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HomeMy WebLinkAboutIT14-348 - Extension - CDW Government, Inc. - Aruba Annual Maintenance Renewal - 01/25/2016 Records i /% , emufl !% WASH]N aTO , /%//% Document . CONTRACT COVER SHEET This is to be completed by the Contract Manager prior to submission to City Clerks, Office. All portions are to be completed. If you have questions, please contact City Clerk's Office. Vendor lame: CDW-G 'vendor Number: 33506 JD Edwards Number Contract Number: This is assigned by City Clerk's Office Project Name: Aruba System Support [description: ❑ Interlocai Agreement ❑ Change Order ❑ Amendment E Contract ❑ Other: Contract Effective Date: 01/25/16 Termination Date: 01/24/17 Contract Renewal Notice (Nays): 30 Number of days required notice for termination or renewal or amendment Contract Manager: James Endicott Department: Information Technology Contract Amount: $10,997.09 Approval Authority: Z Department Director ❑ Mayor ❑ City Council Detail: (i.e. address, location, parcel number, tax id, etc.): As of: 08/27/14 ACH INFORMATION: U-enail Remittance TO:9WJW=ftnC8@CdW-00M REMIT PAYMENT TO: O INVOICE THE NORTHERN TRUST ROUTING NO.: 0711100152 10 SOUTH LASALLE STREET ACCOUNT NAME:COW GOVERNMENT C"ICAGO,IL 60675 ACCOUNT NO.:91057 Cow Government -5 76 Remittance Drive,Suite 1515 BTS0966 01/20116 5022586 — Chicago,IL 60675-1515 RETURN SERVICE REQUESTED $10,043.00 $0.00 $954.09 02/119116 $10,997.09 E0015X 1001901807592297P3664,935CDO1:D001 IIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIII CDW Government CITY OF KENT 75 Remittance Dflve ACCOUNTS PAYABLE Suite 1515 220 4TH AVE S Chicago,IL 60675-1515 KENT WA 98032-5895 PLEASE RETURN THIS PORTION WITH YOUR PAYMENT -------------------------------------------------------I--------------------------------------------------------------------------------------------------------------------------------- :Ij:*��::!Tlj�li!111W—ICE NU mom 9 TEM STS0966(RiX116 Net 30 Days 02119116 RP PL V5-9 1 *TE( SHI tCeH 0111&16 DROP SHIP-GROUND 127882 OP 1/1 5022686 I. , : 4 N1 -UNIT. E.?ALSE i rIN: O 1715238 ARUBA 1YR SYSTEM SUP RNW 0-1 OK 1 1 0 110,000.00 10,()00.00 Manufacturer Part Number:SUPP-SYSTEM-R Electronic distribution-NO MEDIA 1938153 ARUBA 1YR AP SUP RNW 0-10K 1 1 0 30.00 30.00 Manufacturer Part Number:SUPP-AP-R Electronic distribution-NO MEDIA 26'W23 ARUBA 1YR IAP SUP RNW 0-10K JAN 2 5 1016 1 1 o 13.00 13-00 Manufacturer Part Number.SUPP-IAP-1YR-R REMIT GO GREENI CDW is happy to announce that paperless billing is now available! If you would like to start receiving your invoices as an emalled PDF,please email CDW at paperiessbilling@cdw.com. Please include your Customer number or an Invoice number in your email for faster processing. REDUCE PROCESSING COSTS AND ELIMINATE THE HASSLE OF PAPER CHECKSI Begin transmitting your payments electronically via ACH using CDWs bank and remittance information located at the top of the attached payment coupon. Email credit@cdw.com with any questions. SUBT it i:pl ACOWU W QM' AOOC�A: - `--. , - PTA $10,043.00 DANFERNER CITY OF KENT 312-705-6257 400 W GOWE ST 50.00 KENT WA 98032-6019 danfem@odw.com .......... ... ........ $954.09 GSQP507 $10.997.09 Cage Code Number 1KH72 HAVE QUESTIONS ABOUT YOUR ACCOUNT? DUNS Number 02-615-7235 PLEASE EMAIL US AT credit@cdw.com ISO 9001 and ISO 14001 Certified VISIT US ON THE INTERNET AT www.edwg.com 0001:0001 CDW GOVERNMENT FEIN 36-42301110 Page 1 of 1 0 k \ § \ $ % Q \ n 9 7 lo'-) CT 0 2 a 0 - o w § $ % § o to 0 0 0 .. x Lo o ¢ R $ 2 2 2 \ b � \ / / fr 2 $ to q R 2 / -C Q 0 w 2 Q) F- r- T k3 2k ® 2 04 q q % C) E Co 2 (0) COD 8 Q D .. 0 f ± 2 2 O o c @ > / c \ O O O > qq > � k LM / ■ 2 ■ ® E . 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IL 60675..151; This quote 6s subject''to C D N's Terms and Conditions of Sales and Service Projects at http1wwww,cdvvg,corn/co riten "terms-conditions/product-sa�es.aspx For more information, contact a CDW aCCOL '11 tri and)ger.. I erms and conditions - Product Sales Page 1 of 6 Account Log On or Create Account "%Cart(0) =L=W! Search CDW... Iq HARDWARE SOFTWARE SOLUTIONS CLOUD BRANDS BLDG DEALS 800.808.4239- Terms&Conditions>Sales and Services Terms and Conditions of Sales and Service Projects PLEASE READ THESE TERMS AND CONDITIONS VERY CAREFULLY THE TERMS AND CONDITIONS OF PRODUCT SALES AND SERVICE PROJECTS ARE LIMITED TO THOSE CONTAINED HEREIN.ANY ADDITIONAL OR DIFFERENT TERMS OR CONDITIONS IN ANY FORM DELIVERED BY YOU("CUSTOMER")ARE HEREBY DEEMED TO BE MATERIAL ALTERATIONS AND NOTICE OF OBJECTION TO THEM AND