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Pt3p li : i _ G ? 2 ' it7516: - FURCItGSTNi, PAGE_ 03
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<br /> SELLER AGREES 7U TIi ULL�� IN TERM AND CONDITIONS
<br /> 1 ACCEPTANCE OF PURCHASE ORDER . A Purchasn Order is grvnn for immediate acceptancer.
<br /> unless promnily notified to tencontrary , the County will aSSnrTle tho Sollor accepts the order nd will
<br /> maks delivery as specified on the document .2 ENTIRE AGREEMENT . All sporifications , drawings , and darn suhrrilttod to the Seller with thie
<br /> solicitation for Thm nrder are hereby incorpornted heroin rind mode a part hereof, This contract contains the entire
<br /> ogreernent of the parties . No change in qunnt t ns , prices , specifications , terms, or shipping instructions will be
<br /> allowed except on written nuthority of the Indian River County Purchasing Department. Any additional or
<br /> different trrmo and eorditions proposed by Seller nre. objecto to and hereby rejected unless specifically agreed
<br /> to b� the Countyy
<br /> 31N fiMNIFICATION . The Seller hereby agrens to indcrnnity , save , and hold harmless the County from all claims ,
<br /> darnnnds , &ihlloles and suits of any nature whatsoever nrisrnq out at , because of or due to the breach of the
<br /> Agreement' by rhn. Snflnr, its agents or omployees , or due to any act or occurrence of omission or commission of
<br /> The Sollor, its agents or employees . It in rpecificolly understood end agreed that this indemnification agreement
<br /> t does not cover or indemnifythe County for its own neglippcnen or breach of Contract, 4 MODIFICATION . The
<br /> County cony b written Order , mnkn changes in the streciticotions if such changes are within the general scope of
<br /> the Contract . If such charges cause an increase or decrroso in the Seller ' s cost or In the time required for
<br /> perfonmenco of the Contract fat the srllcr shall promptly iiotifv the County and assert its claim for adjustment
<br /> within filtenn ! "i til calendr, r dnya and obi an ugwinDic aalustment shoh be rnade by the County and the Contract
<br /> modified accordingly . Nothing in this clause shall excuse the Sollnr from performing ,
<br /> 5 DEFAULT . Tana Is Of the essence of this contract and if delivery of accopt able items or rendering of services is
<br /> not Completed by the hmc promised , the County rc :, eervas rhe right without liability in additlons to ria other rights
<br /> and ramerlies , to terminate this contrsm by nonce effective when received by Seller, as to stated items not yet
<br /> shipped or services not yet rendered , and to purchase 9UbStnute noms or services elsewhere and charge the
<br /> Soller with tiny and all losses incurred .
<br /> 6 TRANSPORTATION CHARGES . Trnnsportoaoo expenses for all shipments shall be prepaid to destination.
<br /> Shipments sent C . O . D . or freight collect withow the County ' s written consent will not be accepted and will at
<br /> Soller ' s risk and expanse be returned to Snlfer . No charges will hr. allowed by the County for transportation,
<br /> packlng � cnrtaggo or containorc unless otherwise nuthorized in the Purchese Order.
<br /> 7 UNAVOIUAHLE DELAY , If the Seller is dnlayad in rhe delivnry of goods purchased under the Purchase Order by
<br /> a cause. beyond its control . Sailor must intrnediatcly upon reccivinq knowledge of such delay give written notice
<br /> TO the County and request an nxtension of Limo rho County shall exsmino the request and determine if the Seller.
<br /> is entitled to on extension .
<br /> 8 QUANTITY . Quantities furnished in excess of those specrtied in the Pumhw;c Order will not be accepted and
<br /> will be held at Seller ' s risk and expense .
