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Home My WebLink About321262 CLAYS ACE HARDWARE - CONTRACT - CONTRACT - 27766 MISC CONTRACT LIGHTINGInstant Coupon Incentive Agreement for Fall 2006 Efficient Lighting Program Clay's Hardware, Inc. dba Clay's Ace Hardware, 1001 East Harmony, Fort Collins, Colorado 80525 (Retailer) and City of Fort Collins, Colorado (Sponsor) hereby jointly agree to participate in a special instant coupon discount program in order to promote the sale of efficient light emitting diode (LED) holiday lighting products through the Retailer in Fort Collins, Colorado. The Sponsor will reimburse the Retailer for the coupon value for each eligible product sold at the 1001 East Harmony location at a discounted price under the terms of this Agreement. This is a component of the Sponsor's fall 2006 Efficient Lighting Program. Exhibit "A" lists the products eligible for the instant coupon incentive, the coupon incentive amount per product sold, customer sales limit, estimated quantities of products and the not -to -exceed limit on the Sponsor's funds under this Agreement. Article 1. Term This promotion and Agreement shall be effective for qualifying retail sales beginning on a date in November 2006, mutually agreed upon by the Retailer and the Sponsor, on which the Holiday Lighting Turn -in Event (Event) will take place at the Retailer store, and ending no later than December 15, 2006, except that Sponsoes obligation to pay the coupon incentive reimbursements provided hereunder shall be limited to the amounts set forth in Exhibit "A". The parties may agree in writing to extend the term of this Agreement. Article 2. Reimbursement Stipulations All of the following stipulations must be met in order for retail sales to be eligible for coupon incentive reimbursement payment from Sponsor: 1. The eligible products will be available on the sales floors of the Retailer by the starting date for the promotion. 2. All Retailer -produced point -of -purchase and advertising materials related to this promotion must be approved by the Sponsor before production and placement of this material. 3. The Retailer will allow the Sponsor to place point -of -purchase signage in the vicinity of the promoted products that includes the Sponsor's logo, the coupon incentive amount and the customer sales limit. The signage will remain in place throughout the term of this Agreement. 4. The Retailer sells the products listed in Exhibit "A" of this Agreement, at a retail price reduced by the Sponsor's coupon incentive, only to customers who have completed the information required on the instant coupon specific to the product being purchased and who have complied with the terms of the coupon. Instant coupons will be provided by the Sponsor. Coupons may not be reproduced, photocopied or altered in any way. 5. The Retailer provides actual store sales data on the products listed in Exhibit "A" of this Agreement, for the period of the promotion. All sales data must be generated from the Retailer's computer -based point -of -sale system or an alternative format approved by the Sponsor. An example of sales data must be submitted by the Retailer and approved by the Sponsor prior to the beginning of the promotion. Clay's Ace Holiday Lighting Coupon Agt 8-21-06.doc Page 1 of 4 01 6. The Retailer's staff is trained about LED holiday lighting and the specifics of the promotion by the Sponsor, prior to the beginning of the promotion. 7. Coupons issued on the day of the Event may only be redeemed by the Retailer on the day of the Event. 8. All Redemption/Invoice Guidelines listed below are adhered to. Article 3. Redemntion/Invoice Guidelines Redemption/invoicing for incentives for product sold through this promotion will be submitted by the Retailer to the Redemption Agent. Such Redemption Agent will be designated by the Sponsor, and Sponsor will notify the Retailer in writing of such designation. In the absence of such designation, the Sponsor will act as the Redemption Agent and requests for payments shall be submitted to: Fort Collins Utilities, Attn: Efficient Lighting Program, P.O. Box 580, Fort Collins, CO 80522. The Redemption Agent shall reimburse the Retailer the instant coupon incentive amount listed in Exhibit "A" for products sold under the terms of this Agreement, within thirty (30) days of receipt of the properly documented invoice from the Retailer. The following procedure must be followed to receive payment: 1. The request for payment must include a completed Sponsor -provided coupon redemption form and all coupons that it reflects, with all information required on the coupons completed on every coupon. 