicable products. If Software is supplied
as part of the Service Work, the term Service Work shall be deemed to include
Software whenever used in these Conditions. The Customer may make
copies of the Software only where essential for its lawful operation or for
necessary back-up purposes. The following terms apply to the Software: (1) Customer shall not copy, modify, create derivative works from, disassemble
or otherwise attempt to derive the source code; (2) supply of Software does
not include updates, upgrades, maintenance, support or other additional services and any such items shall be subject to separate written agreement
and additional cost; (3) the use of the Software may be subject to separate
terms of use or third-party software terms as updated from time to time; (4)
any onward supply of the Software to the Customer’s customers or other end
users, shall be subject to the applicable terms of the Contract and these conditions (or substantially equivalent terms). If any cloud-based service is
supplied in connection with the Services (“Cloud Service”) then the Customer
may access the Cloud Service for the duration agreed in the Contract.
4. PERFORMANCE, DELIVERY, ACCEPTANCE
4.1 The Customer shall be deemed to have accepted the Service Work
performed by the Contractor and the quality and quantity of any parts
delivered as part of the Service Work as being in accordance with the Contract
WÄRTSILÄ
GENERAL TERMS AND CONDITIONS
SERVICES (2025)
unless the Customer has notified the Contractor of any non-conformity,
shortages, or damage within three (3) days following the last day on which the Service Work was performed. Any date or period for dispatching or completion
stipulated or quoted shall be deemed to be an estimate only, and there shall
be no express or implied time limit in dispatching or completing any Service
Work.
4.2 If the Customer anticipates that the Service Work cannot be commenced or a delivery accepted as agreed in the Contract due to reasons attributable
to the Customer, the Customer shall notify the Contractor in writing stating the
reason and the time when the Customer anticipates that the Service Work could commence, or the delivery be accepted. The Contractor may by notice
require the Customer to set a final reasonable time for when the Service Work
should commence, or the delivery be accepted. Any additional costs related
to such delay shall be borne by the Customer, including as further described
in Clauses 1.6 and 9.3. 4.3 All references to trade terms shall be interpreted in accordance with
Incoterms® 2020. Any date or period for delivery or completion of services
stipulated or quoted by the Contractor shall be deemed to be an estimate only. Packing materials shall not be returned to the Contractor.
4.4 The Contractor has a right to suspend the performance of its obligations
under the Contract if it is reasonably clear from the circumstances that the
Customer will not be able to perform its obligations as stated in the Contract.
5. COMPENSATION, PAYMENT, AND OWNERSHIP 5.1 If not expressly agreed otherwise in writing, the Contract’s price is based
on the Service Work performed during normal working hours. Time sheets for
each week shall be provided by the Contractor to the Customer and shall be promptly checked and attested by the Customer. The time sheets provided by
the Contractor shall be deemed to be evidence of the working hours invoiced
by the Contractor. Hourly rates, overtime rates and daily allowances shall be
as specified in the Contractor's standard rates then in effect (such rates are
subject to change from time to time). The Customer will be charged a daily
allowance for each of the Contractor’s personnel based on the number of
working days from the date of departure of such personnel until their return.
Unless otherwise agreed in writing, a normal working week is comprised of forty (40) hours; eight (8) hours per working day, spread over five (5) working
days. Local holidays shall be observed. Unless otherwise agreed, any Service
Work done outside normal working hours shall be charged to the Customer
as overtime. Any waiting and/or stand-by time for which the Contractor is not
responsible shall be charged to the Customer as normal working time. Time
spent by the Contractor’s personnel travelling to and from the Contractor's
office, the work site and the Customer-provided lodging shall be for the
Customer’s account. The daily remuneration and allowances shall be payable during incapacity caused by sickness of or accident to any of the Contractor’s
personnel if caused by failure of the Customer to maintain safety in the work
site environment.
5.2 All travel expenses, plus ten percent (10%) handling cost, incurred in
connection with the Contract shall be for the account of the Customer. Travel
expenses include: (a) fares for journey by rail, sea, air, car and/or bus; (b)
carriage, freight and customs duties as well as insurance due in connection
with personal effects, instruments and tools required for the Service Work, including necessary costs for overweight on air freight; and (c) all out-of-
pocket expenses incurred by the Contractor for the Service Work ordered by
the Customer, such as internet use, facsimile and telephone calls.
5.3 In the event of any illness or accident affecting any of the Contractor’s
personnel, whether during the performance of Service Work or otherwise,
necessitating medical attention or hospital treatment, the Customer shall
ensure that the best and appropriate medical facilities and medications are
made available to the Contractor’s personnel. If it is necessary to repatriate an ill, injured, or deceased member of the Contractor’s personnel, the
Customer shall assist the Contractor in arranging for such repatriation in the
safest and most expedient manner. All costs incurred under this Clause 4.3
shall be borne by the Contractor.
5.4 Unless otherwise agreed, payment shall be made by bank remittance in
the currency and to the bank account set forth in the invoice within twenty (20)
days following the date of the invoice. Payment shall be made in full without
any set off, counterclaim or deduction, all expenses for remitting payments being borne by the Customer. The Customer shall pay interest on overdue
payments from the maturity date until the actual date of payment at the rate of
one and one quarter percent (1.25%) per month, compounded monthly. The
Customer shall pay the Contractor all costs related to the collection of overdue
amounts, including reasonable attorneys’ fees. In the event any payment is
more than thirty (30) days late, the Contractor shall be entitled to suspend or
terminate the Contract by written notice to the Customer, and such remedies
shall not be exclusive of the Contractor’s additional rights under contract or law. Title to any part, material, equipment, supplies, consumables or
replacement and any other items furnished, provided, or supplied by the
Contractor in performance of the Service Work shall pass to the Customer
only when payment in full has been received by the Contractor. The Contractor
may as a precondition for the performance of the Service Work, request that
the Customer provides the Contractor with security covering any unpaid
amount already owed to the Contractor or one of its affiliates.
5.5 Any assistance or work performed by the Contractor outside the scope of Contract shall be charged as extra work in accordance with the Contractor's
standard rates then in effect and with these Conditions.
