Common use of ORDERING REQUIREMENTS Clause in Contracts

ORDERING REQUIREMENTS. Eligible Purchasing Entity shall order goods and/or services from this Cooperative Purchasing Master Agreement, consistent with the terms hereof and by using any ordering mechanism agreeable both to Contractor and Purchasing Entity but, at a minimum, including the use of a purchase order. When practicable, Contractor and Purchasing Entity also shall use telephone orders, email orders, web-based orders, and similar procurement methods (collectively “Purchasing Entity Order”). All order documents must reference the Cooperative Purchasing Master Agreement number. The terms of this Cooperative Purchasing Master Agreement shall apply to any Purchase Order and, in the event of any conflict, the terms of this Cooperative Purchasing Master Agreement shall prevail. Notwithstanding any provision to the contrary, in no event shall any ‘click- agreement,’ software or web-based application terms and conditions, or other agreement modify the terms and conditions of this Cooperative Purchasing Master Agreement. A minimum of thirty-three percent (33%) of the solution components must be indexed on the Contractor’s Price List. Prior to executing an order for a ”Solution”, Contractor shall provide Purchasing Entity a detailed Cost Proposal itemizing all proposed costs (including labor costs, employee benefits, travel, overhead and other direct costs) Contractor estimates it will incur in the performance of the work. (a) All order documents must, at a minimum, reference ▪ the Cooperative Purchasing Master Agreement number; ▪ The place and requested time of delivery; ▪ A billing address; ▪ The name, phone number, and address of the Participating Entity representative; (b) All communications concerning administration of Orders placed shall be furnished solely to the authorized purchasing agent within the Participating Entity’s purchasing office, or to such other individual identified in writing in the Order. (c) Orders must be placed pursuant to this Cooperative Purchasing Master Agreement prior to the termination date thereof, but may have a delivery date or performance period up to 120 days thereafter. (d) Notwithstanding the expiration, cancellation or termination of this Cooperative Purchasing Master Agreement, Contractor agrees to perform in accordance with the terms of any Orders then outstanding at the time of such expiration or termination. Contractor shall not honor any Orders placed after the expiration, cancellation, or termination of this Cooperative Purchasing Master Agreement, or otherwise inconsistent with its terms. Orders from any separate indefinite quantity, task orders, or other form of indefinite delivery order arrangement priced against this Cooperative Purchasing Master Agreement may not be placed after the expiration or termination of this Cooperative Purchasing Master Agreement, notwithstanding the term of any such indefinite delivery order agreement.

ORDERING REQUIREMENTS. Eligible Purchasing Entity Purchasers shall order goods Goods and/or services Services from this Cooperative Purchasing Master Agreement, consistent with the terms hereof and by using any ordering mechanism agreeable both to Contractor and Purchasing Entity butPurchaser but including, at a minimum, including the use of a purchase order. When practicable, Contractor and Purchasing Entity Purchaser also shall use telephone orders, email orders, web-based orders, and similar procurement methods (collectively “Purchasing Entity Purchaser Order”). All order documents Purchase Orders must reference the Cooperative Purchasing Master Agreement Contract number. The terms of this Cooperative Purchasing Master Agreement shall apply to any Purchase Order andOrder, and in the event of any conflict, the terms of this Cooperative Purchasing Master Agreement shall prevail. Notwithstanding any provision to the contrary, in no event shall any ‘click- click-agreement,’ software or web-based application terms and conditions, or any other agreement modify the terms and conditions of this Cooperative Purchasing Master Agreement. A minimum Purchaser Responsibilities. Purchaser will provide a primary point of thirty-three percent (33%) contact, with one alternative, to the investigator on the Purchase Order to maintain continuity in communication throughout the completion of the solution components must services rendered. Purchaser will provide a detailed scope of work to bidder at time of initial request for services. The scope of work should include: Whether work shall be indexed on conducted remotely or onsite, information to be included in the Contractor’s Price Listreport (as described above), the format of the report, if any recording of meetings needs to be conducted, and timelines and expectations of communications as part of the investigation process. Prior to executing an order for a ”Solution”, Contractor Purchaser shall provide Purchasing Entity a detailed Cost Proposal itemizing all proposed costs (including labor costs, employee benefits, travel, overhead format requirements and other direct costs) Contractor estimates it will incur in required information sections for the performance of the work. (a) All order documents must, at a minimum, reference ▪ the Cooperative Purchasing Master Agreement number; ▪ The place and requested time of delivery; ▪ A billing address; ▪ The name, phone number, and address of the Participating Entity representative; (b) All communications concerning administration of Orders placed shall be furnished solely to the authorized purchasing agent within the Participating Entity’s purchasing office, or to such other individual identified in writing in the Order. (c) Orders must be placed pursuant to this Cooperative Purchasing Master Agreement prior to the termination date thereof, but may have a delivery date or performance period up to 120 days thereafter. (d) Notwithstanding the expiration, cancellation or termination of this Cooperative Purchasing Master Agreement, Contractor agrees to perform in accordance with the terms of any Orders then outstanding final investigative report at the time of such expiration initial request for services. Purchaser will respond to material requests from investigator in a timely manner. Purchaser will notify employees of upcoming interviews or terminationinformation requests. Contractor Responsibilities. Contractor shall ensure that the following responsibilities are completed for each Purchase Order: All investigations must comply with Association of Workplace Investigators Guidelines. All records, notes, and materials in any form should be retained as they are subject to the Public Records Act and Preservation and Destruction of Public Records 40.14 in partnership with the Purchaser. Investigators must conduct themselves in the utmost courteous and professional manner when investigating or conversing with the Purchaser and staff. Investigators must have the following skills through verifiable credentials or experience: Investigators must respect cultural, political, socio-economic, and any differences between Investigators, Purchaser, and staff. Investigators must remain neutral and shall not honor interpret conversations in a manner that will direct a certain result or convey Investigator position or opinion. Investigator must safeguard client information as required through federal and state law, as well as Purchasers policies when identified and requested. See Section 4, Data Control and Security for further requirements. Information pursuant to data control and security, may include but is not limited to: Protected Health Information (PHI) Personally Identifiable Information (PII) Health Insurance Portability and Accountability Act (HIPAA) All investigations must comply with pertinent Collective Bargaining Agreements (CBAs) for investigations involving Purchaser personnel that are subject to Collective Bargaining Agreements. CBAs may impact the policies and procedures pertaining to investigations for such Purchasers. The CBAs are available on the Washington State Office of Financial Management website: (▇▇▇▇▇://▇▇▇.▇▇.▇▇▇/state-human-resources/labor-relations/collective-bargaining-agreements). Investigators must complete the work in 90 days from the date the Purchaser Order is signed due to the sensitive nature of these investigations, unless otherwise negotiated with Purchaser. Investigator must review all documents and materials ordered and produced by the Purchaser; determine if all such documents and materials have been properly produced; determine if other documents and materials should be ordered and produced; and prepare and serve the additional documents. Investigator must identify any Orders placed after problems encountered in the expirationinvestigation and promptly report problems, cancellationirregularities, or termination concerns with the investigation immediately to the Purchaser’s main point of this contact and follow procedures outlined in Exhibit D- Cooperative Purchasing Master Agreement, or otherwise inconsistent Section 15 – Dispute Resolution. Investigator must schedule interviews with its termsidentified employees. Orders from Investigator must submit a final detailed report on the investigation. The final report requirements will be detailed by the Purchaser in the scope of work but are expected to include: • The scope of the report; • A summary of the facts gathered throughout the investigation, including a chronology of events; • The people interviewed and an interview memo, and the documents reviewed; • The specific conclusion(s) reached on each key issue; • The identification of any separate indefinite quantity, task orders, or other form of indefinite delivery order arrangement priced against this Cooperative Purchasing Master Agreement may issues that could not be placed after resolved in the expiration investigation; • A brief discussion of how the Agency guidelines or termination policies apply to the situation; • For what period did the problem occurred, and what, if any, is the financial impact to the Purchaser; • A list of this Cooperative Purchasing Master Agreementthe documents gathered for the investigation. All meetings may be recorded during different stages of the investigation if required by the Purchaser. Civil Service Rules. Must be familiar with the location and contents of the civil service rules and how it applies to non-represented, notwithstanding civil service employees and employers under the term jurisdiction of any such indefinite delivery order agreementChapter 41.06 RCW except those positions or employees exempted under the provisions of Chapter 357-04 WAC. Civil Service Rules Link: ▇▇▇▇▇://▇▇▇.▇▇.▇▇▇/state-human-resources/civil-service-rules and have an understanding of just cause which may be applied in the adjudication of discipline and discharge cases under the civil service rules. Human Resources Directives. Must have familiarity with the location and contents of the State’s Human Resources Directives Link: ▇▇▇▇▇://▇▇▇.▇▇.▇▇▇/state-human-resources/hr-directives.