2. The Retailer must attribute all specific invoices to AGT #FC2006-02B. 3. Invoices may be submitted on either a biweekly or monthly basis, at the option of the Retailer. Any such invoice must be submitted within 15 days of the last day of the invoice period. 4. The Retailer must submit SKU-level sales data for the eligible products by store location. These sales data must match the invoice and invoice cover sheet. Sales data must be reported in a format consistent with the sales and inventory management system(s) used by Retailer. Article 4. Holiday Liehtin¢ Purchase Option At the Retailer's option, the Sponsor will purchase up to 50 percent of the LED holiday lighting product listed in Exhibit "A" that has not sold by December 15, 2006. The Sponsor's purchase price under this option will be equal to the Retailer's wholesale cost. This option must be exercised by Retailer no later than January 15, 2007. Article 5. General Terms The laws of the State of Colorado will be applied in the interpretation, execution and enforcement of this Agreement. 2. Venue for any legal action regarding the interpretation, execution or enforcement of this Agreement shall be in Larimer County District Court in Fort Collins, Colorado. 3. Any notice, request, demand, consent or approval, or other communication required or permitted hereunder will be in writing and will be deemed to have been given when personally delivered or deposited in the United States mail with proper postage and addressed as follows: If to Retailer: Lisa Clay Clay's Ace Hardware 1001 E. Harmony Clay's Ace Holiday Lighting Coupon Agt 8-21-06.doc Page 2 of 4 Fort Collins, Colorado 80525 If to Sponsor: General Manager Fort Collins Utilities 700 Wood Street P.O. Box 580 Fort Collins, Colorado 80522 4. This Agreement is made for the sole and exclusive benefit of the parties and shall inure to the benefit of their respective successors and assigns. It is not made for the benefit of any third party. 5. In the event any covenant, condition or provision of this Agreement is held to be invalid by final judgment of any court of competent jurisdiction, the invalidity of such covenant, condition or provision shall not in any way affect any of the other covenants, conditions or provisions of this Agreement, provided that the invalidity of any such covenant, condition or provision does not materially prejudice either party in its respective rights and obligations under the valid covenants, conditions or provisions of this Agreement. 6. By executing this Agreement as provided below, the parties accept the terms and conditions hereof and agrees to abide by them. Each party also represents and warrants that it is authorized to accept the terms and conditions hereof. The individual persons signing below hereby each represent that they are authorized to bind the party they claim below to represent to the terms and conditions hereof. Lisa Clay, Uwner - Clay's O'Neill II, CPPO, FNIGP, and Risk Management - City of Fort Collins Clay's Ace Holiday Lighting Coupon Agt 8-21-06.doc Page 3 of 4 EXHIBIT "A" Fall 2006 Efficient Lighting Program Details Light Emitting Diode holiday light string, power draw not to exceed five watts, when customer turns in a $5.00/string working incandescent C-9 or C-7 holiday light string during the Holidav Li¢htine Turn -in Event string, power draw not to exceed five watts, when customer turns in a $3.00/string working incandescent mini -light holiday light string during the Holiday Lighting Turn -in Event Light Emitting Diode holiday light string, power draw not to exceed five watts, when customer does not turn $2.00/string in a working incandescent mini -light holiday light string during the Holiday Lighting Turn -in Event Light Emitting Diode holiday light string, power draw not to exceed five watts, after the Holiday Lighting Turn -in Event has been held, if the $2.00/string maximum limits for quantities or funds has not been met (no product 5 strings 2,000 strings total all total all $10,000 products products 1. The total coupon incentive amount for all eligible products may not exceed the Not -to -Exceed Sponsor Funds amount. Clay's Ace Holiday Lighting Coupon Agt 8-21-06.doc Page 4 of 4