New Short Form Model Agreement w ins. - March 2024 updated.pdf

[Contractor] Contract No.: [TBA]

[Services]

SUFFOLK COUNTY COMMUNITY COLLEGE

AGREEMENT

This Agreement (“Agreement”) is by and between Suffolk County Community College (“College”), having its principal office at 533 College Road, Selden, New York 11784-2899, a community college established pursuant to New York State Education Law, under the sponsorship of the County of Suffolk

(“County”), a municipal corporation of the State of New York, and

[TBA] (“Contractor”), a corporation authorized to do business in the State of New York having a principal place of business at [address].

The parties hereto desire for the Contractor to assist the College in [description of services], as more fully described in Attachment A, annexed hereto and made a part of this Agreement (“Services”).

Term of Agreement: [TBA], which period shall include [particular aspects of services].

Total Cost of Agreement: [TBA ($---.--), as set forth in Attachment B, annexed hereto.

Terms and Conditions: Shall be as set forth in Exhibit A, attached hereto and made a part of this

Agreement.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the latest date written below.

[Contractor] Fed. Tax ID # [insert]

Tel.: [insert]

By: _________________________________

[Name and Title]

Date: ______________________________

Approved as to Legality:

Suffolk County Community College

By: _________________________________

Alla Brodsky

Deputy College General Counsel

Date: _______________________________

Suffolk County Community College

By:________________________________

Sara E. Gorton, CPA

Interim Vice President for Business and

Financial Affairs

Date:_____________________________

Exhibit A

Terms and Conditions

1. Services. The Contractor shall purchase, deliver, and install [purchases/services], as specified in more detail in Attachment A, annexed hereto and made a part of this Agreement (hereinafter collectively referred to as the “Services”).

2. Payment.

a. In full consideration for the Services provided by the Contractor, the College shall pay to the

Contractor [Cost ($---.--), as set forth in Attachment B. The costs specified in Attachment B constitute the full obligation of the College for the Services rendered by the Contractor pursuant to this Agreement.

b. For each month in which Contractor performs work under this Agreement, Contractor shall prepare and present a monthly invoice to:

Suffolk County Community College, Accounts Payable Department

Attn: Sal Arnold

PO Box 2280

Selden, NY 11784

Invoices can also be emailed to cboap@sunysuffolk.edu. Payment will be made within thirty (30) days after approval of invoice by the College. Invoice must reference the purchase order number and be itemized in detail so that anyone reading same may readily understand the kind, quantity, quality and prices. Cash discount terms, where applicable, must be indicated on the invoice. By submitting an invoice, Contractor certifies that all items or services were delivered or rendered as set forth on the invoice; that the prices charged are in accordance with the referenced purchase order, delivery order or contract; that the claim is just, true and correct; that the balance stated herein is actually due and owing and has not been previously claimed; that no taxes from which the County/College is exempt are included. Incomplete invoices will be returned to the Contractor unpaid.

3. Termination. This Agreement may be terminated (i) for any or no reason by the College upon thirty (30) days’ written notice to the Contractor, (ii) for breach of this Agreement on the part of the Contractor immediately upon the receipt by the Contractor of written notice of termination,

(iii) upon mutual written Agreement of the College and the Contractor.

4. It is understood that Contractor is prohibited from assigning, transferring, conveying, subletting, or otherwise disposing of this contract, or its right, title, or interest herein, or its power to execute this Agreement, to any other person or corporation.

5. Contractor warrants that they are not in arrears to the College or the County of Suffolk upon debt or contract and is not a defaulter as surety, contractor or otherwise on any obligation to the College or the County of Suffolk.

6. It is expressly agreed that Contractor’s status hereunder is that of an independent contractor.

Neither Contractor nor any person hired by Contractor shall be considered an employee of the

College or the County of Suffolk for any purpose.

mailto:cboap@sunysuffolk.edu

7. Any communications, notice, claim for payment, report or other submission necessary or otherwise required to be made by Contractor to the College, shall be deemed to have been duly made upon receipt by the College at the Business and Financial Affairs Office.

8. If any term or provision of this instrument is held invalid or unenforceable, the remainder of the

Agreement shall not be affected and shall remain in full force and effect.