ORDERING REQUIREMENTS. Eligible Purchasers (any Purchasing Entity authorized by a Participating Entity) shall order goods and/or services Police Radar/Lidar Products from this Cooperative Purchasing Master Agreement, consistent with the terms hereof and by using any ordering mechanism agreeable both to Contractor and Purchasing Entity but, but at a minimum, including the use of a purchase order. When practicable, Contractor and Purchasing Entity also shall use telephone orders, email orders, web-based orders, and similar procurement methods (collectively “Purchasing Entity Purchaser Order”). All order documents must reference the Cooperative Purchasing Master Agreement number. The terms of this Cooperative Purchasing Master Agreement shall apply to any Purchase Order and, in the event of any conflict, the terms of this Cooperative Purchasing Master Agreement shall prevail. Notwithstanding any provision to the contrary, in no event shall any ‘click- agreement,’ software or web-based application terms and conditions, or other agreement modify the terms and conditions of this Cooperative Purchasing Master Agreement. A minimum of thirty-three percent (33%) of the solution components must be indexed on the Contractor’s Price List. Prior to executing an order for a ”Solution”, Contractor shall provide Purchasing Entity a detailed Cost Proposal itemizing all proposed costs (including labor costs, employee benefits, travel, overhead and other direct costs) Contractor estimates it will incur in the performance of the work. (a) All order documents must, at a minimum, reference ▪ the Cooperative Purchasing Master Agreement number; ▪ The place and requested time of delivery; ▪ A billing address; ▪ The name, phone number, and address of the Participating Entity representative; (b) Purchasing Entity may define project-specific requirements and informally compete the requirements among companies having a Master Agreement on an “as needed” basis. This procedure also may be used when requirements are aggregated or other firm commitments may be made to achieve reductions in pricing. This procedure may be modified in Participating Addenda and adapted to the Participating Entity’s rules and policies. The Purchasing Entity may in its sole discretion determine which Master Agreement Contractors should be solicited for a quote. The Purchasing Entity may select the quote that it considers most advantageous, cost and other factors considered. (c) All communications concerning administration of Orders placed shall be furnished solely to the authorized purchasing agent within the Participating Entity’s purchasing office, or to such other individual identified in writing in the Order. (cd) Orders must be placed pursuant to this Cooperative Purchasing Master Agreement prior to the termination date thereof, but may have a delivery date or performance period up to 120 days thereafter. (de) Notwithstanding the expiration, cancellation or termination of this Cooperative Purchasing Master Agreement, Contractor agrees to perform in accordance with the terms of any Orders then outstanding at the time of such expiration or termination. Contractor shall not honor any Orders placed after the expiration, cancellation, or termination of this Cooperative Purchasing Master Agreement, or otherwise inconsistent with its terms. Orders from any separate indefinite quantity, task orders, or other form of indefinite delivery order arrangement priced against this Cooperative Purchasing Master Agreement may not be placed after the expiration or termination of this Cooperative Purchasing Master Agreement, notwithstanding the term of any such indefinite delivery order agreement.

ORDERING REQUIREMENTS. Eligible Purchasing Entity Entities shall order goods Goods and/or services Services from this Cooperative Purchasing Master Agreement, consistent with the terms hereof and by using any ordering mechanism agreeable both to Contractor and Purchasing Entity but, at a minimum, including the use of a purchase order. When practicable, Contractor and Purchasing Entity also shall use telephone orders, email orders, web-based orders, and similar procurement methods (collectively “Purchasing Entity Purchase Order”). All order documents must reference the Cooperative Purchasing Master Agreement number. The terms of this Cooperative Purchasing Master Agreement shall apply to any Purchase Order Order, and, in the event of any conflict, the terms of this Cooperative Purchasing Master Agreement shall prevail. Notwithstanding any provision to the contrary, in no event shall any ‘click- click-agreement,’ software or web-based application terms and conditions, or other agreement modify the terms and conditions of this Cooperative Purchasing Master Agreement. A minimum of thirty-three percent (33%) of the solution components must be indexed on the Contractor’s Price List. Prior to executing an order for a ”Solution”, Contractor shall provide Purchasing Entity a detailed Cost Proposal itemizing all proposed costs (including labor costs, employee benefits, travel, overhead and other direct costs) Contractor estimates it will incur in the performance of the work. (a) All order documents Purchase Orders must, at a minimum, reference ▪ the This Cooperative Purchasing Master Agreement number; ▪ The place and requested time of delivery; ▪ A billing address; ▪ The name, phone number, and address of the Participating Entity representative;the (b) All communications concerning administration of Orders placed a Purchasing Entity’s Purchase Order(s) shall be furnished solely to the Purchasing Entity’s authorized purchasing agent within the Participating Entity’s purchasing office, or to such other individual identified in writing in the Purchase Order. (c) Purchase Orders must shall be placed pursuant to this Cooperative Purchasing Master Agreement prior to the expiration or termination date thereof, of this Cooperative Purchasing Agreement; but such Purchase Orders may have a delivery date or performance period up to 120 days thereafter. (d) Notwithstanding the expiration, cancellation or termination after expiration of this Cooperative Purchasing Master AgreementAgreement and, in such event, Contractor agrees to shall perform in accordance with the terms of any Orders then outstanding at the time of such expiration or termination. Purchase Orders. (d) Contractor shall not honor any Purchase Orders that are: (1) placed after the expiration, cancellation, expiration or termination of this Cooperative Purchasing Master Agreement, ; or otherwise (2) inconsistent with its termsthis Cooperative Purchasing Agreement. Purchase Orders from any separate indefinite quantity, task orders, or other form of indefinite delivery order arrangement priced against this Cooperative Purchasing Master Agreement may not be placed after the expiration or termination of this Cooperative Purchasing Master Agreement, notwithstanding the term of any such indefinite delivery order agreement.

ORDERING REQUIREMENTS. Eligible Purchasing Entity Purchasers shall order goods and/or services from this Cooperative Purchasing Master Agreement, consistent with the terms hereof and by using any ordering mechanism agreeable both to Contractor and Purchasing Entity Purchaser but, at a minimum, including the use of a purchase order. When practicable, Contractor and Purchasing Entity Purchaser also shall use telephone orders, email orders, web-based orders, and similar procurement methods (collectively “Purchasing Entity Purchaser Order”). All order documents must reference the Cooperative Purchasing Master Agreement number. The terms of this Cooperative Purchasing Master Agreement shall apply to any Purchase Order and, in the event of any conflict, the terms of this Cooperative Purchasing Master Agreement shall prevail. Notwithstanding any provision to the contrary, in no event shall any ‘click- click-agreement,’ software or web-based application terms and conditions, or other agreement modify the terms and conditions of this Cooperative Purchasing Master Agreement. A minimum of Solution components must be equal to or greater than thirty-three percent (33%) of the solution components must be indexed on manufactured by the Contractor’s Price List. Prior to executing an order for a ”Solution”, Contractor shall provide Purchasing Entity a detailed Cost Proposal itemizing all proposed costs (including labor costs, employee benefits, travel, overhead and other direct costs) Contractor estimates it will incur in the performance of the work. (a) All order documents must, at a minimum, reference ▪ the Cooperative Purchasing Master Agreement number; ▪ The place and requested time of delivery; ▪ A billing address; ▪ The name, phone number, and address of the Participating Entity representative; (b) All communications concerning administration of Orders placed shall be furnished solely to the authorized purchasing agent within the Participating Entity’s purchasing office, or to such other individual identified in writing in the Order. (c) Orders must be placed pursuant to this Cooperative Purchasing Master Agreement prior to the termination date thereof, but may have a delivery date or performance period up to 120 days thereafter. (d) Notwithstanding the expiration, cancellation or termination of this Cooperative Purchasing Master Agreement, Contractor agrees to perform in accordance with the terms of any Orders then outstanding at the time of such expiration or termination. Contractor shall not honor any Orders placed after the expiration, cancellation, or termination of this Cooperative Purchasing Master Agreement, or otherwise inconsistent with its terms. Orders from any separate indefinite quantity, task orders, or other form of indefinite delivery order arrangement priced against this Cooperative Purchasing Master Agreement may not be placed after the expiration or termination of this Cooperative Purchasing Master Agreement, notwithstanding the term of any such indefinite delivery order agreement.

