Common use of SUPPLY; GENERAL TERMS Clause in Contracts

SUPPLY; GENERAL TERMS. (a) During the term of effectiveness of this Agreement, the City agrees to maintain the Supplier on its internal list(s) of approved suppliers of <>, who may be contacted from time to time to supply <> to the City pursuant to the Rules of Engagement. The Supplier acknowledges and agrees that the Rules of Engagement will govern the selection of an approved supplier. (b) During the term of effectiveness of this Agreement, the Supplier shall provide the Supply to the City, at the times and in the quantities directed by the City, and otherwise in accordance with the directions of the City and in conformity with this Agreement. (c) Notwithstanding any other provision hereof, no Supply shall be provided to the City other than upon execution by each of the City and the Supplier of a Terms Agreement in respect of the particular Supply and receipt by the Supplier of a purchase order from the City relating to the particular Supply. (d) The City and the Supplier shall adhere to the following procedure in respect of Supply: (i) First, the City may identify a need for Supply and, if it does so, it may complete a draft of the Terms Agreement and send the draft to the Supplier, leaving the price provisions blank. (ii) Second, the Supplier, upon receipt of a draft Terms Agreement, shall promptly complete the price provisions of the draft Terms Agreement (provided that the price provisions must be completed consistently with Schedule B hereof) and otherwise amend and complete the Terms Agreement, have it executed on behalf of the Supplier by the Supplier’s Manager, and return it to the City. (iii) Third, the City shall review Supplier’s finalized Terms Agreement, including price, and if it approves of the Terms Agreement, it shall have it executed on behalf of the City by the City’s Manager and return it to the Supplier. If it does not approve, the City may in its discretion cease discussions with the Supplier in relation to the particular Supply or request that the Supplier propose a varied Terms Agreement. (e) The City makes no representations, warranties or covenants hereunder respecting the volume of Supply, if any, to be procured from the Supplier. (f) During the term of effectiveness of this Agreement, the City may also, from time to time, direct the Supplier to make Supply to one or more of the Other City Entities at the price(s) specified herein and otherwise on the terms and conditions stated herein, and the Supplier shall comply with each such direction. Moreover, the Supplier shall, upon the further request of the City, promptly enter into a Letter Agreement (or failing that shall be deemed to have entered into a Letter Agreement) with each relevant Other City Entity memorializing that the Supplier shall make Supply to such Other City Entity in accordance herewith.

SUPPLY; GENERAL TERMS. (a) During the term of effectiveness of this Agreement, the City agrees to maintain the Supplier on its internal list(s) of approved suppliers of <🖮>, who may be contacted from time to time to supply <🖮> to the City pursuant to the Rules of Engagement. The Supplier acknowledges and agrees that the Rules of Engagement will govern the selection of an approved supplier. (b) During the term of effectiveness of this Agreement, the Supplier shall provide the Supply to the City, at the times and in the quantities directed by the City, and otherwise in accordance with the directions of the City and in conformity with this Agreement. (c) Notwithstanding any other provision hereof, no Supply shall be provided to the City other than upon execution by each of the City and the Supplier of a Terms Agreement in respect of the particular Supply and receipt by the Supplier of a purchase order from the City relating to the particular Supply. (d) The City and the Supplier shall adhere to the following procedure in respect of Supply: (i) First, the City may identify a need for Supply and, if it does so, it may complete a draft of the Terms Agreement and send the draft to the Supplier, leaving the price provisions blank. (ii) Second, the Supplier, upon receipt of a draft Terms Agreement, shall promptly complete the price provisions of the draft Terms Agreement (provided that the price provisions must be completed consistently with Schedule B hereof) and otherwise amend and complete the Terms Agreement, have it executed on behalf of the Supplier by the Supplier’s Manager, and return it to the City. (iii) Third, the City shall review Supplier’s finalized Terms Agreement, including price, and if it approves of the Terms Agreement, it shall have it executed on behalf of the City by the City’s Manager and return it to the Supplier. If it does not approve, the City may in its discretion cease discussions with the Supplier in relation to the particular Supply or request that the Supplier propose a varied Terms Agreement. (e) The City makes no representations, warranties or covenants hereunder respecting the volume of Supply, if any, to be procured from the Supplier. (f) During the term of effectiveness of this Agreement, the City may also, from time to time, direct the Supplier to make Supply to one or more of the Other City Entities at the price(s) specified herein and otherwise on the terms and conditions stated herein, and the Supplier shall comply with each such direction. Moreover, the Supplier shall, upon the further request of the City, promptly enter into a Letter Agreement (or failing that shall be deemed to have entered into a Letter Agreement) with each relevant Other City Entity memorializing that the Supplier shall make Supply to such Other City Entity in accordance herewith.

