Common use of Delivery of Goods and Services Clause in Contracts

Delivery of Goods and Services. 2.1 The Supplier agrees to supply and deliver the products or goods, including all related products, hardware, materials, software, component parts, packaging, labelling, data and documentation (“Goods”) that are required to perform the Services to the Local Government and as outlined in the attached Schedule A. 2.2 The Supplier shall promptly report to the Local Government, upon request, its progress in performing its obligations under this Agreement and provide such explanations as the Local Government may require in connection therewith. 2.3 The Supplier shall furnish at its own expense all labour, machinery, equipment, tools, transportation and other inputs required to perform the Services and provide the Goods, unless otherwise agreed to by the Local Government in writing. The Local Government shall not be liable for any loss of or damage to machinery, equipment or tools furnished by the Supplier. 2.4 The Supplier shall, at its own expense, and in accordance with the invoicing, delivery terms, shipping, packing, and other instructions printed on the face of any purchase order or otherwise provided to Supplier by the Local Government in writing, pack, load, and deliver Goods and Services to the location specified by the Local Government. The Local Government shall not be responsible for any charges for freight, transportation, insurance, shipping, storage, handling, demurrage, cartage, packaging, import fees or similar charges unless explicitly agreed to in writing. 2.5 The Supplier acknowledges and agrees that time is of the essence with respect to delivery of the Goods and performance of Services. Goods shall be delivered and Services completed by the delivery dates specified by the Local Government. The Supplier shall immediately notify the Local Government if the Supplier anticipates it will likely be unable to meet a delivery date. 2.6 At any time prior to the delivery of the Goods or performance of the Services, the Local Government may, upon notice to the Supplier, cancel or change a purchase order, or any portion thereof, for any reason, including, without limitation, for the convenience of the Local Government or due to failure of the Supplier to comply with the Agreement, unless otherwise noted. 2.7 The Supplier shall ship all Goods FOB to the delivery point specified by the Local Government. 2.8 The Supplier acknowledges and agrees that title, ownership and risk of loss to any Goods shall only pass to the Local Government, upon successful delivery of the Goods to the delivery point specified by the Local Government. The Supplier shall be responsible to obtain appropriate insurance for the Goods while they are in transit from the Supplier’s loading point to the delivery point specified by the Local Government. 2.9 Supplier shall not supply a substitute for the Goods or Services without the prior written approval of the Local Government. Approval of substitutes shall be at the sole discretion of the Local Government.

Delivery of Goods and Services. 2.1 The Supplier agrees to supply and deliver the products or goods, including all related products, hardware, materials, software, component parts, packaging, labelling, data and documentation (“Goods”) that are required to perform the Services to the Local Government and as outlined in the attached Schedule A. 2.2 The Supplier shall promptly report to the Local Government, upon request, its progress in performing its obligations under this Agreement and provide such explanations as the Local Government may require in connection therewith. 2.3 The Supplier shall furnish at its own expense all labour, machinery, equipment, tools, transportation and other inputs required to perform the Services and provide the Goods, unless otherwise agreed to by the Local Government in writing. The Local Government shall not be liable for any loss of or damage to machinery, equipment or tools furnished by the Supplier. 2.4 The Supplier shall, at its own expense, and in accordance with the invoicing, delivery terms, shipping, packing, and other instructions printed on the face of any purchase order or otherwise provided to Supplier by the Local Government in writing, pack, load, and deliver Goods and Services to the location specified by the Local Government. The Local Government shall not be responsible for any charges for freight, transportation, insurance, shipping, storage, handling, demurrage, cartage, packaging, import fees or similar charges unless explicitly agreed to in writing. 2.5 The Supplier acknowledges and agrees that time is of the essence with respect to delivery of the Goods and performance of Services. Goods shall be delivered and Services completed by the delivery dates specified by the Local Government. The Supplier shall immediately notify the Local Government if the Supplier anticipates it will likely be unable to meet a delivery date. 2.6 At any time prior to the delivery of the Goods or performance of the Services, the Local Government may, upon notice to the Supplier, cancel or change a purchase order, or any portion thereof, for any reason, including, without limitation, for the convenience of the Local Government or due to failure of the Supplier to comply with the Agreement, unless otherwise noted. 2.7 The Supplier shall ship all Goods FOB to the delivery point specified by the Local Government. 2.8 The Supplier acknowledges and agrees that title, ownership and risk of loss to any Goods shall only pass to the Local Government, upon successful delivery of the Goods to the delivery point specified by the Local Government. The Supplier shall be responsible to obtain appropriate insurance for the Goods while they are in transit from the Supplier’s loading point to the delivery point specified by the Local Government. 2.9 Supplier shall not supply a substitute for the Goods or Services without the prior written approval of the Local Government. Approval of substitutes shall be at the sole discretion of the Local Government. 2.10 The Supplier acknowledges and agrees to the Supplementary Equipment Purchase and Maintenance Terms and Conditions attached as Schedule B.