ORDERING REQUIREMENTS. Eligible Purchasing Entity Purchasers shall order goods and/or services Services from this Cooperative Purchasing Master AgreementContract, consistent with the terms hereof and by using any ordering mechanism agreeable both to Contractor and Purchasing Entity butPurchaser but including, at a minimum, including the use of a purchase order. When practicable, Contractor and Purchasing Entity Purchaser also shall use telephone orders, email orders, web-based orders, and similar procurement methods (collectively “Purchasing Entity Purchaser Order”). All order documents Purchase Orders must reference the Cooperative Purchasing Master Agreement Contract number. The terms of this Cooperative Purchasing Master Agreement Contract shall apply to any Purchase Order and, in the event of any conflict, the terms of this Cooperative Purchasing Master Agreement Contract shall prevail. Notwithstanding any provision to the contrary, in no event shall any ‘click- click-agreement,’ software or web-based application terms and conditions, or any other agreement modify the terms and conditions of this Cooperative Purchasing Master AgreementContract. A minimum of thirty-three percent (33%) of the solution components must be indexed on the Contractor’s Price ListPerformance Requirements. Prior to executing an order for a ”Solution”, Contractor shall provide Purchasing Entity a detailed Cost Proposal itemizing all proposed costs (including labor costsensure that the Services are provided as required by this Contract, employee benefits, travel, overhead and other direct costs) Contractor estimates it will incur in the performance of the work. (a) All order documents must, at a minimum, reference ▪ the Cooperative Purchasing Master Agreement number; ▪ The place and requested time of delivery; ▪ A billing address; ▪ The name, phone numberPurchase Order used by Purchaser, and address of the Participating Entity representative; (b) All communications concerning administration of Orders placed shall be furnished solely to the authorized purchasing agent within the Participating Entity’s purchasing office, or to such other individual identified as otherwise mutually agreed in writing in between Purchaser and Contractor. Receipt and Approval of Services. Services purchased under this Contract are subject to Purchaser’s reasonable inspection and approval. Purchaser reserves the Order. (c) Orders must be placed pursuant right to this Cooperative Purchasing Master Agreement prior to the termination date thereof, but may have a delivery date or performance period up to 120 days thereafter. (d) Notwithstanding the expiration, cancellation or termination reject and refuse acceptance of this Cooperative Purchasing Master Agreement, Contractor agrees to perform Services that are not in accordance with this Contract and Purchaser’s Purchase Order. If there are any apparent defects in the terms of any Orders then outstanding Services at the time of performance, Purchaser promptly shall notify Contractor. At Purchaser’s option, Purchaser may decline acceptance, and deduct the cost of rejected Services from final payment. Payment for any Services under such expiration Purchase Order shall not be deemed acceptance. Resolution times. For customer routine questions. This response time  is the time for a resolution/answer to a routine question. Routine questions are questions about the scope of work, process of work, status of current projects, invoicing, or terminationreporting. Quote Request. For quote requests. This response time  is the time for a fully completed quote to be sent to the Purchaser, assuming the Purchaser has included relevant information in prior correspondence. Emergency. Contractor shall not honor any Orders placed after in the expirationevent of emergencies (e.g., cancellationGovernor-declared states of emergency, or termination airline strikes, fires, natural disasters, terrorist attacks including evacuations, etc.), contractor certifies they will maintain operations necessary to support purchasers under the contract. This includes maintaining services 24-hours a day as required by purchaser responding to the emergency situation and providing necessary delivery of this Cooperative Purchasing Master Agreement, or otherwise inconsistent with its terms. Orders from any separate indefinite quantity, task orders, or other form tickets and booking of indefinite delivery order arrangement priced against this Cooperative Purchasing Master Agreement may not be placed after the expiration or termination of this Cooperative Purchasing Master Agreement, notwithstanding the term of any such indefinite delivery order agreementaccommodations.

ORDERING REQUIREMENTS. Eligible Purchasing Entity Purchasers shall order goods and/or services from this Cooperative Purchasing Master Agreement, consistent with the terms hereof and by using any ordering mechanism agreeable both to Contractor and Purchasing Entity Purchaser but, at a minimum, including the use of a purchase order. When practicable, Contractor and Purchasing Entity Purchaser also shall use telephone orders, email orders, web-based orders, and similar procurement methods (collectively “Purchasing Entity Purchaser Order”). All order documents must reference the Cooperative Purchasing Master Agreement number. The terms of this Cooperative Purchasing Master Agreement shall apply to any Purchase Order and, in the event of any conflict, the terms of this Cooperative Purchasing Master Agreement shall prevail. Notwithstanding any provision to the contrary, in no event shall any ‘click- click-agreement,’ software or web-based application terms and conditions, or other agreement modify the terms and conditions of this Cooperative Purchasing Master Agreement. A minimum of thirty-three percent (33%) of the solution components must be indexed on the Contractor’s Price List. Prior to executing an order for a ”Solution”, Contractor shall provide Purchasing Entity a detailed Cost Proposal itemizing all proposed costs (including labor costs, employee benefits, travel, overhead and other direct costs) Contractor estimates it will incur in the performance of the work. (a) All order documents must, at a minimum, reference ▪  the Cooperative Purchasing Master Agreement number; ▪  The place and requested time of delivery; ▪  A billing address; ▪  The name, phone number, and address of the Participating Entity representative; (b) All communications concerning administration of Orders placed shall be furnished solely to the authorized purchasing agent within the Participating Entity’s purchasing office, or to such other individual identified in writing in the Order. (c) Orders must be placed pursuant to this Cooperative Purchasing Master Agreement prior to the termination date thereof, but may have a delivery date or performance period up to 120 days thereafter. (d) Notwithstanding the expiration, cancellation or termination of this Cooperative Purchasing Master Agreement, Contractor agrees to perform in accordance with the terms of any Orders then outstanding at the time of such expiration or termination. Contractor shall not honor any Orders placed after the expiration, cancellation, or termination of this Cooperative Purchasing Master Agreement, or otherwise inconsistent with its terms. Orders from any separate indefinite quantity, task orders, or other form of indefinite delivery order arrangement priced against this Cooperative Purchasing Master Agreement may not be placed after the expiration or termination of this Cooperative Purchasing Master Agreement, notwithstanding the term of any such indefinite delivery order agreement.

ORDERING REQUIREMENTS. Eligible Purchasing Entity shall order goods and/or services from this Cooperative Purchasing Master Agreement, consistent with the terms hereof and by using any ordering mechanism agreeable both to Contractor and Purchasing Entity but, at a minimum, including the use of a purchase order. When practicable, Contractor and Purchasing Entity also shall use telephone orders, email orders, web-based orders, and similar procurement methods (collectively “Purchasing Entity Order”). All order documents must reference the Cooperative Purchasing Master Agreement number. The terms of this Cooperative Purchasing Master Agreement shall apply to any Purchase Order and, in the event of any conflict, the terms of this Cooperative Purchasing Master Agreement shall prevail. Notwithstanding any provision to the contrary, in no event shall any ‘click- agreement,’ software or web-based application terms and conditions, or other agreement modify the terms and conditions of this Cooperative Purchasing Master Agreement. A minimum of Solution components must be equal to or greater than thirty-three percent (33%) of the solution components must be indexed on manufactured by the Contractor’s Price List. Prior to executing an order for a ”Solution”, Contractor shall provide Purchasing Entity a detailed Cost Proposal itemizing all proposed costs (including labor costs, employee benefits, travel, overhead and other direct costs) Contractor estimates it will incur in the performance of the work. (a) All order documents must, at a minimum, reference ▪ the Cooperative Purchasing Master Agreement number; ▪ The place and requested time of delivery; ▪ A billing address; ▪ The name, phone number, and address of the Participating Entity representative; (b) All communications concerning administration of Orders placed shall be furnished solely to the authorized purchasing agent within the Participating Entity’s purchasing office, or to such other individual identified in writing in the Order. (c) Orders must be placed pursuant to this Cooperative Purchasing Master Agreement prior to the termination date thereof, but may have a delivery date or performance period up to 120 days thereafter. (d) Notwithstanding the expiration, cancellation or termination of this Cooperative Purchasing Master Agreement, Contractor agrees to perform in accordance with the terms of any Orders then outstanding at the time of such expiration or termination. Contractor shall not honor any Orders placed after the expiration, cancellation, or termination of this Cooperative Purchasing Master Agreement, or otherwise inconsistent with its terms. Orders from any separate indefinite quantity, task orders, or other form of indefinite delivery order arrangement priced against this Cooperative Purchasing Master Agreement may not be placed after the expiration or termination of this Cooperative Purchasing Master Agreement, notwithstanding the term of any such indefinite delivery order agreement.

