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same in accordance with the Documentation as provided by Sequoia to Customer for the <br /> operation of the equipment (collectively referred to as "Product"). <br /> B. Services <br /> The services as set forth on Attachment 2 of this Agreement shall be provided by Sequoia at no <br /> cost to Customer. <br /> C. Purchase Price <br /> The total purchase price for the Product, as described in Attachment 1 of this Agreement, is <br /> Three Hundred Fifty-Six Thousand, Two Hundred and Ten and 00/ 100 ($356,210. 00) <br /> Dollars. Said purchase price includes the County' s purchase of Fifty-Nine (59) Optech <br /> Insight Plus Tabulators with Modems and Ballot Box. <br /> D. Delivery <br /> On or before January 31 , 2007, Sequoia shall deliver the Product in its entirety, inclusive of <br /> the Fifty-Nine (59) Optech Insight Plus Tabulators with Modems and Ballot Box as set forth <br /> hereinabove and the Six (6) Optech Insight Plus Tabulators with Modems and Ballot Box as <br /> set forth hereinbelow, to the location(s) designated by the SOE . Said delivery date(s) and <br /> time(s) shall be mutually agreed upon by the SOE and Sequoia. <br /> E. Payment <br /> Upon each delivery, Sequoia shall submit an itemized invoice listing the Product that was <br /> delivered and for which payment is sought. The SOE shall review the invoice(s) submitted <br /> by Sequoia. Once approved, the SOE shall forward the approved invoice(s) to the Indian <br /> River County Clerk and Comptroller' s Office ("Clerk and Comptroller") for payment. The <br /> Customer and the Clerk and Comptroller shall make every attempt to pay Sequoia within <br /> fifteen ( 15 ) business days of approval of said invoice by the SOE. In consideration for the <br /> expedient payment process by the Customer and the Clerk and Controller, Sequoia agrees to <br /> provide and deliver Six (6) Optech Insight Plus Tabulators with Modems and Ballot Box to <br /> Customer. Sequoia shall submit all invoices to the SOE at 4375 43rd Avenue, Vero Beach, <br /> FL 32967, or to such other entity or address that the Customer may specify in writing. <br /> F. Risk of Loss and Title Transfer <br /> All shipping, insurance and risk of loss shall be the sole responsibility of Sequoia. The FOB <br /> point shall be the delivery location(s) designated by the SOL Risk of loss shall pass to <br /> Customer upon delivery of the Product to the SOE. Title to the Product shal I pass to the County <br /> upon acceptance of the Product in accordance with Section 2.G. below. <br /> G. Testing and Acceptance of Product <br /> Notwithstanding the payment provisions as set forth in Paragraph E. above, the County shall <br /> retain Ten Percent ( 10%) of the total Contract Price until the SOE has tested and accepted the <br /> Product in its entirety. The SOE shall complete testing of the Product in its entirety within <br /> sixty (60) days of Sequoia making its final delivery to the SOE. Upon testing the Product and <br /> determining that it functions in accordance with the manuals and documentation as provided <br /> by Sequoia, the SOE shall accept the Product. The Customer and the Clerk and Comptroller <br /> shall endeavor to pay Sequoia the remaining ten percent ( 10%) of the total purchase price <br /> within fifteen ( 15) days of acceptance of the Product in its entirety by the SOE. <br /> H. Option to Purchase Additional Product <br /> Subsequent to the expiration of this Agreement, County shall have the option to purchase <br /> additional items of the Product listed on Attachment 1 of this Agreement at the price set forth <br /> therein. The purchase price for the Product shall not increase by more than Ten Percent ( 10%) <br /> annually. <br /> 2 <br />