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HomeMy WebLinkAboutPR 23422: PURCHASE OF A 320 CATERPILLAR EXCAVATOR FOR THE LANDFILL °ywm,aC nri r!ltu/' ius www.Po rtArth u rTx.gov INTEROFFICE MEMORANDUM Date: November 15, 2023 To: The Honorable Mayor and City Council Through: Ronald Burton, CPM, City Manager From: Flozelle C. Roberts, EIT, MEng, MBA, CPM, Public Works Director RE: P.R. No. 23422 —Purchase of a 320 Caterpillar Excavator for the Landfill Introduction: The intent of this agenda item is to seek the City Council's authorization for purchase a 320 Caterpillar(Cat) Excavator from Mustang Machinery Company, LLC (Mustang Cat) of Houston, Texas, for$284,780.80. Background: The Landfill's Texas Commission on Environmental Quality (TCEQ)-issued permit requires earthen material to cover the working face daily to remain in compliance with the agency's regulations. Large equipment such as excavators are necessary to perform the task of maintain the working face. The excavator, which was approved in the fiscal year ending 2024 budget's capital equipment schedule, will load the earthen material stockpiled at the Landfill for the dirtwork project and will assist with other operations to maintain the landfill. Mustang Machinery Company, LLC (dba Mustang Cat) of Houston, Texas, submitted a quote for the excavator through the Sourcewell cooperative purchasing contract number 032119-CAT for $284,780.80. Budget Impact: The Capital Reserve Fund Account, 625-50-000-8522-00-00-000, will fund the equipment. "Remember,we are here to serve the Citizens of Port Arthur" 444 4th Street X Port Arthur,Texas 77641-1089 X 409.983.8182 X FAX 409.983.8294 S:\Engineering\PUBLIC WORKS\PW-RESOLUTIONS\PR 23422_Purchase of Excavator\320 Excavator Memo.docx to llrrr�/'� www.PortArthurTx.gov Recommendation: It is recommended that the City of Port Arthur's City Council approve PR number 23422 authorizing the City Manager to purchase a 320 Caterpillar(Cat) Excavator from Mustang Machinery Company, LLC (Mustang Cat) of Houston, Texas, for$284,780.80. "Remember,we are here to serve the Citizens of Port Arthur" 444 4th Street X Port Arthur,Texas 77641-1089 X 409.983.8182 X FAX 409.983.8294 S:\Engineering\PUBLIC WORKS\PW-RESOLUTIONS\PR 23422_Purchase of Excavator\320 Excavator Memo.docx PR 23422 10/27/2023 jam Page 1 of 3 RESOLUTION NO. A RESOLUTION AUTHORIZING THE CITY MANAGER TO PURCHASE A CATERPILLAR 320 EXCAVATOR FROM MUSTANG MACHINERY COMPANY, LLC OF HOUSTON, TEXAS, THROUGH SOURCEWELL CONTRACT NUMBER 032119-CAT FOR $284,780.80. FUNDS ARE AVAILABLE IN THE CAPITAL RESERVE EQUIPMENT NEW REQUEST PUBLIC WORKS SOLID WASTE — EQUIPMENT ACCOUNT NUMBER 625-50-000-8522-00-00-000-. WHEREAS, the City of Port Arthur's Solid Waste Landfill is required by the Texas Commission of Environmental Quality (TCEQ) to cover the working face with earthen material on a daily basis; and, WHEREAS, the 320 CAT excavator, which is essential for Landfill operations, was approved in the fiscal year ending 2024 budget's capital equipment schedule and will be used to load the earthen material stockpiled at the Landfill for the dirt work project and to assist with other operations; and, WHEREAS, Mustang Machinery Company, LLC (dba Mustang CAT) of Houston, Texas, submitted a quote for a Caterpillar model 320-07 TC excavator through the Sourcewell Cooperative Purchasing Program contract 032119-CAT as exhibited in Exhibit IA; and, WHEREAS, pursuant to Chapter 271, Subchapter D, of the Local Government Code, allows a city, by resolution of its governing body, to participate in cooperative purchasing programs, such as Sourcewell, as an alternative to the formal bid process; and, PR 23422 