ORDERING REQUIREMENTS. Eligible Purchasing Entity shall order goods and/or services from this Cooperative Purchasing Master Agreement, consistent with the terms hereof and by using any ordering mechanism agreeable both to Contractor and Purchasing Entity but, at a minimum, including the use of a purchase order. When practicable, Contractor and Purchasing Entity also shall use telephone orders, email orders, web-based orders, and similar procurement methods (collectively “Purchasing Entity Order”). All order documents must reference the Cooperative Purchasing Master Agreement number. The terms of this Cooperative Purchasing Master Agreement shall apply to any Purchase Order Order, and, in the event of any conflict, the terms of this Cooperative Purchasing Master Agreement shall prevail. Notwithstanding any provision to the contrary, in no event shall any ‘click- agreement,’ software or web-based application terms and conditions, or other agreement modify the terms and conditions of this Cooperative Purchasing Master Agreement. A minimum of thirty-three percent (33%) of the solution components must be indexed on the Contractor’s Price List. Prior to executing an order for a ”Solution”, Contractor shall provide Purchasing Entity a detailed Cost Proposal itemizing all proposed costs (including labor costs, employee benefits, travel, overhead and other direct costs) Contractor estimates it will incur in the performance of the work. (a) All order documents must, at a minimum, reference ▪ the Cooperative Purchasing Master Agreement number; ▪ The place and requested time of delivery; ▪ A billing address; ▪ The name, phone number, and address of the Participating Entity representative;. (b) All communications concerning administration of Orders placed shall be furnished solely to the authorized purchasing agent within the Participating Entity’s purchasing office, or to such other individual identified in writing in the Order. (c) Orders must be placed pursuant to this Cooperative Purchasing Master Agreement prior to the termination date thereof, but may have a delivery date or performance period up to 120 days thereafter. (d) Notwithstanding the expiration, cancellation or termination of this Cooperative Purchasing Master Agreement, Contractor agrees to perform in accordance with the terms of any Orders then outstanding at the time of such expiration or termination. Contractor shall not honor any Orders placed after the expiration, cancellation, or termination of this Cooperative Purchasing Master Agreement, or otherwise inconsistent with its terms. Orders from any separate indefinite quantity, task orders, or other form of indefinite delivery order arrangement priced against this Cooperative Purchasing Master Agreement may not be placed after the expiration or termination of this Cooperative Purchasing Master Agreement, notwithstanding the term of any such indefinite delivery order agreement.

ORDERING REQUIREMENTS. Eligible Purchasers (any Purchasing Entity authorized by a Participating Entity) shall order goods and/or services Police Radar/Lidar Products from this Cooperative Purchasing Master Agreement, consistent with the terms hereof and by using any ordering mechanism agreeable both to Contractor and Purchasing Entity but, but at a minimum, including the use of a purchase order. When practicable, Contractor and Purchasing Entity also shall use telephone orders, email orders, web-based orders, and similar procurement methods (collectively “Purchasing Entity Purchaser Order”). All order documents must reference the Cooperative Purchasing Master Agreement number. The terms of this Cooperative Purchasing Master Agreement shall apply to any Purchase Order and, in the event of any conflict, the terms of this Cooperative Purchasing Master Agreement shall prevail. Notwithstanding any provision to the contrary, in no event shall any ‘click- agreement,’ software or web-based application terms and conditions, or other agreement modify the terms and conditions of this Cooperative Purchasing Master Agreement. A minimum of thirty-three percent (33%) of the solution components must be indexed on the Contractor’s Price List. Prior to executing an order for a ”Solution”, Contractor shall provide Purchasing Entity a detailed Cost Proposal itemizing all proposed costs (including labor costs, employee benefits, travel, overhead and other direct costs) Contractor estimates it will incur in the performance of the work. (a) All order documents must, at a minimum, reference ▪  the Cooperative Purchasing Master Agreement number; ▪  The place and requested time of delivery; ▪  A billing address; ▪  The name, phone number, and address of the Participating Entity representative; (b) Purchasing Entity may define project-specific requirements and informally compete the requirements among companies having a Master Agreement on an “as needed” basis. This procedure also may be used when requirements are aggregated or other firm commitments may be made to achieve reductions in pricing. This procedure may be modified in Participating Addenda and adapted to the Participating Entity’s rules and policies. The Purchasing Entity may in its sole discretion determine which Master Agreement Contractors should be solicited for a quote. The Purchasing Entity may select the quote that it considers most advantageous, cost and other factors considered. (c) All communications concerning administration of Orders placed shall be furnished solely to the authorized purchasing agent within the Participating Entity’s purchasing office, or to such other individual identified in writing in the Order. (cd) Orders must be placed pursuant to this Cooperative Purchasing Master Agreement prior to the termination date thereof, but may have a delivery date or performance period up to 120 days thereafter. (de) Notwithstanding the expiration, cancellation or termination of this Cooperative Purchasing Master Agreement, Contractor agrees to perform in accordance with the terms of any Orders then outstanding at the time of such expiration or termination. Contractor shall not honor any Orders placed after the expiration, cancellation, or termination of this Cooperative Purchasing Master Agreement, or otherwise inconsistent with its terms. Orders from any separate indefinite quantity, task orders, or other form of indefinite delivery order arrangement priced against this Cooperative Purchasing Master Agreement may not be placed after the expiration or termination of this Cooperative Purchasing Master Agreement, notwithstanding the term of any such indefinite delivery order agreement.

