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DocuSign Envelope ID: FA12C758-3EF4-45F3-BODF-724674D71270 <br />081419-CDW <br />E. TERMINATION OF PURCHASE ORDERS. Members may terminate a purchase order, in <br />whole or in part, immediately upon notice to Vendor in the event of any of the following <br />events: <br />1. The Member fails to receive funding or appropriation from its governing body at <br />levels sufficient to pay for the goods to be purchased; <br />2. Federal or state laws or regulations prohibit the purchase or change the <br />Member's requirements; or <br />3. Vendor commits any material breach of this Contract or the additional terms <br />agreed to between the Vendor and a Member. <br />F. GOVERNING LAW AND VENUE. The governing law and venue for any action related to a <br />Member's purchase order will be determined by the Member making the purchase. <br />7. CUSTOMER SERVICE <br />A. PRIMARY ACCOUNT REPRESENTATIVE. Vendor will assign an Account Representative to <br />Sourcewell for this Contract and must provide prompt notice to Sourcewell if that person is <br />changed. The Account Representative will be responsible for: <br />• Maintenance and management of this Contract; <br />• Timely response to all Sourcewell and Member inquiries; and <br />• Business reviews to Sourcewell and Members, if applicable. <br />B. BUSINESS REVIEWS. Vendor must perform a minimum of one business review with <br />Sourcewell per contract year. The business review will cover sales to members, pricing and <br />contract terms, administrative fees, supply issues, customer issues, and any other necessary <br />information. <br />8. REPORT ON CONTRACT SALES ACTIVITY AND ADMINISTRATIVE FEE PAYMENT <br />A. CONTRACT SALES ACTIVITY REPORT. Each calendar quarter, Vendor must provide a contract <br />sales activity report (Report) to the Sourcewell Contract Administrator assigned to this <br />Contract. A Report must be provided regardless of the number or amount of sales during that <br />quarter (i.e., if there are no sales, Vendor must submit a report indicating no sales were made). <br />The Report must contain the following fields: <br />• Customer Name (e.g., City of Staples Highway Department); <br />• Customer Physical Street Address; <br />• Customer City; <br />• Customer State; <br />• Customer Zip Code; <br />6 <br />City ouncil 7 — 8 12/6/2022 <br />