Delivery of Goods and Services. 2.1 The Supplier agrees to supply and deliver the products or goods, including any third party equipment, (“Goods”) that are required for perform the Services to the Local Government and as outlined in Schedule A. Goods means the items that are required to be delivered by the Supplier pursuant to this Agreement, meaning any purchase order, invoice or any other document used by the Local Government to place an order from the Supplier for the purchase of goods or services), and includes all related products, hardware, materials, software, component parts, packaging, labelling, data and documentation (“Goods”) that are required to perform the Services to the Local Government and as outlined in the attached Schedule A.documentation. 2.2 The Supplier shall promptly report to the Local Government, upon request, its progress in performing its obligations under this Agreement and provide such explanations as the Local Government may require in connection therewith. 2.3 The Supplier shall furnish at its own expense all labour, machinery, equipment, tools, transportation and other inputs required to perform the Services and provide the Goods, unless otherwise agreed to by the Local Government in writing. The Local Government shall not be liable for any loss of or damage to machinery, equipment or tools furnished by the Supplier. 2.4 The Supplier shall, at its own expense, and in accordance with the invoicing, delivery terms, shipping, packing, and other instructions printed on the face of any purchase order or otherwise provided to Supplier by the Local Government in writing, pack, load, and deliver Goods and Services to the location specified by the Local Government. The Local Government shall not be responsible for any charges for freight, transportation, insurance, shipping, storage, handling, demurrage, cartage, packaging, import fees or similar charges unless explicitly agreed to in writing. 2.5 The Supplier acknowledges and agrees that time is of the essence with respect to delivery of the Goods and performance of Services. Goods shall be delivered and Services completed by the delivery dates specified by the Local Government. The Supplier shall immediately notify the Local Government if the Supplier anticipates it will likely be unable to meet a delivery date. 2.6 At any time prior to the delivery of the Goods or performance of the Services, the Local Government may, upon notice to the Supplier, cancel or change a purchase order, or any portion thereof, for any reason, including, without limitation, for the convenience of the Local Government or due to failure of the Supplier to comply with the Agreement, unless otherwise noted. 2.7 The Supplier shall ship all Goods FOB F.O.B. to the delivery point specified by the Local Government. 2.8 The Supplier acknowledges and agrees that title, ownership and risk of loss to any Goods shall only pass to the Local Government, upon successful delivery of the Goods to the delivery point specified by the Local Government. The Supplier shall be responsible to obtain appropriate insurance for the Goods while they are in transit from the Supplier’s loading point to the delivery point specified by the Local Government. 2.9 Supplier shall not supply a substitute for the Goods or Services without the prior written approval of the Local Government. Approval of substitutes shall be at the sole discretion of the Local Government. 2.10 The Supplier acknowledges and agrees to the Supplementary Equipment Purchase and Maintenance Terms and Conditions attached as Schedule B.