ORDERING REQUIREMENTS. Eligible Purchasing Entity Purchasers shall order goods and/or services from this Cooperative Purchasing Master Agreement, consistent with the terms hereof and by using any ordering mechanism agreeable both to Contractor and Purchasing Entity Purchaser but, at a minimum, including the use of a purchase order. When practicable, Contractor and Purchasing Entity Purchaser also shall use telephone orders, email orders, web-based orders, and similar procurement methods (collectively “Purchasing Entity Purchaser Order”). All order documents must reference the Cooperative Purchasing Master Agreement number. The terms of this Cooperative Purchasing Master Agreement shall apply to any Purchase Order and, in the event of any conflict, the terms of this Cooperative Purchasing Master Agreement shall prevail. Notwithstanding any provision to the contrary, in no event shall any ‘click- click-agreement,’ software or web-based application terms and conditions, or other agreement modify the terms and conditions of this Cooperative Purchasing Master Agreement. A minimum of Solution components must be equal to or greater than thirty-three percent (33%) of the solution components must be indexed on manufactured by the Contractor’s Price List. Prior to executing an order for a ”Solution”, Contractor shall provide Purchasing Entity a detailed Cost Proposal itemizing all proposed costs (including labor costs, employee benefits, travel, overhead and other direct costs) Contractor estimates it will incur in the performance of the work. (a) . All order documents must, at a minimum, reference ▪ the Cooperative Purchasing Master Agreement number; ▪ The place and requested time of delivery; ▪ A billing address; ▪ The name, phone number, and address of the Participating Entity representative; (b) ; All communications concerning administration of Orders placed shall be furnished solely to the authorized purchasing agent within the Participating Entity’s purchasing office, or to such other individual identified in writing in the Order. (c) . Orders must be placed pursuant to this Cooperative Purchasing Master Agreement prior to the termination date thereof, but may have a delivery date or performance period up to 120 days thereafter. (d) . Notwithstanding the expiration, cancellation or termination of this Cooperative Purchasing Master Agreement, Contractor agrees to perform in accordance with the terms of any Orders then outstanding at the time of such expiration or termination. Contractor shall not honor any Orders placed after the expiration, cancellation, or termination of this Cooperative Purchasing Master Agreement, or otherwise inconsistent with its terms. Orders from any separate indefinite quantity, task orders, or other form of indefinite delivery order arrangement priced against this Cooperative Purchasing Master Agreement may not be placed after the expiration or termination of this Cooperative Purchasing Master Agreement, notwithstanding the term of any such indefinite delivery order agreement. Delivery Requirements. Contractor must ensure that delivery of goods and/or services will be made as required by this Cooperative Purchasing Master Agreement, the Purchase Order used by Purchasers, or as otherwise mutually agreed in writing between the Purchaser and Contractor. The following apply to all deliveries: Contractor shall make all deliveries to the applicable delivery location specified in the Purchase Order. Such deliveries shall occur during Purchasing Entity’s normal work hours and within the time period mutually agreed in writing between Purchasing Entity and Contractor at the time of order placement. Deliveries to be off-loaded at Purchasing Entity’s receiving dock or designated job site by Contractor. The prices are the delivered price to any Purchasing Entity. The minimum shipment amount, if any, will be found in the purchaser ordering documents and not exceed the shipping costs in Exhibit B Product Pricing per awarded category. Any portion of an Order to be shipped without transportation charges, or that is back ordered shall be shipped without charge. All deliveries will be “Inside Deliveries,” or as designated by a representative of the Purchasing Entity placing the Order. Inside Delivery refers to a specific delivery location other than a loading dock, front lobby, or reception area. Specific delivery instructions will be noted on the order form or Purchase Order. Any damage to the building interior, scratched walls, damage to the freight elevator, etc., will be the responsibility of the Contractor. If damage does occur, it is the responsibility of the Contractor to immediately notify the Purchasing Entity placing the Order. All products must be delivered in the manufacturer’s standard package. Costs shall include all packing and/or crating charges. Cases shall be of durable construction, good condition, properly labeled and suitable in every respect for storage and handling of contents. Each shipping carton shall be marked with the commodity, brand, quantity, item code number and the Purchasing Entity’s Purchase Order number. All packing lists, packages, instruction manuals, correspondence, shipping notices, shipping containers, and other written materials associated with this Cooperative Purchasing Master Agreement shall be identified by the Cooperative Purchasing Master Agreement number set forth on the cover of this Cooperative Purchasing Master Agreement and the applicable Purchase Order number. Packing lists shall be enclosed with each shipment and clearly identify all contents and any backorders. Purchasing Entities may return unopened or unused (non-specialty) Public Safety Radio products within ten (10) business days of receipt for full credit, minus any freight or restocking fee. In such event, Contractor is responsible for shipping costs pertaining to any defective Public Safety Radio Products that are returned. Receipt and Inspection of Goods and/or Services. Goods and/or services purchased under this Cooperative Purchasing Master Agreement are subject to Purchaser’s reasonable inspection, testing, and approval at Purchaser’s destination. Purchaser reserves the right to reject and refuse acceptance of goods and/or services that are not in accordance with this Cooperative Purchasing Master Agreement and Purchaser’s Purchase Order. Purchaser may charge Contractor for the cost of inspecting rejected goods. If there are any apparent defects in the goods and/or services at the time of delivery, Purchaser will notify Contractor within 5 business days. At Purchaser’s option, and without limiting any other rights, Purchaser may require Contractor to repair or replace, at Contractor’s expense, any or all of the damaged goods and/or services or, at Purchaser’s option, Purchaser may note any damage to the goods and/or services on the receiving report, decline acceptance, and deduct the cost of rejected goods and/or services from final payment. Payment for any goods under such Purchase Order shall not be deemed acceptance of the goods. All Products are subject to inspection at reasonable times and places before Acceptance. Contractor shall provide right of access to the Lead State, or to any other authorized agent or official of the Lead State or other Participating or Purchasing Entity, at reasonable times, in order to monitor and evaluate performance, compliance, and/or quality assurance requirements under this Cooperative Purchasing Master Agreement. Products that do not meet specifications may be rejected. Failure to reject upon receipt, however, does not relieve Contractor of liability for material (nonconformity that substantially impairs value) latent or hidden defects subsequently revealed when the Public Safety Radio Products are put to use. Acceptance of such Public Safety Radio Products may be revoked in accordance with the provisions of the applicable commercial code, and Contractor shall be liable for any resulting expense incurred by the Purchasing Entity related to the preparation and shipping of any Public Safety Radio Products rejected and returned, or for which Acceptance is revoked. If any Public Safety Radio Products do not conform to the specifications, the Purchasing Entity may require the Contractor to repair or replace the Public Safety Radio Product in conformity with the specifications. On Site Requirements. While on Purchaser’s premises, Contractor, its agents, employees, or subcontractors shall comply, in all respects, with Purchaser’s physical, fire, access, safety, and other security requirements.

ORDERING REQUIREMENTS. a. Eligible Purchasing Entity Purchasers shall order goods and/or services from this Cooperative Purchasing Master AgreementContract, consistent with the terms hereof and by using any ordering mechanism agreeable both to Contractor and Purchasing Entity Purchaser but, at a minimum, including the use of a purchase order. When practicable, Contractor and Purchasing Entity Purchaser also shall use telephone orders, email orders, web-based orders, and similar procurement methods (collectively “Purchasing Entity Purchaser Order”). . b. All order documents must reference the Cooperative Purchasing Master Agreement Contract number, 04220. The terms of this Cooperative Purchasing Master Agreement Contract shall apply to any Purchase Order and, in the event of any conflict, the terms of this Cooperative Purchasing Master Agreement Contract shall prevail. Notwithstanding any provision to the contrary, in no event shall any ‘click- click-agreement,’ software or web-based application terms and conditions, or other agreement modify the terms and conditions of this Cooperative Purchasing Master Agreement. A minimum of thirty-three percent (33%) of the solution components must be indexed on the Contractor’s Price List. Prior to executing an order for a ”Solution”, Contractor shall provide Purchasing Entity a detailed Cost Proposal itemizing all proposed costs (including labor costs, employee benefits, travel, overhead and other direct costs) Contractor estimates it will incur in the performance of the workContract. (a) All order documents must, at a minimum, reference ▪ the Cooperative Purchasing Master Agreement number; ▪ The place and requested time of delivery; ▪ A billing address; ▪ The name, phone number, and address of the Participating Entity representative; (b) c. All communications concerning administration of Purchase Orders placed shall be furnished solely to the Purchaser’s authorized purchasing agent within as set forth in the Participating Entity’s purchasing officePurchase Order, or to such other individual identified in writing in the Purchase Order. (c) d. Orders must be placed pursuant to this Cooperative Purchasing Master Agreement Contract prior to the termination date thereof, but may have a delivery date or performance period up to 120 days thereafter. (d) e. Notwithstanding the expiration, cancellation expiration or termination of this Cooperative Purchasing Master AgreementContract, Contractor and Purchaser agrees to perform in accordance with the terms of any Purchase Orders then outstanding at the time of such expiration or termination. For avoidance of doubt, in the event the term of the subscriptions in an order extends past the termination or expiration of the Cooperative Master Contract, the terms and conditions of the Cooperative Master Contract shall remain in full force and effect as it applies to the order and will continue in effect for such order until the term of that order expires or the order is cancelled or terminated. Contractor shall not honor any Purchaser Orders placed after the expiration, cancellation, or termination of this Cooperative Purchasing Master AgreementContract, or otherwise inconsistent with its terms. Orders from any separate indefinite quantity, task orders, or other form of indefinite delivery order arrangement priced against this Cooperative Purchasing Master Agreement may not be placed after the expiration or termination of this Cooperative Purchasing Master Agreement, notwithstanding the term of any such indefinite delivery order agreement.

