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EXHIBIT A(Continued)
<br /> Customer agrees to notify all employees who will be wearing either flame resistant garments or visibility gamnents that they are designed to provide only
<br /> limited levels of protection and only under certain conditions. UniFirat assumes no liability for any injury,personal or otherwise, Customer agrees not to
<br /> contaminate any Merchandise with asbestos,heavy metals,solvents,inks,or other hazardous or toxic substances('contaminants'). Customer agrees
<br /> to pay UnIFlrst for all Merchandise that is lost,stolen,damaged or abused beyond repsir
<br /> If any Merchandise supplied hereunder is Merchandise that UniF4rst normally does not stock(including styles, colors,saes or brands) or has been
<br /> permanently personalized,(`Non-Standard Merchandise")then.upon the discontinuance of any service hereunder at any time for any reason,including
<br /> expiration,termination,or cancellation of this Agreement,with or without cause,deletion of any Non-Standard Merchandise from Customers service
<br /> program,or due to employee reductions(in each case a"Discontinuance of Service'),Customer will purchase at the time of such Discontinuance of
<br /> Service all affected Non-Standard Merchandise items than in UnlFirst's inventory(n-service,shelf,as well as any manufacturer's supplies ordered for
<br /> Customers use),paying for same the replacement charges then in effect.
<br /> As a condition to the termination of this Agreement,for whatever reason,Customer will return to UniFirst all standard Marchand"In good and usable
<br /> condition or pay for same at the replacement charges then in effect
<br /> OBLIGATIONS AND REMEDIES. If Customer breaches or terminates this Agreement before the expiration date for any reason (other than for
<br /> UniFirst's failure under the performance guarantee described above), Customer will pay UniFirst. as liquidated damages and not as a penalty(the
<br /> parties acknowledging that actual damages would be cW#cut to calculate with reasonable certainty)an amount equal to 50 percent of the average
<br /> weekly amounts Invoiced in preceding 26 weeks,multiplied by the number of weeks remaining in the current tern. These damages will be in addition to
<br /> all other obligations or amounts owed by Customer to UmFnritt,including the return of Merchandise or the payment of replacement charges and the
<br /> purchase of any non-standard merchandise items as set forth herein.
<br /> Ali disputes of whatever kind between the Customer and UniFnrst based upon past present or future acts,whether known or unknown,and arising out of
<br /> of relating to the negotiation,formation or performance of this Agreement shall be resolved exclusively by final and binding arbitration. The arbitration
<br /> shag be conducted in the capital city of the state whets the Customer has its principal place of business(or some other location mutually agreed to by
<br /> Customer and UniFimt)pursuant to the Expedited Procedures of the Commercial Arbitration Rules of the American Arbitration Association and shall be
<br /> governed by the Federal Arbitration Act. The Customer acknowledges that,with respect to all such disputes,it has voluntarily and knowingly waived any
<br /> right it may have to a jury trial or to participate in a class action or class litigation as a representative of any other persons or as a member of any cissa of
<br /> persona or as a member of arty class of persons,or to consolidate Its claims with those of any other persons or cissa of persons. If this prohibitkm
<br /> against cissa litigation is ruled to be unenforceable for any reason in any proceeding,then the prohibition against class litigation shall be void and of no
<br /> force and effect in that proceeding. This paragraph Is governed by New York law(exclusive of choice of law). The arbitrators shag award to the
<br /> substantially prevailing party,if any,as determined by the arbitrators,all o fiats costs and fees. 'Costs and fees'are defined as all reasonable pro-award
<br /> expenses of the arbitration,including the arbitrators fees,administrative costs,travel expenses,out-of-pocket expenses,such as copying and telephone
<br /> expenses,court costa,witness fees,and attorneys fees.
<br /> MISCELLANEOUS. The parties agree that this Agreement represents the entire agreement between them. UniFkat may,in its sole discretion,assign
<br /> this Agreement. Customer may not assign this Agreement without the prior written consent of UniFirst. Customer agrees that in the event it sells or
<br /> transfers its business.g wig require the purchaser or transferee to assume all obligations and responsibilities under this Agreement. Neither party will be
<br /> table for any Incidental,consequential,or punitive damages, In the event any portion of this Agreement is held by a court of competent jurisdiction or by
<br /> a duly appointed arbitrator to be unenforceable,the balance will remain in effect. All written notices provided to UniFirst must be sent by certified mag to
<br /> the attention of the Location Manager. In Texas and certain other locations,UniFirst's business is conducted by,and the term'UniFirst"as used herein,
<br /> means UniFirst Holdings,Inc.dba UnWirst.
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