Agmt23 National Fitness Campaign

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REV: 05-17-2023 RL PURCHASE AGREEMENT FOR GOODS, COMMODITIES, AND SERVICES This Purchase Agreement for goods, commodities, and services (“Purchase Agreement”) is made and entered into on this ______ day of ______________ 20__ (the “Effective Date”) by and between National Fitness Campaign LP, a California limited partnership (“Vendor”), and the City of Redwood City, a California charter city and municipal corporation (“City”). City and Vendor are sometimes referred to hereinafter individually as “Party” and collectively as “Parties.” RECITALS A. Vendor is the sole source of a comprehensive outdoor circuit training system for which grant funds are available to the City from the Vendor. B. On April 24, 2023, the City Council of the City of Redwood City adopted a resolution approving the acceptance of grant funds from the Vendor toward the installation of the comprehensive outdoor circuit training system. C. City now desires to purchase the agreed upon goods and services from Vendor pursuant to the terms and conditions of this Purchase Agreement. NOW THEREFORE, in consideration of the faithful performance of the terms and conditions set forth in this Purchase Agreement, the Parties hereto agree as follows: 1. Purchase of Goods and Services. City agrees to purchase, and Vendor agrees to sell, the goods (“Goods”) and to provide any services related to the delivery of the Goods (“Services”) set forth in Exhibit “B.” There will be no substitution of Goods or Services without the prior written authorization of City. 2. Delivery Date. The Goods must be shipped and must arrive at the destination specified in Section 17 of this Purchase Agreement or as otherwise specified by City. Services must be provided by Vendor by the request date specified by City (“Required Delivery Date”). Any failure by Vendor to meet the Required Delivery Date will constitute a material default of this Purchase Agreement and City may cancel any Goods not delivered in a timely manner without liability. Vendor must notify City immediately if Vendor reasonably believes Vendor will not be able to meet the Required Delivery Date for any reason and provide City with a schedule that Vendor reasonably believes it will be able to meet. It is within City’s discretion whether it will accept the revised schedule. 3. Purchase Price. The purchase price for the Goods and Services will be One Hundred Fifty Three Thousand Eight Hundred Twenty Five Dollars ($153,825) made in one installment pursuant to a City purchase order made out to Vendor. Payment will be due forty-five (45) days from City’s receipt of an invoice for the Goods and Services, provided that Vendor will not invoice City until all Goods have been delivered and accepted in accordance with the terms of the Purchase Agreement. Vendor represents ATTY/AGR.2023.110/National Fitness Campaign (National Fitness Court - Redwood Shores) (Page 1 of 10) 23rd June 23