2019-271-E IT - Dynamic Quest network engineering services

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DocuSign Envelope ID:6ADCODA4-8OF1-42F5-A151-C7F99A87D2A7 TERMS AND CONDITIONS this Agreement. Buyer shall pay a $25.00 fee for all checks returned for insufficient funds or for any other reason. For custom software development projects, ENTIRE AGREEMENT full payment of all outstanding invoices or amounts due will be required before the software code will be delivered to the Buyer. Without the full payment of The terms and conditions contained in this custom development from a Buyer, the ownership Agreement supersede all prior oral or written and code will remain under Dynamic Quest and will understandings between the parties and shall not be given to the Buyer. If any project or proposal constitute the entire agreement between the parties is delayed or put on hold by the Buyer for more than with respect to the subject matter of this Agreement. 30 days, then Dynamic Quest will bill all reasonable There are no understandings or representations, amounts to the client due on a Net-15 terms. The express or implied, not expressly set forth in this reasonable amount to bill for a project put on hold will Agreement. No terms or conditions contained in any be defined by Dynamic Quest based on the amount order or other form originated by Buyer shall apply of work effort, material purchases, project planning, except for quantities and product descriptions, and and other factors. any reference to Buyer's purchase order shall be solely for the convenience of Buyer. This Agreement shall not be modified or amended except by a writing TAXES signed by authorized representatives of both parties. Any tax or related charge resulting from this REVISION TO DOCUMENTS Agreement or any activities hereunder, exclusive of tax based on net income, that Seller shall be required to pay to or collect from any government shall be During the term of this agreement, Dynamic Quest billed to Buyer as a separate item and shall be paid may make non-financial revisions to its Service Plans by Buyer, unless a valid exemption certificate is (e.g. QuestCare, QSync and other solution furnished by Buyer to Seller. offerings). The purpose of such changes will be to clarify the definition(s) of included (in-scope) and excluded (out-of-scope) services with regards to the TITLE, TRANSPORTATION AND DELIVERY plan. This Revision to Documents provision does not apply to any Fixed Bid project. Dynamic Quest will forward a copy of the revised Service Plan to client Title (except as provided in the paragraph USE OF within 30 days of the revision date. INFORMATION/ LICENSE) and risk of loss or damage to material shall pass to Buyer at the time Seller or its supplier delivers possession of the TERMS OF PAYMENT material to a carrier or to Buyer if there is no carrier. Seller will make carrier selection based on current rates, reliability and transit schedules, and Buyer Buyer agrees to pay the purchase price and related agrees to pre-pay freight and delivery charges, charges in accordance with the terms of payment on including insurance costs if specifically requested by the face of this Agreement. If no terms of payment are Buyer. stated, payment is due net 15. Buyer agrees that a one (1) hour minimum charge will be paid on all site visits.Travel expenses incurred by Dynamic Quest on LIMITED WARRANTY behalf of the Client for onsite visits that are more than one-hour from Dynamic Quest primary locations including lodging and airfare will be billed to the client. Seller warrants that services will be performed in Travel time will be billed at one half ('/2) the client's workmanlike manner. Any claim for breach of this standard hourly rate. Payments not received within 25 service warranty must be made by written notice days of due date shall bear interest at the rate of one within two (2) weeks following the date of completion and one-half percent (1'/2%) per month (but not to of the service for which the claim was made. Seller exceed the maximum lawful rate) until paid, including hereby assigns to Buyer the warranty given to Seller post-judgment. Buyer shall notify Seller of any by its supplier of such material. At Buyer's request, disputed invoices within thirty(30)days from the date Seller or its supplier will provide to Buyer a written of the invoice. Should collection be required, Buyer statement of its supplier's warranty. Seller does not agrees to pay reasonable attorneys' fees plus all warrant software to be error free. If any defect in reasonable expenses incurred by Seller in enforcing material appears in the material, Seller will, at its DYNAMIC ■ QUEST TI Dynamic Quest // 336.370.0555 // dynamicquest.com Page:5