SECTION IV LEGAL AND CONTRACTUAL INFORMATION The objective of the Legal and Contractual Information section is to provide Vendors with information required to complete a contract or agreement with ITS successfully. Acknowledgment Precludes Later Exception By signing the Submission Cover Sheet, the Vendor is contractually obligated to comply with all items in this RFP, including the Standard Contract in Exhibit A if included herein, except those specifically listed as exceptions on the Proposal Exception Summary Form. If no Proposal Exception Summary Form is included, the Vendor is indicating that he takes no exceptions. Vendors who respond to this RFP by signing the Submission Cover Sheet may not later take exception to any item in the RFP during contract negotiations. This acknowledgement also contractually obligates any and all subcontractors that may be proposed. No exceptions by subcontractors or separate terms and conditions will be entertained after the fact. Failure to Respond as Prescribed Failure to respond as described in Section II: Proposal Submission Requirements to any item in the sections and exhibits of this RFP, including the Standard Contract attached as Exhibit A, if applicable, shall contractually obligate the Vendor to comply with that item. Contract Documents ITS will be responsible for all document creation and editorial control over all contractual documentation related to each procurement project. The following documents will normally be included in all contracts between ITS and the Vendor: The Proposal Exception Summary Form as accepted by ITS; Contracts which have been signed by the Vendor and ITS; ITS’ Request for Proposal, including all addenda; Official written correspondence from ITS to the Vendor; Official written correspondence from the Vendor to ITS when clarifying the Vendor’s proposal; and The Vendor’s proposal response to the ITS RFP. Order of Precedence When a conflict arises regarding contract intent due to conflicting statements in documents included in the contract, the order of precedence of each document is as listed above unless modification of order is negotiated and agreed upon by both ITS and the winning Vendor. Additional Contract Provisions
The State will deliver payments to the Vendor within forty-five (45) days after receipt of invoice and receipt, inspection, and approval of Vendor’s products/services. No late charges will exceed 1.5% per month on any unpaid balance from the expiration of said period until payment is delivered. See Section 31-7-305 of the Mississippi Code Annotated. Seller understands and agrees that Purchaser is exempt from the payment of taxes. The State shall not pay any attorney's fees, prejudgment interest or the cost of legal action to or for the Vendor. Approved Contract Award of Contract - A contract is considered to be awarded to a proposer once the proposer’s offering has been approved as lowest and best proposal through: Written notification made to proposers on ITS letterhead, or Notification posted to the ITS website for the project, or CP-1 authorization executed for the project, or The ITS Board’s approval of same during an open session of the Board. ITS statute specifies whether ITS Director approval or ITS Board approval is applicable for a given project, depending on the total lifecycle cost of the contract. A contract is not deemed final until five (5) working days after either the award of contract or post procurement review, as stipulated in the ITS Protest Procedure and Policy. In the event of a valid protest, the State may, at its sole discretion, continue the procurement or stay the procurement in accordance with the ITS Protest Procedure and Policy. If the procurement is stayed, the contract is not deemed final until the protest is resolved. Contract Validity All contracts are valid only if signed by the Executive Director of ITS. Order of Contract Execution Vendors will be required to sign contracts and to initial all contract changes before the Executive Director of ITS signs. Availability of Funds All contracts are subject to availability of funds of the acquiring State entity and are contingent upon receipt by the winning Vendor of a purchase order from the acquiring State entity. CP-1 Requirement All purchase orders issued for goods and services acquired from the awarded Vendor under this RFP must be encoded by the Customer agency with a CP-1 approval number assigned by ITS. This requirement does not apply to acquisitions that by policy have been delegated to State entities.