10/27/2023 jam Page 2 of 3 WHEREAS, pursuant to Resolution 13-556, the City of Port Arthur is authorized to participate in cooperative purchasing with JCB Sourcewell (formerly National Joint Powers Alliance) Cooperative Purchasing Program; now, therefore, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PORT ARTHUR: THAT, the facts and opinions in the preamble are true and correct; and, THAT, the City Council of the City of Port Arthur hereby authorizes the City Manager to purchase a CAT 320 Excavator for $284,780.80; and, THAT, funding is available in Capital Reserve Equipment New Request Public Works Solid Waste - Equipment Account Number 625-50-000-8522-00-00-000; and, THAT, a copy of the caption of this Resolution be spread upon the Minutes of the City Council. READ, ADOPTED AND APPROVED this the day of A.D. 2023 at a meeting of the City of Port Arthur, Texas, by the following vote: Ayes: Mayor: Councilmembers: Noes: Thurman Bill Bartle Mayor PR 23422 10/27/2023 jam Page 3 of 3 Attest: Sherri Bellard, TRMC City Secretary APPROVED AS TO FORM: APPROVED FOR ADMINISTRATION: 1//af Valecia R. Tizen Esq. Ronald Burton, CPM City Attorney City Manager APPROVED AS FOR AVAILABILITY OF FUNDS: 663 Lynda Boswell Director f Finance 41.// 1 0 AL./ l ��.:;:_!i We l e ' Roberts, I , MEng BA, CPM Direct. .' Public or s CliftonJ E. Williams, Jr., CPPB Purchasing Manager PR 23422 Exhibit A MUSTANG CAT New Machine Sales Agreement ReA�a REF#Q 06866 MUSTANG MACHINERY COMPANY, LLC. D/B/A MUSTANG CAT, 12800 NORTHWEST FREEWAY,HOUSTON TX 77040 I PHONE:(800)256-1001 3C SOLD TO (CUSTOMER City Of Port Arthur Landfill SHIP TO 201 H.O. Mills Blvd at. 30 STREET ADDRESS Attn:Accounts Payable 0 P.o. Box 1089 a CITY/STATE Port Arthur/TX Port Arthur/TX )5.1 POSTAL CODE 77641 35.1 COUNTY/COUNTRY jb_ 30 PHONE NUMBER 3C EMAIL jorge.morales@portarthurtx.gov 1.( CUSTOMER CONTACT EQUIPMENT Jorge Morales F.O.B.AT: PRODUCT SUPPORT INDUSTRY CODE I SHIP VIA: PRINCIPAL WORK CODE SALES TAX EXEMPTION CUSTOMER PO CUSTOMER NUMBER: 0588741 NUMBER(IF NUMBER: APPLICABLE): TERMS PAYMENT TERMS: 30 Days DESCRIPTION OF EQUIPMENT ORDERED/PURCHASED MAKE: Caterpillar MODEL: 320-07 TC YEAR: 2023 ID NUMBER: 23NE0104 SERIAL NUMBER: 0MYK30491 SMU: 3 320 320-07 TC 2 23NE0104 23NE0104 $253,990.00 BOOM, REACH 18'8" 577-5863 $8,330.00 HYDRAULIC PKG,COMB ADV 597-0797 $8,280.00 TRACK, 31"TG 521-3306 $5,2i0.00 STICK R29M(96") 490-7673 $3,950.00 CYLINDER STICK 586-3636 $3,808.00 LINKAGE BKT B1 W/EYE GRADE 492-8537 $3,168.00 CAMERA, 360 VISIBILITY 624-7714 $2,938.00 CYLINDER BKT B1 490-4179 $2,590.00 GUARD,TRACK GUIDE,SEGMENTED 526-8766 $1,930.00 LINES,QC, REACH BOOM 570-4691 $1,740.00 LINES, HP, REACH BOOM 578-9186 $1,600.00 JOYSTICKS VERTICAL SLIDER 528-6835 $1,540.00 LINES HP R29M(96")STICK 356-8117 $1,470.00 LINES QC R29M(96")STICK 242-6490 $1,360.00 CONTROL, QC 517-4758 $1,120.00 LIGHTS CAB W/RAIN PROTECTOR 577-8973 $910.00 GUARD, BOTTOM, STD 576-9411 $900.00 WIPER, RADIAL W/O LOWER 484-8021 $725.00 LIGHTS PKG, BOOM LH&RH 579-5428 $408.00 STORAGE PROTECTION(EXPORT) OG-4126 $349.00 SUN SCREEN, REAR 488-6450 $270.00 ROLL ON-ROLL OFF OG-4202 $169.00 MIRROR CAB W/O GUARD 580-8628 $138.00 GUARD,TRAVEL MOTOR,STD 488-9287 $134.00 STORAGE TRAY 576-9463 $62.00 FIXTURE, BUCKET LINKAGE B1 575-8647 $56.00 STORAGE PROTECTION(EXPORT) OP-7563 $52.00 LANE 3 ORDER OP-9003 $0.00 LIGHTS PKG,BOOM LH&RH 579-5428 $0.00 GRADE W/2D,ASSIST&PAYLOAD 624-7796 $0.00 GRADE SENSOR, REACH BOOM 516-9880 $0.00 GRADE SENSOR R29M(96")/295 STICK 516-9883 $0.00 PROD LINK, PLE643/PLE743 RADIO 594-9052 $0.00 NETWORK MANAGER STD 555-7286 $0.00 FILM,EMC 528-4738 $0.00 FILM, ROPS 567-3816 $0.00 INSTRUCTIONS, ENGLISH OP-3380 $0.00 QUICK