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r <br />1.4. "Goods" means anything that is produced or manufactured and that is obtained by the State, either <br />in and of itself, or in conjunction with services. <br />1.5. "Services" means services performed or tangible material produced or delivered in the performance <br />of services. <br />BASIC CONTRACT TERMS <br />2. Statement of Work <br />2.1 Contractor shall perform the Services and provide the Goods (if applicable) described in Exhibit A, <br />Statement of Work. <br />3. Performance Standard <br />Contractor shall perform the Services and deliver the goods, if applicable, described in Exhibit A, <br />Statement of Work, in accordance with the highest standard of care, skill and diligence provided by a <br />professional person or company in performance of work similar to the Services, and all services, and all <br />consumables, products, and materials used in performance of the Services shall be of good quality and <br />free from faults and defects. Contractor warrants that (a) services or goods provided under this contract <br />shall meet the description in Exhibit A, Statement of Work, (b) there are no pending or threatened suits, <br />claims, or actions of any type with respect to the services or goods provided and (c) the services and goods <br />shall be free and clear of any liens, encumbrances, or claims arising by or through Contractor or any party <br />related to Contractor. <br />4. Performance Term <br />4.1. This contract shall be effective upon approval by the Colorado State Controller, or designee, (the <br />"Effective Date ") and extend through September 13, 2010 Performance of this contract shall <br />commence as soon as practicable after the Effective Date and shall be undertaken and performed in <br />the sequence and manner set forth in Exhibit A, Statement of Work. <br />4.2. In the event the State desires to continue the Services and a replacement contract has not been fully <br />approved by the termination date of this contract, the State, upon written notice to Contractor, may <br />unilaterally extend this contract for a period of up to three (3) months. The contract shall be extended <br />under the same terms and conditions as the original contract, including, but not limited to prices, rates <br />and service delivery requirements. This extension shall terminate at the end of the three (3) month <br />period or when the replacement contract is signed by the Colorado State Controller or an authorized <br />delegate. <br />5. Compensation <br />5.1. Payment of compensation pursuant to this contract will be made as earned, in whole or in part, from <br />available State funds encumbered in a maximum amount not to exceed $24,000 for the performance <br />of the Services and acquisition of Goods required by this contract and Exhibit A, Statement of Work. <br />Satisfactory performance under the terms of this contract shall be a condition precedent to the <br />State's obligation to compensate Contractor. <br />5.2. The maximum compensation payable under this contract, and under any renewal hereof, shall <br />include all Contractor fees, costs and expenses. <br />5.3. The State shall not be liable to Contractor for payment of work or services or for costs or expenses <br />incurred by Contractor prior to the "Effective Date ". <br />5.4. The maximum amount available during each fiscal year of this contract for the purchase of Goods and <br />Services shall be: <br />(a) not to exceed $24,000 in fiscal year _08_; <br />(b) $24,000 less amount spent in fiscal year 08, in fiscal year _09_; and <br />Page 2 of 13 <br />04 -11 -07 <br />