Common use of PRODUCT AND PRICING CHANGE REQUESTS Clause in Contracts

PRODUCT AND PRICING CHANGE REQUESTS. Vendor may request Equipment, Product, or Service changes, additions, or deletions at any time. All requests must be made in writing by submitting a signed Sourcewell Price and Product Change Request Form to the assigned Sourcewell Contract Administrator. This form is available from the assigned Sourcewell Contract Administrator. At a minimum, the request must: • Identify the applicable Sourcewell contract number • Clearly specify the requested change • Provide sufficient detail to justify the requested change • Individually list all Equipment, Products, or Services affected by the requested change, along with the requested change (e.g., addition, deletion, price change) • Include a complete restatement of pricing documentation in Microsoft Excel with the effective date of the modified pricing, or product addition or deletion. The new pricing restatement must include all Equipment, Products, and Services offered, even for those items where pricing remains unchanged. A fully executed Sourcewell Price and Product Request Form will be become an amendment to this Contract and be incorporated by reference. Core List. The “Core List” represents net priced items which are inclusive of those products predicted to be the most commonly used products by Sourcewell and its participating Members. Prices for Core List items provided under this contract are set forth in Exhibit 1. The prices for Core List Items, excluding Premium Products, may be updated biannually on August 1st and February 1st of each year during the term that this contract in effect. Vendor may request a price change adjustment for Core List items by submitting a price change addendum to Sourcewell thirty (30) days prior to August 1st and February 1st to reflect changes in stock availability, market conditions, buying expense, tariffs and other factors that affect the overall cost of such items. The prices for Premium Products may be updated quarterly of each year during the term that this contract in effect. Premium Products are defined as toner, ink, IT hardware, copy paper and furniture that Members purchase from Vendor. Extraordinary Market Events. Vendor reserves the right to reasonably adjust a Core Item’s price if extraordinary market events require immediate adjustment (e.g. shortages, trade disputes, natural disasters, etc.) and to adjust pricing with the impact of tariffs, customs, or duties imposed on products. Any such adjustments shall be noticed to Sourcewell with thirty (30) days prior written notice accompanied by supporting documentation. Vendor will work with Sourcewell and affected Members to identify alternative products to mitigate the impact of the foregoing where possible. Updated Items. For purposes of contract management, Vendor may provide to Sourcewell an updated report no more than once a calendar quarter, which shall identify the SKU numbers and prices for the new items that Vendor and Sourcewell have added, as well as SKU numbers for items that have been removed from the from the Core List. Vendor may from time to time propose substitutions to Core Items. Sourcewell agrees that it will not unreasonably withhold its consent. Custom Pricing; Rebates & Incentives; Other Terms. Vendor may offer additional pricing discounts, rebates and/or incentives to an individual participating Member based upon commitments and variables that may include, but not limited to, Member size and scope, geography, purchase volume, guarantees, logistical expenses, manufacturer support, specific product usage and other contractual terms/requirements. Members receiving custom pricing or incentives may be required to sign a Participation Agreement with Vendor. Non-Core Items. The prices for Non-Core Items shall appear on XxxxxxxXxxxxxxxx.xxx and shall be adjusted to reflect changes in stock availability, market conditions, buying expense, and other factors that affect the overall cost of the Non-Core Items. Notwithstanding anything to the contrary Non-Core Items are not subject to customer audit, or any pricing guarantee, nor shall Non-Core Items be subject to the Change Request process set forth in this Section 4.

