Terms & Conditions of Sale
Terms + Conditions of Sale
Products and Professional Services
END 2 END COMMUNICATIONS LLC, DBA END 2 END TECHNOLOGIES®, (herein referred to as “END 2 END,”) and the customer of END 2 END’S Products and Services (hereinafter “CUSTOMER”) desire to enter into an agreement under which CUSTOMER accepts these Terms & Conditions of Sale for Products and Professional Services (the “Terms of Sale”) for the purpose of END 2 END providing technological products and consulting services to CUSTOMER (the “Purpose”).
Therefore, in return for the consideration set forth below, END 2 END and CUSTOMER agree to these Terms of Sale as part of, and incorporated by this reference into, any Quotation and Statement of Work, contract or change order for or relating to the Products and Services (the “Agreement”) . The agreed upon Terms of Sale are as set forth below.
A. Order and Acceptance
1. Applicability. Each Quotation issued by END 2 END (“Quotation”) or Statement of Work issued by END 2 END (“SOW”) is an offer to sell software, hardware, and services sold by part number (”Products”) or professional services, managed services or cloud services (“Services”) to purchaser (“CUSTOMER”). The parties agree the sale of Products or Services hereunder are made subject to, deemed to include and be governed by these Terms of Sale), and that the Terms of Sale are hereby included and incorporated into the Quotation, SOW or other sales-related document by this reference. For purposes of this Agreement, the term “services sold by part number” means services, which, although ordered from END 2 END, are purchased from and supplied by a vendor (i.e., END 2 END does not directly perform or control the work); therefore, for purposes of these Terms of Sale the parties agree they are Products. CUSTOMER agrees that END 2 END’S Quotation or SOW and these Terms of Sale shall be deemed accepted by CUSTOMER upon END 2 END’S receipt from CUSTOMER a purchase order, a signed Quotation, a signed SOW, a signed third party lease agreement, or any other writing or conduct evidencing the intent to purchase or lease the Products or Services. described in END 2 END’S Quotation or SOW. CUSTOMER’S right to accept END 2 END’S Quotation, SOW and these Terms of Sale is expressly limited to the terms stated in each of them. END 2 END hereby objects to and rejects any terms and conditions stated in CUSTOMER’S documents, including, for example, a confirmation of order, email, or form, which terms and conditions are additional to or different from those set forth in END 2 END’S Quotation or SOW and these Terms of Sale.
B. Additional Terms for Product Sales
2. Product Returns and Warranty Assistance.
(a) CUSTOMER acknowledges that END 2 END is reselling (and not itself providing) all Products purchased by CUSTOMER, including, without limitation, software and Services Sold by Part Number.
(b) END 2 END shall pass through to CUSTOMER, the manufacturer’s warranties for each product and agrees to facilitate utilization of manufacturer’s product return policies. In no event will END 2 END provide product return or warranty coverage beyond that provided by the Manufacturer unless additional Manufacturer extended coverage is purchased. Products that are accepted for return by END 2 END are subject to END 2 END’S applicable restocking fee(s).
(c) CUSTOMER acknowledges the terms and conditions governing the use of such Products shall be solely between CUSTOMER and the manufacturer and that CUSTOMER shall address any concerns about the Products to the manufacturer unless there is a service agreement in place for End to End to handle such warranty concerns. 3. Product Warranty Disclaimer. END 2 END MAKES NO WARRANTIES OF ANY KIND FOR, ABOUT OR WITH REGARD TO THE PRODUCTS. END 2 END DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, EXPRESS OR IMPLIED, AS TO THE PRODUCTS INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY, SUITABILITY, RELIABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NONINFRINGEMENT. CUSTOMER’S SOLE WARRANTY SHALL BE THE MANUFACTURER’S WARRANTY ON THE PRODUCTS.
