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<br />The Contractor further agrees to cooperate fully with H-GAC, local law enforcement agencies, the State of Texas,
<br />the Federal Bureau of Investigation, and any other duly authorized investigative unit, in carrying out a full
<br />investigation of all such incidents.
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<br />The Contractor shall notify H-GAC of the threat of lawsuit or of any actual suit filed against the Contractor
<br />pertaining to this Master Agreement or which would adversely affect the Contractor’s ability to perform services
<br />under this Master Agreement.
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<br />ARTICLE 37: INDEMNIFICATION AND RECOVERY
<br />H-GAC’s liability under this Master Agreement, whether for breach of contract, warranty, negligence, strict
<br />liability, in tort or otherwise, is limited to its order processing charge. In no event will H-GAC be liable for any
<br />loss of use, loss of time, inconvenience, commercial loss, lost profits, or savings or other incidental, special or
<br />consequential damages to the full extent such use may be disclaimed by law. Contractor agrees, to the extent
<br />permitted by law, to defend and hold harmless H-GAC, its board members, officers, agents, officials, employees,
<br />and indemnities from any and all claims, costs, expenses (including reasonable attorney fees), actions, causes of
<br />action, judgements, and liens arising as a result of Contractor’s negligent act or omission under this Master
<br />Agreement. Contractor shall notify H-GAC of the threat of lawsuit or of any actual suit filed against Contractor
<br />relating to this Master Agreement.
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<br />ARTICLE 38: LIMITATION OF CONTRACTOR’S LIABILITY
<br />Except as specified in any separate writing between the Contractor and an END USER, Contractor’s total liability
<br />under this Master Agreement, whether for breach of contract, warranty, negligence, strict liability, in tort or
<br />otherwise, but excluding its obligation to indemnify H-GAC, is limited to the price of the particular
<br />products/services sold hereunder, and Contractor agrees either to refund the purchase price or to repair or replace
<br />product(s) that are not as warranted. In no event will Contractor be liable for any loss of use, loss of time,
<br />inconvenience, commercial loss, loss of profits or savings or other incidental, special or consequential damages to
<br />the full extent such use may be disclaimed by law. Contractor understands and agrees that it shall be liable to repay
<br />and shall repay upon demand to END USER any amounts determined by H-GAC, its independent auditors, or any
<br />agency of State or Federal government to have been paid in violation of the terms of this Master Agreement.
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<br />ARTICLE 39: TITLES NOT RESTRICTIVE
<br />The titles assigned to the various Articles of this Master Agreement are for convenience only. Titles shall not be
<br />considered restrictive of the subject matter of any Article, or part of this Master Agreement.
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<br />ARTICLE 40: JOINT WORK PRODUCT
<br />This Master Agreement is the joint work product of H-GAC and the Contractor. This Master Agreement has been
<br />negotiated by H-GAC and the Contractor and their respective counsel and shall be fairly interpreted in accordance
<br />with its terms and, in the event of any ambiguities, no inferences shall be drawn against any party.
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<br />ARTICLE 41: PROCUREMENT OF RECOVERED MATERIAL
<br />H-GAC and the Respondent must comply with section 6002 of the Solid Waste Disposal Act, as amended by the
<br />Resource Conservation and Recovery Act. The requirements of Section 6002 include: (1) procuring only items
<br />designated in guidelines of the Environmental Protection Agency (EPA) at 40 CFR part 247 that contain the
<br />highest percentage of recovered materials practicable, consistent with maint aining a satisfactory level of
<br />competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the
<br />preceding fiscal year exceeded $10,000; (2) procuring solid waste management services in a manner that
<br />maximizes energy and resource recovery; and (3) establishing an affirmative procurement program for
<br />procurement of recovered materials identified in the EPA guidelines. Pursuant to the Federal Rule above, as
<br />required by the Resource Conservation and Recovery Act of 1976 (42 U.S.C. § 6962(c)(3)(A)(i)), Respondent
<br />certifies that the percentage of recovered materials content for EPA-designated items to be delivered or used in the
<br />performance of the Contract will be at least the amount required by the applicable contract specifications or other
<br />contractual requirements.
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<br />ARTICLE 42: COPELAND “ANTI-KICKBACK” ACT
<br />DocuSign Envelope ID: 477C45AE-B489-46C6-84F5-C1CB6A598105DocuSign Envelope ID: 7E694176-9E31-49DB-A1E4-AFB129905EB1
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