PRODUCT AND PRICING CHANGE REQUESTS. Vendor Supplier may request Equipment, Product, or Service changes, additions, or deletions at any time. All requests must be made in writing by submitting a signed Sourcewell Price and Product Change Request Form to the assigned Sourcewell Contract Supplier Development Administrator. This approved form is available from the assigned Sourcewell Contract Supplier Development Administrator. At a minimum, the request must: • Identify the applicable Sourcewell contract number number; • Clearly specify the requested change change; • Provide sufficient detail to justify the requested change change; • Individually list all Equipment, Products, or Services affected by the requested change, along with the requested change (e.g., addition, deletion, price change) ); and • Include a complete restatement of pricing documentation in Microsoft Excel with the effective date of the modified pricing, or product addition or deletion. The new pricing restatement must include all Equipment, Products, and Services offered, even for those items where pricing remains unchanged. A fully executed Sourcewell Price and Product Change Request Form will be become an amendment to this Contract and will be incorporated by reference. Core ListSupplier agrees to maintain the proposed discount from manufacturer list price throughout the term of the Contract. The “Core List” represents Notwithstanding the foregoing the parties acknowledge that while the discount percentage will remain the same (except as otherwise agreed pursuant to a Change Request Form) pricing quoted to Participating Entities at time of purchase may increase or decrease as manufacturer list price changes. For the net priced items which are inclusive of those products predicted to be Core Items described in the most commonly used products by Sourcewell and its participating Members. Prices for Core List items provided under this contract are set forth in Exhibit 1. The Proposal, Supplier may adjust prices for Core List Itemssemi- annually, excluding Premium Products, may be updated biannually on August February 1st and February August 1st of each year during the term that this contract in effect. Vendor may request a price change adjustment for Core List items by submitting a price change addendum to Sourcewell thirty (30) days prior to August 1st and February 1st year, to reflect changes in stock availability, market conditions, availability, buying expense, tariffs expense and other factors that affect the overall cost price of such items. The prices for Premium Products may be updated quarterly of each year during the term that this contract in effect. Premium Products are defined as toner, ink, IT hardware, copy paper and furniture that Members purchase from Vendor. Extraordinary Market Events. Vendor reserves the right to reasonably adjust a Core Item’s price if extraordinary market events require immediate adjustment (e.g. shortages, trade disputes, natural disasters, etc.) and to adjust pricing with the impact of tariffs, customs, or duties imposed on products. Any such adjustments shall be noticed to Sourcewell with thirty (30) days prior written notice accompanied by supporting documentation. Vendor will work with Sourcewell and affected Members to identify alternative products to mitigate the impact of the foregoing where possible. Updated Items. For purposes of contract management, Vendor may provide to Sourcewell an updated report no more than once a calendar quarter, which shall identify the SKU numbers and prices for the new items that Vendor and Sourcewell have added, as well as SKU numbers for items that have been removed from the from the Core List. Vendor may from time to time propose substitutions to Core Items. Sourcewell agrees that it will not unreasonably withhold its consent. Custom Pricing; Rebates & Incentives; Other Terms. Vendor may offer additional pricing discounts, rebates and/or incentives to an individual participating Member based upon commitments and variables that may include, but not limited to, Member size and scope, geography, purchase volume, guarantees, logistical expenses, manufacturer support, specific product usage and other contractual terms/requirements. Members receiving custom pricing or incentives may be required to sign a Participation Agreement with Vendor. Non-Core Items. The prices for Non-Core Items shall appear on XxxxxxxXxxxxxxxx.xxx and shall be adjusted to reflect changes in stock availability, market conditions, buying expense, and other factors that affect the overall cost of the Non-Core Items. Notwithstanding anything to the contrary Non-Core Items are not subject to customer audit, or any pricing guarantee, nor shall Non-Core Items be subject to the Change Request process set forth in this Section 4.

