DocuSign Envelope ID:A18808EO-5F70-4494-BCOC-49B95D82162D
<br /> Change Order, the document(s)will become an integral part of this agreement and will prevail
<br /> over previous documents attached. Orange County understands that each change order
<br /> submitted may result in a charge by Lifeline of$2,500.00 per issuance of the Change Order plus
<br /> the cost of labor and materials to accomplish the change, whether or not the change results in
<br /> revised documents. LifeLine must receive any owner-provided color selections (supplied at
<br /> contract execution)within 60 days, IT or medical equipment within 75 days, and finalized exterior
<br /> graphics artwork within 90 days of this agreement in order to avoid risk of Change Orders.
<br /> Inspection, Delivery and Acceptance. The Equipment will be delivered in substantial
<br /> compliance with the Specifications, and will substantially conform to the dimensions on the
<br /> Drawings. [Certain appurtenances, such as mirrors, awning canopy, etc., which are placed
<br /> onto the sides and rear of the Mobile Unit may cause extensions to the side dimensions and
<br /> overall length of the Mobile Unit.] Detailed inspection of the Mobile Unit is to be made by
<br /> Orange County officials at Lifeline's premises in Columbus, OH before shipment. When the
<br /> Equipment has been inspected, Orange County shall immediately accept the Equipment and
<br /> evidence said acceptance by executing and delivering to LifeLine an acceptance certificate
<br /> acceptable to Seller. Thus, final acceptance of the Mobile Unit shall take place in Columbus,
<br /> Ohio, with delivery of the Mobile Unit F.O.B. Hillsborough, North Carolina. Once accepted
<br /> by Orange County, the Mobile Unit will be driven to Orange County by LifeLine personnel at
<br /> Lifeline's expense where Orange County shall verify that the Mobile Unit is substantially the
<br /> same as inspected, and thus is in compliance with the Specifications and the Drawings, and
<br /> pay to LifeLine in immediately available funds, at the time of delivery, the unpaid balance
<br /> of the Purchase Price, together with any other amounts arising under this Agreement or
<br /> otherwise payable to LifeLine for the Mobile Unit. Upon receiving final acceptance and
<br /> payment by Orange County, LifeLine will surrender the Mobile Unit to Orange County, and
<br /> provide the ownership title to the vehicle within two working days. IMPORTANT: In the
<br /> event that LifeLine refuses delivery of the Mobile Unit for lack of full and complete payment
<br /> or for any other reason, the Mobile Unit will be returned to Lifeline's headquarters by
<br /> LifeLine until Orange County makes full payment to LifeLine, and any subsequent storage,
<br /> insurance, delivery or other charges will be borne solely by Orange County. In the event of
<br /> such return of the Mobile Unit to Lifeline's headquarters, if Purchaser fails to pay the
<br /> remaining balance of the Purchase Price and all other amounts arising hereunder on or
<br /> before the 30th day following the date scheduled for final acceptance and delivery of the
<br /> Mobile Unit, LifeLine may sell the Mobile Unit or any of the Purchaser Equipment,
<br /> piecemeal or together, upon written notice of sale to Purchaser, and may apply the
<br /> proceeds from such sale against all amounts due from Purchaser hereunder, together with
<br /> costs of sale (including reasonable attorneys and brokerage fees). If any amounts remain
<br /> after payment to LifeLine of all such amounts, the remaining balance shall be remitted to
<br /> Purchaser.
<br /> Payment Terms. It is agreed that the total price for the Mobile Unit, including the
<br /> equipment and instruments referenced above, shall be $424,623.00 (the "Purchase Price").
<br /> Fifty percent (50%) of the Purchase Price shall be paid by the Purchaser as an initial chassis
<br /> deposit [$212,311.50] upon execution of this Agreement and issuance of a purchase order.
<br /> After 90 days, a second payment of forty percent (40%) of the Purchase Price [$169,849.20]
<br /> shall be paid by Purchaser to LifeLine for the on-going construction of the Mobile Unit.
<br /> The remaining balance of the Purchase Price [$42,462.30 plus or minus any changes or
<br /> discounts made by LifeLine evidenced by a validly-issued Change Order] shall be due upon
<br /> the day of delivery of the Mobile Unit to Orange County.
<br /> A special note about fees and taxes: Other than Federal Excise Tax on heavy vehicles, LifeLine
<br /> assumes no obligation for payment of any taxes, permits, permit fees, licensing and registration
<br /> fees or any other tax, permit or fee that may be levied upon the vehicle. Such permits, fees and
<br /> /or taxes are the sole obligation of Orange County.
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