TENNESSEE TECHNOLOGICAL UNIVERSITY

PURCHASING POLICIES AND PROCEDURES

FORM AGREEMENT
(Replace blanks and/or italicized areas with applicable information)

AGREEMENT BETWEEN

TENNESSEE TECHNOLOGICAL UNIVERSITY

AND

(NAME OF CONTRACTOR)

This Agreement is made this _____ day of ____________________, 20___, by and between Tennessee Technological University, hereinafter referred to as the "University", and (name of contractor), hereinafter referred to as "Contractor".

 W I T N E S S E T H:

In consideration of the mutual promises herein contained, the parties have agreed and do hereby enter into this Agreement according to the provisions set out herein:

A.       The Contractor agrees to perform the following services:

(Insert detailed description, including type, scope, duration, form, quality, quantity, place, time and purpose.)

B.       The University agrees to compensate the Contractor as follows:

1.       (Insert rate of compensation - hourly, daily, etc.)

2.       (Insert timetable for payments, monthly, quarterly, after full performance, etc.)

3.       Payments to the Contractor shall be made according to the schedule set out above, provided that payments shall be made only upon submittal of invoices by the Contractor, and after performance of the portion of the services which the invoiced amount represents. The final payment shall be made only after the Contractor has completely performed its duties under this Agreement.

If the Contractor is a non-resident alien, payment of any portion of the contract from any source will not be made by the University until an Individual Taxpayer Identification Number or Social Security Number has been assigned to the Contractor by the Internal Revenue Service and Immigration Naturalization Service and presented to the University.

 4.      In no event shall the liability of the University under this contract exceed $_______________.

C.        The parties further agree that the following shall be essential terms and conditions of this Agreement.

 1.      The Contractor warrants that no part of the total contract amount provided herein shall be paid directly or indirectly to any officer or employee of the state of Tennessee as wages, compensation, or gifts in exchange for acting as officer, agent, employee, sub-Contractor, or consultant to the Contractor in connection with any work contemplated or performed relative to this Agreement.

  If the Contractor is an individual, the Contractor warrants that within the past six months he/she has not been and during the term of this contract will not become an employee of the State of Tennessee.

2.      The parties agree to comply with Titles VI and VII of the Civil Rights Act of 1964, Title IX of the Education Amendments of 1972, Section 504 of the Rehabilitation Act of 1973, Executive Order 11,246, the Americans with Disabilities Act of 1990 and the related regulations to each.  Each party assures that it will not discriminate against any individual including, but not limited to, employees or applicants for employment and/or students because of race, religion, creed, color, sex, age, disability, veteran status or national origin.

The parties also agree to take affirmative action to ensure that applicants are employed and that employees are treated during their employment without regard to their race, religion, creed, color, sex, age, disability, veteran status, or national origin.  Such action shall include, but not be limited to, the following: employment, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation, and selection available to employees and applicants for employment.

 3.      (Include this provision ONLY if the Contractor will receive Federal funds under this agreement.)

Contractor agrees to complete a TBR Annual Title VI Survey or cooperate with a TBR Title VI compliance audit if it received Federal funds under this Agreement.

 4.      The Contractor, being an independent contractor and not an employee of this University, agrees to carry adequate public liability and other appropriate forms of insurance, to pay all taxes incident hereunto, and otherwise protect and hold the University harmless from any and all liability not specifically provided for in this agreement.

5.     The term of this contract shall be from (beginning date) to (ending date.)

  6.     This Agreement may be terminated by either party by giving written notice to the other, at least ___ days before the effective date of termination.  In that event, the Contractor shall be entitled to receive just and equitable compensation for any satisfactory authorized work completed as of the termination date.

  7.     If the Contractor fails to fulfill in a timely and proper manner its obligations under this Agreement, or if the Contractor shall violate any of the terms of this Agreement, the University shall have the right to immediately terminate this Agreement and withhold payments in excess of fair compensation for work completed.

Notwithstanding the above, the Contractor shall not be relieved of liability to the University for damages sustained by virtue of any breach of this Agreement by the Contractor.