Delivery of Goods and Services. 2.1 The Supplier agrees to supply and deliver the products or goods, including all related products, hardware, materials, software, component parts, packaging, labelling, data and documentation (“Goods”) that are required to perform the Services to the Local Government and as outlined in the attached Schedule A. 2.2 The Supplier shall promptly report to the Local Government, upon request, its progress in performing its obligations under this Agreement and provide such explanations as the Local Government may require in connection therewith. 2.3 The Supplier shall furnish at its own expense all labour, machinery, equipment, tools, transportation and other inputs required to perform the Services and provide the Goods, unless otherwise agreed to by the Local Government in writing. The Local Government shall not be liable for any loss of or damage to machinery, equipment or tools furnished by the Supplier. 2.4 The Supplier shall, at its own expense, and in accordance with the invoicing, delivery terms, shipping, packing, and other instructions printed on the face of any purchase order or otherwise provided to Supplier by the Local Government in writing, pack, load, and deliver Goods and Services to the location specified by the Local Government. The Local Government shall not be responsible for any charges for freight, transportation, insurance, shipping, storage, handling, demurrage, cartage, packaging, import fees or similar charges unless explicitly agreed to in writing. 2.5 The Supplier acknowledges and agrees that time is of the essence with respect to delivery of the Goods and performance of Services. Goods shall be delivered and Services completed by the delivery dates specified by the Local Government. The Supplier shall immediately notify the Local Government if the Supplier anticipates it will likely be unable to meet a delivery date. 2.6 At any time prior to the delivery of the Goods or performance of the Services, the Local Government may, upon notice to the Supplier, cancel or change a purchase order, or any portion thereof, for any reason, including, without limitation, for the convenience of the Local Government or due to failure of the Supplier to comply with the Agreement, unless otherwise noted. 2.7 The Supplier shall ship all Goods FOB to the delivery point specified by the Local Government. 2.8 The Supplier acknowledges and agrees that title, ownership and risk of loss to any Goods shall only pass to the Local Government, upon successful delivery of the Goods to the delivery point specified by the Local Government. The Supplier shall be responsible to obtain appropriate insurance for the Goods while they are in transit from the Supplier’s loading point to the delivery point specified by the Local Government. 2.9 The Supplier shall not supply a substitute for the Goods or Services without the prior written approval of the Local Government. Approval of substitutes shall be at the sole discretion of the Local Government.

Delivery of Goods and Services. 2.1 The Supplier agrees to supply and deliver the products or goods, including any third party equipment, (“Goods”) that are required for perform the Services to the Local Government and as outlined in Schedule A. Goods means the items that are required to be delivered by the Supplier pursuant to this Agreement, meaning any purchase order, invoice or any other document used by the Local Government to place an order from the Supplier for the purchase of goods or services), and includes all related products, hardware, materials, software, component parts, packaging, labelling, data and documentation (“Goods”) that are required to perform the Services to the Local Government and as outlined in the attached Schedule A.documentation. 2.2 The Supplier shall promptly report to the Local Government, upon request, its progress in performing its obligations under this Agreement and provide such explanations as the Local Government may require in connection therewith. 2.3 The Supplier shall furnish at its own expense all labour, machinery, equipment, tools, transportation and other inputs required to perform the Services and provide the Goods, unless otherwise agreed to by the Local Government in writing. The Local Government shall not be liable for any loss of or damage to machinery, equipment or tools furnished by the Supplier. 2.4 The Supplier shall, at its own expense, and in accordance with the invoicing, delivery terms, shipping, packing, and other instructions printed on the face of any purchase order or otherwise provided to Supplier by the Local Government in writing, pack, load, and deliver Goods and Services to the location specified by the Local Government. The Local Government shall not be responsible for any charges for freight, transportation, insurance, shipping, storage, handling, demurrage, cartage, packaging, import fees or similar charges unless explicitly agreed to in writing. 