DRAINS READY 490-7705 $0.00 LINES, DRAIN, PG QUICK COUPLER 549-8149 $0.00 FILM,STICK WARNING,ANSI 567-3815 $0.00 FILM, INTERIOR,ANSI 573-4351 $0.00 FILM, EXTERIOR,ANSI 578-2907 $0.00 D PRICE UPDATE $0.00 SUCTION LINE, PUMP,STD 489-2952 $0.00 323 48 BKT 23NE1841 $13,573.11 323 TH48PO 23NE2903 $22,741.93 Total Machine List Price: $343,503.04 Dealer Discount:$59,307.68 Quote Notes Sourcewell Contract#032119-CAT TRADE-IN EQUIPMENT TERMS OF SALE MODEL: YEAR: SERIAL NUMBER: SUB TOTAL $284,195.36 PAYOUT TO: AMOUNT: PAID BY: HEAW EQUIPMENT TAX I $585.44 MODEL: YEAR: SERIAL NUMBER: SALES TAX $0.00 PAYOUT TO: AMOUNT: PAID BY: °°°FEE $0.00 MODEL: YEAR: SERIAL NUMBER: DIESEL SURCHARGE $0.00 PAYOUT TO: AMOUNT: PAID BY: TOTAL CASH PRICE $284,780.80 CASH WITH ORDER ALL TRADE-INS ARE SUBJECT TO EQUIPMENT BEING IN"AS INSPECTED CONDITION"BY MUSTANG CAT AT TIME OF DELIVERY.CUSTOMER HEREBY STATES THE ABOVE LISTED TRADE IN ALLOWANCE EQUIPMENT EMISSIONS HAVE NOT BEEN ALTERED OR CHANGED.CUSTOMER HEREBY SELLS TOTAL DOWN PMT.&TRADE IN THE TRADE-IN EQUIPMENT DESCRIBED ABOVE TO MUSTANG CAT AND WARRANTS IT TO BE FREE ULLOWANCE UNPAID BALANCE OF TRADES AND CLEAR OF ALL CLAIMS, LIENS.MORTGAGES AND SECURITY INTEREST EXCEPT AS SHOWN ABOVE. Invoice-Downpayment +Trade in Allowance PREVENTATIVE MAINTENANCE AGREEMENT TOTAL AMOUNT TO BE FINANCED CVAI500 Hoursi EQUIPMENT WARRANTY F r Customer acknowledges that he has received a copy of the manufacturer's warranty and has read lit and understood said warranty.All used equipment is sold as is where is and no warranty is offered or implied except as specified herein. IN WARRANTY TERM 60 Month 15000 HourslPowertrain+Hydraulics+TechiParts&Labor CUSTOMER INITIAL. CAT Work Tools Warranty 12 Months/Unlimited Hours - IT IS MUSTANG CAT's INTENT THAT THIS AGREEMENT REFLECTS THE FULL AND FINAL TERMS OF THIS TRANSACTION. HOWEVER, DUE TO CHANGING CIRCUMSTANCES,MUSTANG CAT MAY NOT BE ABLE TO HONOR THE EXACT PRICING OR DELIVERY DATES HEREIN.EXAMPLES OF THOSE CIRCUMSTANCES INCLUDE, BUT ARE NOT LIMITED TO, LIMITED PRODUCT AVAILABILITY, EXTENDED LEAD TIMES,AND SUPPLIER PRICING CHANGES.CUSTOMER ACCEPTS AND ACKNOWLEDGES THAT IF MUSTANG CAT IS NOT ABLE TO HONOR THE TERMS OF THIS AGREEMENT,THIS AGREEMENT WILL BE VOIDED,AND BOTH PARTIES RELEASED FROM THIS AGREEMENT'S BINDING EFFECT.VOIDING OF THIS AGREEMENT DOES NOT PREVENT THE PARTIES FROM ENTERING INTO A NEW AGREEMENT, NOR IMPACT OTHER AGREEMENTS AMONG THE PARTIES HERETO. DISCLAIMER OF WARRANTIES AND WAIVER OF CLAIMS MUSTANG CAT IS NOT A MANUFACTURER OF THE EQUIPMENT.ALTHOUGH MUSTANG CAT MAY ADMINISTER WARRANTIES ISSUED BY THE MANUFACTURER,CUSTOMER ACKNOWLEDGES AND AGREES THAT: (1)ANY EXPRESS WARRANTIES BY THE MANUFACTURER FOR THE EQUIPMENT ARE NOT THE RESPONSIBILITY OF MUSTANG CAT;AND(2)THE MANUFACTURER'S WARRANTY CONTAINS LIMITATIONS AND CUSTOMER MAY INCUR CERTAIN REPAIR,TRANSPORTATION,OR OTHER CHARGES BY MUSTANG CAT WHICH ARE NOT COVERED BY THE MANUFACTURER'S WARRANTY.ANY AND ALL IMPLIED WARRANTIES ARE EXCLUDED. MUSTANG CAT, BY VIRTUE OF HAVING SOLD THE EQUIPMENT UNDER THIS AGREEMENT, HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED,AS TO CONDITION,COMPLIANCE WITH SPECIFICATIONS OR REGULATIONS,QUALITY, DURABILITY,SUITABILITY,MERCHANTABILITY, FITNESS FOR USE OR FITNESS FOR A PARTICULAR PURPOSE,OR ANY OTHER WARRANTY,- WHATSOEVER,EXPRESS OR IMPLIED,WITH RESPECT TO THE EQUIPMENT. MUSTANG CAT IS NOT LIABLE FOR ANY DAMAGES(WHETHER` ORDINARY,SPECIAL OR PUNITIVE)ARISING FROM ANY FAILURE OF THE EQUIPMENT TO OPERATE OR THE FAULTY OPERATION OF THE... EQUIPMENT,OR THE INSTALLATION,OPERATION, REPAIR OR USE OF THE EQUIPMENT. OTHER TERMS AND CONDITIONS ADDITIONAL TERMS AND CONDITIONS SET FORTH