Common use of ADDITIONAL GOODS Clause in Contracts

ADDITIONAL GOODS. The Vendor shall honor any BOA releases issued by the Authority under the contract. The dollar value of the goods covered by such BOA releases may total, in the aggregate, up to fifty percent (50%) in excess of the total estimated dollar value of the contract (as represented by the total of the extension prices offered by the Vendor for all goods covered by the contract). The Vendor shall not be required to supply any additional goods under the contract if the total dollar value of the goods previously supplied hereunder is one hundred fifty percent (150%) or more of the total estimated dollar value of the contract. The Vendor shall not deliver to the Authority, and the Authority shall not be required to pay for any such additional goods, unless the Authority has specifically authorized the additional expenditure above one hundred fifty percent (150%) in writing, prior to the shipment of any such additional goods. Any such written authorization, to be valid, must be signed by the General Manager or their designee. TO: New York City Housing Authority Procurement Department ▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ DATE: SUBJECT: PURCHASE ORDER NO.: IT IS REQUESTED THAT THE UNIT PRICE(S) FOR THE SUBJECT PURCHASE ORDER BE CHANGED AS FOLLOWS: P.O. ITEM NO FROM EFFECTIVE DATE TO EFFECTIVE DATE THIS REQUEST IS BASED ON MANUFACTURER'S CHARGE(S) IN LIST PRICE(S) AS FOLLOWS: P.O. ITEM NO FROM EFFECTIVE DATE TO EFFECTIVE DATE TWO (2) COPIES OF THE MANUFACTURER'S LIST PRICE(S) IN EFFECT ON EACH OF THE AFORESTATED DATES IS ATTACHED/ENCLOSED TO SUPPORT THIS REQUEST. NAME OF VENDOR: ADDRESS: BY: SIGNATURE & TITLE THIS EXHIBIT IS INTENDED TO INDICATE THE FORM AND MANNER IN WHICH APPLICABLE REQUESTS(S) ARE TO BE SUBMITTED. IF CHANGE IS REQUESTED ON MORE THAN THREE (3) ITEMS, AN ATTACHMENT IN THE SAME FORMAT MAY BE SUBMITTED. A SEPARATE REQUEST IS TO BE SUBMITTED FOR EACH INDIVIDUAL MANUFACTURER.

ADDITIONAL GOODS. The Vendor Subject to the Approval Order and Merchant’s consent, Consultant shall honor any BOA releases issued by have the Authority under right, at Consultant’s sole cost and expense, to supplement the contract. The dollar value of the goods covered by such BOA releases may total, Merchandise in the aggregateSale at the Stores only with additional goods procured by Consultant which are of like kind, up and no lesser quality to fifty percent the Merchandise in the Sale (50%) in excess of the total estimated dollar value of the contract (as represented by the total of the extension prices offered by the Vendor for all goods covered by the contract“Additional Goods”). The Vendor Additional Goods shall not be required to supply any additional goods under the contract if the total dollar value purchased by Consultant as part of the goods previously supplied hereunder is one hundred fifty percent (150%) or more of the total estimated dollar value of the contract. The Vendor shall not deliver Sale, and delivered to the AuthorityStores at Consultant’s sole expense (including as to labor, freight and the Authority shall not be required insurance relative to pay for any shipping such additional goods, unless the Authority has specifically authorized the additional expenditure above one hundred fifty percent (150%) in writing, prior Additional Goods to the shipment Stores). Sales of any such additional goods. Any such written authorizationAdditional Goods shall be run through Merchant’s cash register systems; provided however, to be valid, must be signed by the General Manager or their designee. TO: New York City Housing Authority Procurement Department ▇▇ ▇▇that Consultant shall ▇▇▇▇ ▇▇▇▇▇▇the Additional Goods using either a “dummy” SKU or department number, ▇▇▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇▇or in such other manner so as to distinguish the sale of Additional Goods from the sale of Merchandise. Consultant and Merchant shall also cooperate so as to ensure that the Additional Goods are marked in such a way that a reasonable consumer could identify the Additional Goods as non-Merchant goods. Additionally, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ DATE: SUBJECT: PURCHASE ORDER NOConsultant, at its own cost and expense, shall provide signage in the Stores notifying customers that the Additional Goods have been included in the Sale. Consultant shall pay to Merchant an amount equal to five percent (5%) of the gross proceeds (excluding Sale Taxes) from the sale of the Additional Goods (the “Additional Goods Fee”) and Consultant shall retain all remaining amounts from the sale of the Additional Goods. Consultant shall pay Merchant its Additional Goods Fee in connection with each weekly sale reconciliation with respect to sales of Additional Goods sold by Consultant during each then prior week (or at such other mutually agreed upon time). Consultant and Merchant intend that the transactions relating to the Additional Goods are, and shall be construed as, a true consignment from Consultant to Merchant in all respects and not a consignment for security purposes. Subject solely to Consultant’s obligations to pay to Merchant the Additional Goods Fee, at all times and for all purposes the Additional Goods and their proceeds shall be the exclusive property of Consultant, and no other person or entity shall have any claim against any of the Additional Goods or their proceeds. The Additional Goods shall at all times remain subject to the exclusive control of Consultant. Merchant shall, at Consultant’s sole cost and expense, insure the Additional Goods and, if required, promptly file any proofs of loss with regard to same with Merchant’s insurers. Consultant shall be responsible for payment of any deductible under any such insurance in the event of any casualty affecting the Additional Goods. Merchant acknowledges, and the Approval Order shall provide, that the Additional Goods shall be consigned to Merchant as a true consignment under Article 9 of the Code. Consultant is hereby granted a first priority security interest in and lien upon (i) the Additional Goods and (ii) subject to Consultant’s obligation to pay the Additional Goods Fee, the proceeds of the Additional Goods, which security interest and lien shall be deemed perfected pursuant to the Approval Order without the requirement of filing UCC financing statements or providing notifications to any prior secured parties (provided that Consultant is hereby authorized to deliver all required notices and file all necessary financing statements and amendments thereof under the applicable UCC identifying Consultant’s interest in the Additional Goods as consigned goods thereunder and the Merchant as the consignee therefor, and Consultant’s security interest in and lien upon such Additional Goods and identifiable proceeds of the Additional Goods).: IT IS REQUESTED THAT THE UNIT PRICE(S) FOR THE SUBJECT PURCHASE ORDER BE CHANGED AS FOLLOWS: P.O. ITEM NO FROM EFFECTIVE DATE TO EFFECTIVE DATE THIS REQUEST IS BASED ON MANUFACTURER'S CHARGE(S) IN LIST PRICE(S) AS FOLLOWS: P.O. ITEM NO FROM EFFECTIVE DATE TO EFFECTIVE DATE TWO (2) COPIES OF THE MANUFACTURER'S LIST PRICE(S) IN EFFECT ON EACH OF THE AFORESTATED DATES IS ATTACHED/ENCLOSED TO SUPPORT THIS REQUEST. NAME OF VENDOR: ADDRESS: BY: SIGNATURE & TITLE THIS EXHIBIT IS INTENDED TO INDICATE THE FORM AND MANNER IN WHICH APPLICABLE REQUESTS(S) ARE TO BE SUBMITTED. IF CHANGE IS REQUESTED ON MORE THAN THREE (3) ITEMS, AN ATTACHMENT IN THE SAME FORMAT MAY BE SUBMITTED. A SEPARATE REQUEST IS TO BE SUBMITTED FOR EACH INDIVIDUAL MANUFACTURER.