5.6. All prices quoted in the Contractor’s offer, order acknowledgement, price
lists(s) or invoices are net and exclude taxes, duties, tariffs and similar
assessments which are payable in addition as applicable. The Contractor
reserves the right to make changes to its price list(s) without prior notice.
6. WARRANTY
6.1 For Service Work where the Contractor is providing Field Service, Underwater Field Service, or Workshop Services, the Contractor shall re-
perform, in whole or in part, at its sole discretion, any defective Service Work
which appears during the warranty period. If providing Technical Advisory
Services, the Contractor shall revise or supplement any erroneous technical
advice discovered during the warranty period but provides no warranty or remedy for Physical Work performed by the Customer’s Primary Service
Technician(s) or warranty as to the general condition of equipment with
respect to which the Contractor has provided Technical Advisory Services. Investigation Services do not give rise to any warranty. Service Work does not
create a general warranty for the equipment, part or component serviced, and
the Contractor’s sole warranty obligation is to re-perform any defective Service
Work.
6.2 The Customer shall immediately take appropriate steps to prevent any defect from becoming more serious, and to enable the Contractor to perform
its warranty obligations under Clause 6.1.
6.3 All warranty claims shall be made in writing without delay and not later than fourteen (14) days following discovery of such defect during the warranty
period. The Customer shall have the responsibility to establish that its claim is
covered by this warranty. Parts replaced by the Contractor under warranty
shall become the Contractor’s property and upon the Contractor’s request, be
returned at the Contractor’s cost. Delivery of repairs or re-performance under this warranty will be made in accordance with the original Contract delivery
terms. The Contractor warrants that any Software shall not contain any
material non-conformance with the Contractor's technical specification for such software during the warranty period and that the Cloud Service will
perform substantially in accordance with the Contract and the Contractor´s
technical specifications for the duration of the applicable term provided in the Contract.
6.4 The warranty period for the Service Work begins on the date of delivery and ends six (6) months from the last day of performance of the applicable
Service Work. The warranty period in respect of Service Work which has been
re-performed under the warranty shall expire six (6) months following the last day on which the Service Work was re-performed under the warranty. The
warranty for re-performed Service Work shall be subject to the same terms,
conditions, and liability limitations applicable to the original Service Work. Under no circumstances shall the warranty period of any Service Work
(whether original or re-performed) extend beyond the date that is twelve (12) months following the date of commencement of the original warranty period
as stipulated above in the first sentence of this Clause.
6.5 The Contractor shall not be liable for, and the warranty of this Clause does not apply to any defect due to or arising in connection with: (1) any Physical
Work performed by Primary Service Technicians provided by the Customer,
(2) any materials, components, tools, designs or software provided by the Customer; (3) negligence or wilful misconduct of the Customer or third parties;
(4) parts, accessories or attachments other than those supplied by the Contractor in the course of performance of the Service Work; (5) improper
service work, installation or alterations carried out by the Customer; (6) normal
wear and tear; (7) use of unsuitable material or consumables by the Customer; (8) fluctuation in the grid; (9) any use, service or operation of any equipment,
parts or components upon which Service Work was performed which is not in
conformity with manuals, instructions or specifications provided by the Contractor or which is otherwise not in accordance with normal industry
practice; or (10) any non-conformities, defects (including latent defects), damage, vulnerabilities, or problems with the Customer’s equipment or parts
which predate the Service Work, even where the Service Work specifically
includes Investigative Services intended to identify such pre-existing conditions or Workshop Services to re-condition a part. The Contractor’s
warranty obligation does not include any cranage, electricity, scaffolding,
docking, towage costs, demounting or mounting costs and expenses of the Contractor's personnel or representatives, taxes, and duties, and all such
costs and expenses shall be reimbursed by the Customer to the Contractor when applicable. The Contractor’s warranty obligation also does not include
diving or sub-sea work, except if the Contractor originally provided Underwater
Services. If, after the Contractor’s warranty investigation, the Contractor (at its sole discretion) concludes that the Customer does not have a warranty claim
within the scope of these Conditions, then the Customer shall be responsible
for all applicable costs and expenses incurred by the Contractor in
investigating or responding to the warranty claim.
6.6 THIS CLAUSE 6 SETS FORTH THE ONLY WARRANTY APPLICABLE
TO THE SERVICE WORK AND IS IN LIEU OF ANY OTHER WARRANTIES,
GUARANTEES, OBLIGATIONS AND LIABILITIES EXPRESS OR IMPLIED
INCLUDING WARRANTIES, GUARANTEES, OBLIGATIONS OR LIABILITIES AGAINST NON-CONFORMITY OR DEFECTS. THE
CUSTOMER HEREBY WAIVES ALL OTHER REMEDIES, WARRANTIES,
GUARANTEES AND LIABILITIES, EXPRESS OR IMPLIED, ARISING BY
LAW OR OTHERWISE (INCLUDING WITHOUT LIMITATION FITNESS FOR
PURPOSE, MERCHANTABILITY OR SATISFACTORY QUALITY) WITH
RESPECT TO ANY NON-CONFORMITY, DEFECT, ERROR, OR OMISSION
ASSOCIATED WITH THE SERVICE WORK. THE CUSTOMER ACCEPTS
THE SOFTWARE AND CLOUD SERVICE “AS IS” AND AS AVAILABLE. THE CONTRACTOR DOES NOT GUARANTEE THAT THE SOFTWARE OR
CLOUD SERVICE WILL BE ERROR-FREE, VIRUS-FREE,
UNINTERRUPTED OR FREE FROM VULNERABILITIES, OR THAT THE
CONTRACTOR WILL CORRECT ALL ERRORS. THE CUSTOMER
ACKNOWLEDGES THAT THE CONTRACTOR DOES NOT CONTROL THE
TRANSFER OF DATA OVER COMMUNICATIONS FACILITIES, INCLUDING
THE INTERNET, AND THAT THE CLOUD SERVICE MAY BE SUBJECT TO
LIMITATIONS, DELAYS AND OTHER PROBLEMS INHERENT IN THE USE
OF SUCH COMMUNICATIONS FACILITIES. THE CONTRACTOR IS NOT RESPONSIBLE FOR ANY DOWNTIME OR OTHER PROBLEMS IN THE
CUSTOMER'S OR ANY OTHER THIRD PARTY’S SYSTEMS. THE
CONTRACTOR IS NOT LIABLE FOR DELAYS, DELIVERY FAILURES OR
OTHER DAMAGE RESULTING FROM SUCH PROBLEMS.