4. Shipment and Risk of Loss for Product Sales. All shipments of Products by END 2 END to CUSTOMER will be FOB point of shipment. Insurance coverage, transportation costs and all other expenses applicable to shipment from END 2 END to CUSTOMER’S identified point of delivery will be the responsibility of the CUSTOMER. Risk of loss will pass to the CUSTOMER upon delivery of the Products to the common carrier (regardless of who pays such common carrier) or the CUSTOMER’S representative at END 2 END’S point of shipment.
5. Product Security Interest. CUSTOMER grants END 2 END a security interest in and to the Products as security for payment in full of the purchase price. CUSTOMER authorizes END 2 END to file or record a UCC-1 Financing Statement or any other document it deems necessary to perfect this security interest.
6. Permitting Compliance for Product Sales. CUSTOMER will obtain all licenses, permits and approvals required by any governmental agency, foreign or domestic, having jurisdiction over the transaction. CUSTOMER hereby agrees to indemnify END 2 END for any claim under this provision as further stated in Section 22.
C. Additional Terms for Service Sales
7. Limited Warranty and Acceptance of Services. END 2 END represents and warrants to Customer that the Services shall be performed in a good, workmanlike, professional and conscientious manner by experienced and qualified employees of END 2 END according to the generally accepted standards of the industry to which the Services pertain. Installation services shall have a thirty (30) day warranty for correctness of installation. All Service deliverables will be deemed accepted by CUSTOMER if no objection to the Service performed is received by END 2 END within fifteen (15) days of performance. In the event the Services provided by END 2 END are not in conformance with this warranty, CUSTOMER shall provide a written statement describing the alleged non-conformity in sufficient and particular detail such that END 2 END may understand and correct the problem. END 2 END shall take commercially reasonable steps necessary to correct and cure the deficiency at no charge to the CUSTOMER. THIS IS CUSTOMER’S SOLE AND EXCLUSIVE REMEDY FOR BREACH OF THIS WARRANTY.
8. Limited Warranty for Staffing. END 2 END warrants that any consultant provided to CUSTOMER will have the qualifications and hold the certifications represented to CUSTOMER by END 2 END. END 2 END makes no other representations or warranties with respect to the Services to be provided and makes no representation or warranty that Services provided by a consultant will be error free or not interrupt CUSTOMER’S operations.
9. Service Warranty Disclaimer. EXCEPT AS PROVIDED FOR UNDER SECTIONS C (7) and (8), END 2 END MAKES NO WARRANTIES OF ANY KIND WITH REGARD TO THE SERVICES. END 2 END DISCLAIMS ALL OTHER REPRESENTATIONS AND WARRANTIES, EXPRESS OR IMPLIED, AS TO THE SERVICES, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT.
10. END 2 END Property. END 2 END software, equipment or consulting, programming, or management tools (collectively, “Property”) which may be furnished or utilized by END 2 END in the performance of the Services shall remain the property of END 2 END and shall be immediately returned to END 2 END within ten (10) days of its request or completion of the Services. CUSTOMER shall indemnify END TO END for the replacement cost of Property not returned as stated.
11. Service Work Assignments. END 2 END retains the right to assign such personnel, including subcontractors, as it deems appropriate to the performance of Services under these Terms of Sale.
12. CUSTOMER Coordination for Service Sales. CUSTOMER will provide a primary point of contact and make available all technical matter, data, information, operating supplies, and computer system(s), as reasonably required by END 2 END. END 2 END will assign a primary contact person for the Services. END 2 END shall not be responsible for loss or damage caused by CUSTOMER’S failure to timely perform under this provision.
