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including but not limited to, chip components, oil, gasoline, steel, aluminum and plastic products can be extremely volatile.
<br />Everon guarantees the pricing in this proposal for no more than the next thirty (30) days from the date of this Proposal. Customer
<br />further agrees that should the cost to Everon of the Materials required for this Project rise after the thirty (30) day period, Everon
<br />reserves the right to reasonably reassess the cost differential and add any increase to the above pricing.
<br />Design & Bid is based off plans listed in this proposal. Any changes made by the owner, GC, EC and/or the AHJ may result in
<br />additional costs.
<br />If Everon’s cost of products sold under this agreement is increased by: (a) any government action, executive
<br />order, tariff, duty, tax, or other government-imposed fee; (b) foreign currency exchange variation; and/or (c)
<br />other increased cost of third-party supplies, labor, and/or Products, then Everon shall have the right to increase
<br />pricing accordingly. If applicable, Everon shall have an immediate right to a change order for any such cost and
<br />price increase. The timing and effectiveness of any such price increase is separate from and in addition to any
<br />changes to pricing that are affected by any other provisions in this Agreement.
<br />Group Purchase Organization (GPO) Information
<br />The terms and conditions of NASPO ValuePoint Master Contract #99SWC-NV23-16259 “Security & Fire Protection Services” and WA State
<br />Contract WA DES 24223 apply in addition to the Everon standard terms and conditions. In the event of a conflict of terms, the NASPO
<br />ValuePoint Master Contract #99SWC-NV23-16259 and WA State Contract WA DES 24223 terms will prevail.
<br />Pricing above is as of the date of this Proposal and valid for 30 days unless a change in equipment cost occurs. Government tariffs or levies may cause these prices to increase,
<br />even if such tariffs or levies are enacted after the date of this proposal. Please speak to your sales representative for solutions to minimize risk of tariff-related price increases.
<br />Terms and Conditions
<br />All prices quoted and any other offers made in this Proposal are based upon the terms herein and valid for thirty (30) days from the date of this
<br />Proposal, after which they are automatically withdrawn, and this Proposal shall be void. The following terms and conditions noted with an X
<br />are incorporated into this Proposal and Sales Agreement:
<br />X General Terms and Conditions
<br />_ Product-Specific Terms: Extended Service Plan
<br />_ Product-Specific Terms: Inspection and Testing Services
<br />_ Product-Specific Terms: Monitoring Services
<br />_ Product-Specific Terms: ATM Products and Services
<br />_ Product-Specific Terms: Sprinkler and Suppression Services
<br />_ Product-Specific Terms: EAS and Security Gates
<br />_ Product-Specific Terms: Third-Party Services
<br />_ Product-Specific Terms: Rented or Financed Products
<br />_ Product-Specific Terms: Special Business Risk Provisions
<br />GENERAL TERMS AND CONDITIONS (“GTCs”)
<br />1. Charges, Invoicing, and Payment
<br />A. Invoices. Everon shall issue invoices directly to Customer for amounts owed to Everon (“Charges”). Everon shall issue invoices to Customer on the following
<br />schedule:
<br />i. For ongoing Services under a contract term or on a month-to-month basis (“Recurring Services”), Everon shall issue invoices quarterly in advance.
<br />ii. For projects requiring installation of Products and that have a written schedule of values, Everon shall issue invoices as set forth in the schedule of values; or if
<br />no schedule of values exists, Everon shall issue invoices over time on a progressive basis to reflect Everon’s estimated percentage of work completed, which
<br />may, in Everon’s discretion, be based on field observations, costs estimated or incurred, subcontractor estimates, and/or other reasonable factors (“Percentage of
<br />Work Completed”).
<br />iii. For all other Products or Services, Everon shall issue invoices upon delivery of the Product or completion of the Service.
<br />B. Payment. Customer shall pay each invoice in full within thirty (30) days of the date of the invoice, without discount, set-off, or deduction. Any acceptance by
<br />Everon of a partial payment shall not be construed as a waiver of Everon’s right to receive any unpaid portion of an invoice. Customer shall make payment via
<br />wire, automated clearing house, check, or such other manner as may be agreed upon by Everon and Customer. If a payment due date falls on a weekend or
<br />any bank holiday, payment must be made on the next available banking day.
<br />C. Past Due Amounts. Past due amounts shall accrue interest at a rate of two percent (2%) per month compounded or the maximum rate allowed by law,
<br />whichever is less. All overdue payments received from Customer shall first be applied to interest and collection costs before they will be applied to any principal
<br />amounts. Everon shall be entitled to recover from Customer any costs of collecting past due amounts, including reasonable attorneys’ fees.
<br />D. Charges. Charges for Products are determined on a per-order basis and are valid for thirty (30) days from any written proposal. Charges for any Products
<br />ordered by Everon or Customer more than thirty (30) days after the date of the Agreement shall be at Everon’s then-current prices. After the first year of the term
<br />of any Services, but no more frequently than once in any twelve (12) month period, Everon may increase the Charges, effective upon thirty (30) days prior written
<br />notice, by an amount not to exceed the United States Consumer Price Index increase over the preceding twelve (12) months plus four (4) percent.
<br />E. Delays. Everon shall be reimbursed for all costs incurred by Everon or its subcontractors due to actions by Customer or any of Customer’s vendors or
<br />customers that alters or delays the Services, whether before, during, or after Everon has started performing the Services. Any delays other than Force Majeure
<br />(as defined in Section 11, below) that cause Everon to incur more labor or overtime hours to complete the Services than originally bid will be the subject of an
<br />equitable adjustment to the Charges. Everon will give appropriate notice when possible to the Customer prior to either the Customer or Everon incurring such
<br />charges.
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