Do češtiny DEPARTMENT OF NATURAL RESOURCES
GENERAL CONDITIONS FOR
MEMORANDA OF UNDERSTANDING
REV. 5/12
[For Contracts Exempt from Procurement]
ARTICLE I - TERMS AND APPLICABILITY
These General Conditions apply to contracts exempt from the requirements of State
Finance and Procurement Article, §11-101 et seq. of the Annotated Code of Maryland. The
General Conditions do not constitute a complete agreement but are part of a Memorandum of
Understanding (“Memorandum” or “MOU”) executed by all parties, which identifies the specific
work to be performed, compensation, term, and special conditions, if any. The General Conditions
and the MOU are intended to be complementary and shall be construed together. In the event of a
direct conflict between them, the terms of the Memorandum shall govern and control.
Specific terms used in this document have the following meaning:
A. “Contract” means the agreement between the Department and the Contractor for
performance of services, including the MOU, Scope of Work and these General Conditions.
B. "Scope of Work" or "Work" refers to the specific contractual obligation of the
Contractor as identified in the MOU or other work statement incorporated into the Contract.
C. "Contractor" means the State agency, political subdivision or government obligated
to perform services for the Department under this Contract.
D. "Department" means the Maryland Department of Natural Resources.
ARTICLE II - THE PARTIES
A. Independent Contractor - The Contractor is not an employee of the Department but
is an independent contractor. The Contractor shall be responsible for providing all supplies and
materials necessary for performance of all work under the Contract, and for withholding any taxes
and social security payments due in relation to the Contract. The Contractor is not an agent of the
Department and cannot commit the Department to any expenditure of funds or enter into any
contractual obligation on behalf of the Department.
B. Notices - Service of any notice required by the Contract shall be complete upon
mailing of such notice, postage prepaid, to the appropriate contract representative at the address
indicated in the MOU. If no contract representative is named, then the person executing the MOU
for a party shall be the contract representative for purposes of notice.
ARTICLE III - PERFORMANCE
A. Standard of Performance - The Contractor is responsible for the supervision and
inspection of, and the technical accuracy and coordination of all data and work pursuant to this
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Contract, and shall provide services and products meeting professional standards of quality and
methodology.
B. Prosecution of the Work - The Contractor agrees to prosecute all work under this
Contract continuously and diligently and to meet all milestones contained in the Contract. The
Contractor further agrees that no charges or claims for damages shall be made by it for any delays
or hindrances from any cause whatsoever during the progress of any portion of the work specified
in this Contract.
Time extensions will be granted only for excusable delays that arise from unforeseeable
causes beyond the control and without the fault or negligence of the Contractor, including but not
restricted to, acts of God, acts of the public enemy, acts of the State in either its sovereign or
contractual capacity, acts of another Contractor in the performance of a contract with the State,
fires, floods, epidemics, quarantine restrictions, strikes, freight embargoes, or delays of
subcontractors or suppliers arising from unforeseeable causes beyond the control and without the
fault or negligence of either the Contractor or the subcontractors or suppliers.
C. Subletting or Assignment - The benefits and obligations hereunder shall inure to and
be binding upon the parties hereto and their respective successors, provided the personnel of any
such successor, whether such successor be an individual, a partnership or a corporation, is
acceptable to the Department. The Contractor shall not hire consultants, sublet, sell, transfer,
assign or otherwise dispose of this Contract or any portion thereof, or of its right, title or interest
therein, without prior written consent of the Department.