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SECTION 5-CITY OF EVERETT
<br /> GENERAL CONDITIONS
<br /> Compliance with Law.Supplier,at its sole cost and expense, must perform and comply with all applicable laws of the United
<br /> States and the State of Washington;the Charter, Municipal Code,and ordinances of the City of Everett;and rules,
<br /> regulations,orders,and directives of the City.
<br /> Amendments/Change Orders. No alteration,change, modification or amendment to this Contract is effective unless by an
<br /> instrument in writing executed by the legally authorized parties hereto. Any changes in the scope of work or compensation
<br /> must be mutually agreed upon between City and the Supplier and must be incorporated in written amendments to the Contract.
<br /> Assignment.This Contract may not be assigned in any manner or by any means by Supplier without the express written
<br /> consent of the City.
<br /> Waiver and Remedies.City's failure to enforce the terms or conditions herein or to exercise any right or privilege,or the
<br /> City's waiver of any breach hereunder must not thereafter waive any other term, condition,or privilege,whether of the same
<br /> or similar type. Remedies under this Purchase Order are cumulative;the use of one remedy must not be taken to exclude or
<br /> waive the right to use another.
<br /> Binding Effect.The provisions, covenants and conditions provided bind the parties,their legal heirs, representatives,
<br /> successors,and assigns.
<br /> Ratification.Acts taken pursuant to this Contract but prior to its effective date are hereby ratified and confirmed.
<br /> Termination.City,at its sole discretion,may terminate this Contract for convenience at any time for any reason.Termination is
<br /> effective immediately upon notice of termination given by the City. In the event this Contract is terminated prior to the full delivery
<br /> of goods and/or services. Supplier will only be paid for the work or goods accepted,at the City's sole discretion,at the time of
<br /> termination of the Contract.
<br /> Severability. Any invalidity,in whole or in part,of any provision of this Purchase Order must not affect the validity of any
<br /> other of its provisions.
<br /> Payments. City will pay Supplier submitted invoices within thirty(30)days after the City's receipt and acceptance of the goods
<br /> or completion and acceptance of the services, provided that Supplier has listed all appropriate information on the invoice and
<br /> complied with all contractual requirements. Payment must be full compensation for goods delivered,work performed or
<br /> services rendered,including all labor,materials,supplies,equipment and other expenses. The City reserves the right to require
<br /> Supplier to correct any submitted or paid erroneous invoices according to the rates set forth herein.City and Supplier agree that
<br /> any amount paid in error by City does not constitute a change in the agreed upon amount;Supplier agrees to issue a refund of any
<br /> overages paid in error by the City. The total on the Purchase Order is to be the not-to-exceed amount and is not to be construed
<br /> as a guaranteed amount due to Supplier.
<br /> Taxes.Supplier must pay, before delinquency,all taxes, levies,and assessments arising from its activities and undertakings
<br /> under this Purchase Order;taxes levied on its property,equipment and improvements;and taxes on the Supplier's interest in
<br /> this Purchase Order.
<br /> Warranties.Supplier warrants that all goods are merchantable,comply with the City's latest drawings and specifications, and
<br /> are fit for the City's intended use;all goods comply with all applicable safety and health standards established for such
<br /> products;all goods are properly packaged;and all appropriate instructions or warnings are supplied.
<br /> Ownership of Records and Documents.All materials,writings and products produced by Supplier in the course of performing
<br /> this Contract must immediately become the property of the City. In consideration of the compensation provided for this
<br /> Contract,the Supplier hereby further assigns all copyright interests in such materials,writing and products to the City.A copy
<br /> may be retained by the Supplier.
<br /> Non-Discrimination and Equal Employment Opportunity. During the term of this Purchase Order,Supplier will not
<br /> discriminate against any employee or applicant for employment because of creed, religion, race,color,sex, marital status,
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