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NASPO ValuePoint Attachment A: NASPO ValuePoint Master Agreement Terms and Conditions 1. Master Agreement Order of Precedence a. Any Order placed under this Master Agreement shall consist of the following documents: (1) A Participating Entity's Participating Addendum ("PA"); (2) NASPO ValuePoint Master Agreement Terms & Conditions; (3) A Purchase Order and/or an attached Specifications or Statement of Work (SOW) for Category 3 of the Solicitation (5) Contractor's response to the Solicitation, as revised (if permitted) and accepted by the Lead State. (6) The Solicitation, NASPO ValuePoint - Wireless Data, Voice, and Accessories # 018012. b. These documents shall be read to be consistent and complementary. Any conflict among these documents shall be resolved by giving priority to these documents in the order listed above. Contractor terms and conditions that apply to this Master Agreement are only those that are expressly accepted by the Lead State and must be in writing and attached to this Master Agreement as an Exhibit or Attachment. 2. Definitions Acceptance is defined bythe Uniform Commercial Code (UCC) orthe applicable state commercial code to the extent required by law. Acceptance shall not occur before the completion of delivery in accordance with the Order, installation if required, and a reasonable time for inspection of the Product. Contractor means the person or entity delivering Products or performing services under the terms and conditions set forth in this Master Agreement. Corporate/Government Responsible (CRU) accounts means Products purchased by a Purchasing Entity under this Master Agreement. Embedded Software means one or more software applications which come preloaded on Equipment by the manufacturer, but does not include SaaS or subscription software subject to a separate license agreement. VeriTSAc12t A