REJECTION OF THEM IS HEREBY GIVEN, BY ACCEPTING DELIVERY OF THE PRODUCTS OR BY ENGAGING THE CDW AFFILIATE IDENTIFED ON THE INVOICE,STATEMENT OF WORK OR OTHER CDW DOCUMENTATION("SELLER")TO PROVIDE PRODUCT OR PERFORM OR PROCURE ANY SERVICES,CUSTOMER AGREES TO BE BOUND BY AND ACCEPTS THESE TERMS AND CONDITIONS UNLESS CUSTOMER AND SELLER HAVE SIGNED A SEPARATE AGREEMENT,IN WHICH CASE THE SEPARATE AGREEMENT WILL GOVERN. ANY GENERAL DESCRIPTION OF THE TYPES OF PRODUCTS OR SERVICES AND RESULTS THEREOF POSTED ON ANY SELLER WEBSITE OR MOBILE APPLICATION DO NOT CONSTITUTE PART OF THE AGREEMENT BETWEEN SELLER AND CUSTOMER. Important Information About These Terms and Conditions These Terms and Conditions constitute a binding contract between Customer and Seller and are referred to herein as either "Terms and Conditions"or this"Agreement".Customer accepts these Terms and Conditions by making a purchase from or placing an order with Seller or shopping on any Seller Website or Mobile Application(each,a"Site")or otherwise requesting products(the"Products")or engaging Seller to perform or procure any Services(as this and all capitalized terms are defined herein).These Terms and Conditions are subject to change without prior notice,except that the Terms and Conditions posted on a Site at the time Customer places an order or signs a Statement of Work will govern the order in question,unless otherwise agreed in writing by Seller and Customer. Customer consents to receiving electronic records,which may be provided via a Web browser or e-mail application connected to the Intemet;individual consumers may withdraw consent to receiving electronic records or have the record provided in non-electronic form by contacting Seller.In addition,Intemet connectivity requires access services from an Internet access provider.Contact your local access provider for details.Electronic signatures(or copies of signatures sent via electronic means)are the equivalent of written and signed documents. Customer may issue a purchase order for administrative purposes only.Additional or different terms and conditions contained in any such purchase order will be null and void.No course of prior dealings between the parties and no usage of trade will be relevant to determine the meaning of these Terms and Conditions or any purchase order or invoice,or any document in electronic or written form that is signed and delivered by each of the parties for the performance of Services other than Third Party Services(each,a"Statement of Work").This Agreement contains the entire understanding of the parties with respect to the matters contained herein and supersedes and replaces in its entirety any and all prior communications and contemporaneous agreements and understandings,whether oral,written,electronic or implied,if any, between the parties with respect to the subject matter hereof. Governing Law THESE TERMS AND CONDITIONS,ANY STATEMENTS OF WORK,THE SERVICES HEREUNDER AND ANY SALE OF PRODUCTS HEREUNDER WILL BE GOVERNED BY THE LAWS OF THE STATE OF ILLINOIS,WITHOUT REGARD TO CONFLICTS OF LAWS RULES.ANY ARBITRATION,ENFORCEMENT OF AN ARBITRATION OR LITIGATION WILL BE BROUGHT EXCLUSIVELY IN COOK COUNTY, ILLINOIS,AND CUSTOMER CONSENTS TO THE JURISDICTION OF THE FEDERAL AND STATE COURTS LOCATED THEREIN,SUBMITS TO THE JURISDICTION THEREOF AND WAIVES THE RIGHT TO CHANGE VENUE.CUSTOMER FURTHER CONSENTS TO THE EXERCISE OF PERSONAL JURISDICTION BY ANY SUCH COURT WITH RESPECT TO ANY SUCH PROCEEDING.Except in the case of nonpayment,neither party may institute any action in any form arising out of these Terms and Conditions more than one(1)year after the cause of action has arisen.The rights and remedies provided Seller under these Terms and Conditions are cumulative,are in addition to,and do not limit or prejudice any other right or remedy available at law or in equity. https://www.cdwg.com/content/terms-conditions/product-sales.aspx 2/21/2017 Terms and Conditions - Product Sales Page 3 of 6 until payment is received.Customer hereby grants to Seller a security interest in the Products to secure payment in full. Customer authorizes Seller to file a financing statement reflecting such security interest.Except as otherwise specified on an applicable Statement of Work,Customer will reimburse Seller for all reasonable out-of-pocket expenses incurred by Seller in connection with the performance of the Services,including,but not limited to,travel and living expenses. Export sales If this transaction involves an export of items(including,but not limited to,commodities,software or