2013-117 Library - Crowley Micrographics - for Books $1441.50

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Rights and Restrictions This document contains confidential information of The Crowley Company,which is provided for the sole purpose of permitting the recipient to evaluate the proposal submitted herewith.Inconsideration of receipt of this document,the recipient agrees to maintain such information in confidence and not reproduce or otherwise disclose this information to any person outside the group directly responsible for evaluation of its contents.There is no obligation to maintain the confidentiality of any information which was known to the recipient prior to receipt of such information from The Crowley Company,or become publicly known through no fault of recipient,or is received without obligation of confidentiality to The Crowley Company.All conditions in this proposal are valid for a period not to exceed(thirty)30-days unless extended in writing. This proposal has been prepared in accordance with accepted techniques for content conversion and The Crowley Company's understanding of the clients requirements based on the information provided to us.All values,charts,designs,and related information contained in this proposal reflect The Crowley Company's best estimates based on this information.However,actual operating environment(including,among other aspects,speeds,configuration,personnel,and costs)may vary from the information furnished due to variation in volume,environment,personnel,and other factors and,therefore,The Crowley Company,cannot warrant the accuracy of such estimates without actual detail analysis of the application requirements. Standard Proposal Conditions 1. A purchase order(PO)or signed proposal and deposit(when required)must be received prior to the commencement of work. 2. Quoted prices remain in effect for a 30-day period from the date of the proposal. 3. Invoicing will occur with each deliverable or milestone. 4. Document conversion pricing contained in this proposal is based upon volume estimates supplied by the client.If actual volume is more than 10%lower than the supplied estimates,the price per unit may be subject to increase. 5. Samples provided by the client for the purpose of preparing the related proposal must be representative of the document structures for the complete data set. Should The Crowley Company encounter hard copy or electronic material that is significantly different than the samples provided or described,The Crowley Company reserves the right to terminate the contract or re-negotiate the pricing structure. 6. The client must provide a signed release for any and all copyright material that is provided to The Crowley Company to be scanned or converted electronically. 7. Unless otherwise directed by the client,The Crowley Company assumes that all books,journals,magazines or bound documents supplied for conversion may be cut or have the bindings removed to facilitate the scanning process.The Crowley Company will retain all source materials for 90 days following the completion of work,after which The Crowley Company will return the material at the client's expense. 8. The client and The Crowley Company will agree to a start date and schedule of production upon contract award.In the event of client deviations from the schedule,The Crowley Company will be notified at least 5(five)days prior to the change.New setup charges may apply. 9. The client shall,upon the receipt of contract deliverables,have 10(ten)working days to provide The Crowley Company,in writing,a list of any changes that are required to the material in order to meet the proposed Statement of Work. 10. Prior to,and during the implementation process,the client will make available a Subject Matter Expert(SME)who processes adequate decision-making authority for consultation on all structural issues that may arise.To avoid delivery delays,the SME will respond within 2(two)business days to any questions raised by The Crowley Company. 11. The cost of delivering and returning hard copy or electronic media and materials shall be home by the client and are in addition to the prices quoted in this proposal.All shipping charges will be billed at published rated. 12. On all conversion projects over 1000 pages,a sample of the material will be converted to validate the conversion process and the automated filters.This sample deliverable will be reviewed by the client and must be signed off before full production may proceed.Delays in approval will impact upon the delivery schedule.Any process or filter changes requested by the client once production has begun must be submitted in writing and will be undertaken at the rate of $60.00 per hour. 13. Any client-approved purchases from third parties will be charged to the client at cost plus 15%. 14. The client will ensure that any electronic material provided to The Crowley Company will be scanned for viruses.The client assumes responsibility for delays in delivery resulting from client-introduced viruses. 15. To the extent that there is any inconsistency between the Standard Conditions,the Statement of Work and a Contract,PO or Proposal,then the Statement of Work and these Standard Conditions shall govern.To the extent that there is any inconsistency between the Statement of Work and these Standard Conditions, the Statement of Work shall govern. 16. If any provision of these conditions is held to be unenforceable,the parties shall substitute for the affected provision an enforceable provision that approximates the intent and economic impact of the effected provision.The failure or delay of The Crowley Company to enforce any of these conditions shall not be construed as a waiver of the same. 17. This agreement shall be governed by,subject to and interpreted in all respects in accordance with the laws of the United States of America and the State of North Carolina 1%77fMM.In the event of a dispute,both parties agree to mediation before litigation.In the event of litigation initiated by either party,the unsuccessful litigant shall be responsible for all legal or other fees associated with such litigation. 1569_3781 Proprietary and Confidential Page 4 of 5 The Crowley Company g