R2019-43 Resolution Authorizing Approval of Master Contract, Participating Addendum to the Master Contract Between the Commonwealth of Virginia and Gillig, LLC

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the Contractar. Changes within the scope of the ConUact include, but are not limited to, things such as services to 6e pe�formed,the method of packing or shipment,and the place of delivery or installation. The Contractor shaif � comply with the notice upon receipt. The Contracta shall be compensated for any additionai costs incur�ed as � the resuit of such order and shall give the Commonwealth a credit for any savings. Said compensation shali be , determined 6y either of the following methods: 1. By mutual agreement between the parties'in writing;or i '_. 2. By agreeing upan a unit price or using a unit price set forth in the Contract, if the work to be done can be ; expressed in units, and tf�e Contractor accounts for the number of units of work performed, subj�t to the Authorized User's right to audit the Contractor's records and/or to dete�mine the correct number of units � independently;or i j 3. By ordering the Contractor to proceed with the work and keep a record of all costs incurred and savings � raalized. The Contractor shall present the Commonwealth with all vouchers and records of expenses s incurred and savings realized. The Commonwealth shall have the right to audit the records of the Contractor � as it deems necessary to determine costs or savings. My claim for an adjustment in price under this � provision must be asserted by written notice to the Commonwealth within thirty(30)days from the date of ; receipt of the written order from the Commonwealth. If the parties fail to agree on an amount of adjustment, ! the question of an increase or decrease in the Contract price or time for perfarmance shall be resolved in f accordance with the procedures for resalving disputes provided by the Disputes Clause of this. fVeither the exisience of a claim no�a dispute resolutio� process, litlgation or any other provision of this Conuact shall � excuse ths ConVactor from promptty complying with the changes ordered by Ehe Commonwealth or with the performance of the Contract generally. 22. TAXES Sales to the Commonwealth of Virginia are normally exempi from State sales tax. State sales and use tax certificates of exemption, Fo�m ST-12, will be issued upon requast. Deliveries against this Contract shall usually be free of Federal excise and transportation taxes. The Commonwealth's excise teuc exemption registration number is 54-73- 0076K. For Authorized Users that are not Commonwealth state agencies, it is the Contractor's sole responsibifity for determi�ing those Authorized Users'sales tax sxemption status. . 23. TRANSPORTATION AND PACKAGING As applicable,for all Products provided under this Contract,Contractor certi�es and warrants that the prlces are FOB destination, and incfudes only the actual freight rate costs at the lowest and best rate and is based upon the actual weight of the gaods to be shipped. Except as othervvise specified herein, standard commercia! packaging, packing and shipping containers shall be used. All shipping containers shall be legibly marked or labeled on the outside with purchase orde�number,commodity description,and quantity. 24. DRUG-FREE WORKPLACE During the performance of this CoMract, the Contractor agrees to (i) provide a drug-free workplace for the Contractor's employees; (ii) post in conspicuous places, available to emptoyees and applicants for employment, a statement notifying emptoyees that the unlawful manufaciure,sale, d(st�ibution,dispensation, possession,or use of a controlled substance or r�narijuana is prohibited in the Contreetor's workplace and specifying the actions that will be taken against employees for violations of such prohibition; (iii) sfate in all salicitations or adve�tisements for employees placed by or on behaif of the Contractor that the Contractor maintains a drug-free wortcpiace; and (iv) include the provisions of the foregoing clauses in every subcontract or purchase order of over$10,000, so that the provisions wiU be binding upon each subcontractor_ For the purposes of thts section,"drug-free workplace" means a site for the performance of work done in conneclion with this Cotrtract by the Contractor, or any of its subcontractors, whose ernployees a�e prohibited from engaging in the unlawful manufacture,sale,distribution,dispensation,possession or use of any cont�olled substance or marijusna Gf11ig Buses � E194-75548 MA2274 (Page 7 oE 23)