technology)subject to the Export Administration Regulations,such items were exported from the United States by Seller in accordance with the Export Administration Regulations.Customer agrees that it will not divert,use,export or re-export such items contrary to United States law.Customer expressly acknowledges and agrees that it will not export,re-export,or provide such items to any entity or person within any country that is subject to United States economic sanctions imposing comprehensive embargoes without obtaining prior authorization from the United States Government.The list of such countries subject to United States economic sanctions or embargoes may change from time to time but currently includes Cuba,Iran,Sudan, and Syria.Customer also expressly acknowledges and agrees that it will not export,re-export,or provide such items to entities and persons that are ineligible under United States law to receive such items,including but not limited to,any person or entity on the United States Treasury Department's list of Specially Designated Nationals or on the United States Commerce Department's Denied Persons List,Entity List,or Unverified List.In addition,manufacturers'warranties for exported Products may vary or may be null and void for Products exported outside the United States. Warranties Customer understands that Seller is not the manufacturer of the Products purchased by Customer hereunder and the only warranties offered are those of the manufacturer,not Seller or its Affiliates.In purchasing the Products,Customer is relying on the manufacturer's specifications only and is not relying on any statements,specifications,photographs or other illustrations representing the Products that may be provided by Seller or its Affiliates.SELLER AND ITS AFFILIATES HEREBY EXPRESSLY DISCLAIM ALL WARRANTIES EITHER EXPRESS OR IMPLIED,RELATED TO PRODUCTS,INCLUDING,BUT NOT LIMITED TO,ANY WARRANTY OF TITLE,ACCURACY,MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, WARRANTY OF NONINFRINGEMENT,OR ANY WARRANTY RELATING TO THIRD PARTY SERVICES.THE DISCLAIMER CONTAINED IN THIS PARAGRAPH DOES NOT AFFECT THE TERMS OF ANY MANUFACTURER'S WARRANTY.Customer expressly waives any claim that it may have against Seller or its Affiliates based on any product liability or infringement or alleged infringement of any patent,copyright,trade secret or other intellectual property rights(each a"Claim")with respect to any Product and also waives any right to indemnification from Seller or its Affiliates against any such Claim made against Customer by a third party.Customer acknowledges that no employee of Seller or its Affiliates is authorized to make any representation or warranty on behalf of Seller or any of its Affiliates that is not in this Agreement. Seiler makes no warranties to the Customer and the Customer hereby acknowledges that Seller makes no warranties in regard to the applicability of all laws and regulations affecting,without limitation the manufacture,performance,sale, packaging and labelling of the Products which are in force within the Customer's territory. Customer further acknowledges and agrees that Seller makes no representations,warranties or assurances that the Products are designed for or suitable for use in any high risk environment,including but not limited to aircraft or automobile safety devices or navigation,life support systems or medical devices,nuclear facilities,or weapon systems,and Customer agrees to indemnify Seller in connection with any such use of the Products.Customer further agrees to review and comply with the manufacture's disclaimers and restrictions regarding the use of the Products in high risk environments. Seller warrants that the Services will be performed in a good and workmanlike manner.Customer's sole and exclusive remedy and Seller's entire liability with respect to this warranty will be,at the sole option of Seller,to either(a)use its reasonable commercial efforts to reperform or cause to be reperformed any Services not in substantial compliance with this warranty or(b)refund amounts paid by Customer related to the portion of the Services not in substantial compliance; provided,in each case,Customer notifies Seller in writing within five(5)business days after performance of the applicable Services.EXCEPT AS SET FORTH HEREIN OR IN ANY STATEMENT OF WORK THAT EXPRESSLY AMENDS SELLER'S WARRANTY,AND SUBJECT TO APPLICABLE LAW,SELLER MAKES NO OTHER,AND EXPRESSLY DISCLAIMS ALL OTHER, REPRESENTATIONS,WARRANTIES,CONDITIONS OR COVENANTS,EITHER EXPRESS OR IMPLIED(INCLUDING WITHOUT