ON THE REVERSE SIDE HEREOF OR ATTACHED HERETO(AS APPLICABLE)CONSTITUTE AN IMPORTANT PART OF THIS AGREEMENT AND ARE INCORPORATED HEREIN VERBATIM FOR ALL PURPOSES. PLEASE REVIEW SUCH OTHER TERMS AND CONDITIONS BEFORE SIGNING THIS AGREEMENT. THESE TERMS AND CONDITIONS SUPERSEDE ALL OTHER TERMS AND CONDITIONS PRESENTED BY OR TO CUSTOMER UNLESS PROVIDED IN A DOCUMENT SIGNED BY AN AUTHORIZED REPRESENTATIVE OF BOTH PARTIES AND CONTAINING REFERENCE TO THIS SALES ORDER AGREEMENT. THIS AGREEMENT IS SUBJECT TO THE TERMS AND CONDITIONS ATTACHED DATE DATE ORDER RECEIVED BY Jerrod Hines CUSTOMER NAME SIGNATURE CUSTOMER SIGNATURE TITLE OSR TITLE 1.DEFINITION OF MUSTANG: MUSTANG and Seller are defined as Mustang Machinery Company, LLC. d/b/a MUSTANG CAT, Mustang Rental Services of Texas, LLC.d/b/a MUSTANG RENTAL SERVICES,and their subsidiaries,affiliates and related entities. 2.AGREEMENT:This Agreement becomes binding on MUSTANG CAT only upon MUSTANG CAT's execution of this Agreement,and subject to the availability of the equipment from the manufacturer. Customer shall inspect the equipment immediately upon its receipt,and shall be conclusively deemed to have acceptedthe equipment in good and operating condition unless the customer promptly notifies MUSTANG CAT of any defects, in writing and via telephone. MUSTANG CAT shall have the right,at its option,to either repair or replace the equipment,or terminate this Agreement, in which event the equipment shall be returned to MUSTANG CAT. Delays in delivery shall be excused if caused by any cause beyond the reasonable control of MUSTANG CAT. 3.TITLE TO EQUIPMENT:Title to the equipment shall pass to the customer only upon MUSTANG CAT's actual receipt of funds in the total amount of the Purchase Price and other sums due to MUSTANG CAT hereunder. 4.TAKEN IN TRADE:Customer does hereby irrevocably sell,assign,transfer and convey possession,ownership and title unto MUSTNAG CAT to the Trade-in Equipment described above. Customer warrants that it is the sole owner of the Trade-in Equipment, has full power and authority to sell the Trade-in Equipment,'and that there is no lien or any encumbrance of any kind or nature against the Trade-in Equipment, of record or otherwise. 5.TAXES: Customer shall promptly pay all taxes,fees,transportation and other costs,assessments and all governmental charges of any kind or character,a6d any penalties,fines or interest thereon relating to the equipment. 6.CUSTOMER'S WARRANTIES AND USE: In addition to the other warranties contained herein,customer warrants that(i)if customer is an entity,it is duly organized and validly existing in good standing, and(ii)is duly authorized to execute,deliver,and perform under this Agreement. Customer further agrees and warrants,at its cost,that: (1)the equipment shall at all times be used solely for customer's business and not for personal,family,or household use,and in accordance with the use,and/or instructional materials,solely for the purpose for which it was intended; (2)only customer's employees(who must be skilled,trained and certified to do so)shall use the equipment.Customer hereby further agrees and warrants that(i)any payments made pursuant to this Agreement are intended by the customer to be a contemporaneous exchange for new value given to customer and it is a substantially contemporaneous exchange and(ii)each payment made of a debt incurred by customer under this Agreement is in the ordinary course of business or financial affairs of customer and MUSTANG CAT, and such payment was made in the ordinary course of business or financial affairs of customer and MUSTANG CAT,or made according to ordinary business terms. 