Request for Quotation Document

REQUEST FOR QUOTATION (RFQ) — BUSINESS AGREEMENT

Parties

Requesting Party Name:

Requesting Party Address:

Supplier Name:

Supplier Address:

Recitals

WHEREAS, Requesting Party desires to solicit a written quotation for the goods and/or services described in this Request for Quotation (the "RFQ") and to define certain commercial terms under which a quotation may be submitted;

WHEREAS, Supplier represents that it is duly qualified and possesses the skill, personnel and resources required to prepare and submit a quotation and to perform the work if selected; and

WHEREAS, the parties intend that a submitted quotation accepted in writing by Requesting Party will form a binding agreement incorporating the terms set forth in this RFQ and the accepted quotation.

RFQ Administrative Details

Scope of Work

Provide a detailed description of the goods and/or services for which a quotation is requested. Include deliverables, performance standards, milestones and acceptance criteria.

Itemized Requirements

Enter up to six discrete line items. If additional space is required, attach a separate schedule and reference below.

Quotation Requirements and Validity

Each quotation must be submitted in writing and must remain valid for the period set forth below. Quotations shall state unit prices, extended totals, applicable taxes, lead times and proposed delivery or performance dates. Requesting Party is not obligated to accept the lowest quotation and may reject all quotations.

Payment Terms

Payment obligations, invoicing requirements and remedies for late payment are set forth below. Supplier shall invoice Requesting Party in accordance with the agreed schedule and shall include supporting documentation as required by the Scope of Work.

Term and Termination

The parties agree that the quotation and any resulting agreement shall commence and terminate as set forth below unless earlier terminated in accordance with this section.

Either party may terminate for material breach if the breach is not cured within the notice period. Termination for convenience requires the notice period set forth above and payment for all work performed through the effective termination date.

Confidentiality

All non-public information exchanged in connection with this RFQ shall be treated as Confidential Information. Confidential Information excludes information that is (a) already known to the receiving party without confidentiality obligations, (b) becomes publicly available through no fault of the receiving party, or (c) is rightfully received from a third party without restriction.

The receiving party shall not use Confidential Information except to evaluate or perform under this RFQ and shall use at least the same degree of care to protect such information as it uses to protect its own confidential information, but no less than reasonable care.

Acknowledgement: By checking the box, Supplier acknowledges receipt of Confidential Information and agrees to the confidentiality obligations above.

Governing Law and Dispute Resolution

This RFQ and any resulting agreement shall be governed by and construed in accordance with the laws of the state set forth below, without regard to conflict of laws principles. The parties shall attempt in good faith to resolve disputes promptly by negotiation.

Entire Agreement; Amendments

This RFQ together with any written quotation accepted by Requesting Party constitutes the entire agreement between the parties with respect to the subject matter and supersedes all prior negotiations, representations and agreements. Any amendment must be in writing and signed by authorized representatives of both parties.

Representations and Certifications

Supplier represents that the information submitted in any quotation is true, complete and accurate and that Supplier has the authority to enter into and perform under any resulting agreement. Supplier further certifies that it will comply with all applicable laws in the performance of the work.

Submission Instructions

Submit the completed quotation, attachments and any requested certifications by the Response Due Date. Quotations must be signed by an authorized representative of Supplier. Late submissions may be rejected at Requesting Party's discretion.

Acceptance and Award

No quotation shall be deemed accepted until Requesting Party issues a written award or purchase order. Acceptance of a quotation is subject to Supplier's compliance with the terms of this RFQ and any conditions stated in the quotation.

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