2.5 The Supplier acknowledges and agrees that time is of the essence with respect to delivery of the Goods and performance of Services. Goods shall be delivered and Services completed by the delivery dates specified by the Local Government. The Supplier shall immediately notify the Local Government if the Supplier anticipates it will likely be unable to meet a delivery date. 2.6 At any time prior to the delivery of the Goods or performance of the Services, the Local Government may, upon notice to the Supplier, cancel or change a purchase order, or any portion thereof, for any reason, including, without limitation, for the convenience of the Local Government or due to failure of the Supplier to comply with the Agreement, unless otherwise noted. 2.7 The Supplier shall ship all Goods FOB F.O.B. to the delivery point specified by the Local Government. 2.8 The Supplier acknowledges and agrees that title, ownership and risk of loss to any Goods shall only pass to the Local Government, upon successful delivery of the Goods to the delivery point specified by the Local Government. The Supplier shall be responsible to obtain appropriate insurance for the Goods while they are in transit from the Supplier’s loading point to the delivery point specified by the Local Government. 2.9 Supplier shall not supply a substitute for the Goods or Services without the prior written approval of the Local Government. Approval of substitutes shall be at the sole discretion of the Local Government.

Delivery of Goods and Services. 2.1 The Supplier agrees to supply and deliver the products or goods, including all related products, hardware, materials, software, component parts, packaging, labelling, data and documentation (“Goods”) that are required to perform the Services to the Local Government and as outlined in the attached Schedule A. 2.2 The Supplier shall promptly report to the Local Government, upon request, its progress in performing its obligations under this Agreement and provide such explanations as the Local Government may require in connection therewith. 2.3 The Supplier shall furnish at its own expense all labour, machinery, equipment, tools, transportation and other inputs required to perform the Services and provide the Goods, unless otherwise agreed to by the Local Government in writing. The Local Government shall not be liable for any loss of or damage to machinery, equipment or tools furnished by the Supplier. 2.4 The Supplier shall, at its own expense, and in accordance with the invoicing, delivery terms, shipping, packing, and other instructions printed on the face of any purchase order or otherwise provided to Supplier by the Local Government in writing, pack, load, and deliver Goods and Services to the location specified by the Local Government. The Local Government shall not be responsible for any charges for freight, transportation, insurance, shipping, storage, handling, demurrage, cartage, packaging, import fees or similar charges unless explicitly agreed to in writing. 2.5 The Supplier acknowledges and agrees that time is of the essence with respect to delivery of the Goods and performance of Services. Goods shall be delivered and Services completed by the delivery dates specified by the Local Government. The Supplier shall immediately notify the Local Government if the Supplier anticipates it will likely be unable to meet a delivery date. 2.6 At any time prior to the delivery of the Goods or performance of the Services, the Local Government may, upon notice to the Supplier, cancel or change a purchase order, or any portion thereof, for any reason, including, without limitation, for the convenience of the Local Government or due to failure of the Supplier to comply with the Agreement, unless otherwise noted. 2.7 The Supplier shall ship all Goods FOB to the delivery point specified by the Local Government. 2.8 The Supplier acknowledges and agrees that title, ownership and risk of loss to any Goods shall only pass to the Local Government, upon successful delivery of the Goods to the delivery point specified by the Local Government. The Supplier shall be responsible to obtain appropriate insurance for the Goods while they are in transit from the Supplier’s loading point to the delivery point specified by the Local Government. 2.9 Supplier shall not supply a substitute for the Goods or Services without the prior written approval of the Local Government. Approval of substitutes shall be at the sole discretion of the Local Government. 2.10 The Supplier acknowledges and agrees to the Supplementary Equipment Purchase and Maintenance Terms and Conditions attached as Schedule B.

