U46 Vendor Terms and Conditions

U-46 Vendor Terms and Conditions

Vendor must immediately notify Unified School District 46 (U-46 or District) in writing of any ambiguity, conflict, discrepancy, omission, or error in this purchase order.

These terms and conditions supplement the U-46 Board of Education’s policies, and nothing in this order shall be construed to contravene those policies as applicable to the parties involved in the creation of this agreement.

 

Vendor Relations

School District U-46 will seek business and bids from all eligible vendors, regardless of race, creed, color, gender, national origin, age or handicap.  If all other considerations are equal, each order will be placed on the basis of quality, price, delivery, and past service. No person officially connected with or employed by the School District will be an agent for, or have any monetary or beneficial interest in, or receive any compensation or reward of any kind from any vendor for sale of supplies, materials, equipment or services.    LEGAL REF.:  Illinois School Code: 105 ILCS 5/10-9, -20.21    CROSS REF.: 4.164 - Construction, Contracts, Bidding, Awards and Payments.

 

 

If the amount of this purchase order exceeds $25,000 and includes building, repairing, enlarging, improving, or demolishing any school building, the vendor shall provide and pay for a bond in compliance with all applicable laws covering the payment and performance of the work required by this purchase order.

 

No increase in the prices specified in this order will be accepted unless written authority for such an increase is given by the Director of Purchasing of U-46. Reasonable quantities in excess of the amount specified on this order may be accepted, but U-46 reserve the right to return excess overage at vendor’s expense.

 

Vendor shall make no substitutions or changes in this order without written authority executed in the same manner as the original order.

In the event the vendor’s price at the time of shipment under this order is lower than indicated, such reduction in price will be passed on to U-46.

 

The vendor must not appear on the federal vendor debarment listing. If the vendor appears on the list, the vendor is disqualified from doing business with U-46 and this purchase order is void.

By entering into this agreement, vendor certifies that no findings for recovery against the vendor remain unresolved. The vendor must reconcile such a finding with any Illinois state agency or auditor within 60 days or be disqualified from fulfilling the terms of this purchase order.

 

Unless otherwise noted, all invoices are to be billed to the U-46 Accounts Payable Department and mailed to Educational Services Center, 355 E. Chicago St., Elgin, IL 60120.

 

Vendor certifies that: (1) in the hiring of employees for the performance of work under the contract or any subcontract, neither it nor any of its subcontractors, by reason of race, color, religion, sex, age, disability, national origin, or ancestry, as described in all applicable state and federal laws, shall discriminate against any citizen of this state in the employment of a person qualified and available to perform the work to which the contract relates, and (2) neither it, its subcontractors, or persons acting on its behalf or the behalf of any subcontractor shall, in any manner, discriminate against, intimidate, or retaliate against any employee hired for the performance of work under the contract on account of race, color, religion, sex, age, disability, national origin, or ancestry.

 

The vendor shall be solely responsible for initiating, maintaining and supervising safety precautions and programs in connection with its work. The vendor shall comply with all applicable laws and regulations of any public body having jurisdiction for the safety of persons or property or to protect them from damage, injury or loss and shall erect and maintain all necessary safeguards for such safety and protection. The vendor shall notify owners of adjacent property and of underground facilities and utility owners when prosecution of the work may affect them and shall cooperate with them in the protection removal, relocation, and replacement of their property.

 

All damage, injury or loss to any property caused directly or indirectly, in whole or in part, by the vendor, any subcontractor, supplier or any other person or organization directly or indirectly employed by any of them to perform or furnish any of the work or anyone for whose acts any of them may be liable, shall be remedied by the vendor.

 

NOTE: ASBESTOS CONTAINNG MATERIALS EXIST IN SOME SCHOOL BUILDINGS. The vendor shall familiarize itself with the information available from the relevant U-46 administrative office, or the specific school building’s administrative office as to the location of asbestos containing materials or suspected asbestos containing materials to all persons employed by the vendor and any subcontractor, supplier or any other person or organization directly or indirectly employed by any of them to perform or furnish any of the work.

 

No asbestos containing materials shall be utilized by the vendor and the vendor shall be required to certify in writing that the materials utilized do not contain asbestos. In addition, no known or suspected toxic or hazardous material shall be utilized by the Vendor if a substitute product is available and equal to the known or suspected toxic or hazardous product. Any time a known or suspected toxic or hazardous material is to be used, written permission must be received in advance from U-46.