SUPPLY; GENERAL TERMS. (a) During the term of effectiveness of this Agreement, the City agrees to maintain the Supplier on its internal list(s) of approved suppliers of <🖮>, who may be contacted from time to time to supply <🖮> to the City pursuant to the Rules of Engagement. The Supplier acknowledges and agrees that the Rules of Engagement will govern the selection of an approved supplierCity. (b) During the term of effectiveness of this Agreement, the Supplier shall provide the Supply to the City, at the times and in the quantities directed by the City, and otherwise in accordance with the directions of the City and in conformity with this Agreement. (c) Notwithstanding any other provision hereof, no Supply shall be provided to the City other than upon execution by each of the City and the Supplier of a Terms Agreement in respect of the particular Supply and receipt by the Supplier of a purchase order from the City relating to the particular Supply. (d) The City and the Supplier shall adhere to the following procedure in respect of Supply: (i) First, the City may identify a need for Supply and, if it does so, it may complete a draft of the Terms Agreement and send the draft to the Supplier, leaving the price provisions blank. (ii) Second, the Supplier, upon receipt of a draft Terms Agreement, shall promptly complete the price provisions of the draft Terms Agreement (provided that the price provisions must be completed consistently with Schedule B hereof) and otherwise amend and complete the Terms Agreement, have it executed on behalf of the Supplier by the Supplier’s Manager, and return it to the City. (iii) Third, the City shall review Supplier’s finalized Terms Agreement, including price, and if it approves of the Terms Agreement, it shall have it executed on behalf of the City by the City’s Manager and return it to the Supplier. If it does not approve, the City may in its discretion cease discussions with the Supplier in relation to the particular Supply or request that the Supplier propose a varied Terms Agreement. (e) The City makes no representations, warranties or covenants hereunder respecting the volume of Supply, if any, to be procured from the Supplier. (f) During the term of effectiveness of this Agreement, the City may also, from time to time, direct the Supplier to make Supply to one or more of the Other City Entities at the price(s) specified herein and otherwise on the terms and conditions stated herein, and the Supplier shall comply with each such direction. Moreover, the Supplier shall, upon the further request of the City, promptly enter into a Letter Agreement (or failing that shall be deemed to have entered into a Letter Agreement) with each relevant Other City Entity memorializing that the Supplier shall make Supply to such Other City Entity in accordance herewith. (g) Supplier must satisfy and maintain all physical requirements set by the City from time to time for the type of equipment involved. Without limiting the general scope of the above, and by way of example only, the Supplier must: • Ensure the equipment is equipped with a functioning back-up alarm; • Ensure that the equipment is equipped with a functioning rotating amber light and/or flashers, if applicable; • Have proper lifting hooks attached to equipment for lifting loads, and ensure that they are checked periodically for safe condition, if applicable; and • Have operable work lights installed at the front and rear, if applicable. (h) Supplier must ensure that all of its Operators: (“Operators”) must: • Understand and work in compliance with the Workers Compensation Act and its Regulations and follow City standards and policies with respect to multiple contractors working on a construction site and in this regard, the Supplier is now designated and agrees that it is the Prime Contractor, for the purposes of the Workers Compensation Act and its Regulations, in all aspects of providing the Service. In addition, the Supplier will comply with all obligations of the Prime Contractor set out in the Workers Compensation Act and its Regulations as they relate to the provision of the Service; • Have and wear a safety vest and hard hat when working off the machine on any work site; • Wear leather hard toed work boots, meeting WorkSafeBC regulations, that lace up over the ankles, at all times; • Wear appropriate clothing at all times, specifically long pants and long sleeved shirts or long sleeved t-shirts; • Have and wear work gloves where required; • Assist in loading and unloading materials as requested; • Be fully conversant in the safe operation of the equipment; and • Operate the equipment in a safe and courteous manner. (i) Supplier will: • Ensure that any alterations to the equipment that may affect the operating characteristics or the capacities are reported to the City’s Supervisor of Driver Training before acceptance of any City work subsequent to the alterations; • Ensure that only the specified equipment, as described on this Application Form to which this Contract is attached, will be used to provide Service; • Ensure that the Operator of the equipment is fully trained in its’ safe