7. CONTRACTOR’S LIABILITY 7.1 IN NO EVENT, WHETHER AS A RESULT OF BREACH OF CONTRACT,
BREACH OF WARRANTY, TORT LIABILITY (INCLUDING NEGLIGENCE
OR STRICT LIABILITY), OR OTHERWISE, SHALL THE CONTRACTOR BE LIABLE FOR ANY INDIRECT, CONTINGENT, SPECIAL,
CONSEQUENTIAL OR INCIDENTAL DAMAGES, HOWEVER CAUSED OR
ARISING (WHETHER ACTUAL OR ANTICIPATED) NOR FOR LOSSES OR
DAMAGES (WHETHER ACTUAL OR ANTICIPATED) CAUSED BY
REASON OF UNAVAILABILITY OF THE EQUIPMENT OR THE FACILITY, SHUTDOWNS OR SERVICE INTERRUPTIONS, LOSS OF USE, LOSS OF
PROFITS OR REVENUE, LOSS OF SAVINGS, LOSS OF REPUTATION,
INVENTORY OR USE CHARGES, COST OF PURCHASED OR REPLACEMENT POWER, INTEREST CHARGES OR COST OF CAPITAL,
ANY CLAIMS OF THE CUSTOMER’S CUSTOMERS, PUNITIVE OR
EXEMPLARY DAMAGES, THE COST OF SUBSTITUTED EQUIPMENT,
SPARE PARTS OR SERVICES OR REPLACEMENT, REMOVAL OR
REINSTALLATION SERVICE WORK NOT ARISING FROM THE WARRANTY PROVIDED HEREIN, TOWAGE CHARGES, POLLUTION
REMEDIATION COSTS, COSTS OF DOCKING, DIVING OR SUB-SEA
WORK, DAMAGE TO ANY VESSEL, ENGINE ROOM OR POWER PLANT SITE, YARD OR OTHER PROPERTY (INCLUDING DAMAGE TO GOODS
OWNED BY THE CUSTOMER), DAMAGE TO ANY EQUIPMENT OR
PROPERTY OTHER THAN THE EQUIPMENT, COMPONENTS OR PARTS
ON WHICH SERVICE WORK WAS DIRECTLY PERFORMED
HEREUNDER, COSTS FOR ANY ADDITIONAL TESTS, SEA TRIALS,
DEBRIS REMOVAL OR FOR LOSS OF TIME OR USE OF ANY
EQUIPMENT, INSTALLATION SYSTEM, OPERATION OR SERVICE,
LOSS OR CORRUPTION OF DATA. 7.2 NOTWITHSTANDING ANY OTHER PROVISION OF THE CONTRACT,
IN NO EVENT SHALL THE CONTRACTOR’S AGGREGATE LIABILITY TO
THE CUSTOMER UNDER THIS CONTRACT, WHETHER IN CONTRACT,
TORT (INCLUDING NEGLIGENCE OR STRICT LIABILITY) OR ANY
OTHER LEGAL THEORY OR EQUITY, EXCEED THIRTY PERCENT (30%)
OF THE CONTRACT PRICE.
7.3 The Contractor shall not be liable for any work carried out by the Customer,
the Customer’s Primary Service Technician(s), or by any third party, even though carried out under the direction or supervision of, with assistance from,
or vetted by the Contractor’s personnel or Technical Advisor(s). The Customer
shall bear the risk of loss of its equipment and other goods in connection with
the Service Work, even if such equipment or goods are in facilities used by
the Contractor.
7.4 The Contractor shall not be liable for any harm, injury or damages due to
or arising in connection with: (1) limited, inaccurate, or insufficient visibility,
information or situational awareness where the Service Work is performed remotely, (2) software provided by the Customer; (2) monitoring, digital and/or
cybersecurity-related systems other than those provided by the Contractor; or
(3) improper service work, installation or alterations carried out by the
Customer on any monitoring, digital and/or cybersecurity-related systems.
Improper service work includes any act or omission which contradicts the
recommendations regarding maintenance, configuration or operation issued
by the supplier or manufacturer of the system resulting in detrimental reliability
or increased possibility of failure.
8. INSURANCE
Each of the Contractor, the Customer, and any subcontractor of the Customer
providing Primary Service Technician(s) to the Customer, shall at its own cost
provide for and maintain comprehensive insurance coverage to protect its own
property and personnel and cover its general liability. Each party shall obtain a waiver of all rights of recourse and subrogation
against the other party from its insurers as well as indemnify and hold the other
party harmless for all claims of or by either of the parties’ insurers.
9. FORCE MAJEURE AND OTHER EXCUSABLE DELAYS
9.1 Neither the Contractor nor the Customer shall be liable for any failure or
delay in performing its obligations hereunder, or for any loss or damage
resulting therefrom, caused by, or arising from an event of force majeure
(“Force Majeure”). Force Majeure means any events or circumstances
(whether foreseen or unforeseen) which are beyond the reasonable control of
the party affected, and includes without limitation acts of God, wars whether
declared or not, any events involving ammunitions of war, civil wars and riots, hostilities, public disorder, acts of terrorism and severe threat of terrorism,
cyber incidents, any measures taken by public authorities in connection with
threat of terrorism, embargos and import or export restrictions, acts of civil or
military authorities, any lawful or unlawful restrictions and actions of any public
authority or government, sanctions, boycotts, fire, flood, accidents, strikes,
failure of a subcontractor or sub-supplier of the Contractor to provide
manpower, materials or goods caused by an event that qualifies under this
Clause 8.1, shortage of transportation, the imposition of transport restrictions or customs clearance problems, epidemics, unusually severe weather
affecting either party, or causes beyond their control.
9.2 Once a party is aware that its performance under the Contract is affected
by Force Majeure, the affected party shall, without undue delay, give written
notice to the other party briefly setting out relevant details of the delay.
