1-RFP WCU05808262274 - Appendix C - Contract Exceptions.pdf

This is an Appendix C document outlining contract exceptions and terms for requests for proposals issued by Pennsylvania's State System of Higher Education (PASSHE) on behalf of West Chester University of Pennsylvania. The document establishes the framework for offerors to propose exceptions to standard contract terms and conditions during the proposal submission process. The State System has identified certain contract clauses that are prohibited due to its status as a Commonwealth of Pennsylvania agency, including provisions related to arbitration, assignment, attorney's fees, court costs, entry of judgment, indemnity, hold-harmless provisions, non-Pennsylvania jurisdiction, advance payments, and insurance requirements. Conversely, the State System has designated specific contract elements as non-negotiable and required in all contracts, including limitation of liability, hold harmless clauses, nondiscrimination provisions, sexual harassment policies, background checks for minors, mandatory reporting requirements, contractor responsibility and integrity standards, right to offset, right-to-know law compliance, and applicable Pennsylvania law. Offerors must document any proposed modifications to contract terms with detailed explanations for each requested change, providing their company name, principal place of business address, contact information, solicitation number, and solicitation title.

The document establishes that offerors are deemed to have accepted standard contract terms and conditions unless expressly calling out exceptions in their proposals. While the State System will consider alternate contract language proposed by offerors, it reserves the right to reject proposals if offerors require that the State System be bound by proposed contract language, potentially rendering such proposals nonresponsive. The State System explicitly states it will not be bound by contract language received as part of a prospective provider's response unless mutually agreed upon. This framework applies across multiple concurrent solicitations for West Chester University, including projects for exterior signage, psychiatric services, student housing furniture, roof replacement, vehicle procurement, and print/mail/distribution services, all of which maintain consistent contract exception procedures and contact points through the university's purchasing office.