ORDERING REQUIREMENTS. Eligible Purchasing Entity Purchasers shall order goods and/or services from this Cooperative Purchasing Master Agreement, consistent with the terms hereof and by using any ordering mechanism agreeable both to Contractor and Purchasing Entity Purchaser but, at a minimum, including the use of a purchase order. When practicable, Contractor and Purchasing Entity Purchaser also shall use telephone orders, email orders, web-based orders, and similar procurement methods (collectively “Purchasing Entity Purchaser Order”). All order documents must reference the Cooperative Purchasing Master Agreement number. The terms of this Cooperative Purchasing Master Agreement shall apply to any Purchase Order and, in the event of any conflict, the terms of this Cooperative Purchasing Master Agreement shall prevail. Notwithstanding any provision to the contrary, in no event shall any ‘click- click-agreement,’ software or web-based application terms and conditions, or other agreement modify the terms and conditions of this Cooperative Purchasing Master Agreement. A minimum of thirty-three percent (33%) of the solution components must be indexed on the Contractor’s Price List. Prior to executing an order for a ”Solution”, Contractor shall provide Purchasing Entity a detailed Cost Proposal itemizing all proposed costs (including labor costs, employee benefits, travel, overhead and other direct costs) Contractor estimates it will incur in the performance of the work. (a) . All order documents must, at a minimum, reference ▪ the Cooperative Purchasing Master Agreement number; ▪ The place and requested time of delivery; ▪ A billing address; ▪ The name, phone number, and address of the Participating Entity representative; (b) ; All communications concerning administration of Orders placed shall be furnished solely to the authorized purchasing agent within the Participating Entity’s purchasing office, or to such other individual identified in writing in the Order. (c) . Orders must be placed pursuant to this Cooperative Purchasing Master Agreement prior to the termination date thereof, but may have a delivery date or performance period up to 120 days thereafter. (d) . Notwithstanding the expiration, cancellation or termination of this Cooperative Purchasing Master Agreement, Contractor agrees to perform in accordance with the terms of any Orders then outstanding at the time of such expiration or termination. Contractor shall not honor any Orders placed after the expiration, cancellation, or termination of this Cooperative Purchasing Master Agreement, or otherwise inconsistent with its terms. Orders from any separate indefinite quantity, task orders, or other form of indefinite delivery order arrangement priced against this Cooperative Purchasing Master Agreement may not be placed after the expiration or termination of this Cooperative Purchasing Master Agreement, notwithstanding the term of any such indefinite delivery order agreement. Delivery Requirements. Contractor must ensure that delivery of goods and/or services will be made as required by this Cooperative Purchasing Master Agreement, the Purchase Order used by Purchasers, or as otherwise mutually agreed in writing between the Purchaser and Contractor. The following apply to all deliveries: Contractor shall make all deliveries to the applicable delivery location specified in the Purchase Order. Such deliveries shall occur during Purchasing Entity’s normal work hours and within the time period mutually agreed in writing between Purchasing Entity and Contractor at the time of order placement. Deliveries to be off-loaded at Purchasing Entity’s receiving dock or designated job site by Contractor. The prices are the delivered price to any Purchasing Entity. The minimum shipment amount, if any, will be found in the purchaser ordering documents and not exceed the shipping costs in Exhibit B Product Pricing per awarded category. Any portion of an Order to be shipped without transportation charges, or that is back ordered shall be shipped without charge. All deliveries will be “Inside Deliveries,” or as designated by a representative of the Purchasing Entity placing the Order. Inside Delivery refers to a specific delivery location other than a loading dock, front lobby, or reception area. Specific delivery instructions will be noted on the order form or Purchase Order. Any damage to the building interior, scratched walls, damage to the freight elevator, etc., will be the responsibility of the Contractor. If damage does occur, it is the responsibility of the Contractor to immediately notify the Purchasing Entity placing the Order. All products must be delivered in the manufacturer’s standard package. Costs shall include all packing and/or crating charges. Cases shall be of durable construction, good condition, properly labeled and suitable in every respect for storage and handling of contents. Each shipping carton shall be marked with the commodity, brand, quantity, item code number and the Purchasing Entity’s Purchase Order number. All packing lists, packages, instruction manuals, correspondence, shipping notices, shipping containers, and other written materials associated with this Cooperative Purchasing Master Agreement shall be identified by the Cooperative Purchasing Master Agreement number set forth on the cover of this Cooperative Purchasing Master Agreement and the applicable Purchase Order number. Packing lists shall be enclosed with each shipment and clearly identify all contents and any backorders. Purchasing Entities may return unopened or unused (non-specialty) Public Safety Radio products within ten (10) business days of receipt for full credit, minus any freight or restocking fee. In such event, Contractor is responsible for shipping costs pertaining to any defective Public Safety Radio Products that are returned. Receipt and Inspection of Goods and/or Services. Goods and/or services purchased under this Cooperative Purchasing Master Agreement are subject to Purchaser’s reasonable inspection, testing, and approval at Purchaser’s destination. Purchaser reserves the right to reject and refuse acceptance of goods and/or services that are not in accordance with this Cooperative Purchasing Master Agreement and Purchaser’s Purchase Order. Purchaser may charge Contractor for the cost of inspecting rejected goods. If there are any apparent defects in the goods and/or services at the time of delivery, Purchaser will notify Contractor within 5 business days. At Purchaser’s option, and without limiting any other rights, Purchaser may require Contractor to repair or replace, at Contractor’s expense, any or all of the damaged goods and/or services or, at Purchaser’s option, Purchaser may note any damage to the goods and/or services on the receiving report, decline acceptance, and deduct the cost of rejected goods and/or services from final payment. Payment for any goods under such Purchase Order shall not be deemed acceptance of the goods. All Products are subject to inspection at reasonable times and places before Acceptance. Contractor shall provide right of access to the Lead State, or to any other authorized agent or official of the Lead State or other Participating or Purchasing Entity, at reasonable times, in order to monitor and evaluate performance, compliance, and/or quality assurance requirements under this Cooperative Purchasing Master Agreement. Products that do not meet specifications may be rejected. Failure to reject upon receipt, however, does not relieve Contractor of liability for material (nonconformity that substantially impairs value) latent or hidden defects subsequently revealed when the Public Safety Radio Products are put to use. Acceptance of such Public Safety Radio Products may be revoked in accordance with the provisions of the applicable commercial code, and Contractor shall be liable for any resulting expense incurred by the Purchasing Entity related to the preparation and shipping of any Public Safety Radio Products rejected and returned, or for which Acceptance is revoked. If any Public Safety Radio Products do not conform to the specifications, the Purchasing Entity may require the Contractor to repair or replace the Public Safety Radio Product in conformity with the specifications. On Site Requirements. While on Purchaser’s premises, Contractor, its agents, employees, or subcontractors shall comply, in all respects, with Purchaser’s physical, fire, access, safety, and other security requirements.