9.3 If the Service Work cannot be commenced as agreed or is interrupted due
to reasons of Force Majeure or for other reasons not attributable to the Contractor, the costs for maintaining personnel at or near the work site
(including, without limitation, wages and lodging) will be borne by the
Customer. If the interruption continues for more than one week, the Contractor
may, at its own discretion, withdraw such personnel to their home location or
another reasonable location. All expenses in relation to such withdrawal and/or subsequent return shall be borne by the Customer. All reasonable
additional costs incurred by the Contractor because of the suspension and
any subsequent resumption or completion of the Service Work shall be reimbursed by the Customer.
9.4 If the period of suspension exceeds two (2) months, either party may
terminate the Contract by three (3) days’ notice in writing to the other party
without prejudice to the rights of either party up to the date of termination. Any
termination because of Force Majeure shall not affect a party’s right to receive payment in respect of all costs incurred, as at the date of the termination
notice, in pursuit of its obligations.
10. SECURITY AGREEMENT To the extent permitted by law, the Customer hereby grants to the Contractor
a lien on and a continuing security interest, and when applicable a maritime
lien for necessaries, in and to all equipment, parts and components upon
which the Service Work is performed and all products and proceeds derived
from the sale or lease thereof as security for the payment in full of such Service Work. The Customer hereby waives all claims, defences, and causes of action
that the Customer may have in connection with the exercise of any such lien
rights by the Contractor.
11. THE CUSTOMER’S ADDITIONAL PERFORMANCE OBLIGATIONS
The Customer shall comply with all laws, rules, and regulations applicable to
the performance of the Service Work. The Customer shall provide or secure
for the Contractor, at no cost, all the following facilities, rights and services
which must be in English or another language acceptable to the Contractor’s
personnel, and of sufficient type, quality and/or quantity for the Contractor’s
performance of the Service Work, unless otherwise agreed to in writing by the
parties: 11.1 Ancillary manpower equipped with appropriate tools (such as drills and
hand lamps), heavy duty hoisting and transport facilities along with the
necessary fuel, lubricants, water, electricity, compressed air and cleaning
facilities for the Contractor’s performance of the Service Work;
11.2 Heated and/or air-conditioned facilities with available drinking water for
the Contractor’s personnel near the work site as follows:
(a) service storage sheds with locks, equipped with shelves and bins for
tools, equipment and supplies of the Contractor’s personnel;
(b) changing rooms, provided with locks, toilet and washing facilities for the
use of the Contractor’s personnel; and
(c) furnished offices with locks, equipped with telephones, facsimile,
internet, and other communication requirements of the Contractor’s personnel.
11.3 Heated and/or air-conditioned boarding and lodging facilities for the
Contractor’s personnel that must:
(a) be safe, secure, clean, and free of health risks;
(b) have a satisfactory level of comfort and privacy, allowing for a good rest; (c) have a toilet and shower, with privacy, located near the cabin or the lodging facility;
(d) have freedom to access leisure or social activities after work;
(e) have access to internet;
(f) lodge a maximum of 2 persons per cabin or room, without “Hot bedding”, and clean laundry provided at regular intervals; and
(g) have choice of hot meal.
11.4 Assistance requested by the Contractor with the customs formalities
required for the import and export of the Customer’s parts and the Contractor's equipment and tools, free of all duties and taxes.
11.5 Assistance to ensure that the Contractor’s personnel obtain visas and
any other official entry, exit, residence, working, or activity-specific permits
(e.g. diving permits) that may be required by the authorities or commercial
entities controlling the work site, including to secure free ingress to and egress from the work site and freedom to carry out the Service Work.
11.6 Information concerning: (i) the local laws and regulations applicable to
the Service Work; (ii) any dangerous conditions or unusual risks that may be encountered in the Customer’s country, at the work site or in the use of any
equipment or tools provided by the Customer; and any information about
specific conditions, including weather and ocean conditions, at the work site
that the Contractor may reasonably request.
11.7 Additional safety or accommodation measures reasonably requested by the Contractor, as may be specified in bulletins or minimum work site safety
and accommodation requirements for its personnel published by the
Contractor from time to time. 11.8 Any reasonable assistance from the Customer’s employees and
subcontractors as needed for the Contractor to perform its Service Work.
11.9 The right to access the location where the Service Work will be
performed, including securing such right from third parties if the premises are
owned or controlled by a third party (such as a shipyard), without the need for the Contractor to undertake any additional obligations or liabilities beyond this
Contract as a precondition to access.
11.10 In the event the Customer is unable or unwilling to provide a facility, right or service specified in this Clause 11, the Contractor may, at its option,
terminate or suspend the Contract without liability to the Customer, or itself
secure such facility or service at the expense of the Customer.
12. ENVIRONMENTAL, HEALTH AND SAFETY RESPONSIBILITIES
12.1 The Customer shall adhere to the Contractor’s then-current Safety and Well-Being Pledge, which is available at https://www.wartsila.com/general-
terms-conditions.The Contractor may support with any remediations needed
to bring the Customer into compliance with the Safety and Well-Being Pledge
as additional Service Work, and the Customer shall pay for such additional
Service Work that it requests the Contractor to perform. 12.2 If, in the Contractor's reasonable opinion, the health, safety, welfare or
security of personnel or the work site is, or is apt to be, imperilled by security
risks, terrorist acts or threats, the presence of or threat of exposure to hazardous materials or unsafe working conditions or environment (whether or
not specific to the site), the Contractor and its representatives have the same
responsibility and authority as the Customer to stop the Service Work. The
Contractor may, in addition to other rights or remedies available to it, (i)
evacuate some or all its personnel from the work site, (ii) suspend performance of all or any part of the Contract, and/or (iii) remotely perform or
supervise the Service Work. Any such occurrence shall be considered an
excusable event without any liability to the Contractor. The Customer shall reasonably assist in any such evacuation. All reasonable additional costs
incurred by the Contractor because of the suspension and any subsequent
resumption or completion of the Service Work shall be reimbursed by the
Customer.
12.3 Operation of the Customer's equipment is the responsibility of the Customer. The Customer shall ensure sufficient safety measures and
procedures are followed, when implementing the Contractor’s instructions or
advice. 12.4 The Contractor has no responsibility or liability for the pre-existing
condition of the Customer’s equipment or the work site.