Delivery of Goods and Services. 2.1 The Supplier agrees to supply and deliver the products or goods, including any third party equipment, (“Goods”) that are required for perform the Services to the Local Government and as outlined in Schedule A. Goods means the items that are required to be delivered by the Supplier pursuant to this Agreement, meaning any purchase order, invoice or any other document used by the Local Government to place an order from the Supplier for the purchase of goods or services), and includes all related products, hardware, materials, software, component parts, packaging, labelling, data and documentation (“Goods”) that are required to perform the Services to the Local Government and as outlined in the attached Schedule A.documentation. 2.2 The Supplier shall promptly report to the Local Government, upon request, its progress in performing its obligations under this Agreement and provide such explanations as the Local Government may require in connection therewith. 2.3 The Supplier shall furnish at its own expense all labour, machinery, equipment, tools, transportation and other inputs required to perform the Services and provide the Goods, unless otherwise agreed to by the Local Government in writing. The Local Government shall not be liable for any loss of or damage to machinery, equipment or tools furnished by the Supplier. 2.4 The Supplier shall, at its own expense, and in accordance with the invoicing, delivery terms, shipping, packing, and other instructions printed on the face of any purchase order or otherwise provided to Supplier by the Local Government in writing, pack, load, and deliver Goods and Services to the location specified by the Local Government. The Local Government shall not be responsible for any charges for freight, transportation, insurance, shipping, storage, handling, demurrage, cartage, packaging, import fees or similar charges unless explicitly agreed to in writing. 2.5 The Supplier acknowledges and agrees that time is of the essence with respect to delivery of the Goods and performance of Services. Goods shall be delivered and Services completed by the delivery dates specified by the Local Government. The Supplier shall immediately notify the Local Government if the Supplier anticipates it will likely be unable to meet a delivery date. 2.6 At any time prior to the delivery of the Goods or performance of the Services, the Local Government may, upon notice to the Supplier, cancel or change a purchase order, or any portion thereof, for any reason, including, without limitation, for the convenience of the Local Government or due to failure of the Supplier to comply with the Agreement, unless otherwise noted. 2.7 The Supplier shall ship all Goods FOB F.O.B. to the delivery point specified by the Local Government. 2.8 The Supplier acknowledges and agrees that title, ownership and risk of loss to any Goods shall only pass to the Local Government, upon successful delivery of the Goods to the delivery point specified by the Local Government. The Supplier shall be responsible to obtain appropriate insurance for the Goods while they are in transit from the Supplier’s loading point to the delivery point specified by the Local Government. 2.9 Supplier shall not supply a substitute for the Goods or Services without the prior written approval of the Local Government. Approval of substitutes shall be at the sole discretion of the Local Government.

Delivery of Goods and Services. 2.1 The Supplier agrees to supply and deliver the products or goods, including any third party equipment, (“Goods”) that are required for perform the Services to the Local Government and as outlined in Schedule A. Goods means the items that are required to be delivered by the Supplier pursuant to this Agreement, meaning any purchase order, invoice or any other document used by the Local Government to place an order from the Supplier for the purchase of goods or services), and includes all related products, hardware, materials, software, component parts, packaging, labelling, data and documentation (“Goods”) that are required to perform the Services to the Local Government and as outlined in the attached Schedule A.documentation. 2.2 The Supplier shall promptly report to the Local Government, upon request, its progress in performing its obligations under this Agreement and provide such explanations as the Local Government may require in connection therewith. 2.3 The Supplier shall furnish at its own expense all labour, machinery, equipment, tools, transportation and other inputs required to perform the Services and provide the Goods, unless otherwise agreed to by the Local Government in writing. The Local Government shall not be liable for any loss of or damage to machinery, equipment or tools furnished by the Supplier. 2.4 The Supplier shall, at its own expense, and in accordance with the invoicing, delivery terms, shipping, packing, and other instructions printed on the face of any purchase order or otherwise provided to Supplier by the Local Government in writing, pack, load, and deliver Goods and Services to the location specified by the Local Government. The Local Government shall not be responsible for any charges for freight, transportation, insurance, shipping, storage, handling, demurrage, cartage, packaging, import fees or similar charges unless explicitly agreed to in writing. 