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040924-URI <br /> <br />or specific local policy requirements. Some Participating Entities may require the use of a <br />Participating Addendum, the terms of which will be negotiated directly between the <br />Participating Entity and the Supplier or its authorized dealers, distributors, or resellers, as <br />applicable. Any negotiated additional terms and conditions must never be less favorable to the <br />Participating Entity than what is contained in this Contract. <br /> <br />C. SPECIALIZED SERVICE REQUIREMENTS. In the event that the Participating Entity requires <br />service or specialized performance requirements not addressed in this Contract (such as e- <br />commerce specifications, specialized delivery requirements, or other specifications and <br />requirements), the Participating Entity and the Supplier may enter into a separate, standalone <br />agreement, apart from this Contract. Sourcewell, including its agents and employees, will not <br />be made a party to a claim for breach of such agreement. <br /> <br />D. TERMINATION OF ORDERS. Participating Entities may terminate an order, in whole or <br />in part, immediately upon notice to Supplier in the event of any of the following events: <br /> <br />1. The Participating Entity fails to receive funding or appropriation from its governing body <br />at levels sufficient to pay for the equipment, products, or services to be purchased; or <br />2. Federal, state, or provincial laws or regulations prohibit the purchase or change the <br />tğƩƷźĭźƦğƷźƓŭ 9ƓƷźƷǤ͸ƭ ƩĻƨǒźƩĻƒĻƓƷƭ͵ <br /> <br />E. GOVERNING LAW AND VENUE. The governing law and venue for any action related to a <br />tğƩƷźĭźƦğƷźƓŭ 9ƓƷźƷǤ͸ƭ ƚƩķĻƩ Ǟźƌƌ ĬĻ ķĻƷĻƩƒźƓĻķ ĬǤ the Participating Entity making the purchase. <br /> <br />7. CUSTOMER SERVICE <br /> <br />A. PRIMARY ACCOUNT REPRESENTATIVE. Supplier 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 /> <br /> Maintenance and management of this Contract; <br /> Timely response to all Sourcewell and Participating Entity inquiries; and <br /> Business reviews to Sourcewell and Participating Entities, if applicable. <br /> <br />B. BUSINESS REVIEWS. Supplier must perform a minimum of one business review with <br />Sourcewell per contract year. The business review will cover sales to Participating Entities, <br />pricing and contract terms, administrative fees, sales data reports, performance issues, supply <br />issues, customer issues, and any other necessary information. <br /> <br />8. REPORT ON CONTRACT SALES ACTIVITY AND ADMINISTRATIVE FEE PAYMENT <br /> <br />Rev. 3/2022 6 <br /> <br /> <br />