Standard Terms & Conditions NorthWest Arkansas Community College

1. GENERAL: Any special Terms and conditions included in the Purchase Order (PO) override these Standard Terms and Conditions.
2. PRICES: In case of errors in extension, unit prices shall govern. Supplier must receive approval from the Purchasing Department prior to delivery when actual prices differ from these stated hereon.
3. DISCOUNTS: All cash discounts offered will be taken if earned.
4. TAXES: The College is subject to Arkansas Sales Taxes.
5. DISCRIMINATION: In order to comply with the provisions of Act 954 of 1977, relating to unfair employment practices, the supplier agrees as follows: (a) the supplier will not discriminate against any employee or applicant for employment because of race, sex, color, age, religion, handicap or national origin: (b) in all solicitation or advertisement for employees, the supplier will state the all qualified applicants will receive consideration without regard to race, color, sex, age, religion, handicap or national origin: (c) the supplier will send to each labor union or worker’s representative notices stating the supplier’s responsibilities under the statute: (d) the supplier will furnish such relevant information and reports as requested by the Human Resources Commission for the purpose of determining compliance with the statute: (e) failure of the supplier to comply with the statute the rules and regulations promulgated thereunder and this non-discrimination clause shall be deemed a breach of contract and it may be canceled, terminated or suspended in whole or in part: (f) the supplier will include the provision of items a through e in every subcontract so that such provisions will be binding upon such subcontractor or supplier.
6. ANTITRUST ASSIGNMENT: The supplier named on the front of this PO, acting herein by the authorized individual, its duly authorized agent, hereby assigns, sells and transfers to the State of Arkansas all rights, title and interest in and to all causes of action it may have under the antitrust laws of the United States or this State for price fixing, which causes of action have accrued prior to the date of this assignment and which relate solely to the particular goods or services purchased or produced by this State pursuant to this contract.
7. GUARANTY: All items shall be newly manufactured, in first class condition, latest model and design, including where applicable, containers suitable for shipment and storage, unless otherwise indicated. Supplier hereby guarantees that everything furnished hereunder will be free from defects in design, workmanship and material; that if sold by drawing, samples or specification, it will conform thereto and will serve the function for which furnished hereunder. Supplier further guarantees that if the items furnished hereunder are to be installed by the supplier that such items will function properly when installed. Supplier also guarantees that all applicable laws have been complied with relating to construction, packaging, labeling, and registration. Supplier’s obligation under this paragraph shall survive for a period of one (1) year from date of delivery, unless otherwise specified herein.
8. BACKORDERS OR DELAY IN DELIVERY: Backorders or failure to deliver within the time required may be default of the contract. Supplier must give written notice to the Purchasing Department of the reason and the expected delivery date. If reason is not acceptable, supplier is in default. The Purchasing Department has the right to extend delivery if reason appear valid. If date is not acceptable, the College may buy elsewhere.
9. DELIVERY REQUIREMENTS: No substitutions or cancellations are permitted without approval of the Purchasing Department. Delivery shall be made during NWACC work hours only, 8:30am to 4:30pm, unless prior approval for other delivery has been obtained from the College. Packing memorandum shall be enclosed with each shipment.
10. DEFAULT: All commodities furnished will be subject to inspection and acceptance of the College after delivery. Default in promised delivery or failure to meet specifications authorizes the Purchasing Department to cancel this contract or any portion of same and reasonably purchase commodities elsewhere and charge full increase, if any, in cost and handling to defaulting supplier.
11. VARIATION IN QUANTITY: The College assumes no liability for commodities produced, processed, or shipped in excess of the amount specified on the NWACC Purchase Order.
12. INVOICING: The supplier shall be paid upon submission of an original properly itemized invoice showing purchase order number. Invoices must be sent to the NWACC Accounts Payable Office.
13. NWACC PROPERTY: Any specification, drawings, technical information, dies, cuts, negatives, positives, data or any other commodity furnished to the supplier hereunder or in contemplation hereof or developed by the supplier for use hereunder shall remain property of the College, be kept confidential, be used only as expressly authorized, and returned at the supplier’s expense to the NWACC Purchasing Department, properly identifying what is being returned.
14. PATENTS OR COPYRIGHTS: The supplier agrees to indemnify and hold NWACC harmless from all claims, damages, and costs, including attorney’s fees, arising from infringement of patents or copyrights.
15. ASSIGNMENTS: Any contract entered into pursuant to the Purchase Order is not assignable nor the duties thereunder delegable by either party without the written consent of the College.
16. OTHER REMEDIES: In addition to the remedies outlined herein, the supplier and the College have the right to pursue and other remedy permitted by law or in equity.
17. LACK OF FUNDS: The College may cancel this contract if the extend funds are no longer legally available for expenditures under this contract. Any delivered but unpaid-for goods will be returned in normal condition to the supplier by the College. If the College is unable to return the commodities in normal condition and there are no funds legally available to pay for the goods, the supplier may file a claim with Arkansas Claims Commission. If the supplier has provided services and there are no longer funds legally available to pay for the services, the supplier may file a claim.
18. ETHICAL STANDARDS: It shall be a breach of ethical standards for a person to be retained, or to retain a person, to solicit or secure a state contract upon an agreement or understanding for a commission, percentage, brokerage, or contingent fee, except for retention of bona fide employees or bona fide established commercial selling agencies maintained by the supplier for the purpose of securing business.
19. SOVEREIGN IMMUNITY: Nothing in this agreement shall be construed to waive the sovereign immunity of the State of Arkansas or any entity thereof, including NorthWest Arkansas Community College