LIMITATION,ANY EXPRESS OR IMPLIED WARRANTIES OR CONDITIONS OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY,DURABILITY,TITLE,ACCURACY OR NON-INFRINGEMENT)ARISING OUT OF OR RELATED TO THE PERFORMANCE OR NON-PERFORMANCE OF THE SERVICES,INCLUDING BUT NOT LIMITED TO ANY WARRANTY RELATING TO THIRD PARTY SERVICES,ANY WARRANTY WITH RESPECT TO THE PERFORMANCE OF ANY HARDWARE OR SOFTWARE USED IN PERFORMING SERVICES AND ANY WARRANTY CONCERNING THE RESULTS TO BE OBTAINED FROM THE SERVICES.THIS DISCLAIMER AND EXCLUSION SHALL APPLY EVEN IF THE EXPRESS WARRANTY AND LIMITED REMEDY SET FORTH HEREIN FAILS OF ITS ESSENTIAL PURPOSE.CUSTOMER ACKNOWLEDGES THAT NO REPRESENTATIVE OF SELLER OR OF ITS AFFILIATES IS AUTHORIZED TO MAKE ANY REPRESENTATION OR WARRANTY ON BEHALF OF SELLER OR ANY OF ITS AFFILIATES THAT IS NOT IN THIS AGREEMENT OR IN A STATEMENT OF WORK EXPRESSLY AMENDING SELLER'S WARRANTY. Customer shall be solely responsible for daily back-up and other protection of its data and software against loss,damage or corruption.Customer shall be solely responsible for reconstructing data(including but not limited to data located on disk files and memories)and software that may be lost,damaged or corrupted during the performance of Services.SELLER,ITS AFFILIATES,AND ITS AND THEIR SUPPLIERS,SUBCONTRACTORS AND AGENTS ARE HEREBY RELEASED AND SHALL CONTINUE TO BE RELEASED FROM ALL LIABILITY IN CONNECTION WITH THE LOSS,DAMAGE OR CORRUPTION OF DATA AND SOFTWARE,AND CUSTOMER ASSUMES ALL RISK OF LOSS,DAMAGE OR CORRUPTION OF DATA AND SOFTWARE IN ANY WAY RELATED TO OR RESULTING FROM THE SERVICES. Seller will not be responsible for and no liability shall result to Seller or any of its Affiliates for any delays in delivery or in performance which result from any circumstances beyond Seller's reasonable control,including,but not limited to,Product unavailability,carrier delays,delays due to fire,severe weather conditions,failure of power,labor problems,acts of war, terrorism,embargo,acts of God or acts or laws of any government or agency.Any shipping dates or completion dates provided by Seller or any purported deadlines contained in a Statement of Work or any other document are estimates only. Pricing Information;Availability Disdaimer Seller reserves the right to make adjustments to pricing,Products and Service offerings for reasons including,but not limited to,changing market conditions,Product discontinuation,Product unavailability,manufacturer price changes, supplier price changes and errors in advertisements.All orders are subject to Product availability and the availability of Personnel to perform the Services.Therefore,Seller cannot guarantee that it will be able to fulfill Customer's orders.If https://www.cdwg.com/content/terms-conditions/product-sales.aspx 2/21/2017 Terms and Conditions - Product Sales Page S of 6 Termination Either party may terminate performance of a Service or a Statement of Work for cause if the other party fails to cure a material default in the time period specified herein.Any material default must be specifically identified in a written notice of termination.After written notice,the notified party will,subject to the provision of warranties herein,have thirty(30)days to remedy its performance except that it will only have ten(10)days to remedy any monetary default.Failure to remedy any material default within the applicable time period provided for herein will give cause for immediate termination,unless such default is incapable of being cured within the time period in which case the defaulting party will not be in breach (except for Customer's payment obligations)if it used Its reasonable efforts to cure the default.In the event of any termination of the Services or a Statement of Work,Customer will pay Seller for all Services performed and expenses incurred up to and including the date of termination plus any termination fee if one is set forth in the applicable Statement of Work.In such event Customer will also pay Seller for any out-of-pocket demobilization or other direct costs resulting from termination.Upon termination,all rights and obligations of the parties under this Agreement will automatically terminate except for any right of action occurring prior to termination,payment obligations and obligations that expressly or by implication are Intended to survive termination(including,but not limited to,limitation of liability,indemnity, confidentiality,or licensing of Work Product and this survival provision). Provisions Related to Custom Imaging If in connection with the provision of Products