9. It is understood that this instrument represents the entire Agreement; that all previous understandings are merged herein, and that no modifications shall be valid unless so amended by mutual written agreement.

10. Contractor represents and warrants that it has not offered or given any gratuity to any official, employee or agent of Suffolk County or of New York State or of any political party, with the purpose or intent of securing an agreement or securing favorable treatment with respect to the awarding or amending of an agreement or the making of any determinations with respect to the performance of an agreement, and that Contractor has read and is familiar with the provisions of

Local Law No. 32-1980 of Suffolk County (Chapter 386 of the Suffolk County Code).

11. Contractor represents and warrants that, unless exempt, it has filed with the Comptroller of Suffolk

County the verified public disclosure statement required by Local Law No. 14 of 1976, as amended

(Sec. A5-7 of the Suffolk County Code). Contractor acknowledges that such filing is a material, contractual and statutory duty and that the failure to file such statement shall constitute a material breach of this Agreement, for which the College shall be entitled, upon a determination that such breach has occurred, to damages, in addition to all other legal remedies, of fifteen percent (15%) of the amount of the Agreement.

12. The Contractor agrees that they shall protect, indemnify and hold harmless the College and its officers, officials, employees, contractors, agents and other persons from and against all liabilities, fines, penalties, actions, damages, claims, demands, judgments, losses, costs, expenses, suits or actions and reasonable attorneys' fees, arising out of the acts or omissions or the negligence of the

Contractor in connection with the services described or referred to in this Agreement. The

Contractor shall defend the College and its officers, officials, employees, contractors, agents and other persons in any suit, including appeals, or at the College’s option, pay reasonable attorney’s fees for defense of any such suit arising out of the acts or omissions or negligence of the Contractor, its officers, officials, employees, subcontractors or agents, if any, in connection with the services described or referred to in this Agreement.

13. College’s Non-Discrimination Notice

Suffolk County Community College does not discriminate on the basis of race, color, religion, creed, sex, age, marital status, gender identity or expression, sexual orientation, familial status, pregnancy, predisposing genetic characteristics, equal pay compensation-sex, national origin, military or veteran status, domestic violence victim status, criminal conviction or disability in its admissions, programs and activities, or employment. This applies to all employees, students, applicants or other members of the College community (including, but not limited to, vendors and visitors). Grievance procedures are available to interested persons by contacting either of the Civil

Rights Compliance Officers/Coordinators listed below and are located at www.sunysuffolk.edu/nondiscrimination. Retaliation against a person who files a complaint, serves as a witness, or assists or participates in the investigation of a complaint in any manner is strictly prohibited.

The following persons have been designated to handle inquiries regarding the College’s non-discrimination polices:

Civil Rights Compliance Officers

Christina Vargas or

Chief Diversity Officer/Title IX

Coordinator

Ammerman Campus, NFL Bldg., Suite 230

533 College Road, Selden, NY 11784 vargasc@sunysuffolk.edu

(631) 451-4950

Dionne Walker-Belgrave

Affirmative Action Officer/Deputy Title IX

Coordinator

Ammerman Campus, NFL Bldg., Suite 230

533 College Road, Selden, NY 11784 walkerd@sunysuffolk.edu

(631) 451-4051

14. Contractor agrees to procure, pay the entire premium for and maintain throughout the term of this

Agreement, policies of insurance, as follows: - [optional]

a. Commercial General Liability insurance, including contractual coverage, in an amount not less than Two Million Dollars ($2,000,000.00) combined single limit for bodily injury and property damage per occurrence, naming Suffolk County Community College and The County of

Suffolk as additional insureds; and

b. Workers’ Compensation and Employer’s Liability insurance in compliance with all applicable

New York State laws and regulations. In accordance with General Municipal Law section 108, this Agreement shall be void and of no effect unless Licensee shall provide and maintain coverage during the term of this license for the benefit of such employees as are required to be covered by the provisions of the Workers’ Compensation Law.

http://www.sunysuffolk.edu/nondiscrimination mailto:vargasc@sunysuffolk.edu mailto:walkerd@sunysuffolk.edu