<br /> 9 INSPECTION . Materials or equipment purchased are subject to msprr. tion and approval at the County ' s
<br /> destination . The County reserves the right to reject and raf use acceptance of Items winch ate not in aoeordanee
<br /> with the instructions, specification, drawings , or data of Spllpr ' .z warrnnty (express Or implied ) . Rejected materials
<br /> or equrpmant shall be removed by, or at the exponsr_ of the Seller promptly after rejection ,
<br /> 10 WARRANTY . The Seiler warrants That all goods and scrvlces fumished hereunder will conform in all respects
<br /> to the terms of Ihis order , including any drawings , cpociflcations , or standards incorporated herein, and that they
<br /> will be free from latent and prntnnt defects in materials , workmanship , and title , and will be free from such
<br /> defects in desig9n in addition . Seller evarranrs that said goods and services are suitable for, and will perform in
<br /> accordance with , the purpose for which they oro purchased fabricated , manufactured and designed or for other
<br /> purposes as are expressly specified in thin order . f he County may return any nonconforming or defective items
<br /> To the Seller or require corrections or rrpinoament of the item at the timn the defect is discovered , all at the
<br /> 0 Seller' s risk and expense . Acceptanco shall riot relieve Tho Seiler of its responsibility,
<br /> 11 REGULATORY COMPLIANCE . Seller represents and w,arrnnm that the goods or services furnished hereunder
<br /> ( includinq oll labels , packages and container for said goods ) Comply with all applicable standards, rules , and
<br /> regulations in effoot unctr_r the rcqulremonts of all Feriarel , State , and local laws, rules, and regulations as
<br /> applicable , Inrluding the Oceupationnl Satety and Health Ac-r as amended With reupeet to design, construction ,
<br /> manufacture or use. for their intendnd putffTisa of said gonds or servirns , Seller shall furnish " Material Safety Deta
<br /> Sheets " in corrplinnco with Florida Right To Know Law , 1= lorido Statues . Chapter 442.
<br /> 12 ROYALTIE5 AND PATENTS . Sollor shall pay nil royaltles and ticense foes . Seller shall defend all suits or
<br /> claims for infringement of said patent , capyrnghT or trademark rights And shall save the County harmless from
<br /> loss on account thereof .
<br /> 13 INSURANCE . -I he Seflnr shall maintain insurnnre as sporified in Administrative Policy Manuel Section 1000. 6
<br /> or as otherwise required by the. County.
<br /> 14 PAYMENT . Payments will be made in accordance vaith the terms on tho face of This order, or the Seller' s
<br /> invoica , Whichever nre more fuvwvUle to the County and paymnm. date therefore shall be calculated from the
<br /> receipt of involce, nr final anonptance of the goods , whrchovnr is loins .
<br /> 1s IDENTIFICATION . Invoices In duplicate with prices sot out and giving the Correct Purchase Order Number
<br /> must be sent to ch address shown on the lues of this order ; otherwise paymant of the Seller' s account may be
<br /> delayed . The Purchase Order Number shell nppnar on ell invoices , hexes , packages, shipping documents . and
<br /> corresppondence and Tho lisT of contents molll be anclOSed in each hax or package .
<br /> 16 TFRMINAT16N . Buyer may , at any time , terminate This order in whole or in part by written or telegraphic
<br /> notice or verbal notice confirmed in writinq . Upon termination for convenience of Buyer, the Buyer will assume
<br /> rnsponsibihty fnr aprofic contractual or scheduled finr, nelnf commitmuntn made prior to notice of termination ,
<br /> Any and all services , property , publications , or matnnals p^ovid , -d durintl or resultingg from the Contract shall
<br /> become the proporty of Thu Buyer. 11 , however termination is occasioned by the Sa(ler's breach of any condition
<br /> hereat , including breach of warranty, or by Seller ' s defy except due rirrurnstanees beyond the Sailer' s control
<br /> and without Seller ' s fault or negli ,gince , Sollnr shall riot bye entitled to any claim or costs or to any profit referred
<br /> to in said clausn , and Buyer shall have 4gminSl SPIler all rnmedies provided by law and equity.
<br /> 17 TAXES . Indian River County is exempt from State and local taxes . Exemption number is printed on the
<br /> reverse side hereof , This Order shod serve as the exemption corfiflcnte .
<br /> 12 LAW GOVERNING . This contract shall be governed by and continued according to the laws of State of
<br /> Florldn .
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<br /> ' 111 f l I . n ' : I . i .rl I I IIII ' INE DEC . 1 . 10t44AM
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