5. Tha Vendor represents snd warrents to MAPC as followe:
i. ‘Thatit and all its personne! (whether employees, agents or independant Vendors) are
qualified and duly ficensad as required by law and/or local municipal code to provide
services and/or goods required by this AGREEMENT.
il. That it further agrees to perform services, including manufacturing, In 4 professional
manner adhering to a reasonable standard of care and In accordance with all
applicable State or Federal laws, rulas and regulations.
ii, That it will obtain any and all permits, bonds, insurances and other Rems required for
the proper and legal performance of the work.
lv. That It{s not a party to any AGREEMENT, contract or understanding, which would In
any way restrict or prohibit It from undertaking or performing lis obligations
hereunder In accordance with the terms and conditions of this AGREEMENT.
Articte Hl
Parformence of the Vendor
6. in the performance of service under this AGREEMENT, the Vendor acts at all times ae an
Independent contractor. There Is no relationship of employment or agancy betwean MAPC, on
the one hand, and the Vendor on the other, and neither party shall have nor exercise any
contre! or direction over the method by which the other performs its work or functions aside
from such contro! or directions es provided in tiis AGREEMENT which the parties view as
consistent with thelr independant Vendor relationship.
7. The Vendor agrees to be responsible for and warrantee the work of its subcontractors listed In
Exhibit D and to ensure thelr compliance with all legal, quailty aad performance zequirements
of tha Request for Proposals ("RFP”] - RFP No. attached in Exhibit B; and the Vendor's Price
Proposal and Technical Proposal attached In Exhibit F. The Vendor may not use subcontractors
not nemed In Exhibit D without the pricr written cansent of MAPC, which will not unreasonably
be withheld,
Article V
Time of Performance
8. Time shall be of the essence in relation to Vendor's performance under this AGREEMENT.
Vendor shall completa performance as promised In its quote that accompanies the Buyar's
purchase order or othar document cenfirming its authorization to the Vendor to proceed.
Reasonable extensions shall be granted by the Buyer at the written request of the Vendor,
provided the Justifying circumstances are documented by and are bayond the reasonable
control of Vendar and without fault of Vendor. In the event of such an extension, alf other
tarms and conditions of this AGREEMENT, except the dates of commencemant end completion
of performance, shal remain In full force and effect between the parties unless modified in