2.5 The Supplier acknowledges and agrees that time is of the essence with respect to delivery of the Goods and performance of Services. Goods shall be delivered and Services completed by the delivery dates specified by the Local Government. The Supplier shall immediately notify the Local Government if the Supplier anticipates it will likely be unable to meet a delivery date. 2.6 At any time prior to the delivery of the Goods or performance of the Services, the Local Government may, upon notice to the Supplier, cancel or change a purchase order, or any portion thereof, for any reason, including, without limitation, for the convenience of the Local Government or due to failure of the Supplier to comply with the Agreement, unless otherwise noted. 2.7 The Supplier shall ship all Goods FOB F.O.B. to the delivery point specified by the Local Government. 2.8 The Supplier acknowledges and agrees that title, ownership and risk of loss to any Goods shall only pass to the Local Government, upon successful delivery of the Goods to the delivery point specified by the Local Government. The supplier Acknowledges and agrees that title and ownership any Goods shall only pass to the Local Government, upon full payment for the Goods to the Supplier. The Supplier shall be responsible to obtain appropriate insurance for the Goods while they are in transit from the Supplier’s loading point to the delivery point specified by the Local Government. 2.9 Supplier shall not supply a substitute for the Goods or Services without the prior written approval of the Local Government. Approval of substitutes shall be at the sole discretion of the Local Government. 2.10 The Supplier acknowledges and agrees to the Supplementary Equipment Purchase and Maintenance Terms and Conditions attached as Schedule B.

Delivery of Goods and Services. 2.1 The Supplier agrees to supply and deliver the products or goods, including all related products, hardware, materials, software, component parts, packaging, labelling, data Goods to the Buyer and documentation (“Goods”) that are required to perform the Services to Services, applicable, on the Local Government and as outlined terms set out in the attached Schedule A. 2.2 The Supplier this Agreement. Delivery shall promptly report to the Local Government, upon request, its progress in performing its obligations under this Agreement and provide such explanations as the Local Government may require in connection therewith. 2.3 The Supplier shall furnish at its own expense all labour, machinery, equipment, tools, transportation and other inputs required to perform the Services and provide the Goods, unless otherwise agreed to by the Local Government in writing. The Local Government shall not be liable for any loss of or damage to machinery, equipment or tools furnished by the Supplier. 2.4 The Supplier shall, at its own expense, and strictly in accordance with the invoicing, delivery terms, shipping, packing, and other instructions printed on the face of any purchase order or otherwise provided to Supplier by the Local Government in writing, pack, load, and deliver Goods and Services to the location specified by the Local Governmentschedule. The Local Government shall not be responsible for any charges for freight, transportation, insurance, shipping, storage, handling, demurrage, cartage, packaging, import fees or similar charges unless explicitly agreed to in writing. 2.5 The Supplier acknowledges and agrees that time is of the essence with respect to delivery of the Goods and performance of Services. Goods shall be delivered and Services completed by the delivery dates specified by the Local Government. The Supplier shall immediately notify the Local Government if If the Supplier is unable to or reasonably anticipates that it will likely be unable to meet a delivery date. 2.6 At any time prior , the Supplier shall promptly notify the Buyer in writing, the steps to mitigate the failure, and the earliest possible date for delivery. Unless the Buyer agrees in writing to a substitute delivery date, the Vendor’s failure to deliver Products or Services by the due date shall constitute a material breach on the Contract. If Supplier fails to meet the due date, the Buyer may at its option: (1) refuse to accept such Products or Services and terminate the Purchase Order or (2) require the Vendor to deliver the Products or complete the Services by the most expeditious means, with all additional costs and expenses borne by the Suppler. If the Supplier fails to deliver the products to the delivery point, the Supplier is responsible for any additional expenses incurred in delivery the Products to the correct destination. The Purchase Order must appear on all shipping documents, shipping labels, bills of lading, invoices, correspondence, and any other documents pertaining to the Purchase Order. Shipments containing materials ordered under more than one Purchase Order must be packaged separately, be grouped on a Purchase Order basis, and clearly list the corresponding Kovatera Purchase Order numbers on the outside of each individual package. Any shipments, packing slips or documentation etc. received by the Buyer without a Kovatera Inc, purchase order clearly marked will be returned at the Suppliers expense. The Products shall be properly packaged to avoid damage during loading, transportation and unloading. All Products that are “Hazardous Materials” as defined by applicable laws shall be marked by the Supplier with international danger symbols and display the name of the material in English. All applicable WHMIS and MSDS documents must accompany any dangerous Goods or performance delivery. Materials that are considered electrical equipment must meet applicable CSA/ANSI standards, comply with all requirements in the applicable federal and provincial electrical codes and regulations, and be labelled according to the applicable provincial rules. For materials from sources outside Canada, the Supplier shall comply with all Canada Boarder Service Agency requirements, follow all instructions of the ServicesBuyer and customs broker as directed by the Buyer. The Supplier warrants that it has or shall have at the time of delivery to the Buyer good and marketable title to the goods and that on payment for the goods, the Local Government may, upon notice Buyer shall obtain such title to the Suppliergoods free and clear of all liens, cancel or change a purchase ordercharge, or any portion thereofand encumbrances. Title to, for any reason, including, without limitation, for and the convenience of the Local Government or due to failure of the Supplier to comply with the Agreement, unless otherwise noted. 2.7 The Supplier shall ship all Goods FOB to the delivery point specified by the Local Government. 2.8 The Supplier acknowledges and agrees that title, ownership and risk of loss of, the goods shall pass in accordance with the applicable Incoterm specified in the Purchase Order, or as otherwise specified in the Purchase Order in relation to any Goods the specific goods. Otherwise, they shall only not pass to the Local Government, upon successful delivery Buyer until acceptance of the Goods to the delivery point specified goods by the Local GovernmentBuyer at the destination. The Supplier Goods that are rejected by the Buyer pursuant to any provision hereof shall be responsible deemed to obtain appropriate insurance for the Goods while they are in transit from the Supplier’s loading point to the delivery point specified by the Local Governmenthave not been accepted. 2.9 Supplier shall not supply a substitute for the Goods or Services without the prior written approval of the Local Government. Approval of substitutes shall be at the sole discretion of the Local Government.

Delivery of Goods and Services. 2.1 The Supplier agrees to supply and deliver the products or goods, including all related products, hardware, materials, software, component parts, packaging, labelling, data and documentation (“Goods”) that are required to perform the Services to the Local Government and as outlined in the attached Schedule A. 2.2 The Supplier shall promptly report to the Local Government, upon request, its progress in performing its obligations under this Agreement and provide such explanations as the Local Government may require in connection therewith. 2.3 The Supplier shall furnish at its own expense all labour, machinery, equipment, tools, transportation and other inputs required to perform the Services and provide the Goods, unless otherwise agreed to by the Local Government in writing. The Local Government shall not be liable for any loss of or damage to machinery, equipment or tools furnished by the Supplier. 2.4 The Supplier shall, at its own expense, and in accordance with the invoicing, delivery terms, shipping, packing, and other instructions printed on the face of any purchase order or otherwise provided to Supplier by the Local Government in writing, pack, load, and deliver Goods and Services to the location specified by the Local Government. The Local Government shall not be responsible for any charges for freight, transportation, insurance, shipping, storage, handling, demurrage, cartage, packaging, import fees or similar charges unless explicitly agreed to in writing. 2.5 The Supplier acknowledges and agrees that time is of the essence with respect to delivery of the Goods and performance of Services. Goods shall be delivered delivered, and Services completed by the delivery dates specified by the Local Government. The Supplier shall immediately notify the Local Government if the Supplier anticipates it will likely be unable to meet a delivery date. 2.6 At any time prior to the delivery of the Goods or performance of the Services, the Local Government may, upon notice to the Supplier, cancel or change a purchase order, or any portion thereof, for any reason, including, without limitation, for the convenience of the Local Government or due to failure of the Supplier to comply with the Agreement, unless otherwise noted. 2.7 The Supplier shall ship all Goods FOB to the delivery point specified by the Local Government. 2.8 The Supplier acknowledges and agrees that title, ownership and risk of loss to any Goods shall only pass to the Local Government, upon successful delivery of the Goods to the delivery point specified by the Local Government. The Supplier shall be responsible to obtain appropriate insurance for the Goods while they are in transit from the Supplier’s loading point to the delivery point specified by the Local Government. 2.9 The Supplier shall not supply a substitute for the Goods or Services without the prior written approval of the Local Government. Approval of substitutes shall be at the sole discretion of the Local Government.