7.SOLE AND EXCLUSIVE REMEDY: Customer further agrees that his SOLE AND EXCLUSIVE remedy, if any, against MUSTANG CAT,shall be as contained in any express,written warranty applicable hereto. Customer acknowledges that he has received, read, understands and accepts the terms contained herein. The customer agrees that no other remedy(including, but not limited to,claims for INCIDENTAL,CONSEQUENTIAL OR SPECIAL DAMAGES,OR ANY CAUSE, LOSS, ACTION,CLAIM OR DAMAGE WHATSOEVER OR INJURY TO PERSON OR PROPERTY OR ANY OTHER CONSEQUENTIAL, ECONOMIC OR INCIDENTAL LOSS)shall be available to him. 8. LOSS AND DAMAGE:Customer assumes all liability and risk of,and shall be solely responsible for,all damage and loss to the equipment from any cause whatsoever,whether or not such loss or damage is or could have been covered by insurance. Until the equipment is paid in full,Customer shall promptly give MUSTANG CAT written notice of any loss or damage and reimburse MUSTANG CAT for the value of the equipment if damaged or stolen. MUSTANG CAT's safe responsibility for shipments shall be to deliver the equipment to a public carrier company. 9.SECURITY AGREEMENT: Unless the product(s)is paid for in full in cash at the time of delivery, MUSTANG CAT retains and customer hereby grants to MUSTANG CAT a security interest in such product(s)within the meaning of the Uniform Commercial Code together with all and any substitutions, additions, or accessions to suchproduct(s),and in and allproceeds from the sale,exchange or disposal thereof to secure payment of thepurchase price of such ' any 9 P p Y product(s). Customer, prior to or after delivery,specifically agrees to enter into and execute a financing statement,or statements, and an additional security t agreement setting forth the terms and conditions of the Agreement between the parties in relation to the security interest of MUSTANG CAT. Customer further appoints MUSTANG CAT as its attorney-in-fact to execute any such financing statement or security agreement in the place and stead of customer. In the even' customer fails to execute any such financing statement or security agreement upon request by MUSTANG CAT,the entire balance of the purchase price shall be at MUSTANG CAT's option become due and payable and customer shall execute any notes or other evidences of indebtedness that may be required by MUSTANG CAT. However,any note taken herewith shall be evidence of customer's obligation to pay the unpaid time balance only and is not to be considered or construed to be payment for the product(s). 10. EVENTS OF DEFAULT:The following are events of default by Customer: (1)failure to pay any amount due hereunder or otherwise; (2)Customer's ceasing to do business, becoming insolvent,taking advantage of any law for the relief of debtors or filing bankruptcy,making an assignment for the benefit of creditors; ( ) when MUSTANG CAT deems itself insecure with respect to customer's performance;(4)Customer fails to perform any of customer's other obligation hereunder or otherwise; (5)Customer's representation or warranty is false or misleading. 11. REMEDIES ON DEFAULT: In the event of any default by customer, MUSTNAG CAT is entitled to any one or more of the following remedies,without any notice of default:(a)take possession of the equipment or any other equipment, including enter premises where its located;(b)terminate this Agreement;(c)seek specific performance or injunction or recover damages; (d)stop delivery of the equipment or any other equipment; (e)surrender any insurance policies and receive the unearned premiums; (f)without terminating this Agreement,MUSTANG CAT may take possession of the equipment and sell,relet or otherwise dispose of