D. Terms Applicable to All Sales
13. Price, Performance and Payment. The prices set forth in any Quotation and/or SOW are exclusive of all applicable taxes, duties, licenses, and tariffs levied upon the sale, purchase or delivery of the Products and/or Services which remain the CUSTOMER’S obligation. Prices quoted are firm for thirty (30) days unless otherwise provided on the Quotation or SOW. Unless expressly provided to the contrary, items designated as estimates are not binding commitments to sell at the estimated price or to deliver on the estimated schedule. Payment for Products is due thirty (30) days from the date of the invoice issued to the CUSTOMER and payment for Services is due thirty (30) days from the date of acceptance. In the event CUSTOMER chooses to finance the purchase of Products or Services from a third party leasing company, CUSTOMER remains liable for payment to END 2 END for all Products and Services purchased until END 2 END receives complete payment from such leasing company. Where the Quotation and/or SOW includes the purchase of both Products and Services, the transactions shall be deemed to be a separate for the supply of Products and the supply of Services. No default or delay in the delivery of Products shall relieve the CUSTOMER’S payment obligation for Services delivered and accepted by CUSTOMER and no default or delay in the delivery of Services shall relieve the CUSTOMER’S payment obligation for Products delivered and accepted by CUSTOMER. CUSTOMER shall timely pay the invoice price for Products and Services accepted by CUSTOMER and shall not withhold payment of the entire amount of an invoice because some parts of the Products or Services are not accepted. All payments will be made in US currency. Out of pocket expenses will be charged as incurred, including transportation costs and storage fees for Products not delivered as scheduled because CUSTOMER is not ready, willing and able to receive them. CUSTOMER will pay interest in the amount of one and one half percent (1.5%) per month, or the maximum allowed by law whichever is lower, on any outstanding balance owed.
14. Protection of Proprietary Information
(a) Confidential Information. Information provided by END 2 END to CUSTOMER about its Products and Services which is not generally known to the public and which has economic value to END 2 END, including but not limited to special features of the Products or Services and as well as Products or Services under development, is proprietary to END 2 END and is and shall be treated by CUSTOMER as confidential. Information designated as confidential by either party whether before or after the effective date of these Terms of Sale shall be held in strict confidence and disclosed or used only for the Purpose defined herein. The failure of a party to designate Information as confidential at the time of its disclosure shall not bar a later designation of the information as confidential. Except as required by law, no Confidential Information shall be disclosed without the prior written consent of the party designating the information as confidential. If either party is legally required to disclose any Confidential Information of the other party, the party so required shall notify the other party immediately and shall cooperate in seeking a reasonable protective order. This Section shall not apply to information, which is (i) in the public domain, (ii) already known to the recipient, (iii) developed independently or (iv) received from a third party without similar restriction and without breach of this or a similar agreement.
(b) Any trade secret as defined by the Arizona Uniform Trade Secrets Act (the “Act”) shall receive and be entitled to the protections of the Act and CUSTOMER shall not disclose or use same except as necessary to perform according to the Purpose of this Agreement.
15. Export Control Laws and Federal Regulations.
(a) Export and Re-Export. CUSTOMER agrees to comply with all applicable export and re-export control laws and regulations as may be applicable to any transaction hereunder, including, without limitation, the Export Administration Regulations promulgated by the United States Department of Commerce. CUSTOMER covenants that it will not, either directly or indirectly, sell, export (including without limitation any deemed export as defined by applicable law), re-export, transfer, divert, or otherwise dispose of any Product or Service deliverable to any country (or national thereof) subject to antiterrorism controls, U.S. embargo, encryption technology controls, or to any other person, entity (or utilize any such person or entity in connection with the activities listed above), or destination prohibited by the laws or regulations of the United States, without obtaining prior authorization from the competent government authorities as required by those laws and regulations. CUSTOMER certifies, represents and warrants that no Product or Service shall be used for any military or defense purpose, including, without limitation, being used to design, develop, engineer, manufacture, produce, assemble, test, repair, maintain, modify, operate, demilitarize, destroy, process, or use military or defense articles. Notwithstanding any provision of IT services or designs by END 2 END, CUSTOMER acknowledges that it is not relying on END 2 END for any advice or counseling on export control requirements. CUSTOMER agrees to indemnify, to the fullest extent permitted by law, END 2 END from and against any fines, penalties and reasonable attorney fees that may arise as a result of CUSTOMER’S breach of this Section.