12.5 The Customer shall disclose to the Contractor industrial hygiene and environmental monitoring data regarding conditions that may affect the
Contractor’s work or personnel at the work site. The Customer shall immediately inform the Contractor of changes in any such conditions.
12.6 The Customer represents and warrants to the Contractor and agrees to
ensure that the work site, surrounding environment, all equipment provided or otherwise made available to the Contractor’s representative in connection with
the Service Work rendered in connection with this Contract and all products
and equipment serviced or otherwise worked on by the Contractor’s representatives in connection with this Contract, shall at all times be safe,
suitable and sufficient for the designated tasks, free of Hazardous Materials and/or contaminated substances, risks of infectious disease or outbreak of
illness, elements or waste of any kind that are restricted by applicable laws or
regulations and hazardous to the health or safety of the Contractor‘s representatives. If the Customer is in breach of any such representation,
warranty or covenant, the Contractor may immediately cease performance
under this Contract and the Customer shall be liable for the full amount of the fees due under this Contract for all services provided through the date of such
termination. 12.7 The Contractor shall notify the Customer if the Contractor becomes
aware of: (i) conditions at the work site differing materially from those
disclosed by the Customer; or (ii) previously unknown physical conditions at work site differing materially from those ordinarily encountered and generally
recognized as inherent in Service Work of the character provided for in the
Contract; (iii) changes in conditions, such as metocean or meteorological conditions, that would render it unsafe to continue the Service Work; or (iv)
the work assignment extending beyond the acceptable daily limit (as detailed in the Safety and Well-Being Pledge) or the applicable legal limit of work
hours, whichever is shorter, in a single work shift. If any such conditions cause
an increase in the Contractor’s cost of, or the time required for, performance of any part of the Service Work under the Contract, an equitable adjustment
in price and schedule and the Contractor’s rest cycle shall be made.
12.8 If the Contractor encounters Hazardous Materials in the Customer’s equipment or at the work site that require special handling or disposal, the
Contractor is not obligated to continue Service Work affected by the hazardous conditions. In such an event, the Customer shall eliminate the
hazardous conditions in accordance with applicable laws and regulations so
that the Contractor’s Service Work under the Contract may safely proceed, and the Contractor shall be entitled to an equitable adjustment of the price and
schedule to compensate for any increase in the Contractor’s cost of, or time
required for, performance of any part of the Service Work. The Customer shall
properly store, transport, and dispose of all Hazardous Materials introduced,
produced, or generated during the Contractor’s Service Work at the work site.
The Customer shall be responsible for all costs and expenses related to the
management, handling, clean-up, removal and/or disposal of all Hazardous
Materials and/or contaminated substances, elements or waste of any kind as defined by applicable laws and regulations or applicable to the Service Work
supplied.
12.9 The Customer shall indemnify the Contractor for any and all claims,
damages, losses, fines, penalties and expenses arising out of or relating to
any unsafe working conditions, hazardous conditions, Hazardous Materials
and/or contaminated substances, elements or waste of any kind that are
restricted by applicable laws or regulations which are or were: (i) present in or
about the Customer’s equipment or the work site prior to the commencement of the Contractor’s Service Work; (ii) improperly handled or disposed of by the
Customer or the Customer’s employees, agents, contractors or
subcontractors; or (iii) brought, generated, produced or released on the work
site by parties other than the Contractor.
13. PARTS NOT SUPPLIED BY WARTSILA
13.1 The Contractor may inspect the Customer equipment and parts before or during the performance of the Service Work to identify the presence of parts
other than those supplied by the Contractor.
13.2 If parts other than those supplied by the Contractor are discovered during
the inspection or in the course of performing the Service Work, the Contractor
may: (i) immediately cease all work on or using the affected equipment and/or part(s); (ii) require the Customer to provide clear and sufficient evidence that
the parts were manufactured in accordance with industry-standard quality
assurance processes (e.g. ISO 9001:2015 certification) and, if applicable, comply with emission regulations such as the NOx emission standards under
Marpol Annex VI Regulation 13; and/or (iii) with no liability to the Contractor,
terminate the Contract or suspend the Contract until such parts are replaced
with Wärtsilä parts.
13.3 If the Customer fails to provide the evidence described in Section 13.2(ii) the Contractor may, without liability: (i) refuse to perform any further work on
or using the affected equipment and/or parts, and (ii) suspend or terminate the
Contract. 13.4 The Customer agrees to fully cooperate with the Contractor in identifying
the parts other than those supplied by the Contractor, as well as their origin.
14. CYBERSECURITY PROTECTION
14.1 Unless otherwise agreed, upon delivery of any equipment provided by
the Contractor, the Customer shall be solely responsible for system
integrations and/or system security engineering for any equipment not provided by the Contractor. It is the Customer’s sole responsibility to protect
the equipment and its logic-bearing system components (e.g. hardware,
firmware, and software hereinafter referred to as the “Critical Components”) from any External Cybersecurity Threat or Internal Cybersecurity Threat,
including against hardware and software vulnerabilities. In recognition of the
foregoing, the Customer agrees and covenants that it shall use the degree of
care appropriate to prevent unauthorized access, use, or hacking of the
Critical Components provided in connection with any equipment provided by the Contractor and shall do so in a manner that is no less rigorous than any
recommendations provided by the Contractor and accepted industry
practices. The Contractor is not liable for cyber incidents or breaches, any unauthorized access, interference, intrusion, leakage and/or theft of data or
information within the Customer´s Information Technology (IT) or Operational
Technology (OT) systems. If either party becomes aware of any IT or OT
security breach or cyber incident that impacts either party’s ability to perform
its duties relevant to the scope of work under the Contract, that party shall notify the other party without undue delay.
14.2 “External Cybersecurity Threat” is any threat, act, attack, or other incident
which negatively affects the reliable workings of any equipment provided by the Contractor, which originated outside of the physical site housing such
equipment.
14.3 “Internal Cybersecurity Threat” is any threat, act, attack, or other incident
which negatively affects the reliable workings of any equipment provided by
the Contractor, which originated inside of the physical site housing such equipment.