operation; • Ensure that the Operator has basic English language communication skills; • Ensure that the Operator has a good understanding of the City street system, including without limitation and by way of example only, the designated truck routes; • Comply with the City’s Harassment Policy at all times and in a manner satisfactory to the Branch Equipment Superintendents/Foremen and Manager, Yards Services; • Comply with all applicable laws and regulations at all times including without limitation and by way of example only: ▪ All City By-laws regulating truck and equipment use, including truck route regulations (Suppliers should request a copy of the City’s truck route map when submitting their Application Form); ▪ Regulations regarding: engine brake noise, weight/load restrictions and load securing requirements and ▪ the Motor Vehicle Act and related regulations including by way of example only the National Safety Code Regulations, Division 37, which prohibit any driver from operating a commercial motor vehicle beyond the specified maximum number of hours; • Comply at all times with the City’s zero tolerance policy for drugs and alcohol. This means the Supplier is not to have any narcotics or alcohol on any person or within the equipment at any time. The Supplier must not allow or cause any of its Operators to be under the influence or consume any narcotics or alcohol, which would or could affect the operator’s ability to operate the equipment at any time prior to or during the provision of the Service; and

SUPPLY; GENERAL TERMS. (a) During the term of effectiveness of this Agreement, the City agrees to maintain the Supplier on its internal list(s) of approved suppliers of <>, who may be contacted from time to time to supply <> to the City pursuant to the Rules of Engagement. The Supplier acknowledges and agrees that the Rules of Engagement will govern the selection of an approved supplier. (b) During the term of effectiveness of this Agreement, the Supplier shall provide the Supply to the City, at the times and in the quantities directed by the City, and otherwise in accordance with the directions of the City and in conformity with this Agreement. (cb) Notwithstanding any other provision hereof, no Supply any goods, services or works described in Schedule A shall be provided to the City other than only upon execution by each of the City and the Supplier of a Terms Agreement in respect of the particular Supply and receipt by the Supplier of a purchase order from the City or another instruction given by the City pursuant to Section 5.1 relating to such Supply. (c) The Supplier shall maintain at all times sufficient business capacity and inventories of the particular supplies necessary for the provision of the Supply, to meet the business plans and requirements of the City. (d) The City and In connection with the Supply, the Supplier shall adhere to the following procedure in respect of Supply: (i) First, the City may identify a need for Supply and, if it does so, it may complete a draft of the Terms Agreement and send the draft to the Supplier, leaving the price provisions blank. (ii) Second, the Supplier, upon receipt of a draft Terms Agreement, shall promptly complete the price provisions of the draft Terms Agreement (provided that the price provisions must be completed consistently with Schedule B hereof) and otherwise amend and complete the Terms Agreement, have it executed on behalf of the Supplier by the Supplier’s Manager, and return it provide to the City. (iii) Third, without additional compensation, all services, conveniences, materials or features proposed in the City shall review Supplier’s finalized Terms AgreementProposal that are not otherwise expressly provided for herein, including priceas well as all other ancillary materials or services that are not expressly mentioned either herein or in the Proposal, and if it approves but are reasonably inferable from the descriptions of the Terms AgreementSupply herein or from the descriptions of proposed services, it shall have it executed on behalf of conveniences, materials or features in the City by the City’s Manager and return it to the Supplier. If it does not approve, the City may in its discretion cease discussions with the Supplier in relation to the particular Supply or request that the Supplier propose a varied Terms AgreementProposal. (e) The City makes no representations, warranties or covenants hereunder respecting the volume of Supply, if any, to be procured from the Supplier. (f) During the term of effectiveness of this Agreement, the City may also, from time to time, direct the Supplier to make Supply to one or more of the Other City Entities at the price(s) specified herein and otherwise on the terms and conditions stated herein, and the Supplier shall comply with each such direction. Moreover, the Supplier shall, upon the further request of the City, promptly enter into a Letter Agreement (or failing that shall be deemed to have entered into a Letter Agreement) with each relevant Other City Entity memorializing that the Supplier shall make Supply to such Other City Entity in accordance herewith.