(b) Government Business. Federal regulations require any party in contract with the government and any contract used by the party with third party vendors and contractors to contain certain provisions. These Federal Regulations are attached as Exhibit A, Exhibit A-1 and are incorporated into these Terms of Sale by this reference.
16. Limitation of Remedy. NO MONETARY RECOVERY IS AVAILABLE FROM END 2 END FOR WARRANTY CLAIMS. IN ANY CASE, IN NO EVENT SHALL END 2 END’S LIABILITY TO CUSTOMER EXCEED THE PURCHASE PRICE PAID FOR THE PRODUCT OR SERVICE THAT IS THE BASIS FOR THE PARTICULAR CLAIM. FOR REMOTE MANAGEMENT OF CUSTOMER’S ENVIRONMENT (MANAGED SERVICES) OR END 2 END ENTERPRISE CLOUD SERVICES, THE TOTAL LIABLITY OF END 2 END FOR THE PERFORMANCE OR NONPERFORMANCE OF ITS OBLIGATIONS SHALL NOT EXCEED SIX MONTH’S BASE CHARGE FOR THE SERVICE(S) THAT IS/ARE THE BASIS FOR THE PARTICULAR CLAIM. END 2 END SHALL NOT, IN ANY EVENT, BE LIABLE FOR ANY SPECIAL, INDIRECT, CONSEQUENTIAL, INCIDENTAL, EXEMPLARY OR PUNITIVE DAMAGES (INCLUDING, WITHOUT LIMITATION, LOST PROFITS, LOST REVENUES, LOST OR DAMAGED DATA, AND LOSS OF BUSINESS OPPORTUNITY), HOWEVER CAUSED, ARISING OUT OF THE USE OF OR INABILITY TO USE THE PRODUCT OR SERVICE, OR IN ANY WAY CONNECTED TO THESE TERMS OF SALE, EVEN IF END 2 END HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF DIRECT DAMAGES DO NOT PROVIDE AN ADEQUATE REMEDY. THE FOREGOING LIMITATION OF LIABILITY WILL APPLY WHETHER ANY CLAIM IS BASED UPON PRINCIPLES OF CONTRACT, WARRANTY, NEGLIGENCE, INFRINGEMENT OR OTHER TORT, BREACH OF ANY STATUTORY DUTY, PRINCIPLES OF INDEMNITY, CONTRIBUTION, RECOUPMENT OR OTHERWISE.
17. Cancellation of Order. The purchase of Products or Services may be cancelled by CUSTOMER only upon written approval of END 2 END and upon terms that indemnify END 2 END against all losses related to such cancellation pursuant to Section 22 herein.
18. Additional Contractual Rights for Default. If CUSTOMER defaults in performance of any obligation under these Terms of Sale, including the payment of any amount due, END 2 END may, at its option, suspend performance, require prepayment, or terminate its performance and collect payment for all Products and Services provided up to the date of termination as well as damages caused by the default.
19. Attorney Fees. CUSTOMER shall reimburse END 2 END for any and all expenses including, without limitation, reasonable attorney fees, costs and legal expenses that END 2 END pays or incurs in protecting and enforcing the rights of END 2 END under these Terms of Sale. In the event a dispute between the parties arises out of this Agreement, the Products or Services the prevailing party shall be awarded its reasonable attorneys fees, costs and litigation-related expenses.
20. Publication. Nothing contained in these Terms of Sale shall be interpreted so as to prevent END 2 END from publicizing its business relationship with CUSTOMER or the nature of the Products sold to or Services performed for CUSTOMER.
