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To: EVERETT CITY OF/ELEC Date: 11/01/2019
<br /> 3200 CEDAR Proj Name: 50KVA UPS REPLACEMENT
<br /> EVERETT WA 98201-4516 GB Quote#: 0234008123
<br /> Attn: Dan Bartlett
<br /> Proposal
<br /> We Appreciate Your Request and Take Pleasure in Responding As Follows
<br /> TERMS AND ELECTRIC OF SALE c
<br /> •
<br /> 1. ACCEPTANCE OF ORDER;TERMINATION-Acceptance of any order is subject to credit appouval and acceptance of orderby Graybar Electric Company Inc.("Grakar")and,when applicable,Graybar's
<br /> suppliers.If credit of the b er of the goods ors es("Buyer")becomes unsahsfacto tg Graybar eayb@r res a right to terminate upon notice to Buyer md'without liability as bar.
<br /> 2. pgI CHS AND MEN rS-Unless oey rwrse,un n for shall rpye tpose m effectat tune of shipment,which shall be made FAB. in;prepaid andhd1 U ass otherwise inch d in,the
<br /> applicable quotation or statement of rk, res fur services shall bethose goods
<br /> at the time of comphmon.The coM•act price for goods and or services s sip beg aicreasea by the amount any applicable tangy excise,
<br /> tee,assassin-en;levy,charge qr duty of any�r•nd whatsoevet imposed,assessed or collected by any governmental body,whether or not rehected in the costs charged to Graybar,and Graybar may mcrease its cost for
<br /> mods and or s res r n to take in ecemmt an increases in Crtay er s costs.
<br /> e Fr D �redtt may be allowed for goods refined prior approval A deduction may be made from credits issued to cover cost of handling.Returns will not be accepted for services or any
<br /> material been,.. ed at therequest of or by Buyer.In addition,no custom orders be rehimed.
<br /> 4. TAXES-Putts own do not mantle sales or other taxes imposed on te sale of goo Or scores Taxes now or hereafter imposed upon sales,shipments or services will be added to the purchase price.Buyer
<br /> ens to reimburse Gra ar for any such tax or provide Graybar with acceptable tax exemption certificate.
<br /> agrees
<br /> DELAY DI DE ac- .bar is not to be accountable for relaayys mdelivery of goods or services e o ed by acts of God,failure of its suppliers to ship or deliver on rime,or other circumstances and
<br /> Gruber's reasonable control.Factory shipment or delivery dates re best esnmmes,and m no case shall Graybar the table for any consequential or special damages arising from any delay in provision of services,shipment
<br /> or delivery.
<br /> 6., EGff1•ED W bei warrants that all goods sold are of any security interest and will make available to Buyer all ice wfferabl warranties(chiding without limitationodsaindt entree with respect
<br /> to intellectual pr A�)> to Graybar by the manufacturer or the goods.Buyer acknowledges that the performance of any sernce.which alters the mantr>facumer prop vtded goods as md)cated in the statement
<br /> of work may vman s warranty. bei shall uu the same and s)dll a 1 rtuate3 dr of like services would exercise full win co ted indug rachces in the performance of
<br /> pitss duties tinSder ent YBAR My p�TNO OTgI �E7XPRES R IIMPLIED �A'.LAN NyIDgSpP�ECCIFFICALLY DISCpLAIMSS QR AAgL�IpMj��_REPRESENTATIVE OF GRAYBAR,
<br /> AREp S llsiCNLUDDIINGBUT NOT LIMITEDTO THE IMPLD3D W
<br /> HEALTHCARE� OWHERE TIM GOODS HARVESPEOTT OR
<br /> AL FOR DIRREECT PRLITY AND S FOR SE A CONTACT OR WHERAPPLIE SDIN(6)FOOTCOTHERWISE AGREED IN WRITING BYC ANAUTHORIZED
<br /> E FROM A PA•flSNl'CANfIOT BE
<br /> YMAINfAII4ED
<br /> AT ALL TIMES.
<br /> 7. LIMITATIOj.�OF LIABISJTY-Buyer s remedies Lender this agreement are subect to limitations contained in manufacturer's terms and conditions to Graybar a copyof which will be furnished on written
<br /> nest Furthermore_G�.bar's h chat l be hooted to either air or Iacement of the oods,0-performance of the services,or refund of the purchase price,all at Oraybe s option,and IN NO H SHALL
<br /> request
<br /> BE lJBLEFOR INCIDENTAy CIAL,OR CONSEQ DAMA to addition,claims for shortages,other-tan 1 m must be made m writing not more than five(S5)days after
<br /> receipt o mem.Unless otherwise agreed is ttoe$applicable hat wor acceptance of services will occpr not more that 5ve(5) ays aur complethggaa of perormance.
<br /> 8. W The faiureofGrayliar to insist upon the�stei�t'oermmance of any of the terms Dr conditions of this agreement or to exercise any right hernmd• shall not be deemed to be a waiver of such terms,conditions,
<br /> or rights in the finis n r shell. it be deemed to be a waiver of any other term,=maim,or nght under this.agreement
<br /> 9. MODIFICATION OF TERMS AND CONDITIONS-These terms and coa$rtons,and any assomafed statement of wgrk,supersede all other comimmications,negotiations,and prior oral or written,statements
<br /> regarding the subject of these to and conditiNo cyan modification,rescission,discharge,abandonment,o waiver of these terms and conditions shall be binding Graybar unless made writingand
<br /> signed on its behalf by a y aunty' representative o Graybar.No eopdmons usage ofrtrade, urse of or orf or
<br /> understanding or agreement,p rting tg mo., vary,explain,orlrrement tese
<br /> terms and conditions sh be binding unless hereafter made in cont mg and sighed by the porty to beermmd Any proposed modifications r ouch terms specrrically rejected and deems a material-alteration hereof
<br /> If this document shah be an acceptance of a p or offer by B er,sure re is expressly conditional nem Buyers assent to channel or di sant tents set forth herein.