SUPPLY; GENERAL TERMS. (a) During the term of effectiveness of this Agreement, the City agrees to maintain the Supplier on its internal list(s) of approved suppliers of <>large equipment services with operator, who may be contacted from time to time to supply <> large equipment services with operator to the City pursuant to the Rules of Engagement. The Supplier acknowledges and agrees that the Rules of Engagement will govern the selection of an approved supplierCity. (b) During the term of effectiveness of this Agreement, the Supplier shall provide the Supply to the City, at the times and in the quantities directed by the City, and otherwise in accordance with the directions of the City and in conformity with this Agreement. (c) Notwithstanding any other provision hereof, no Supply shall be provided to the City other than upon execution by each of the City and the Supplier of a Terms Agreement in respect of the particular Supply and receipt by the Supplier of a purchase order from the City relating to the particular Supply. (d) The City and the Supplier shall adhere to the following procedure in respect of Supply: (i) First, the City may identify a need for Supply and, if it does so, it may complete a draft of the Terms Agreement and send the draft to the Supplier, leaving the price provisions blank. (ii) Second, the Supplier, upon receipt of a draft Terms Agreement, shall promptly complete the price provisions of the draft Terms Agreement (provided that the price provisions must be completed consistently with Schedule B hereof) and otherwise amend and complete the Terms Agreement, have it executed on behalf of the Supplier by the Supplier’s Manager, and return it to the City. (iii) Third, the City shall review Supplier’s finalized Terms Agreement, including price, and if it approves of the Terms Agreement, it shall have it executed on behalf of the City by the City’s Manager and return it to the Supplier. If it does not approve, the City may in its discretion cease discussions with the Supplier in relation to the particular Supply or request that the Supplier propose a varied Terms Agreement. (e) The City makes no representations, warranties or covenants hereunder respecting the volume of Supply, if any, to be procured from the Supplier. (f) During the term of effectiveness of this Agreement, the City may also, from time to time, direct the Supplier to make Supply to one or more of the Other City Entities at the price(s) specified herein and otherwise on the terms and conditions stated herein, and the Supplier shall comply with each such direction. Moreover, the Supplier shall, upon the further request of the City, promptly enter into a Letter Agreement (or failing that shall be deemed to have entered into a Letter Agreement) with each relevant Other City Entity memorializing that the Supplier shall make Supply to such Other City Entity in accordance herewith. (g) Supplier must satisfy and maintain all physical requirements set by the City from time to time for the type of equipment involved. Without limiting the general scope of the above, and by way of example only, the Supplier must: • Ensure the equipment is equipped with a functioning back-up alarm; • Ensure that the equipment is equipped with a functioning rotating amber light and/or flashers, if applicable; • Have proper lifting hooks attached to equipment for lifting loads, and ensure that they are checked periodically for safe condition, if applicable; and • Have operable work lights installed at the front and rear, if applicable. (h) Supplier must ensure that all of its Operators: (“Operators”) must: • Understand and work in compliance with the Workers Compensation Act and its Regulations and follow City standards and policies with respect to multiple contractors working on a construction site and in this regard, the Supplier is now designated and agrees that it is the Prime Contractor, for the purposes of the Workers Compensation Act and its Regulations, in all aspects of providing the Service. In addition, the Supplier will comply with all obligations of the Prime Contractor set out in the Workers Compensation Act and its Regulations as they relate to the provision of the Service; • Have and wear a safety vest and hard hat when working off the machine on any work site; • Wear leather hard toed work boots, meeting WorkSafeBC regulations, that lace up over the ankles, at all times; • Wear appropriate clothing at all times, specifically long pants and long sleeved shirts or long sleeved t-shirts; • Have and wear work gloves where required; • Assist in loading and unloading materials as requested; • Be fully conversant in the safe operation of the equipment; and • Operate the equipment in a safe and courteous manner. (i) Supplier will: • Ensure that any alterations to the equipment that may affect the operating characteristics or the capacities are reported to the City’s Supervisor of Driver Training before acceptance of any City work subsequent to the alterations; • Ensure that only the specified equipment, as described on this Application Form to which this Contract is attached, will be used to provide Service; unless otherwise requested by the City • Ensure that the Operator of the equipment is fully trained