21. No Solicitation of Employees. CUSTOMER agrees not to solicit for employment or to employ any END 2 END employee for a period of twelve (12) months following the conclusion of the work performed under these Terms of Sale. CUSTOMER acknowledges that in the event of its breach of this Section 21, END 2 END’S actual damages caused by the breach may be difficult to ascertain, but that the cost of finding, hiring and training a replacement employee plus the dollar amount of any decrease in sales attributable to employee for two (2) years following the employee’s departure constitute a reasonable estimate of the damages. Therefore the parties agree and deem that the total of the cost of finding, hiring and training the replacement employee plus the dollar amount of any decrease in sales attributable to employee for two (2) years following the employee’s departure shall be the amount of damages to be awarded to END 2 END.
22. Indemnification. CUSTOMER agrees to repay, defend at its expense, and to indemnify and hold harmless END 2 END, its officers, directors, owners and employees (collectively, the “END 2 END COMPANY”) from:
a. The replacement cost of Property not returned to END 2 END pursuant to Section 10;
b. Any breach of Sections 15 and 17 herein;
c. Any fine, penalty, liability, loss, or damage that any of the END 2 END COMPANY may jointly or severally suffer as a result of claims, demand, costs (including reasonable attorneys fees and litigation expenses) or judgments against them arising out of this Agreement or the Products or Services sold hereunder which may at any time be
d. imposed on, incurred by or asserted against End 2 End, as the result of any act or failure to act of CUSTOMER following the execution and delivery of this Agreement,
e. Based on the claim that any materials or documentation provided by CUSTOMER to END 2 END during this engagement breaches a contract with a third party, or
f. Infringes the U.S. patent, copyright or other intellectual property right of, any third party.
23. Governing Law; Venue and Jurisdiction. This Agreement and the Terms of Sale shall be interpreted, enforced, and governed under the laws of the State of Arizona without regard to conflict of law principles and the U.N. Convention On The International Sale Of Goods (”CISG”) shall not apply to sales between END 2 END and the CUSTOMER. Venue and jurisdiction shall be in the Downtown Division of the Superior Court of Maricopa County in Phoenix, Arizona.
24. No Waiver. The failure of either party to insist upon strict performance of any of the provisions of the Terms of Sale will not be deemed a waiver of any breach or default.
25. Remedies. The remedies expressly provided to END 2 END hereunder are not exclusive of other claims or remedies. END 2 END reserves the right to all remedies available at law or in equity.
26. Injunctive Relief. CUSTOMER acknowledges that the Confidentiality and No-Solicitation of Employees covenants stated in Sections 14 and 21of this Agreement each serve a valuable and reasonable economic purpose, and that any violation of these covenants will cause irreparable harm and immeasurable damage to END 2 END. Therefore, CUSTOMER agrees that upon CUSTOMER’S material breach of either of these Sections 14 or 21, or other restrictive covenant of this Agreement, END 2 END shall be entitled to injunctive or other equitable relief, with reasonable bond, restraining CUSTOMER from violating the Confidentiality, No-Solicitation or other restrictive covenant of this Agreement.
27. Severability. If any provision of these Terms of Sale is unenforceable as a matter of law, all other provisions will remain in effect.
28. Excusable Delay. END 2 END will not be liable for any delay or failure of performance whatsoever due to acts of God, earthquakes, shortage of Products or supplies, transportation difficulties, labor disputes, riots, war, fire, epidemics or other circumstances beyond END 2 END’S control.
29. Claims Limitation Period. Any claim, whether in contract or tort, by CUSTOMER against END 2 END arising out of this Agreement or from or in connection with END 2 END’S sale of Products or Services hereunder cannot be filed, made or maintained unless filed within one (1) year of the occurrence of the event giving rise to the claim.
