Laserfiche WebLink
REV: 05-11-2021 RL <br />installment pursuant to a City purchase order made out to Vendor. Payment will be due <br />forty-five (45) days from City’s receipt of an invoice for the Goods and Services, provided <br />that Vendor will not invoice City until all Goods have been delivered and accepted in <br />accordance with the terms of the Purchase Agreement. Vendor represents that the prices <br />quoted to or paid by City will not exceed current prices charged to any other customer by <br />Vendor on the Effective Date for items that are the same or substantially similar to the <br />Goods, taking into consideration the quantity under consideration. Vendor will <br />immediately refund any amounts paid by City in excess of such current prices. Unless <br />otherwise noted in this Agreement or the Bid Documents, the purchase price will include <br />all shipping and delivery costs. <br />4. Cancellation and Termination. City may terminate or cancel this Purchase <br />Agreement, or any portion thereof, at any time prior to delivery, with or without cause, by <br />giving Vendor written notice. Cancellation or termination will become effective <br />immediately upon the giving of notice by personal delivery or mail. If Vendor breaches <br />the Purchase Agreement, City may terminate the Purchase Agreement immediately <br />without notice, may reduce payment to Vendor in the amount necessary to offset City’s <br />resulting damages, may procure substitute goods or services at Vendor’s expense, and/or <br />may pursue any other available recourse against Vendor. Upon termination of this <br />Purchase Agreement by City for any reason, City may require Vendor to provide all <br />finished or unfinished goods, documents, data, diagrams, drawings, materials or other <br />matter prepared or built by Vendor in connection with its performance of this Purchase <br />Agreement. Upon termination of this Purchase Agreement by City for any reason, City <br />will pay only for Goods or Services ordered and accepted by City. Any payments made <br />in advance will be returned to City on a prorated basis. Vendor may not terminate this <br />Purchase Agreement except for cause. <br />5. Delivery Risk of Loss. All orders will be F.O.B. destination if not otherwise <br />specified. Risk of loss or damage to the Goods will remain with Vendor until the Goods <br />have been delivered to and accepted by City. All Goods will be received by City subject <br />to its right of inspection, rejection, and revocation of acceptance under the Uniform <br />Commercial Code. City will be allowed a reasonable period of time to inspect the Goods <br />and to notify Vendor of any nonconformance with the terms and conditions of the <br />specifications. City may reject any Goods that do not conform to the terms and conditions <br />of the Bid Documents. City may return any rejected Goods to Vendor at Vendor’s risk and <br />expense. <br />6. Force Majeure. City may delay delivery or acceptance of Goods and Services <br />occasioned by causes beyond its control. Vendor will hold such Goods and Services at <br />the direction of City and will deliver/perform them when the cause affecting the delay has <br />been removed. <br />7. Invoices. Vendor must mail an invoice to City at the address specified in Section <br />17 of this Purchase Agreement no later than the 5th day after delivery. Vendor must issue <br />separate invoices for each shipment made pursuant to this Purchase Agreement. <br />Invoices must contain a description of Goods and Services, unit price, quantities billed, <br />ATTY/AGR.2021.105/SiteOne Landscape Supply Holdings, LLC (Page 2 of 9)