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EXHIBIT A (Continued)
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<br /> Customer agrees to notify all employees who will be wearing either flame resistant garments or visibility garments that they are designed to provide only
<br /> limited levels of protection and only under certain conditions. UniFirst 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 UniFirst for all Merchandise that Is lost,stolen,damaged or abused beyond repair
<br /> If any Merchandise supplied hereunder is Merchandise that UniFirst normally does not stock(including styles, colors, sizes or brands), or has been
<br /> permanently personalized,("Non-Standard Merchandisel 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 then in UniFirst's inventory(in-service,shelf,as well as any manufacturers 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 Merchandise 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 Char, 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 difficult 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 term. These damages will be in adciticn to
<br /> all other obligations or amounts owed by Customer to UniFirst, including the retum of Merchandise or the payment of replacement charges and the
<br /> purchase of any non-standard merchandise Items as set forth herein.
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<br /> All disputes of whatever kind between the Customer and UniFirst based upon past present or future acts,whether known or unknown,and arising out of
<br /> or relating to the negotiation,formation or performance of this Agreement shall be resolved exclusively by final and binding arbitration. The arbitration
<br /> shall be conducted in the capital city of the state where the Customer has its principal place of business(or some other location mutually agreed to by
<br /> Customer and UniFirst)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 class of
<br /> persons or as a member of any class of persons,or to consolidate its claims with those of any other persons or class of persons. It this prohibition
<br /> against Gass 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 shall award to the
<br /> substantially prevailing party,if any,as determined by the arbitrators,all o fits costs and fees. 'Costs and fees'are defined as all reasonable pre-award
<br /> expenses of the arbitration,including the arbitrators fees,administrative casts,travel expenses,out-of-pocket expenses,such as copying and telephone
<br /> expenses,court costs,witness fees,and attorneys fees.
<br /> MISCELLANEOUS. The parties agree that this Agreement represents the entire agreement between them. UniFirst 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 d sells or
<br /> transfers its business,it will require the purchaser or transferee to assume all obligations and responsibilities under this Agreement. Neither party will be
<br /> liable for any incidental,consequential,or punitive damages. In the event any portion of this Agreement is held by a court of ccmpetent jurisdiction or by
<br /> a duty appointed arbitrator to be unenforceable,the balance will remain in effect. All written notices provided to UniFirst must be sent by certified mail 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 UniFirst.
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<br /> II
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