Exhibit 10(ff)


 


CONTRACT AGREEMENT


 


This Contract is made and effective as of January 12, 2005, by and
between The Dayton Power and Light Company, a corporation of the State of Ohio,
(hereinafter called Purchaser), with offices at US Route 52 (4 miles east of
Aberdeen), Aberdeen, Ohio, 45101, and Ershigs, Inc., a corporation of the State
of Washington, (hereinafter called Contractor), with offices at 742 Marine
Drive, Bellingham, Washington, 98227. 
Purchaser and Contractor (collectively, the Parties) agree as follows:


 


In consideration of the mutual covenants contained herein and other
valuable consideration, receipt and sufficiency of which are hereby
acknowledged, the Parties hereby agree as follows:


 


Contractor agrees to provide all adequate and
competent labor, plus all materials, equipment, tools, supplies,
transportation, supervision, technical and professional and other services and
items, and to perform all operations necessary and required for the complete
performance of the work (“Work”) for the J.M.
Stuart and Killen Station AQC Projects, in accordance with Specification No.
139226.72.3608 (the Specification).


 


Purchaser shall pay to Contractor, in the
manner indicated within this Contract, for the complete and satisfactory performance of all the
Work, a firm, fixed lump sum amount of $58,515,000, which the Contractor shall accept as full compensation
therefore.


 


Time is a material
consideration of this Contract.  The Work shall be performed in
accordance with the schedule provided within this Contract. 
The Parties agree that neither this Contract Agreement nor any
other portion of the Contract releases Contractor to proceed with any portion
of the Work described herein.  Such
release shall only be made by Purchaser’s issuance of a Purchase Order (or
Purchase Orders) to Contractor, which may release Contractor for all or only a
portion of the Work described herein. 
The commercial terms and conditions contained herein supercede the terms
and conditions which are included with said Purchase Order.


 


IN WITNESS WHEREOF, Purchaser and Contractor have signed this Contract in
triplicate.


 


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  Ershigs,
  Inc.

  	
   

  
	
   

  	
  (Contractor)

  	
   

  
	
   

  	
   

  	
   

  
	
  By

  	
  Eric Schumacher

  	
   

  
	
   

  	
  (Printed Name)

  	
   

  
	
   

  	
   

  	
   

  
	
  By

  	
   

  	
   

  
	
   

  	
  (Signature)

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  President

  	
   

  
	
   

  	
  (Title)

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  (Date)

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  Contractor Federal Tax ID Number

  	
   

  



 


 


	
   

  	
  The
  Dayton Power and Light Company

  	
   

  
	
   

  	
  (Purchaser)

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  By

  	
  A. A. Farrell

  	
   

  	
   

  	
   

  
	
   

  	
  (Printed Name)

  	
   

  	
  (Legal Dept.)

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  By

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
  (Signature)

  	
   

  	
  (Purchasing Dept.)

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
  Manager-Central Engineering

  	
   

  
	
   

  	
  (Title)

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  (Date)

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  By

  	
  W. S. Wolff

  	
   

  
	
   

  	
  (Printed Name)

  	
   

  
	
   

  	
   

  	
   

  
	
  By

  	
   

  	
   

  
	
   

  	
  (Signature)

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  President, Power Production

  	
   

  
	
   

  	
  (Title)

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  (Date)

  	
   

  



 


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BASIS OF CONTRACT


 


GENERAL


 


This Basis of Contract covers
certain designated stipulations agreed upon during negotiations between The
Dayton Power & Light Company (Purchaser) and Ershigs, Inc. (Contractor) for
the furnishing of Jet Bubbling reactor Tanks and Accessories (the Work) for the
J.M. Stuart and Killen Station AQC Projects, in accordance with Specification
No. 139226.72.3608.


 


SCHEDULE


 


The agreed upon schedule for the Work is as detailed in Section 01100.2
of the Specification.


 


PRICE


 


The agreed upon Total Firm Lump Sum Price for performing the Work is
$58,515,000, as itemized in the Commercial Data Section.


 


The Total Firm Lump Sum Price does not include the cost of Performance
and Payment Bonds.


 


The Total Firm Lump Sum Price includes all payroll and related compensation
taxes and does not include applicable state and local sales or use tax.


 


INVOICE ADDRESSES


 


Original invoices shall be sent to Purchaser at the following address:


 


The Dayton Power and Light Company


1065 Woodman Drive


Dayton, OH 45432


Attention: David Capozella


Project Manager


 


A copy of each invoice shall be sent to Purchaser’s Engineer at the
following address:


 


Black & Veatch Corporation (Agent for DP&L)


11401 Lamar Avenue


Overland Park, KS 66211


Attn. Denny Walton, Asst. Project Manager


 


PURCHASER/ENGINEER CONTACT INFORMATION


 


Correspondence to Purchaser and to Black & Veatch Corporation
(“Engineer”) shall be directed as stated in the Supplementary Conditions.


 


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SUBCONTRACTOR CONTACT INFORMATION


 


Correspondence to Contractor shall be directed as follows:


 


	
  Name:

  	
  Tom Pilcher

  
	
  Address:

  	
  6705 E. 81st Street

  
	
   

  	
  Suite 195

  
	
   

  	
  Tulsa, OK 74133

  
	
  Phone:

  	
  918-477-9374

  
	
  Fax:

  	
  918-497-1333

  
	
  E-mail:

  	
  tpilcher@plasticonfluid.com

  



 


	
  Name:

  	
  David Waschke

  
	
  Address:

  	
  742 Marine Drive

  
	
   

  	
  Bellingham, WA 98227

  
	
  Phone:

  	
  360-527-3436

  
	
  Fax:

  	
  360-733-2628

  
	
  E-mail:

  	
  dwaschke@ershigs.com

  



 


DELINEATIONS


 


Wherever wording in the Specification is printed with double underscore
with side bars, such wording has been added to the original text, and wherever
wording is printed and struck through with side bars, such wording has been
deleted from the original text, both to reflect mutually agreed upon revisions.


 


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