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TERMS AND CONDITIONS
<br />1.0 General Provisions:
<br />1.1 Unless stated otherwise, the services provided under this Agreement shall be provided during Climatec LLC's
<br />normal business hours. Normal business hours are Monday through Friday, 8:00 A.M. to 5:00 P.M. inclusive,
<br />excluding holidays.
<br />1.2 The Purchaser shall provide reasonable means of access to the equipment being measured or verified. Climatec
<br />LLC shall not be responsible for any removal, replacement, or refinishing of the building structure, if required to gain
<br />access to the equipment. Climatec LLC shall be permitted to start and stop all equipment necessary to perform the
<br />services herein described as arranged with the Purchaser's representative.
<br />1.3 This Agreement, when accepted in writing by the Purchaser and approved by an authorized Climatec LLC
<br />representative, shall constitute the entire Agreement between the two (2) parties.
<br />2.0 Charges:
<br />2.1 For services not covered by this Agreement, but performed by Climatec LLC upon the Purchaser's authorization,
<br />the Purchaser agrees to pay Climatec LLC upon presentation of itemized invoice(s) at Climatec LLC's current rates.
<br />2.2 If emergency service is requested by the Purchaser and inspection does not reveal any defect for which Climatec
<br />LLC is liable under this Agreement, the Purchaser will be charged at Climatec LLC's current emergency charge rates.
<br />3.0 Limitations of Liability:
<br />3.1 Climatec LLC shall not be liable for any loss, delay, injury, or damage that may be caused by circumstances
<br />beyond its control including, but not restricted to; acts of God, war, civil commotion, acts of government, fire, theft,
<br />corrosion, floods, lightning strikes, freezes, strikes, lockouts, differences with workmen, riots, explosions, quarantine
<br />restrictions, delays in transportation, shortage of vehicles, fuel, labor or materials, or malicious mischief. IN NO
<br />EVENT SHALL CLIMATEC LLC BE LIABLE FOR BUSINESS INTERRUPTION, LOSSES, OR
<br />CONSEQUENTIAL, INDIRECT, SPECIAL OR SPECULATIVE DAMAGES.
<br />3.2 Climatec LLC shall not be required to make safety tests, install new devices, or make modifications to any
<br />equipment to comply with recommendations or directives of insurance companies, governmental bodies, or for other
<br />reasons.
<br />3.3 Climatec LLC shall not be required to make replacements or repairs necessitated by reason of negligence, abuse,
<br />misuse.
<br />3.5 This agreement pre -supposes that all equipment is in satisfactory working order. Climatec LLC will inspect the
<br />equipment within sixty (60) days after the agreement takes effect and will advise the Purchaser of any equipment
<br />found to be in need of repair. If the Purchaser does not authorize Climatec LLC to make the repairs or if the
<br />Purchaser does not have the work performed, the equipment will be eliminated from coverage and the Agreement
<br />savings will be adjusted. Maintenance of existing equipment and systems is the responsibility of the Purchaser.
<br />Failure to properly maintain equipment and systems can result in reduced energy efficiency and may necessitate a
<br />baseline energy adjustment. There may be some equipment which, for reasons beyond Climatec LLC's control,
<br />cannot be inspected before this Agreement takes effect. Climatec LLC will inspect such equipment on the first visit
<br />where the equipment is available.
<br />3.6 The amount of any present or future sales, use, occupancy excise, or other tax (federal, state, or local) which
<br />Climatec LLC hereafter shall be obligated to pay, either on its own behalf or on the behalf of the Purchaser or
<br />otherwise, with respect to the services covered by this Agreement, shall be paid by the Purchaser.
<br />3.7 If the equipment or software included under this Agreement is altered, modified, or changed by a party other than
<br />Climatec LLC, this Agreement shall be modified to incorporate such changes and the Agreement price and/or Savings
<br />shall be adjusted accordingly.
<br />* CLIMATEC'
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<br />City of San Leandro
<br />M&V Agreement
<br />Page 3 of 6
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