ORDERING REQUIREMENTS. Eligible Purchasing Entity Purchasers shall order goods and/or services from this Cooperative Purchasing Master AgreementContract, consistent with the terms hereof and by using any ordering mechanism agreeable both to Contractor and Purchasing Entity Purchaser but, at a minimum, including the use of a purchase order. When practicable, Contractor and Purchasing Entity Purchaser also shall use telephone orders, email orders, web-based orders, and similar procurement methods (collectively “Purchasing Entity Purchaser Order”). All order documents must reference the Cooperative Purchasing Master Agreement Contract number. Contractors shall use secure website to complete contract purchases. The terms features and functions of the secure website created for use by customers under this Cooperative Purchasing contract shall include but shall not be limited to the following: Access by standard web browsers Unique customer identifying log-in capabilities Product information such as unit of measure, item status, price description and photos Item status inquiry functionality that provides stock availability Order tracking Help functionality Reflect current catalog/price list and contract pricing Restricted to only those items that may be purchased under this contract by being identified as core items or are within the general product categories established by this contract Shall not include any items that are specifically excluded from this contract Delivery Requirements. Contractor must ensure that delivery of goods and/or services will be made as required by this Master Agreement shall Contract, the Purchase Order used by Purchasers, or as otherwise mutually agreed in writing between the Purchaser and Contractor. The following apply to any Purchase Order and, all deliveries: Contractor shall make all deliveries to the applicable delivery location specified in the event of any conflict, the terms of this Cooperative Purchasing Master Agreement Purchase Order. Such delivers shall prevail. Notwithstanding any provision to the contrary, in no event shall any ‘click- agreement,’ software or web-based application terms occur during Purchaser’s normal work hours and conditions, or other agreement modify the terms and conditions of this Cooperative Purchasing Master Agreement. A minimum of thirty-three percent (33%) of the solution components must be indexed on the Contractor’s Price List. Prior to executing an order for a ”Solution”, Contractor shall provide Purchasing Entity a detailed Cost Proposal itemizing all proposed costs (including labor costs, employee benefits, travel, overhead and other direct costs) Contractor estimates it will incur in the performance of the work. (a) All order documents must, at a minimum, reference ▪ the Cooperative Purchasing Master Agreement number; ▪ The place and requested time of delivery; ▪ A billing address; ▪ The name, phone number, and address of the Participating Entity representative; (b) All communications concerning administration of Orders placed shall be furnished solely to the authorized purchasing agent within the Participating Entity’s purchasing office, or to such other individual identified time period mutually agreed in writing in the Order. (c) Orders must be placed pursuant to this Cooperative Purchasing Master Agreement prior to the termination date thereof, but may have a delivery date or performance period up to 120 days thereafter. (d) Notwithstanding the expiration, cancellation or termination of this Cooperative Purchasing Master Agreement, between Purchaser and Contractor agrees to perform in accordance with the terms of any Orders then outstanding at the time of such expiration or terminationorder placement. Contractor shall not honor any Orders placed after the expirationship all goods and/or services purchased pursuant to this Master Contract, cancellationfreight charges prepaid by Contractor, FOB Purchaser’s specified destination with all transportation and handling charges included. Contractor shall bear all risk of loss, damage, or termination destruction of the goods and/or services ordered hereunder that occurs prior to delivery, except loss or damage attributable to Purchaser’s fault or negligence. All packing lists, packages, instruction manuals, correspondence, shipping notices, shipping containers, and other written materials associated with this Master Contract shall be identified by the Master Contract number set forth on the cover of this Cooperative Purchasing Master AgreementContract and the applicable Purchaser’s Purchase Order number. Packing lists shall be enclosed with each shipment and clearly identify all contents and any backorders. Receipt and Inspection of Goods and/or Services. Goods and/or services purchased under this Master Contract are subject to Purchaser’s reasonable inspection, testing, and approval at Purchaser’s destination. Purchaser reserves the right to reject and refuse acceptance of goods and/or services that are not in accordance with this Master Contract and Purchaser’s Purchase Order. Purchaser may charge Contractor for the cost of inspecting rejected goods. If there are any apparent defects in the goods and/or services at the time of delivery, Purchaser promptly will notify Contractor. At Purchaser’s option, and without limiting any other rights, Purchaser may require Contractor to repair or replace, at Contractor’s expense, any or all of the damaged goods and/or services or, at Purchaser’s option, Purchaser may note any damage to the goods and/or services on the receiving report, decline acceptance, and deduct the cost of rejected goods and/or services from final payment. Payment for any goods under such Purchase Order shall not be deemed acceptance of the goods. On Site Requirements. While on Purchaser’s premises, Contractor, its agents, employees, or otherwise inconsistent subcontractors shall comply, in all respects, with its terms. Orders from any separate indefinite quantityPurchaser’s physical, task ordersfire, access, or other form of indefinite delivery order arrangement priced against this Cooperative Purchasing Master Agreement may not be placed after the expiration or termination of this Cooperative Purchasing Master Agreement, notwithstanding the term of any such indefinite delivery order agreementsecurity requirements. Invoicing & Payment.

ORDERING REQUIREMENTS. Eligible Purchasing Entity shall order goods and/or services from this Cooperative Purchasing Master Agreement, consistent with the terms hereof and by using any ordering mechanism agreeable both to Contractor and Purchasing Entity but, at a minimum, including the use of a purchase order. When practicable, Contractor and Purchasing Entity also shall use telephone orders, email orders, web-based orders, and similar procurement methods (collectively “Purchasing Entity Order”). All order documents must reference the Cooperative Purchasing Master Agreement number. The terms of this Cooperative Purchasing Master Agreement shall apply to any Purchase Order and, in the event of any conflict, the terms of this Cooperative Purchasing Master Agreement shall prevail. Notwithstanding any provision to the contrary, in no event shall any ‘click- agreement,’ software or web-based application terms and conditions, or other agreement modify the terms and conditions of this Cooperative Purchasing Master Agreement. A minimum of thirty-three percent (33%) of the solution components must be indexed on the Contractor’s Price List. Prior to executing an order for a ”Solution”, Contractor shall provide Purchasing Entity a detailed Cost Proposal itemizing all proposed costs (including labor costs, employee benefits, travel, overhead and other direct costs) Contractor estimates it will incur in the performance of the work. (a) All order documents must, at a minimum, reference ▪ the Cooperative Purchasing Master Agreement number; ▪ The place and requested time of delivery; ▪ A billing address; ▪ The name, phone number, and address of the Participating Entity representative; (b) All communications concerning administration of Orders placed shall be furnished solely to the authorized purchasing agent within the Participating Entity’s purchasing office, or to such other individual identified in writing in the Order. (c) Orders must be placed pursuant to this Cooperative Purchasing Master Agreement prior to the termination date thereof, but may have a delivery date or performance period up to 120 days thereafter. (d) Notwithstanding the expiration, cancellation or termination of this Cooperative Purchasing Master Agreement, Contractor agrees to perform in accordance with the terms of any Orders then outstanding at the time of such expiration or termination. Contractor shall not honor any Orders placed after the expiration, cancellation, or termination of this Cooperative Purchasing Master Agreement, or otherwise inconsistent with its terms. Orders from any separate indefinite quantity, task orders, or other form of indefinite delivery order arrangement priced against this Cooperative Purchasing Master Agreement may not be placed after the expiration or termination of this Cooperative Purchasing Master Agreement, notwithstanding the term of any such indefinite delivery order agreement.

ORDERING REQUIREMENTS. Eligible Purchasing Entity shall order goods and/or services from this Cooperative Purchasing Master Agreement, consistent with the terms hereof and by using any ordering mechanism agreeable both to Contractor and Purchasing Entity but, at a minimum, including the use of a purchase order. When practicable, Contractor and Purchasing Entity also shall use telephone orders, email orders, web-based web‐based orders, and similar procurement methods (collectively “Purchasing Entity Order”). All order documents must reference the Cooperative Purchasing Master Agreement number. The terms of this Cooperative Purchasing Master Agreement shall apply to any Purchase Order and, in the event of any conflict, the terms of this Cooperative Purchasing Master Agreement shall prevail. Notwithstanding any provision to the contrary, in no event shall any ‘click- click‐ agreement,’ software or web-based web‐based application terms and conditions, or other agreement modify the terms and conditions of this Cooperative Purchasing Master Agreement. A minimum of thirty-three Solution components must be equal to or greater than thirty‐three percent (33%) of the solution components must be indexed on manufactured by the Contractor’s Price List. Prior to executing an order for a ”Solution”, Contractor shall provide Purchasing Entity a detailed Cost Proposal itemizing all proposed costs (including labor costs, employee benefits, travel, overhead and other direct costs) Contractor estimates it will incur in the performance of the work. (a) All order documents must, at a minimum, reference ▪ the Cooperative Purchasing Master Agreement number; ▪ The place and requested time of delivery; ▪ A billing address; ▪ The name, phone number, and address of the Participating Entity representative; (b) All communications concerning administration of Orders placed shall be furnished solely to the authorized purchasing agent within the Participating Entity’s purchasing office, or to such other individual identified in writing in the Order. (c) Orders must be placed pursuant to this Cooperative Purchasing Master Agreement prior to the termination date thereof, but may have a delivery date or performance period up to 120 days thereafter. (d) Notwithstanding the expiration, cancellation or termination of this Cooperative Purchasing Master Agreement, Contractor agrees to perform in accordance with the terms of any Orders then outstanding at the time of such expiration or termination. Contractor shall not honor any Orders placed after the expiration, cancellation, or termination of this Cooperative Purchasing Master Agreement, or otherwise inconsistent with its terms. Orders from any separate indefinite quantity, task orders, or other form of indefinite delivery order arrangement priced against this Cooperative Purchasing Master Agreement may not be placed after the expiration or termination of this Cooperative Purchasing Master Agreement, notwithstanding the term of any such indefinite delivery order agreement.