Delivery of Goods and Services. 2.1 The Supplier agrees to supply and deliver the products or goods, including any third party equipment, (“Goods”) that are required for perform the Services to the Local Government and as outlined in Schedule A. Goods means the items that are required to be delivered by the Supplier pursuant to this Agreement, meaning any purchase order, invoice or any other document used by the Local Government to place an order from the Supplier for the purchase of goods or services), and includes all related products, hardware, materials, software, component parts, packaging, labelling, data and documentation (“Goods”) that are required to perform the Services to the Local Government and as outlined in the attached Schedule A.documentation. 2.2 The Supplier shall promptly report to the Local Government, upon request, its progress in performing its obligations under this Agreement and provide such explanations as the Local Government may require in connection therewith. 2.3 The Supplier shall furnish at its own expense all labour, machinery, equipment, tools, transportation and other inputs required to perform the Services and provide the Goods, unless otherwise agreed to by the Local Government in writing. The Local Government shall not be liable for any loss of or damage to machinery, equipment or tools furnished by the Supplier. 2.4 The Supplier shall, at its own expense, and in accordance with the invoicing, delivery terms, shipping, packing, and other instructions printed on the face of any purchase order or otherwise provided to Supplier by the Local Government in writing, pack, load, and deliver Goods and Services to the location specified by the Local Government. The Local Government shall not be responsible for any charges for freight, transportation, insurance, shipping, storage, handling, demurrage, cartage, packaging, import fees or similar charges unless explicitly agreed to in writing. 2.5 The Supplier acknowledges and agrees that time is of the essence with respect to delivery of the Goods and performance of Services. Goods shall be delivered and Services completed by the delivery dates specified by the Local Government. The Supplier shall immediately notify the Local Government if the Supplier anticipates it will likely be unable to meet a delivery date. 2.6 At any time prior to the delivery of the Goods or performance of the Services, the Local Government may, upon notice to the Supplier, cancel or change a purchase order, or any portion thereof, for any reason, including, without limitation, for the convenience of the Local Government or due to failure of the Supplier to comply with the Agreement, unless otherwise noted. 2.7 The Supplier shall ship all Goods FOB F.O.B. to the delivery point specified by the Local Government. 2.8 The Supplier acknowledges and agrees that title, ownership and risk of loss to any Goods shall only pass to the Local Government, upon successful delivery of the Goods to the delivery point specified by the Local Government. The Supplier shall be responsible to obtain appropriate insurance for the Goods while they are in transit from the Supplier’s loading point to the delivery point specified by the Local Government. 2.9 Supplier shall not supply a substitute for the Goods or Services without the prior written approval of the Local Government. Approval of substitutes shall be at the sole discretion of the Local Government. 2.10 The Supplier acknowledges and agrees to the Supplementary Equipment Purchase and Maintenance Terms and Conditions attached as Schedule B.