CT-TnC-072116.pdf

TERMS AND CONDITIONS

Purchase Order: The terms purchase order, order, or contract, are used interchangeable herein.

Equipment: Any equipment offered shall be new and current model, unless otherwise specified. Any equipment delivered and/or installed that does not meet this requirement shall be returned and replaced with the required equipment by the Contractor at his expense.

Warranty: The Manufacturer’s and Contractor’s most favorable warranty offered to preferred customers, shall apply to all items. A copy of such warranty shall be furnished to the agency upon the delivery of the goods and/or services specified herein.

FOB Point: Freight and delivery terms shall be "FOB destination" to the ordering agency’s designated receiving location or construction site. All freight charges, unless otherwise specified, shall be included in the unit price of the product(s) or the lump sum offer, whichever is requested herein.

Specified/Alternate Brands/Service: Unless otherwise specified, brands and specifications referenced herein are meant to establish a minimum standard of quality only. Substitutions shall not be made without the Purchaser’s prior written permission. Substitutions may be considered only if the comparable brand and/or service performs the same function at the same operational and maintenance cost, or less, and the brand/make and model offered is clearly and completely described in the contractor’s request for substitution. Failure to provide adequate information with your written request to enable the Commonwealth to determine that the product or service offered is comparable and acceptable will be cause for rejection of the request for substitution. Unless an alternate product or service is approved by the purchaser in writing, it is understood that the product or service described in this order shall be provided hereunder. Products delivered or services performed that do not meet the requirements of this purchase order will be the responsibility of the contractor. The contractor will be required to remove the product(s)/services from the agency’s receiving or installation location and all expenses incurred (by either party) in connection with the return of the product(s), services or system will be the sole responsibility of the contractor.

Contract: This purchase order mailed or otherwise furnished to and accepted by the Contractor shall be deemed to result in a binding contract without further action by either party. This order represents the entire agreement between the parties with respect to the subject matter hereof. Prior negotiations, representation or agreements, either written or oral, between the parties hereto relating to the subject matter hereof shall have no effect upon this contract.

Contract Termination: This contract may be terminated for default by the contractor (section 2), and for the convenience of the Commonwealth,(section 3) and pursuant to the funding out provision (section 4), all in accordance with 200 KAR 5:312.

Post Contract Agreements: Agency personnel will not be required to enter into or sign post contract agreements, leases, company orders, or other documents to complete or initiate the terms of this contract. Post contract agreements using the contractor’s forms will be non-binding on the State and agents of the State and will be cause for breach of contract.

Compliance with State Law: The laws of the Commonwealth of Kentucky shall govern this contract.

Contract Modifications: No modification to this contract shall be permitted unless the contractor receives written approval from the designated Commonwealth purchasing entity.

Kentucky Sales and Use Taxes: Sales to the Commonwealth of Kentucky and its agencies are not subject to state sales or use taxes.

(Tax Exemption Number ST-37-187) Invoicing: Upon completion of the work or delivery specified in the contract, an invoice shall be prepared and transmitted to the agency receiving the goods or services. One copy shall be marked "original" unless otherwise specified. Invoices shall contain, at a minimum, the following information: Contract number (and order number, if any), item numbers, description of supplies or services and delivery/work location, quantities, unit prices, and extended totals. NOTICE: Invoices containing terms and conditions contrary to the terms and conditions contained herein shall be rejected and shall not be paid until the unacceptable terms and conditions have been removed from the invoice.

Payment: Payment shall be made within thirty (30) working days pursuant to KRS 45.453.

Vendor Registration: In order to be paid, you must be registered in the Commonwealth’s electronic procurement system. To register or update your registration, please visit the website at http://eprocurement.ky.gov and click on the appropriate ICON in the “Registration Area”.

Affidavit: The Vendor/Contractor shall complete the Required Affidavit for Bidders, Offerors and Contractors (RABOC), for requirements over $1,000 before contract award. A copy of the affidavit to be completed will be provided by the purchasing entity.

Insurance: The contractor will provide for service contracts (including construction contracts), unless otherwise specified herein, insurance with no deductibles for the following types and amounts: Commercial General Liability Insurance with a combined single limit of $1,000,000 minimum and Automobile Liability Insurance with a combined single limit of $1,000,000 and Workers’ Compensation Insurance and Unemployment Insurance as required by KRS Chapters 341 and 342. The Contractor shall also require the Insurer to provide a Certificate of Insurance that must indicate the Commonwealth and its agents as an additional named insured for this contract. The certificate(s) must be provided to the agency within ten (10) days after notification to provide such certificate(s). Failure to provide the required certificate(s) within the prescribed time may result in contract termination. The Contractor is required to keep current copies of the certificate(s) on file during the contract period and provide the agency with current copies as updated. The insurance shall be indorsed to state that it shall not be suspended, voided, cancelled by either party, reduced in coverage or limits, except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the agency. The insurance coverage shall be in compliance with the laws of the Commonwealth of Kentucky and shall be placed with a licensed resident or non-resident agent who represents insurance companies authorized to do business in Kentucky.

Mandates: All products purchased or services rendered in connection with this contract shall be in compliance with all applicable governmental mandates. This includes, but is not necessarily limited to, consumer protection mandates, occupational safety mandates, building and construction codes, applicable labor laws and any other applicable local, state and federal mandates.

http://eprocurement.ky.gov/