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Project: Public Works Agency
<br />Quotation: Q-145097-20230522-1026
<br />Customer has agreed to purchase of the Equipment pursuant to these Terms and Conditions. Acceptance of this Agreement is expressly
<br />conditioned on Customer's assent to all such Terms and Conditions. Neither party has relied on any statement, representation,
<br />agreement, understanding, or promise made by the other except as expressly set out in this Agreement. In the event Cummins incurs
<br />additional charges hereunder due to the acts or omissions of Customer, the additional charges will be passed on to the Customer, as
<br />applicable. Headings or other subdivisions of this Agreement are inserted for convenience of reference and shall not limit or affect
<br />the legal construction of any provision hereof. The Parties’ rights, remedies, and obligations under this Agreement which by their
<br />nature are intended to continue beyond the termination or cancellation of this Agreement, including but not limited to the Section 16.
<br />Limitation of Liability provision contained herein, shall survive the expiration, termination, or cancellation of this Agreement.
<br />26. COMPLIANCE. Customer shall comply with all laws applicable to its activities under this Agreement, including, without
<br />limitation, any and all applicable federal, state, and local anti-bribery, environmental, health, and safety laws and regulations then
<br />in effect. Customer acknowledges that the Equipment, and any related technology that are sold or otherwise provided hereunder
<br />may be subject to export and other trade controls restricting the sale, export, re-export and/or transfer, directly or indirectly, of such
<br />Equipment or technology to certain countries or parties, including, but not limited to, licensing requirements under applicable laws
<br />and regulations of the United States, the United Kingdom and other jurisdictions. It is the intention of Cummins to comply with these
<br />laws, rules, and regulations. Any other provision of this Agreement to the contrary notwithstanding, Customer shall comply with
<br />all such applicable all laws relating to the cross-border movement of goods or technology, and all related orders in effect from time
<br />to time, and equivalent measures. Customer shall act as the importer of record with respect to the Equipment and shall not resell,
<br />export, re-export, distribute, transfer, or dispose of the Equipment or related technology, directly or indirectly, without first obtaining
<br />all necessary written permits, consents, and authorizations and completing such formalities as may be required under such laws,
<br />rules, and regulations. In addition, Cummins has in place policies not to distribute its products for use in certain countries based on
<br />applicable laws and regulations including but not limited to UN, U.S., UK, and European Union regulations. Customer undertakes to
<br />perform its obligations under this Agreement with due regard to these policies. Strict compliance with this provision and all laws of
<br />the territory pertaining to the importation, distribution, sales, promotion and marketing of the Equipment is a material consideration
<br />for Cummins entering into this Agreement with Customer and continuing this Agreement for its term. Customer represents and
<br />warrants that it has not and shall not, directly or through any intermediary, pay, give, promise to give or offer to give anything of
<br />value to a government official or representative, a political party official, a candidate for political office, an officer or employee of a
<br />public international organization or any other person, individual or entity at the suggestion, request or direction or for the benefit of
<br />any of the above-described persons and entities for the purposes of inducing such person to use his influence to assist Cummins in
<br />obtaining or retaining business or to benefit Cummins or any other person in any way, and will not otherwise breach any applicable
<br />laws relating to anti-bribery. Any failure by Customer to comply with these provisions will constitute a default giving Cummins
<br />the right to immediate termination of this Agreement and/or the right to elect not to recognize the warranties associated with the
<br />Equipment. Customer shall accept full responsibility for any and all civil or criminal liabilities and costs arising from any breaches
<br />of those laws and regulations and will defend, indemnify, and hold Cummins harmless from and against any and all fines, penalties,
<br />claim, damages, liabilities, judgments, costs, fees, and expenses incurred by Cummins or its affiliates as a result of Customer’s breach.
<br />27. To the extent applicable, this contractor and subcontractor shall abide by the requirements of 41 CFR §§ 60-1.4(a),
<br />60-300.5(a) and 60-741.5(a). These regulations prohibit discrimination against qualified individuals based on their status as
<br />protected veterans or individuals with disabilities and prohibit discrimination against all individuals based on their race,
<br />color, religion, sex, sexual orientation, gender identity or national origin. Moreover, these regulations require that covered
<br />prime contractors and subcontractors take affirmative action to employ and advance in employment individuals without regard
<br />to race, color, religion, sex, sexual orientation, gender identity, national origin, protected veteran status or disability. The
<br />employee notice requirements set forth in 29 CFR Part 471, Appendix A to Subpart A, are hereby incorporated by reference
<br />into this contract.
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<br />Quotation: Q-145097-20230522-1026
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<br />EXHIBIT 1
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