  8.    This Agreement may be modified only by written amendment executed by all parties hereto.

  9.     The Contractor shall maintain documentation for all charges against the University under this Agreement.  The books, records, and documents of the Contractor, insofar as they relate to work performed or money received under this Agreement, shall be maintained for a period of three full years from the date of the final payment, and shall be subject to audit, at any reasonable time and upon notice, by the University or the Comptroller of the Treasury, or their duly appointed representatives.*

10.     The Contractor shall not assign this Agreement or enter into sub-contracts for any of the work described herein without obtaining the prior written approval of the University or Tennessee Board of Regents, as appropriate.  Approval shall not be given if the proposed subcontractor was or is currently ineligible to bid on the contract.  

12.     Prohibition on Hiring Illegal Immigrants.

Tennessee Public Chapter No. 878 of 2006, TCA 12-4-124, requires that Contractor attest in writing that Contractor will not knowingly utilize the services of illegal immigrants in the performance of this Contract and will not knowingly utilize the services of any subcontractor, if permitted under this Contract, who will utilize the services of illegal immigrants in the performance of the Contract.  The attestation shall be made on the form, Attestation re Personnel Used in Contract Performance ("the Attestation"), which is attached and hereby incorporated by this reference.

If Contractor is discovered to have breached the Attestation, the Commissioner of Finance and Administration shall declare that the Contractor shall be prohibited from contracting or submitting a bid to any Tennessee Board of Regents institution or any other state entity for a period of one (1) year from the date of discovery of the breach.  Contractor may appeal the one (1) year by utilizing an appeals process in the Rules of Finance and Administration, 0620.

13.     The Contractor shall submit to the University (monthly) (quarterly) progress reports if requested by the University.

14.     This Agreement shall not be binding upon the parties until it is approved by the president or designee, the Vice Chancellor for the Tennessee Technology Centers or designee or the Tennessee Board of Regents, as appropriate.

15.     Payment to the Contractor for travel, meals or lodging shall be in the amount of actual cost or per diem, subject to maximum amounts and limitations specified in the Tennessee Board of Regents policies, as they may be from time to time amended.

16.     Insert additional provisions as required.**

*If applicable, use appropriate audit language from Section 12.4.2.3 of these guidelines for grant contracts.

**If applicable, add GLBA language from Section 12.3.10 of these guidelines.

In witness whereof, the parties have by their duly authorized representatives set their signatures.

(NAME OF CONTRACTOR)                                    TENNESSEE TECHNOLOGICAL UNIVERSITY

BY: _____________________________       BY:_____________________________

TITLE: __________________________        TITLE: Chairperson / Director

DATE: __________________________        DATE: __________________________

                                                                        BY:_____________________________

                                                                        TITLE: Dean / Administrative Officer

DATE: __________________________

                                                                        BY:_____________________________

                                                                        TITLE: Vice President for Business & Fiscal Affairs

DATE: __________________________

                                                                        BY:_____________________________

                                                                        TITLE: President (when required)

 

  DATE: __________________________

APPROVED: TENNESSEE BOARD OF REGENTS (When required)

BY: _____________________________

TITLE: ___________________________

DATE: ____________________________  

MUST INCLUDE TENNESSEE BOARD OF  REGENTS HIGHER EDUCATION SYSTEM Minority/Ethnicity Form HERE

ATTESTATION RE PERSONNEL USED IN CONTRACT PERFORMANCE

The Contractor, identified above, does hereby attest, certify, warrant, and assure that the Contractor shall not knowingly utilize the services of an illegal immigrant in the performance of this Contract and shall not knowingly utilize the services of any subcontractor who will utilize the services of an illegal immigrant in the performance of this Contract.

Signature & Date:  ___________________________________________________________________

NOTICE:  This attestation MUST be signed by an individual empowered to contractually bind the contractor. If said individual is not the chief executive or president, this document shall attach evidence showing the individual’s authority to contractually bind the Contractor.

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