15. DUTIES, TAXES AND FEES
Notwithstanding anything to the contrary, the Customer shall pay all duties, tariffs, withholding and other taxes, customs fees and charges and all charges
and fees by a classification or inspection society (collectively, “Taxes, Duties
& Fees”). Moreover, notwithstanding the delivery terms, any increases in
Taxes, Duties & Fees that occur after the date the Contractor’s offer shall be
paid by the Customer. All such documentation or approvals which are required
by applicable laws, and any applicable modifications of such laws, shall be the
responsibility of and paid by the Customer.
16. EXPORT CONTROLS AND TRADE SANCTIONS
16.1 The parties agree that the Service Work shall be provided subject to all
applicable export controls, sanctions or restrictions imposed on services and
goods by any country or organization or nation which are enforceable in the
jurisdiction of the Contractor, its affiliates or parent company, including the Contractor’s country, the United Nations, the European Union, and the United
States of America. The Customer acknowledges that the Service Work, any
parts, or components, and all related technical information, documents and materials may not be imported or exported, re-exported, transhipped, traded,
diverted, or transferred, directly or indirectly, contrary to such controls,
sanctions, or restrictions. The Customer shall comply with the sanctions
detailed in the Wärtsilä Supplemental Export Control and Sanctions Annex
available at https://www.wartsila.com/general-terms-conditions, and warrants not to place the Contractor in a situation where it would be violating such
sanctions.
16.2 Upon request by the Contractor, the Customer shall furnish the Contractor with all the relevant certificates relating to export control laws,
regulations, sanctions, and restrictions.
16.3 The Contractor has no liability resulting from any delay, cancellation or
amendment of the Service Work resulting from export controls, sanctions, or
other applicable restrictive measures.
17. GOVERNING LAW AND DISPUTE RESOLUTION
17.1 The Contract shall be governed by and interpreted in accordance with the laws in force at the registered office of the Contractor, excluding the
conflict of law rules applicable in such jurisdiction. Any controversy, claim or
dispute between the parties hereto shall be submitted to the International
Court of Arbitration of the International Chamber of Commerce for final and
binding arbitration in accordance with the Rules of Arbitration of the International Chamber of Commerce by three (3) arbitrators appointed in
accordance with the said Rules. The arbitration proceedings shall be in the
English language and shall take place in Paris, France.
17.2 Nothing contained in this Clause shall preclude the Contractor from
bringing legal action or proceeding against the Customer for purposes of enforcement, injunctive relief or interim or remedial measures in the courts of
any jurisdiction where the Customer or any of its property or assets may be
found or located, and the Customer hereby irrevocably submits to the jurisdiction of any such court.
17.3 Any and all claims by the Customer for an alleged negligent act, error, or
omission by the Contractor in relation with these Conditions or the Service
Work shall be presented by Customer to the Contractor in writing, immediately
upon discovery by the Customer or as soon as is reasonably practicable and in no event later than fourteen (14) Days thereafter. The liability of the
Contractor shall in all cases expire twelve (12) Months after completion of
Service Work or termination of the Conditions, whichever occurs earlier.
18. DATA PROTECTION
The Contractor’s personal data processing activities are set out in the
Contractor’s Privacy Notice which is available at:
https://www.wartsila.com/legal-privacy/privacy and incorporated herein by reference. The parties agree that in relation to any personal data shared
between them, unless otherwise provided in the General Data Protection
Regulation (EU 2016/679) (“GDPR”), or agreed between the parties, both are acting as data controllers as described in GDPR.
19. ENTIRE AGREEMENT
These Conditions, along with any additional terms, annexes or addendums referenced in these Conditions, referenced in the Contractor’s offer or order
acknowledgement, or mutually agreed in the Contract contain the entire agreement and understanding between the parties hereto with respect to the
subject matter hereof and supersede all prior agreements and understandings
relating to such subject matter. The sale of any parts purchased from the Contractor by the Customer shall be in accordance with the Contractor’s
General Terms and Conditions – Parts (latest version then in effect). If a
provision of these Conditions is at variance with necessary requirements of applicable law, then these Conditions shall be deemed to be amended to the
minimum extent necessary to comply with such applicable law. No terms, conditions, representations, warranties, or covenants contained in any
correspondence, catalogue, or in any other form shall be applicable unless
incorporated herein by express written agreement of the parties hereto.
OFFER FOR
CITY OF DENTON
CITY OF DENTON
DENTON ENERGY CENTER
1 / 3 Offer number: SO-127657-1
Date: May 6, 2025
Wärtsilä North America, Inc.
11710 North Gessner Road, Suite A,
Houston TX 77064
Bank: Nordea Bank of Finland Plc, NY
Branch
Account no: 7049163001
ABA: 026010786
SWIFT: NDEAUS3N
•
•
•
Customer
City of Denton
1659 Spencer Road
Denton Texas 76205
Your Contact Arthur Pando
Your Inquiry Date May 4, 2025
Your Reference
Terms of Payment 30 days net
Offer Valid To Jun 5, 2025
QTY (6) CYLINDER HEAD WORKSHOP SERVICE OFFER
FOR DENTON ENERGY CENTER
Dear Arthur,
Thank you for allowing Wartsila to provide an offer for your service. Please see below our Workshop service
offer to overhaul six (6) W50SG Cylinder heads.
This offer is valid for the following equipment:
DENTON ENERGY CENTER
PAAE317355 WÄRTSILÄ 18V50SG
4S CYLINDER HEAD - OVERHAUL USD 36,480.00
Includes the following for 6 x Cylinder heads:
Inspection of parts at receipt / Complete disassembly / Cleaning
and measurement / Inspection of landing surfaces / Pressure test
Overhaul valve rotators / Overhaul valves and valve seats / Check
contact of valves / Pressure test / Clean gasket surfaces of
threaded holes / Re-assembly of components / Preserve, package
and report
Exchange Valve Guide, Exchange EX Seat Ring, Heating for
Pressure Ring, Machine EX Seat Ring Pocket, Paint to Customer
Color.
Spare Parts: 301087011 USD 64,589.04
Other costs USD 13,000.00
Includes estimated shipping costs both ways for the cylinder head
Estimated total price excluding VAT/Tax USD 114,069.04
Total price USD 114,069.04
Will be invoiced according to actual hours
Workshop
New Orleans Workshop Location:
1313 MacArthur Ave Harvey,
LA 70058, New Orleans, USA
2 / 3 Offer number: SO-127657-1
Date: May 6, 2025
Wärtsilä North America, Inc.
