2021/04/14 Council Agenda Packet

12. LIENS, CLAIMS AND ENCUMBRANCES —Supplier warrants and represents that all the goods and materials ordered herein are free and clear of all liens, claims, or encumbrances of any kind. 13. RISK OF LOSS — Regardless of FOB point, Supplier agrees to bear all risks of loss, injury or destruction of goods and materials ordered herein which occur prior to delivery. Such loss, injury or destruction shall not release Supplier from any obligation hereunder. 14. SAVE HARMLESS — Supplier shall protect, indemnify, and save the Purchaser harmless from and against any damage, cost or liability for any injuries to persons or property arising from acts or omissions of Supplier, his employees, agents or subcontractors howsoever caused. 15. PRICES — If price is not stated on this order, it is agreed that the goods shall be billed at the price last quoted or paid, or prevailing market price whichever is lower. 16. TERMINATION — In the event of a breach by Supplier of any of the provisions of this contract, the Purchaser reserves the right to cancel and terminate this contract forthwith upon giving oral or written notice to Supplier. Supplier shall be liable for damages suffered by the Purchaser resulting from Supplier's breach of contract. 17. NONDISCRIMINATION AND AFFIRMATIVE ACTION — The supplier agrees not to discriminate against any client, employee or applicant for employment or services because of race, creed, color, national origin, sex, marital status, age or the presence of any sensory, mental or physical handicap with regard to, but not limited to, the following employment upgrading, demotion, or transfer, recruitment or recruitment advertising, lay-offs or termination, rates of pay or other forms of compensation, selection for training or rendition of services. It is further understood that any supplier who is in violation of this clause or an applicable Affirmative Action Program shall be barred forthwith from receiving awards of any purchase order from the CITY unless a satisfactory showing is made that discriminatory practices or noncompliance with applicable Affirmative Action Programs have terminated and that a recurrence of such acts is unlikely. 18. LABOR AND INDUSTRIES Contractor is required to procure Labor and Industries permits F700 007 000 and F700 029 000 and abide by thc requirements thereof. Copics of "Statement of Intent to Pay Prevailing Wages" and "Affidavit of Wages Paid" shall be submitted to thc City Clerk and Department of Labor and Industries. 19. ANTI-TRUST — Supplier and the Purchaser recognize that in actual economic practice overcharges resulting from anti-trust violations are in fact borne by the Purchaser. Therefore, Supplier hereby assigns to the Purchaser any and all claims for such overcharges. 20. DEFAULT — The Supplier covenants and agrees that in the event suit is instituted by the Purchaser for any default on the part of the Supplier, and the Supplier is adjudged by a court of competent jurisdiction to be in default, he shall pay to the Purchaser all cost, expenses expended or incurred by the Purchaser in connection therewith, and reasonable attorney's fees. The Supplier agrees that the Superior Court of the State of Washington shall have jurisdiction over any such suit, and that venue shall be laid in Snohomish County. 21. BRAND NAME — When a special brand is named it shall be construed solely for the purpose of indicating the standards of quality, performance, or use desired. Brands of equal quality, performance, and use shall be considered, provided Supplier specifies the brand and model and submits descriptive literature when available. Any bid containing a brand which is not of equal quality, performance, or use specified must be represented as an alternate and not as an equal, and failure to do so shall be sufficient reason to disregard the bid. 22. ACCEPTANCE BY ACCEPTING THIS PURCHASE ORDER IN WRITING OR BY DELIVERING THE MATERIAL ORDERED, YOU ACCEPT ALL OF THE TERMS AND CONDITIONS SET FORTH. FORMAL OBJECTION IS HEREBY MADE TO ANY ADDITIONAL OR DIFFERENT TERMS PROPOSED BY SUPPLIER AS A CONDITION OF ACCEPTANCE OR DELIVERY. 17