 

The vendor agrees to protect, defend, indemnify, and hold harmless U-46 and its respective officials, employees, agents and representatives, against loss, claim, liability in tort or by statute imposed, charge, cost or expense, including without limitation, attorneys’ fees which may be incurred in connection with, or in any manner of any damage or loss arising from disclosure of proprietary information.

 

All shipments must be FOB destination with freight and packing, including tax, paid by the shipper. Deliveries will be made to the address specified by the location placing the order.

Vendors will not comply with any order, directive, or request that changes or modifies the requirements of this purchase order unless issued in writing and signed by an authorized District representative. Any verbal communications will be considered unofficial and non-binding on the District. Questions directed to anyone other than the authorized District representative or statements made by anyone other than the authorized District representative shall be deemed to be unofficial and non-binding on the District. The authorized District representative is solely responsible for all written clarification.

 

 

If a party to this purchase order does not demand strict performance of any clause in this purchase order, that party has not waived or relinquished any of its rights and the party may at any later time demand strict and complete performance of the purchase order.

 

The vendor, its employees, and subcontractors will not engage in harassment against any U-46 staff member or student on the basis of sex, race, color, national origin, religion, age, disability, or sexual orientation, as prohibited by all applicable federal, state, and local laws, and any applicable U-46 Board Policy.

 

The vendor will comply with all applicable federal, state, and local laws in the conduct of the work specified in this contract, including applicable state and federal laws regarding drug-free work places. 

This purchase order may not be assigned or otherwise transferred to others by the vendor without the prior written consent of the District.

 

U-46 reserves the right to cancel orders, or any part thereof, without obligation if delivery is not made within the time specified or within 60 days of the order date, if no date is specified. If applicable, deliveries will be made during normal school hours which are 8:00 a.m. until 3:00 p.m. Central Standard Time. All requests for extensions beyond the original delivery date must be directed to the department placing the order. Partial deliveries are not satisfactory unless a written request from the vendor is received and approved prior to the delivery date.

 

Selected vendors will be required to conduct criminal background checks on all employees who will be working on school property and will not permit any employee to enter the premises of the U-46 who is not in conformity with the requirements of 105 ILCS 5/10-21.9 of the Illinois School Code. The vendor must provide written certification that no employee who enters District property is in violation of the provisions therein. 

 

The vendor will protect, defend, indemnify, and hold U-46 harmless from and against any damage, cost, or liability, including attorneys’ fees and costs, resulting from claims by third parties for injury or damage to persons or property arising from the acts or omissions of the vendor, its officers, employees, agents, or subcontract in providing products or services under the terms and conditions of this purchase order.

 

The vendor will perform its duties as an independent contractor and not as an employee of the U-46. Neither the vendor nor any agent or employee of the vendor will be, or will be deemed to be, an agent or employee of the U-46.

 

All equipment, materials, construction, and services are subject to inspection and rejection, notwithstanding prior payment to obtain cash discount. U-46 will make the final determination of quality acceptance or rejection. Material rejected on account of inferior quality or workmanship or failure to conform to this order is to be returned to you, at your expense for transportation both ways. Failure to meet specification requirements or failure to correct or replace unacceptable work at the vendor's expense will be considered a default by the vendor and the District, at its discretion, may terminate this purchase order.

 

The vendor will provide and pay for all material, labor, tools, transportation, and handling necessary for the furnishing, delivery, assembly of, and installation of any equipment related to this purchase order. The vendor will complete inspection before, during, and after installation of equipment. Vendor will be responsible for any damage to the premises of any site as the result of equipment installation and shall repair and restore any area so damaged to its original condition in a time frame designated by U-46. The vendor will keep the premises and areas in which work is performed free from accumulated waste, tools, installation equipment, machinery, and surplus materials. The vendor will remove all installation related trash from the premises.

 

U-46 will bear no risk of loss or damage during the period of transportation and installation, or during the entire time any equipment is in the possession of U-46 except when loss or damage is due to fault or negligence by U-46. If damage or loss occurs to the installed equipment caused by U-46 negligence, the vendor will submit an invoice and a written damage evaluation to U-46. If the damaged equipment can be repaired, the vendor will invoice U-46 at the vendor’s lowest current price for parts and labor. If the equipment needs to be replaced, the U-46 Purchasing Department will negotiate with the vendor to arrive at the depreciated value of the replacement equipment.