11710 North Gessner Road, Suite A,
Houston TX 77064
Bank: Nordea Bank of Finland Plc, NY
Branch
Account no: 7049163001
ABA: 026010786
SWIFT: NDEAUS3N
•
•
•
•
•
•
•
•
•
•
•
PAAE317355 WÄRTSILÄ 18V50SG
4S CYLINDER HEAD - OVERHAUL Quantity
Cylinder head - Inspection 6.00
Cylinder head - Overhaul 6.00
Exchange valve guide (per one) 12.00
Machine cylinder head sealing surface 6.00
Exchange EX seat ring (per one) 12.00
Exchange IN seat ring (per one) 12.00
Heating for pressure testing 6.00
Machine EX seat ring pocket (per one) 12.00
Paint to customer color 6.00
Note: Any additional Inspection Dependent activity is not included in this offer. If in case such activities are
required based on inspection, Wartsila will provide an additional accurate cost to accomplish those activities
once inspection completed
Spare parts
Please see quote#301087011. This includes spare parts for the workshop service.
Terms of offer
Offer specific terms
Estimated transportation costs are included on the above price. Actual transportation costs will be invoiced at
cost +10%
Notes
Any additional parts to be identified and handled separately after detailed inspection.
Customer responsibilities
Dismounting and mounting of cylinder heads
Package cylinder heads for transportation
Deliverables
Wärtsilä will provide a complete service work report after completion of the service attendance. This report
will include all measurements taken during the service and recommendations.
Additional work
If the service measures will reveal the necessity for any additional required measures or spare parts, this will
be offered separately. The Customer will be notified to obtain approval prior to commencement of work.
Additional ordered parts during execution will be invoiced after completion.
Change of requirements
Any change in requirement and/or scope of supply will be subject to review and may affect prices offered.
For any changes to the specification requested after acceptance of the order, we reserve the right to amend
prices and delivery dates accordingly.
3 / 3 Offer number: SO-127657-1
Date: May 6, 2025
Wärtsilä North America, Inc.
11710 North Gessner Road, Suite A,
Houston TX 77064
Bank: Nordea Bank of Finland Plc, NY
Branch
Account no: 7049163001
ABA: 026010786
SWIFT: NDEAUS3N
Conditions
This Offer is governed by Wӓrtsilӓ's General Terms and Conditions, attached, unless a signed framework or
maintenance agreement between the parties takes precedence. The applicability of any other Terms and
Conditions is expressly rejected. Validity of this document is subject to the full payment of all the overdue
invoices and approved credit review by Wärtsilä.
Appendices
301087011_06.05.2025_0820
Wartsila Safety Commitment
We hope our offer meets your expectations and we are looking forward to receiving your order.
Sincerely
Wärtsilä North America, Inc.
Andrew Corbitt
Account Manager, Energy Services
andrew.corbitt@wartsila.com
Wärtsilä North America, Inc.
Nisar Ahmed
Senior Lifecycle Proposal Engineer, USA & Canada
nisar.ahmed2@wartsila.com
Quotation
Wärtsilä North America, Inc.
Sold-to address
City of Denton
1659 Spencer Road
Denton TX 76205
Shipping address
Denton Energy Center
C/O Wärtsilä North America, Inc
8161 Jim Christal Road
DENTON TX 76207
USA
Notify address
syeda.n.pealy@wartsila.com
Page 1 / 3
Date 2025-05-05, 02:27 pm (UTC)
Print out date 2025-05-06, 07:25 pm (UTC)
Quotation number 301087011
Installation
DENTON ENERGY CENTER
Our contact person Phone
Syeda Pealy +1 905-550-9807
SYEDA.N.PEALY@WARTSILA.COM
Your contact person
nisar ahmed
Your reference
Cylinder Head Overhaul
Your order date
2025-05-05
End customer reference
Cylinder Head Overhaul
Mode of delivery
TO BE COLLECTED
Terms of delivery
FCA Kampen Incoterms 2020
Customer number
92018
VAT Number
Terms of payment
30 Days Net
Quotation valid to 2025-06-04
This transaction shall be governed solely by the Parties# Master Services Agreement by and between the City of Denton and Wartsila North
America, Inc. as effective July 16th, 2019 without reference to any other terms except as explicitly contemplated therein.
Item
PO. Item
Part no.
Product no.
Country/HSN code
Description
Product type
Availability
Net Weight/
Total
Qty Unit Price/unit Total
Subject to prior sales. Availability is given according to current availability, lead times and on FCA basis. In case of urgency availability
can be rechecked upon requests. The price is for the given quantity.
000100 120081 Valve guide
PAAE317355 W18V50 4.075/
48.900 KG
12 PC 332,35 USD 3.988,20
IN STOCK 12 PC
FI/IT/84099900
Delivered from: Kampen, Netherlands
Continued on page 2
Wärtsilä North America, Inc.Wire Transfer Information (USD):
11710 North Gessner Road, Suite A Nordea Bank AB (publ), NY Branch
Houston, TX 77064 1211 Avenue of the Americas
Tel. +1 281 233 6200 New York, NY 10036
Fax +1 281 233 6233 Account No. 7049163001
www.wartsila.com ABA No. 026010786
Swift No. NDEAUS3N
Offices located in Ft. Lauderdale, New Orleans, Seattle, Long Beach, Annapolis Cranford
and Juneau
Bank: Nordea Bank Abp
Bank code no.: 026010786
Wire Transfer Information (EUR):
Nordea Bank AB (publ), Finnish Branch
Satamaradankatu 5, 5th floor, Helsinki
FI-00020 NORDEA, Finland
Account Name: Wartsila North America Inc.
IBAN No. FI0816603001059727
Swift No. NDEAFIHH
Lock Box Information
Wartsila North America, Inc.
Lockbox # 892450
Dept 2450
P.O. Box 122450
Dallas, TX 75312-2450
Quotation
Wärtsilä North America, Inc.Page 2 / 3
Date 2025-05-05
Quotation number 301087011
Item
PO. Item
Part no.