<br /> 10. REELS-Ven Graybar�p5 returnable reels a reel depose may be met m the invoice.The Buyer should contact the nearest ar service location to return reels.
<br /> 11. CERTIFICATION-Graybar h certifies that these goods ween produd m comphm with all ap hirable requirements of Rection 6 7,and 12 of the Pwr Labor Standards Ac;as amended,and f
<br /> regulatiops andordrs o the Unitteead States artment of Labor issued render cern 14 thereof Tie a reemenl hs subject tp Executive Order112 6,as am dad,the Rehabili on Act of 1973 as amr0-7711
<br /> der the Vietnam
<br /> Vetrans Readjustment istance Ad or 4,as amended,E. 13496,29 eFRrart 471,Appendix A to SubpartA,and the corresponding regulations,tole extent required by law.41 CFR 60.1.4,60.741.5,and
<br /> 60-250.5 drain ratedd algin tom,reference o fire edam I requrired,
<br /> 12. ORE1(iN COgggg[7F1'I?RACTICESe • -Buyer all co.�.Ly wrtlh appli le laws and reguia im relating to anti-aarPlim4 inch..•: without limitation,(i)bye United States Foreign Corript p���res Act
<br /> (�FgCPA)(5 U.S.C.gg1�7$dd-1 et seg.)irrespective of the place of. .mtmmce and(ce6�laws and ragp�etioas nnpplemmtinq the Organization for•r••.,•mic egoperation and pevelopmeat's Convention on Cornbcling
<br /> Bri of Pubhc O$tmals i�tt"International Bu ess Transactions,the U.N.Convention Against Comiption,and the Inter-Amrican Convention Against Corruption in Buyers country or any country where
<br /> art'rmance o♦lis app t or delivery of goods wi occur.
<br /> 13. ASST v]ffi•Ti'Ewer shall not assign its.n or delete its es hereunder qr any interes)herein without the prior prh,consent of bar,and,any suph assignment withkoeutsuc c4nsen;shal be void
<br /> 14. .131110N1 pRpVL570NS-All typo�h� ofgncal-amus a by�,�.bei m ate•Quo(ah. aclmgwled;�l.hat or ub tcanon re suyject correarpu}Tlvsgpt apau ed by iia laws of the
<br /> State of sMr sour-�;.twole to contracts to-be Win and nilly performs within the State of missoun vn cit givinga.ect tope oice or conflicts o w provisions Cher Ay suits arising from or concerning this
<br /> aa�eeeemment shall be'i ed in the Circuit Court of Lgma irmty.Ivii X urr,or the United Sys Distnc)Court for the rastegi District of Missouri,and no other place unless otherwise determined m Graybar s sole
<br /> duration.BlweA•l��-bv irrevocably consents to the tunsdichon of so-.court gr cojrts and agrees to appear m a�su action wades notice thereof.
<br /> 15. , PAYn7Bly 1r•PERMS-Fayment terms shall be as stated on bars mvoice rase rwise mutually As a condition of the sales agreement,a monthly service charge of the lesser of 1-1/2%or the
<br /> maximum law may be added to accounts not paid by n due date.Visa, American and Discover cards are accepted at point of purchase only.
<br /> 16. E TING-aBuyiaclmo�vledges this order and the rmance th are 'er�o compliance w•im,any and all ap r le United States laws,regulations,or orfs Buyer ees to vii all
<br /> such laws,re atiops,and o m piing,if applicable,all raprirpme of fie Intemalona( lathe in Ams Rezilat�ons and/orthe rt Administration Act,a,s may be amended Buyer T�oargmrer agrees atif the
<br /> extort laws are applicable,it not disclose or re-export any technical arrived under this order to any..unffies for which the Unite States government reayqares an export license or other supportin ocumentation
<br /> at the time of or transfer unless Buyer has obtained nor written orization frothe United States I..ce of Export Control or other autirijy responsible for such matters.
<br /> 17. CAN TION•CHANGES OR SERVI Buyer may cancel or make c�puanges to a statement of work_up m five N)business days prior to commencement of the work.All manges and cancellations
<br /> such date are su Graybars prior written approve »iar s sole and absolute uiisoration.Buyer shah pay to Graybar amounts necessary to cover cancellation,restocbng fees and other charges applicable to the
<br /> cancelled goods or services mcluding those incurred or committed to by Graybar.
<br /> Signed:
<br /> This equipment and associated installation charges may be financed for a low monthly payment through Graybar Financial Services(subject to credit approval). For more information call 1-800-241-7408
<br /> to speak with a leasing specialist
<br /> To learn more about Graybar,visit our website at www.graybar.com 24-Hour Emergency Phone#:1-800-GRAYBAR
<br /> Subject to the standard terms and conditions set forth In this document. Unless otherwise noted,freight terms are F.O.B.shipping point prepaid and bill.
<br /> Unless noted the estimated ship date will be determined at the time of order placement.
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