 

In the event that any product, equipment, or device provided by the vendor exhibits a tendency toward continuous breakdown or produces poor quality output for a period of 4 consecutive weeks, the District reserves the right to require the vendor to replace the item with a substitute that is acceptable to the District.

 

 

In the event that the District shares education records with the vendor, the vendor is subject to the provisions of the Family Educational and Privacy Act regarding the use and re-disclosure of personally identifiable information from educational records included in 34 C.F.R. § 99.33 as well as other requirements established by the District.

 

Neither party shall be liable for failure or delay in performance under any purchase order due in whole or in part to an act of God, strike, war, civil commotion, sabotage, fire, flood, explosion, acts of any government, or any other causes which are not within such party’s reasonable control. During any period of vendor’s inability to perform, the District may acquire from others, without incurring liability to the vendor, said goods or services.

 

This purchase order shall be governed by Illinois law. The validity, construction, and effect of this purchase order and any claims arising under it shall also be governed by Illinois law. Any provision of this purchase order prohibited by Illinois law shall be deemed void and of no effect. Litigation arising out of or relating in any way to this purchase order or the performance there under shall be brought in a court of competent and valid jurisdiction in the State of Illinois or as selected by counsel for U-46. 

 

All right, title, and interest in all intellectual property conceived or developed in the course of the Consultant’s/vendor’s work for U-46 under this purchase order shall be the property of U-46.

Incorrect invoices will be returned for correction and the discount period will not commence until a corrected invoice is received.

 

Vendors shall not file a lien or encumbrance against any items purchased as a result of this purchase order or against property owned by the District.

 

This purchase order contains the entire agreement. The parties have made no agreements or representations either written or verbal relating to the subject matter hereof which are not set forth herein.

 

The vendor agrees to protect, defend, indemnify, and hold harmless the U-46 from any claim involving patent or copyright infringement on products and services provided.

 

The vendor agrees to submit to the District for approval all advertising, sales promotion, and other matters relating to the purchase order wherein the U-46 name is mentioned or language is used from which the District’s name, in the District’s judgment, may be implied. The vendor further agrees not to publish, use such advertising, or sales promotion without the prior written consent of the U-46 except that may be required by law.

 

Payment will not constitute an acceptance of work, materials, or equipment not provided in accordance with purchase order documents. Payment also does not relieve the vendor of liability for any express or implied warranties or responsibility for faulty materials, workmanship, or service. The vendor shall remedy any defects in the work, materials, or equipment and pay for any other resulting damage to other work, materials, or equipment which appears within one (1) year of final acceptance. Nothing stated herein will relieve the vendor of common law liability for latent defects, which may appear after the expiration of the warranty period

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During the purchase order period, the successful vendor will keep all financial records consistent with appropriate accounting principles and is required to provide U-46 or its agents, access to any and all records related to the purchase order.

 

If any of the terms, covenants, provisions, or agreements contained herein is held invalid, illegal, or unenforceable by a competent court or arbitrator, this purchase order shall be interpreted as if such invalid terms, covenants, provisions, or agreements were not contained herein and the remaining provisions shall be valid and enforceable.

 

The vendor will be solely responsible for all federal, state, and local taxes, fees, and payments including, but not limited to; property tax, Unemployment Compensation insurance premiums, Workers’ Compensation payments, all income tax deductions, Social Security deductions, and any other taxes or payroll deductions required for all employees engaged by the vendor in the performance of the work specified. The vendor will hold U-46 harmless for all claims arising from payment of such taxes and fees.

 

 

U-46 does not pay local, state, or Federal transportation or fuel surcharges. 

 

The vendor will obtain and post all licenses and permits as required by federal, state, and local law.

 

The vendor will comply with all U-46 building rules and regulations.

 

The vendor will maintain, during the life of the purchase order, adequate Workers’ Compensation coverage for all employees and, in case any work is sublet, require the subcontractor to provide Workers’ Compensation insurance for the latter's employees, unless such employees are covered by the protection afforded by the vendor.