Product no.
Country/HSN code
Description
Product type
Availability
Net Weight/
Total
Qty Unit Price/unit Total
000200 120242 O-ring
PAAE317355 W18V50 0.011/ 0.132
KG
12 PC 109,46 USD 1.313,52
IN STOCK 12 PC
IT/39269097
Delivered from: Kampen, Netherlands
000400 121010 Exhaust valve
PAAE317355 W18V50 9.400/
112.800 KG
12 PC 2.085,98 USD 25.031,76
IN STOCK 12 PC
JP/84099900
The price is for the given quantity.This item has to be specially procured, and shall not be cancelled or returned.
The price is for the given quantity.
This item has to be specially procured, and shall not be cancelled or returned.
Delivered from: Kampen, Netherlands
000500 121004 O-ring
PAAE317355 W18V50 0.002/ 0.048
KG
24 PC 21,32 USD 511,68
IN STOCK 24 PC
IT/39269097
Delivered from: Kampen, Netherlands
000700 120103 VALVE SEAT RING EXHAUST
OVERSIZED 0.5 M+
PAAE317355 W18V50 2.330/
27.960 KG
12 PC 2.403,13 USD 28.837,56
IN STOCK 12 PC
FI/84099900
Delivered from: Kampen, Netherlands
Continued on page 3
Wärtsilä North America, Inc.Wire Transfer Information (USD):
11710 North Gessner Road, Suite A Nordea Bank AB (publ), NY Branch
Houston, TX 77064 1211 Avenue of the Americas
Tel. +1 281 233 6200 New York, NY 10036
Fax +1 281 233 6233 Account No. 7049163001
www.wartsila.com ABA No. 026010786
Swift No. NDEAUS3N
Offices located in Ft. Lauderdale, New Orleans, Seattle, Long Beach, Annapolis Cranford
and Juneau
Bank: Nordea Bank Abp
Bank code no.: 026010786
Wire Transfer Information (EUR):
Nordea Bank AB (publ), Finnish Branch
Satamaradankatu 5, 5th floor, Helsinki
FI-00020 NORDEA, Finland
Account Name: Wartsila North America Inc.
IBAN No. FI0816603001059727
Swift No. NDEAFIHH
Lock Box Information
Wartsila North America, Inc.
Lockbox # 892450
Dept 2450
P.O. Box 122450
Dallas, TX 75312-2450
Quotation
Wärtsilä North America, Inc.Page 3 / 3
Date 2025-05-05
Quotation number 301087011
Item
PO. Item
Part no.
Product no.
Country/HSN code
Description
Product type
Availability
Net Weight/
Total
Qty Unit Price/unit Total
000800 120012 Seat ring, inlet
PAAE317355 W18V50 1.947/
23.364 KG
12 PC 408,86 USD 4.906,32
IN STOCK 12 PC
FI/IT/84099900
This is standard size Seat Ring. Please confirm if you need oversized seat ring.
Delivered from: Kampen, Netherlands
Goods total 64.589,04
0,00
Total amount USD 64.589,04
Validity of this quotation is subject to the full payment of all the overdue invoices and approved credit review by Wärtsilä
EU HS and Origin codes might be preliminary and could be subject to change.
Yours faithfully,
Wärtsilä North America, Inc.
For Parts and Services: If not otherwise stated in this document, the latest Wärtsilä General Terms and Conditions Parts and/or the latest Wärtsilä General Terms and Conditions Services are
applied. These General Terms and Conditions are available on the web http://www.wartsila.com/general-terms-conditions. Purchaser#s (General) Terms and Conditions are hereby expressly
excluded as are any other (General) Terms and Conditions not explicitly mentioned or referred to in this document. Interest will accrue from the invoice due date at the rate stated in Wärtsilä
GTC, unless otherwise defined in the Contract between the Customer and the Wärtsilä Company. A surcharge shall be added in case an order value is lower than the minimum order value of
200 EUR or equivalent currency value excluding freight. Possible claims regarding invoices must be made within 14 days after the date of invoice. Wärtsilä uses data gathered from equipment
and software to improve and develop our products and services.
Wärtsilä North America, Inc.Wire Transfer Information (USD):
11710 North Gessner Road, Suite A Nordea Bank AB (publ), NY Branch
Houston, TX 77064 1211 Avenue of the Americas
Tel. +1 281 233 6200 New York, NY 10036
Fax +1 281 233 6233 Account No. 7049163001
www.wartsila.com ABA No. 026010786
Swift No. NDEAUS3N
Offices located in Ft. Lauderdale, New Orleans, Seattle, Long Beach, Annapolis Cranford
and Juneau
Bank: Nordea Bank Abp
Bank code no.: 026010786
Wire Transfer Information (EUR):
Nordea Bank AB (publ), Finnish Branch
Satamaradankatu 5, 5th floor, Helsinki
FI-00020 NORDEA, Finland
Account Name: Wartsila North America Inc.
IBAN No. FI0816603001059727
Swift No. NDEAFIHH
Lock Box Information
Wartsila North America, Inc.
Lockbox # 892450
Dept 2450
P.O. Box 122450
Dallas, TX 75312-2450
WÄRTSILÄ’S QUALITY, ENVIRONMENTAL, HEALTH AND SAFETY POLICY
Wärtsilä is a global leader in smart technologies and complete lifecycle solutions for the
marine and energy markets.
Protecting the environment, enhancing customer business, and contributing to a sustainable
future is the essence of what we do. Our solutions and operations are safe, reliable, efficient,
environmentally sound, and compliant with regulatory and other applicable requirements.
We give the highest priority to preventing occupational injuries and illnesses by assuring
safe and healthy workplaces in all of our business operations, and we authorise work to be
stopped if conditions are considered unsafe, or if quality is being compromised.
We set objectives and continually improve our QEHS performance. We actively eliminate
defects and hazards, and reduce QEHS associated risks.
We communicate and consult with employees and other relevant stakeholders to ensure that
our QEHS practices are enforced and constantly improved.
Our skilled organization acts as a responsible global citizen.
Approved by Wärtsilä Board of Management 15.04.2021
Håkan Agnevall