30. Non-Disparagement. CUSTOMER agrees that during the term of this Agreement, and at any time after the termination of the Agreement, CUSTOMER must not make, or cause his principals, agents, affiliates, and representatives to make or communicate to any person not employed by END 2 END any statements that are negative, uncomplimentary or derogatory about END 2 END that would tend to disparage, slander, ridicule, degrade, harm or injure END 2 END, any business relationship of END 2 END, or any principal, manager, investor officer, member, or other employee of END 2 END or its affiliates. The prohibitions of this provision shall include but not be limited to any written statement or letter, verbal statement, or conversation either electronic or in person, including without limitation statements to business associations, government agencies, all forms of electronic, Internet or Online communication, including any online or internet website, emails, statements via social media, including Facebook, twitter, any blog, chat site, “flamings,” posts on purported neutral sites for END 2 END review, posts on review sites such as Angier’s List or the Better Business Association, or any other statement in any format, in any other public or private forum. Likewise, END 2 END will not make such statements regarding CUSTOMER.
31. Entire Agreement. This Agreement and the Terms of Sale supersede all prior or current written or oral statements, representations, negotiations, agreements and understandings not stated in these Terms of Sale. The principals of the parties to this Agreement are sophisticated and knowledgeable business people, relying on their own investigation of the matter, and are not relying on any representation by the other party not stated herein.
Acceptance and Agreement by the Parties:
Pursuant to this Agreement the Agreement including the Terms of Sale are accepted by CUSTOMER by the placing of an order with END 2 END to purchase the Products or Services and by END 2 END’S upon END 2 END’S acceptance of the order.
GOVERNMENT CONTRACTOR REGULATIONS
ATTACHED AS EXHIBIT A
With Debarment Certification and Lobbying Certification
As Attachments 1 and 2.
FEDERAL CONTRACT AGREEMENT
Debarment and Suspension; Lobbying; Buy American; and Kickbacks. Federal regulations require any party in contract with the government and any contract used by the business with third parties to contain the following provisions.
1. Debarment and Suspension.
Federal regulations prohibit CUSTOMER from knowingly purchasing goods and services from persons who are debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participating in: (a) transactions with the Federal government; or (b) transactions with participants in programs funded in whole or in part by Federal grants, loans, or loan guarantees. To comply with its obligations under these Federal regulations, CUSTOMER shall have obtained from END 2 END a signed debarment and suspension certification in the form of an Attachment 1 to this Agreement. By signing this Agreement, END 2 END represents and warrants that it: 1) has read and understands Attachment 1, both the debarment and suspension certification and the accompanying instructions; 2) shall sign and deliver additional counterparts of the debarment and suspension certification whenever requested by END TO END and 3) shall perform all of the requirements of a “lower Tier Participant” as set forth in the instructions accompanying the debarment and suspension certification.
Federal regulations (a) prohibit CUSTOMER from using Federally appropriated funds to pay any person for influencing or attempting to influence certain Federal officers or agents in connection •with making a Federal loan; and (b) require CUSTOMER to obtain the lobbying certification in the form of Attachment 2 from contractors for all contracts exceeding $100,000. By signing this Agreement, CUSTOMER represents and warrants that it: 1) has read and understands Attachment 2, if applicable, 2) shall sign and deliver additional counterparts of the certification whenever requested by END 2 END and 3) shall perform all of the requirements set forth in the lobbying certification.
3. Buy American.
In performing this Agreement, END 2 END shall not use or furnish: (a) unmanufactured articles, materials, and supplies which have not been mined or produced in this United States of America or any eligible country (as defined below); and (b) manufactured articles, materials, and supplies which have not been manufactured in the United States of America or any eligible country that are not manufactured substantially all from articles, materials, and supplies mined, produced, or manufactured in the United States of America or any eligible country. For purposes of this Paragraph, an "eligible country" is any country that has entered into an agreement with the United States of America to ensure reciprocal access for United States of America suppliers, products, and services in the markets of that country, as determined by the U.S. Trade Representative. END 2 END shall provide to CUSTOMER such information, documents, and certificates as may be requested by CUSTOMER or any governmental representative from time to time during the term of this Agreement with respect to any articles, materials, or supplies used by END 2 END in connection with the services provided under this Agreement.
4. No Kickbacks.
END 2 END shall comply, and shall ensure that its subcontractors comply, with Title 18 U.S. Code, Chapter 41, § 874, which prohibits kick-backs from public works employees under penalties of law.
