2019-713-E AMS - Walker Auto Supplies fleet supplies

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DocuSign Envelope ID:4707631 D-C830-4BA5-B9EB-926C6FB1 F07D SCOPE OF SERVICES 1. DEFINITIONS. The following tenias shall have the meanings set forth below: (a)Primary Supplier shall mean the parts supplier that provides a minimum of ninety percent (90%) of the INVENTORY needs of ORANGE COUNTY. INVENTORY is defined as products related to ORANGE COUNTY's purchases in the areas of: i. Fleet Supplies— Oil, Replacement Parts, Hand Tools, Specialized Tools, Diagnostic Tools, tires, Consumable Items; ii. Facilities Maintenance Supplies -Replacement Parts in mechanical, electrical, and plumbing areas, Filters, Bulbs, and Miscellaneous Supplies (b) PROVIDER Owned Location shall mean an auto parts store lawfully using the tradename or trademark "Walker Automotive Supply, Inc.," which is wholly owned by PROVIDER. 2. ORANGE COUNTY'S CURRENT LOCATIONS. PROVIDER will establish On Site Store(s) at ORANGE COUNTY' S following location(s): Orange County Asset Management Services North Campus 600 Highway 86 North Hillsborough,NC 27278 Additional locations in ORANGE COUNTY may be added to this Agreement but only by a written amendment executed and agreed to by both ORANGE COUNTY and PROVIDER. Notwithstanding the foregoing language, ORANGE COUNTY agrees to, and hereby grants, PROVIDER the right of first refusal on any and all new or additional locations of ORANGE COUNTY that are to be serviced by an On Site Store or similar supply entity. 3. DUTIES AND RESPONSIBILITIES OF PROVIDER. PROVIDER shall have the following duties and responsibilities during the term of this Agreement: (a) PROVIDER will operate the On Site Store(s) and provide the Inventory to ORANGE COUNTY's now existing locations. PROVIDER will use commercially reasonable efforts to manage such Inventory efficiently and effectively. PROVIDER shall provide all personnel required to operate the On Site Store(s). 10