ORDERING REQUIREMENTS. Eligible Purchasing Entity Purchasers shall order goods Goods and/or services Services from this Cooperative Purchasing Master AgreementContract, consistent with the terms hereof and by using any ordering mechanism agreeable both to Contractor and Purchasing Entity butPurchaser but including, at a minimum, including the use of a purchase order. When practicable, Contractor and Purchasing Entity Purchaser also shall use telephone orders, email orders, web-based orders, and similar procurement methods (collectively “Purchasing Entity Purchaser Order”). All order documents Purchase Orders must reference the Cooperative Purchasing Master Agreement Contract number. The terms of this Cooperative Purchasing Master Agreement Contract shall apply to any Purchase Order and, in the event of any conflict, the terms of this Cooperative Purchasing Master Agreement Contract shall prevail. Notwithstanding any provision to the contrary, in no event shall any ‘click- click-agreement,’ software or web-based application terms and conditions, or any other agreement modify the terms and conditions of this Cooperative Purchasing Master AgreementContract. A Minimum Order Requirements. Contractor requires a 30 case minimum per delivery location; for orders that do not meet a minimum requirement Contractor may charge Freight/Delivery Costs as a separate line item on the invoice. Contractor Order Acknowledgement. Contractor shall acknowledge orders within three (3) business days. Contractor Order Confirmation. Contractor shall confirm upon order: Purchase Order Number; Purchaser’s delivery location/address, and any special instructions. Delivery Requirements. Contractor must ensure that the Goods and/or Services are delivered or provided as required by this Contract, the Purchase Order used by Purchaser, and as otherwise mutually agreed in writing between Purchaser and Contractor. The following apply to all deliveries: Contractor shall make all deliveries to the applicable delivery location specified in the Purchase Order. Such deliveries shall occur during Purchaser’s normal work hours and within the time period mutually agreed in writing between Purchaser and Contractor. Contractor shall ship all Goods and/or Services purchased pursuant to this Contract, freight charges prepaid by Contractor, FOB Purchaser’s specified destination with all transportation and handling charges included for Purchaser’s Orders of thirty-three percent (33%) 30 cases or greater per delivery location. For Purchaser’s Orders of less than 30 cases per delivery location, freight charges may be added to the invoice as a separate line item. See Section 9, Invoicing & Payment. Contractor shall bear all risk of loss, damage, or destruction of the solution components must Goods and/or Services ordered hereunder that occurs prior to delivery, except loss or damage attributable to Purchaser’s fault or negligence. If Purchaser requests additional services that may be indexed on available from Contractor or from the Contractor’s Vendor, is applicable, insert any approved/authorized fees from Exhibit C, Price ListSheet. Prior to executing an order for Any such fees associated with such requested services may be added as a ”Solution”separate line item on the Purchaser’s Invoice. All packing lists, Contractor shall provide Purchasing Entity a detailed Cost Proposal itemizing all proposed costs (including labor costspackages, employee benefitsinstruction manuals, travelcorrespondence, overhead shipping notices, shipping containers, and other direct costs) Contractor estimates it will incur in written materials associated with this Contract shall be identified by the performance Contract number set forth on the cover of this Contract and the work. (a) All order documents mustapplicable Purchaser’s Purchase Order number. Packing lists shall be enclosed with each shipment and clearly identify all contents and any backorders. Receipt and Inspection of Goods and/or Services. Goods and/or Services purchased under this Contract are subject to Purchaser’s reasonable inspection, at a minimum, reference ▪ the Cooperative Purchasing Master Agreement number; ▪ The place and requested time of delivery; ▪ A billing address; ▪ The name, phone numbertesting, and address approval at Purchaser’s destination. Purchaser reserves the right to reject and refuse acceptance of the Participating Entity representative; (b) All communications concerning administration of Orders placed shall be furnished solely to the authorized purchasing agent within the Participating Entity’s purchasing office, or to such other individual identified in writing in the Order. (c) Orders must be placed pursuant to this Cooperative Purchasing Master Agreement prior to the termination date thereof, but may have a delivery date or performance period up to 120 days thereafter. (d) Notwithstanding the expiration, cancellation or termination of this Cooperative Purchasing Master Agreement, Contractor agrees to perform Goods and/or Services that are not in accordance with this Contract and Purchaser’s Purchase Order. If there are any apparent defects in the terms of any Orders then outstanding Goods and/or Services at the time of delivery, Purchaser promptly shall notify Contractor. At Purchaser’s option, and without limiting any other rights, Purchaser may require Contractor to repair or replace, at Contractor’s expense, any or all of the damaged Goods and/or Services or, at Purchaser’s option, Purchaser may note any such expiration damage on the receiving report, decline acceptance, and deduct the cost of rejected Goods and/or Services from final payment. Payment for any Goods and/or Services under such Purchase Order shall not be deemed acceptance. On Site Requirements. While on Purchaser’s premises, Contractor, its agents, employees, or terminationsubcontractors shall comply, in all respects, with Purchaser’s physical, fire, access, or other security requirements. Customer Service. Contractor shall not honor any Orders placed after the expirationbe available via email or phone, cancellationMonday through Friday 8:00 am – 5:00 pm PST. Customer service may include, or termination of this Cooperative Purchasing Master Agreement, or otherwise inconsistent with its terms. Orders from any separate indefinite quantity, task ordersbilling and invoicing, or other form general questions. Contractor shall respond to customer inquiries within forty-eight (48) hours. Order acknowledgment. Contactor must acknowledge the order within one business day from the time of indefinite delivery order arrangement priced against this Cooperative Purchasing Master Agreement may not be placed after the expiration or termination receipt of this Cooperative Purchasing Master Agreement, notwithstanding the term of any such indefinite delivery order agreementorder.

ORDERING REQUIREMENTS. Eligible Purchasing Entity Purchasers shall order goods and/or and services from this Cooperative Purchasing Master Agreement, consistent with the terms hereof and by using any ordering mechanism agreeable both to Contractor and Purchasing Entity Purchaser but, at a minimum, including the use of a purchase order. When practicable, Contractor and Purchasing Entity Purchaser also shall use telephone orders, email orders, web-based orders, and similar procurement methods (collectively “Purchasing Entity Purchaser Order”). All order documents must reference the Cooperative Purchasing Master Agreement number. The terms of this Cooperative Purchasing Master Agreement shall apply to any Purchase Order and, in the event of any conflict, the terms of this Cooperative Purchasing Master Agreement shall prevail. Notwithstanding any provision to the contrary, in no event shall any ‘click- click-agreement,’ software or web-based application terms and conditions, or other agreement modify the terms and conditions of this Cooperative Purchasing Master Agreement. A minimum of thirty-three percent (33%) of the solution components must be indexed on the Contractor’s Price List. Prior to executing an order for a ”Solution”, Contractor shall provide Purchasing Entity a detailed Cost Proposal itemizing all proposed costs (including labor costs, employee benefits, travel, overhead and other direct costs) Contractor estimates it will incur in the performance of the work. (a) All order documents must, at a minimum, reference ▪ the Cooperative Purchasing Master Agreement number; ▪ The place and requested time of delivery; ▪ A billing address; ▪ The name, phone number, and address of the Participating Entity representative; (b) All communications concerning administration of Orders placed shall be furnished solely to the authorized purchasing agent within the Participating Entity’s purchasing office, or to such other individual identified in writing in the Order. (c) Orders must be placed pursuant to this Cooperative Purchasing Master Agreement prior to the termination date thereof, but may have a delivery date or performance period up to 120 days thereafter. (d) Notwithstanding the expiration, cancellation or termination of this Cooperative Purchasing Master Agreement, Contractor agrees to perform in accordance with the terms of any Orders then outstanding at the time of such expiration or termination. Contractor shall not honor any Orders placed after the expiration, cancellation, or termination of this Cooperative Purchasing Master Agreement, or otherwise inconsistent with its terms. Orders from any separate indefinite quantity, task orders, or other form of indefinite delivery order arrangement priced against this Cooperative Purchasing Master Agreement may not be placed after the expiration or termination of this Cooperative Purchasing Master Agreement, notwithstanding the term of any such indefinite delivery order agreement.