PRODUCT AND PRICING CHANGE REQUESTS. Vendor may request Equipment, Product, or Service changes, additions, or deletions at any time. All requests must be made in writing by submitting a signed Sourcewell Price and Product Change Request Form to the assigned Sourcewell Contract Administrator. This form is available from the assigned Sourcewell Contract Administrator. At a minimum, the request must: • Identify the applicable Sourcewell contract number number; • Clearly specify the requested change change; • Provide sufficient detail to justify the requested change change; • Individually list all Equipment, Products, or Services affected by the requested change, along with the requested change (e.g., addition, deletion, price change) ); and • Include a complete restatement of pricing documentation in Microsoft Excel with the effective date of the modified pricing, or product addition or deletion. The new pricing restatement must include all Equipment, Products, and Services offered, even for those items where pricing remains unchanged. A fully executed Sourcewell Price and Product Request Form will be become an amendment to this Contract and be incorporated by reference. Core List. The “Core List” represents net priced items which are inclusive of those products predicted to be the most commonly used products by Sourcewell and its participating MembersParticipating Entities. Prices for Core List items provided under this contract are set forth in Exhibit 11 - Sourcewell Janitorial Core Item List. The prices for Core List Items, excluding Premium Products, may be updated biannually on August 1st and February 1st of each year during the term that this contract in effect. Vendor Staples may request a price change adjustment for Core List items by submitting a price change addendum to Sourcewell thirty (30) days prior to August 1st and February 1st to reflect changes in stock availability, market conditions, buying expense, tariffs tariffs, and other factors that affect the overall cost of such items. The prices for Premium Products may be updated quarterly of each year during the term that this contract in effectupon 30 days’ written notification. Manufacturer’s documentation will be provided when available. Premium Products are defined as tonerjanitorial paper, inktowel, IT hardwaretissue, copy paper paper-related items, petroleum-, resin-, and furniture steel-based products, custom products, and seasonal products that Members Participating Entities purchase from VendorStaples. Extraordinary Market Events. Vendor Staples reserves the right to reasonably adjust a Core Item’s price if extraordinary market events require immediate adjustment (e.g. e.g., shortages, trade disputes, natural disasters, etc.) and to adjust pricing with the impact of tariffs, customs, or duties imposed on products. Any such adjustments shall be noticed to Sourcewell with thirty (30) days prior written notice accompanied by supporting documentation. Vendor Staples will work with Sourcewell and affected Members Participating Entities to identify alternative products to mitigate the impact of the foregoing where possible. Staples also reserves the right to impose order quantity limits on Core Items in the event supply is limited due to shortages or supply constraints caused by extraordinary market events. Updated Items. For purposes of contract management, Vendor Staples may provide to Sourcewell an updated report no more than once a calendar quarter, which shall identify the SKU numbers and prices for the product price changes, new items that Vendor Staples and Sourcewell have added, as well as SKU numbers for items that have been removed from the from the Core List. Vendor Staples may from time to time propose substitutions to Core Items. Sourcewell agrees that it will not unreasonably withhold its consent. Custom Pricing; Rebates & Incentives; Other Terms. Vendor Staples may offer additional pricing discounts, rebates and/or incentives to an individual participating Member Entity based upon commitments and variables that may include, but not limited to, Member to Participating Entity size and scope, geography, purchase volume, guarantees, logistical expenses, manufacturer support, specific product usage and other contractual terms/requirements. Members Participating Entities receiving custom pricing or incentives may be required to sign a Participation Agreement with VendorStaples. Non-Core Items. The prices for Non-Core Items shall appear on XxxxxxxXxxxxxxxx.xxx and shall be adjusted to reflect changes in stock availability, market conditions, buying expense, and other factors that affect the overall cost of the Non-Core Items. Notwithstanding anything to the contrary contrary, Non-Core Items are not subject to customer audit, audit or any pricing guarantee, guarantee nor shall Non-Core Items be subject to the Change Request process set forth process. Sourced Goods. Participating Entities may request certain goods that are non-stock or custom in this Section 4nature. The prices for Sourced Goods shall be those prices that appear on the ordering platform at time of order, or as otherwise established between Staples and the applicable participating Entity at the time the order is placed. Sourced Goods may include additional delivery or handling charges that would be the responsibility of the ordering Participating Entity. Pricing Exhibit. See pricing Exhibit 1 - Sourcewell Janitorial Core Item List for pricing details. Diversity One Program. Staples reserves the right to implement a pricing upcharge when setting up a Diversity One program for any Participating Entity to reflect the additional cost of the diversity supplier’s program.