or Services,Customer desires to have Seller provide installation of custom software images,Customer will be required to execute an Installation Indemnity Agreement,a form of which is provided at If in connection with the provision of Products or Services,Customer desires to have Seller provide installation of custom software images,Customer will be required to execute an Installation Indemnity Agreement,a form of which is provided at http://www.cdwg.com/forms/indemnity/app.aspx Arbitration Any claim,dispute,or controversy(whether in contract,tort or otherwise,whether preexisting,present or future,and including, but not limited to,statutory,common law,intentional tort and equitable claims)arising from or relating to the Products,the Services,the interpretation or application of these Terms and Conditions or any Statement of Work or the breach,termination or validity thereof,the relationships which result from these Terms and Conditions or any Statement of Work(including,to the full extent permitted by applicable law,relationships with third parties who are not signatories hereto),or Seller's or any of its Affiliates'advertising or marketing(collectively,a"Claim")WILL BE RESOLVED,UPON THE ELECTION OF ANY OF SELLER,CUSTOMER OR THE THIRD PARTIES INVOLVED,EXCLUSIVELY AND FINALLY BY BINDING ARBITRATION.If arbitration is chosen,it will be conducted pursuant to the Rules of the American Arbitration Association. If arbitration is chosen by any party with respect to a Claim,neither Seller nor Customer will have the right to litigate that Claim in court or to have a jury trial on that Claim or to engage in pre-arbitration discovery,except as provided for in the applicable arbitration rules or by agreement of the parties involved.Further,Customer will not have the right to participate as a representative or member of any class of claimants pertaining to any Claim. Notwithstanding any choice of law provision included in these Terms and Conditions,this arbitration agreement is subject to the Federal Arbitration Act(9 U.S.C.§§1-16).The arbitration will take place exclusively in Chicago,Illinois.Any court having jurisdiction may enter judgment on the award rendered by the arbitrator(s).Each party involved will bear its own cost of any legal representation,discovery or research required to complete arbitration.The existence or results of any arbitration will be treated as confidential.Notwithstanding anything to the contrary contained herein,all matters pertaining to the collection of amounts due to Seller arising out of the Products or Services will be exclusively litigated in court rather than through arbitration. Miscellaneous Seller may assign or subcontract all or any portion of its rights or obligations with respect to the sale of Products or the performance of Services or assign the right to receive payments,without Customer's consent.Customer may not assign these Terms and Conditions,or any of its rights or obligations herein without the prior written consent of Seller.Subject to the restrictions in assignment contained herein,these Terms and Conditions will be binding on and inure to the benefit of the parties hereto and their successors and assigns.No provision of this Agreement or any Statement of Work will be deemed waived,amended or modified by either party unless such waiver,amendment or modification is in writing and signed by both parties.The relationship between Seller and Customer is that of independent contractors and not that of employer/employee,partnership or joint venture. If any term or condition of this Agreement or a Statement of Work is found by a court of competent jurisdiction to be invalid,illegal or otherwise unenforceable,the same shall not affect the other terms or conditions hereof or thereof or the whole of this Agreement or the applicable Statement of Work.Notices provided under this Agreement will be given in writing and deemed received upon the earlier of actual receipt or three(3) days after mailing if mailed postage prepaid by regular mail or airmail or one(1)day after such notice is sent by courier or facsimile transmission.Any delay or failure by either party to exercise any right or remedy will not constitute a waiver of that party to thereafter enforce such rights. Version Date: 2015-03-05 RELATED LINKS: • Site Use • International Shipment • Product Recalls • Privacy Policy • Site Accessibility • Site Ma WHO WE ARE WHAT WE DO HOW CAN WE HELP SHOP About Us CDW Blog Customer Relations Account Center https://www.cdwg.com/content/terms-conditions/product-sales.aspx 2/21/2017