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REV: 10-27-2022 RL <br />PURCHASE AGREEMENT <br />FOR GOODS, COMMODITIES, AND SERVICES <br />This Purchase Agreement for goods, commodities and services (“Purchase <br />Agreement”) is made and entered into on this ______ day of ______________ 2022 (the <br />“Effective Date”) by and between Underground Republic Water Works, Inc., a California <br />corporation (“Vendor”), and the City of Redwood City, a California charter city and <br />municipal corporation (“City”). City and Vendor are sometimes referred to hereinafter <br />individually as “Party” and collectively as “Parties.” <br />RECITALS <br />A. Following a solicitation process, Vendor submitted the lowest responsive <br />and responsible bid received by City. <br />B. City now desires to purchase the agreed upon goods and services from <br />Vendor pursuant to the terms and conditions of this Purchase Agreement. <br />NOW THEREFORE, in consideration of the faithful performance of the terms and <br />conditions set forth in this Purchase Agreement, the Parties hereto agree as follows: <br />1. Purchase of Goods and Services. City agrees to purchase, and Vendor agrees to <br />sell, the goods (“Goods”) and to provide any services related to the installation or delivery <br />of the Goods (“Services”) set forth in Exhibit “A,” Scope of Purchase. The Goods will be <br />in compliance with all of the standards and specifications set forth in Exhibit “A,” and the <br />Services will be provided in a manner consistent with that level of care and skill ordinarily <br />exercised by members in the same profession, practicing in the same locality under <br />similar conditions. There will be no substitution of Goods or Services without the prior <br />written authorization of City. <br />2. Delivery Date. The Goods must be shipped and must arrive at the destination <br />specified in Section 17 of this Purchase Agreement or as otherwise specified by City. <br />Services must be provided by Vendor by the request date specified by City (“Required <br />Delivery Date”). Any failure by Vendor to meet the Required Delivery Date will constitute <br />a material default of this Purchase Agreement and City may cancel any Goods not <br />delivered in a timely manner without liability. Vendor must notify City immediately if <br />Vendor reasonably believes Vendor will not be able to meet the Required Delivery Date <br />for any reason and provide City with a schedule that Vendor reasonably believes it will be <br />able to meet. It is within City’s discretion whether it will accept the revised schedule. <br />3. Purchase Price. The purchase price for the Goods and Services will be Thirty Six <br />Thousand One Hundred Ninety Two Dollars and Nineteen Cents ($36,192.19) made in <br />one installment pursuant to a City purchase order made out to Vendor. Payment will be <br />due forty-five (45) days from City’s receipt of an invoice for the Goods and Services, <br />provided that Vendor will not invoice City until all Goods have been delivered and <br />accepted in accordance with the terms of the Purchase Agreement. Vendor represents <br />ATTY/AGR.2022.384/Underground Republic Water Works, Inc. (Page 1 of 10) <br />17th November