the equipment as a secured party under UCC and deduct all expenses,costs, reasonable attorneys fees,and other charges incurred by MUSTANG CAT; (g)recover deficiency from customer;and/or(h)perform by itself,or cause performance of,customer's obligation,at customer's cost. In no event shall MUSTANG CAT be required to sell or relet the equipment, nor required to rebate or pay back any gain or profit as a result of leasing the equipment. MUSTANG CAT's remedies hereunder shall not be exclusive,but shall be cumulative and in addition to all other remedies existing at law or in equity. 12.COLLECTIONS: In the event any action either to collect payment or enforce the terms and provisions of this agreement becomes necessary,CUSTOMER agrees to pay reasonable cost of collection and attorney's fees to MUSTIANG CAT should this matter be placed in the hands of a collection agency or an attorney for collection. 13.INDEMNITY:CUSTOMER AGREES TO INDEMNIFY, DEFEND AND HOLD HARMLESS MUSTANG CAT AND MUSTANG CAT's PARTNERS, EMPLOYEES,AGENTS,REPRESENATIVES,SUCCESSORS AND ASSIGNS FROM ANY AND ALL CLAIM,EXPENSE,CAUSE OF ACTION, DAMAGE, LIABILITY,COST,PENALTY,TAX,ASSESSMENT,CHARGE,PUNITIVE DAMAGE OR EXPENSE BY REASON OF ANY ACT OR OMISSION OF CUSTOMER OR ITS EMPLOYEES,AGENTS,CONTRACTORS,SUBCONTRACTORS,AFFILIATES OR INVITEES,WHILE THE EQUIPMENT IS IN THE POSSESSION OR UNDER THE CONTROL OF THE CUSTOMER OR ITS AGENTS. 14. INSURANCE COVERAGES:Customer shall maintain Equipment insurance and General Liability insurance,Auto Liability insurance,and Workers Compensation and Employer's Liability Insurance,each with minimum$1,000,000 per occurrence and shall deliver to MUSTANG CAT a Certificate of Insurance evidencing same.Such insurance obtained by customer shall be primary. 15. NOTICES:All notices hereunder shall be in writing and shall be deemed delivered if delivered personally or mailed, by certified mail, return receipt requested,to the respective addresses of the parties set forth above or any other address designated by written notice. By signing this Agreement,customer represents that it has read and agrees to the Terms and Conditions applicable to communications made by MUSTANG CAT to customer by Text or Email and which are found at https://www.mustangcat.com/legal-notices/ 16.MISCELLANEOUS:This Agreement may only be modified by a written agreement signed by MUSTANG CAT. If any provision of this Agreement is hereafter held invalid or unenforceable,the remainder of the Agreement shall not be affected and the provisions are declared severable. If there is more than one customer, the obligations of customers hereunder are joint and several. Subject to the terms hereof,this Agreement shall be binding upon and inure to the benefit of MUSTANG CAT and customer and their respective personal representatives,successors and assigns.This Agreement shall be governed by the laws of Texas, each party hereby irrevocably consents to submit to the exclusive jurisdiction of the courts of the state of Texas in Harris County,Texas. I agree and acknowledge that to the extent equipment is equipped with a telematics system(e.g., Product Link),that data concerning such equipment, including condition,and operation are being transmitted to Caterpillar Inc., and its affiliates.The full privacy statement applicable to the transfer of telematics information, including instructions on how to ask questions about telematics and how to revoke your consent, is available at: https://www.caterpillar.com/en/legal-notices/data-governance-statement.html.THE PARTIES HEREBY WAIVE THEIR RIGHT TO A JURY TRIAL OF ANY CLAIM OR CAUSE OF ACTION ARISING OUT OF THIS AGREEMENT OR THE SUBJECT MATTER HEREOF.