ADDITIONAL GOODS. The Vendor shall honor any BOA releases issued by the Authority under the contract. The dollar value of the goods covered by such BOA releases may total, (a) Subject to authorization in the aggregateApproval Order, up to fifty percent Agent may (50%) in excess of the total estimated dollar value of the contract (as represented by the total of the extension prices offered by the Vendor for all goods covered by the contract). The Vendor but shall not be required to), at Agent’s sole cost and expense (which cost and expense may be recovered by Agent as set forth in subparagraph (b) below), supplement the Merchandise in the Stores with goods, of like kind and quality, as is customarily sold in the Stores (the “Additional Goods”) not to supply any additional goods under the contract if the total dollar value exceed 20% of the goods previously supplied hereunder is one hundred fifty percent (150%) or more aggregate Retail Value of the total estimated dollar value Merchandise. Sales of the contract. The Vendor Additional Goods shall not deliver to the Authoritybe run through Merchant’s cash register systems, and the Authority provided, however, that Agent shall not be required to pay for any such additional goods, unless the Authority has specifically authorized the additional expenditure above one hundred fifty percent (150%) in writing, prior to the shipment of any such additional goods. Any such written authorization, to be valid, must be signed by the General Manager or their designee. TO: New York City Housing Authority Procurement Department ▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇the Additional Goods using either a “dummy” SKU or department number or in such other manner so as to distinguish the sale of Additional Goods from the sale of Merchandise. Merchant and Agent agree that the transactions relating to the Additional Goods are, ▇▇▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇▇and shall be construed as, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ DATE: SUBJECT: PURCHASE ORDER NOa true consignment from Agent to Merchant in all respects and not a consignment for security purposes. At all times and for all purposes, the Additional Goods and their proceeds shall be the exclusive property of Agent, and no other person or entity (including, without limitation, Merchant) shall have any claim against any of the Additional Goods or their proceeds, except to the extent set forth in Section 8.8. The Additional Goods shall at all times remain subject to the exclusive control of Agent, and Agent shall, at Agent’s sole cost and expense (and not as an Expense of the Sale), insure the Additional Goods and, if required, promptly file any proofs of loss with regard thereto with Agent’s insurers. Merchant and Agent shall reconcile the proceeds from the sale of Additional Goods as part of the Weekly/Final Sales Reconciliation process.: IT IS REQUESTED THAT THE UNIT PRICE(S (b) FOR THE SUBJECT PURCHASE ORDER BE CHANGED AS FOLLOWS: P.O. ITEM NO FROM EFFECTIVE DATE TO EFFECTIVE DATE THIS REQUEST IS BASED ON MANUFACTURER'S CHARGE(SAs consideration for allowing the Agent to supplement the Merchandise with Additional Goods pursuant to the terms and conditions of Section 8.8(a), Agent shall pay to Merchant seven percent (7%) IN LIST PRICE(S) AS FOLLOWS: P.O. ITEM NO FROM EFFECTIVE DATE TO EFFECTIVE DATE TWO (2) COPIES OF THE MANUFACTURER'S LIST PRICE(S) IN EFFECT ON EACH OF THE AFORESTATED DATES IS ATTACHED/ENCLOSED TO SUPPORT THIS REQUEST. NAME OF VENDOR: ADDRESS: BY: SIGNATURE & TITLE THIS EXHIBIT IS INTENDED TO INDICATE THE FORM AND MANNER IN WHICH APPLICABLE REQUESTS(S) ARE TO BE SUBMITTED. IF CHANGE IS REQUESTED ON MORE THAN THREE (3) ITEMS, AN ATTACHMENT IN THE SAME FORMAT MAY BE SUBMITTED. A SEPARATE REQUEST IS TO BE SUBMITTED FOR EACH INDIVIDUAL MANUFACTURERof the gross proceeds of the sale of Additional Goods after payment of applicable Sales Taxes.