5. Equal Employment Opportunity.
At all times while END 2 END is performing services pursuant to this Agreement, END 2 END shall comply with Federal law regarding Equal Employment Opportunity.
5.1 No Discrimination. END 2 END shall not discriminate against any worker, employee, or applicant for employment because of race, color, religion, sex, national origin, age, veteran status, physical or mental disability (except where the disability prevents the individual from being able to perform the essential functions of the job and cannot be reasonably accommodated in compliance with the law) or any other protected category under Federal, State, or local law. END 2 END shall take "Affirmative Action" to ensure that applicants are not employed, and that workers are treated during employment, without regard to their race, color, religion, sex, national origin, age, veteran status, physical or mental disability (except where the disability prevents the individual from being able to perform the essential functions of the job and cannot be reasonably accommodated in compliance with the law) or any other protected category under Federal, state or local law. "Affirmative Action" includes, but is not limited to, the following: employment; upgrading; demotion; transfer; recruitment; recruitment layoff; termination; rates of pay or other forms of compensation; for training, including apprenticeship. END 2 END shall post in and keep posted a notice or notices, to be furnished by the Occupational Safety and Health Administration, U.S. Department of Labor, informing employees of the protections and obligations provided for in the Act, and that for assistance and information, including copies of the Act and of specific safety and health standards, employees should contact the employer or the nearest office of the Department of Labor. Such notice or notices shall be posted by the employer in each establishment in a conspicuous place or places where notices to employees are customarily posted. Each employer shall take steps to insure that such notices are not altered, defaced, or covered by other material.
5.2 Advertisements. END 2 END shall ensure that all solicitations or advertisements for employees placed by or on behalf of END 2 END state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, national origin, age, citizenship status, veteran status, or handicap.
5.3 Labor Union Notice. END 2 END shall send to each labor union or representative of workers with which it has a collective bargaining agreement or other contract or understanding, a notice to be provided by CUSTOMER’S designated representative, advising the labor union or workers' representative of the END 2 END’S commitments under section 202 of Executive Order 11246 of September 24, 1965. END 2 END shall post copies of the notice in conspicuous places available to employees and applicants for employment.
6. Executive Order 11246.
6.1 END 2 END shall comply with all provisions of Executive Order 11246 of September 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. END 2 END shall furnish all information and reports required by Executive Order 11246 and by the rules, regulations, and orders issued pursuant to it. END 2 END shall permit access to END 2 END ‘S books records, and accounts to CUSTOMER’S designated representative and governmental regulatory authorities such as the U.S. Secretary of Labor to determine that END 2 END has complied with Executive Order 11246 and related rules, regulations, and orders.
6.2 Failure to Comply. If END 2 END fails to comply with the provisions of this Section 6: (a) this Agreement or any Service Order may be cancelled, terminated, or suspended in whole or in part; (b) END 2 END may be declared ineligible for further government contracts according to the procedures authorized in Executive Order 11246; and (c) other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 and related rules, regulations, and orders of the Secretary of Labor, or as otherwise provided by law.
6.3 Provisions Included in Subcontracts. END 2 END shall include the provisions of this Section 6 in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246, so that the provisions will be binding upon each subcontractor or vendor. END 2 END shall act with respect to any subcontract or purchase order as may be directed by the Secretary of Labor as a means of enforcing these provisions including sanctions for noncompliance; however, if END 2 END becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of this requirement, END 2 END may request the United States of America to enter into the litigation to protect the interests of the United States.
6.4 Failure to Comply. If END 2 END fails to comply with the provisions of this Section 6: (a) this Agreement or any Service Order may be cancelled, terminated, or suspended in whole or in part; (b) END 2 END may be declared ineligible for further government contracts according to the procedures authorized in Executive Order 11246; and (c) other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 and related rules, regulations, and orders of the Secretary of Labor, or as otherwise provided by law.