in its’ safe operation; • Ensure that the Operator has basic English language communication skills; • Ensure that the Operator has a good understanding of the City street system, including without limitation and by way of example only, the designated truck routes; • Comply with the City’s Harassment Policy at all times and in a manner satisfactory to the Branch Equipment Superintendents/Foremen and Manager, Yards Services; • Comply with all applicable laws and regulations at all times including without limitation and by way of example only:  All City By-laws regulating truck and equipment use, including truck route regulations (Suppliers should request a copy of the City’s truck route map when submitting their Application Form);  Regulations regarding: engine brake noise, weight/load restrictions and load securing requirements and  the Motor Vehicle Act and related regulations including by way of example only the National Safety Code Regulations, Division 37, which prohibit any driver from operating a commercial motor vehicle beyond the specified maximum number of hours; • Comply at all times with the City’s zero tolerance policy for drugs and alcohol. This means the Supplier is not to have any narcotics or alcohol on any person or within the equipment at any time. The Supplier must not allow or cause any of its Operators to be under the influence or consume any narcotics or alcohol, which would or could affect the operator’s ability to operate the equipment at any time prior to or during the provision of the Service; and

SUPPLY; GENERAL TERMS. (a) During the term of effectiveness of this Agreement, the City agrees to maintain the Supplier on its internal list(s) of approved suppliers of <>, who may be contacted from time to time to supply <> to the City pursuant to the Rules of Engagement. The Supplier acknowledges and agrees that the Rules of Engagement will govern the selection of an approved supplier. (b) During the term of effectiveness of this Agreement, the Supplier shall provide the Supply to the City at the Site(s) directed by the City, at the times and in the quantities directed by the City, plus additional units if required, and otherwise otherwise, in accordance with the directions of the City and in conformity with this Agreement. (cb) Notwithstanding any other provision hereof, no Supply any goods, services or works described in Schedule A shall be provided to the City other than only upon execution by each of the City and the Supplier of a Terms Agreement in respect of the particular Supply and receipt by the Supplier of a purchase order from the City or another instruction given by the City pursuant to Section 5.1 relating to such Supply. (c) The Supplier shall maintain at all times sufficient business capacity and inventories of the particular supplies necessary for the provision of the Supply, to meet the business plans and requirements of the City. (d) The City and In connection with the Supply, the Supplier shall adhere to the following procedure in respect of Supply: (i) First, the City may identify a need for Supply and, if it does so, it may complete a draft of the Terms Agreement and send the draft to the Supplier, leaving the price provisions blank. (ii) Second, the Supplier, upon receipt of a draft Terms Agreement, shall promptly complete the price provisions of the draft Terms Agreement (provided that the price provisions must be completed consistently with Schedule B hereof) and otherwise amend and complete the Terms Agreement, have it executed on behalf of the Supplier by the Supplier’s Manager, and return it provide to the City. (iii) Third, without additional compensation, all services, conveniences, materials or features proposed in the City shall review Supplier’s finalized Terms AgreementProposal that are not otherwise expressly provided for herein, including priceas well as all other ancillary materials or services that are not expressly mentioned either herein or in the Proposal, and if it approves but are reasonably inferable from the descriptions of the Terms AgreementSupply herein or from the descriptions of proposed services, it shall have it executed on behalf of conveniences, materials or features in the City by the City’s Manager and return it to the Supplier. If it does not approve, the City may in its discretion cease discussions with the Supplier in relation to the particular Supply or request that the Supplier propose a varied Terms AgreementProposal. (e) The City makes no representations, warranties or covenants hereunder respecting the volume of Supply, if any, to be procured from the Supplier. (f) During the term of effectiveness of this Agreement, the City may also, from time to time, direct the Supplier to make Supply to one or more of the Other City Entities at the price(s) specified herein and otherwise on the terms and conditions stated herein, and the Supplier shall comply with each such direction. Moreover, the Supplier shall, upon the further request of the City, promptly enter into a Letter Agreement (or failing that shall be deemed to have entered into a Letter Agreement) with each relevant Other City Entity memorializing that the Supplier shall make Supply to such Other City Entity in accordance herewith.