ADDITIONAL GOODS. The Vendor shall honor any BOA releases issued by the Authority under the contract. The dollar value of the goods covered by such BOA releases (a) Agent may total, in the aggregate, up to fifty percent (50%) in excess of the total estimated dollar value of the contract (as represented by the total of the extension prices offered by the Vendor for all goods covered by the contract). The Vendor but shall not be required to supply any additional goods under to), at Agent’s sole cost and expense (which cost and expense may be recovered by Agent as set forth in subparagraph (b) below), supplement the contract if Merchandise in the total dollar value of the goods previously supplied hereunder is one hundred fifty percent (150%) or more of the total estimated dollar value of the contract. The Vendor shall not deliver to the Authority, and the Authority shall not be required to pay for any such Stores with additional goods, unless of like kind and quality, as is customarily sold in the Authority has specifically authorized Stores (collectively, the additional expenditure above one hundred fifty percent (150%) “Additional Goods”), provided however that the Additional Goods will not exceed more than $15,000,000 at Retail Value. Agent will use reasonable best efforts to use the Merchant’s historic vendors and product lines in writingdesignating Additional Goods. Sales of Additional Goods shall be run through Merchant’s cash register systems, prior to the shipment of any such additional goods. Any such written authorizationprovided, to be validhowever, must be signed by the General Manager or their designee. TO: New York City Housing Authority Procurement Department ▇▇ ▇▇that Agent shall ▇▇▇▇ ▇▇▇▇▇▇the Additional Goods using either a “dummy” SKU or department number or in such other manner so as to distinguish the sale of Additional Goods from the sale of Merchandise. Agent and Merchant shall also cooperate so as to ensure that the Additional Goods are marked in such a way that a reasonable consumer could identify the Additional Goods as non-Merchant goods. Agent and Merchant shall include in the media and circular advertising for the GOB sales and on conspicuous signage posted in the stores that Additional Goods have been added by the Liquidators to the GOB sale. Merchant and Agent agree that the transactions relating to the Additional Goods are, ▇▇▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇▇and shall be construed as, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ DATE: SUBJECT: PURCHASE ORDER NOa true consignment from Agent to Merchant in all respects and not a consignment for security purposes. At all times and for all purposes, the Additional Goods and their proceeds shall be the exclusive property of Agent, and no other person or entity (including, without limitation, Merchant) shall have any claim against any of the Additional Goods or their proceeds, except to the extent set forth in Section 8.10(b). The Additional Goods shall at all times remain subject to the exclusive control of Agent, and Agent shall, at Agent’s sole cost and expense (and not as an Expense of the Sale), insure the Additional Goods and, if required, promptly file any proofs of loss with regard thereto with Agent’s insurers. Merchant and Agent shall reconcile the proceeds from the sale of Additional Goods as part of the Weekly Sale Reconciliation process. Merchant acknowledges that the Additional Goods shall be consigned goods under Article 9 of the Uniform Commercial Code (the “UCC”) and hereby authorizes Agent to deliver all required notices and file all necessary financing statements and amendments thereof under the applicable UCC identifying Agent’s interest in the Additional Goods as consigned goods thereunder and Merchant as the consignee therefor.: IT IS REQUESTED THAT THE UNIT PRICE(S (b) FOR THE SUBJECT PURCHASE ORDER BE CHANGED AS FOLLOWS: P.O. ITEM NO FROM EFFECTIVE DATE TO EFFECTIVE DATE THIS REQUEST IS BASED ON MANUFACTURER'S CHARGE(SAs consideration for allowing Agent to supplement the Merchandise with Additional Goods pursuant to the terms and conditions of Section 8.10(a), Agent shall pay to Merchant five percent (5%) IN LIST PRICE(S) AS FOLLOWS: P.O. ITEM NO FROM EFFECTIVE DATE TO EFFECTIVE DATE TWO of the gross proceeds of Additional Goods made in the Stores during the Sale Term, net only of Sales Taxes, provided that Agent shall guarantee that Merchant receives at least $250,000 in connection with the sale of Additional Goods (2) COPIES OF THE MANUFACTURER'S LIST PRICE(S) IN EFFECT ON EACH OF THE AFORESTATED DATES IS ATTACHED/ENCLOSED TO SUPPORT THIS REQUESTthe “Additional Goods Guarantee”). NAME OF VENDOR: ADDRESS: BY: SIGNATURE & TITLE THIS EXHIBIT IS INTENDED TO INDICATE THE FORM AND MANNER IN WHICH APPLICABLE REQUESTS(S) ARE TO BE SUBMITTED. IF CHANGE IS REQUESTED ON MORE THAN THREE (3) ITEMS, AN ATTACHMENT IN THE SAME FORMAT MAY BE SUBMITTED. A SEPARATE REQUEST IS TO BE SUBMITTED FOR EACH INDIVIDUAL MANUFACTURERThe Additional Goods Guarantee shall be paid on the Payment Date.