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<br />SPECIAL PROVISIONS
<br />The Special Provisions apply to all contracts except where noted in italics.
<br />1. CONTROLLER'S APPROVAL. CRS 24-30-202 (1). This contract shall not be deemed valid until it has
<br />been approved by the Colorado State Controller or designee.
<br />2. FUND AVAILABILITY. CRS 24-30-202(5.5). Financial obligations of the State payable after the current
<br />fiscal year are contingent upon funds for that purpose being appropriated, budgeted, and otherwise made
<br />available.
<br />3. INDEMNIFICATION. Contractor shall indemnify, save, and hold harmless the State, its employees and
<br />agents, against any and all claims, damages, liability and court awards including costs, expenses, and attorney
<br />fees and related costs, incurred as a result of any act or omission by Contractor, or its employees, agents,
<br />subcontractors, or assignees pursuant to the terms of this contract.
<br />('Applicab/e Only to /ntergovernmental Contracts] No term or condition of this contract shall be construed or
<br />interpreted as a waiver, express or implied, of any of the immunities, rights, benefits, protection, or other
<br />provisions, of the Colorado Governmental Immunity Act, CRS 24-10-101 et seq., or the Federal Tort Claims Act,
<br />28 U.S.C. 2671 et seq., as applicable, as now or hereafter amended.
<br />4. INDEPENDENT CONTRACTOR. 4 CCR 801-2. Contractor shall perform its duties hereunder as an
<br />independent contractor and not as an employee. Neither contractor nor any agent or employee of contractor
<br />shall be or shall be deemed to be an agent or employee of the state. Contractor shall pay when due all required
<br />employment taxes and income taxes and local head taxes on any monies paid by the state pursuant to this
<br />contract. Contractor acknowledges that contractor and its employees are not entitled to unemployment
<br />insurance benefits unless contractor or a third party provides such coverage and that the state does not pay for
<br />or otherwise provide such coverage. Contractor shall have no authorization, express or implied, to bind the state
<br />to any agreement, liability or understanding, except as expressly set forth herein. Contractor shall provide and
<br />keep in force workers' compensation (and provide proof of such insurance when requested by the state) and
<br />unemployment compensation insurance in the amounts required by law and shall be solely responsible for its
<br />acts and those of its employees and agents.
<br />5. NON-DISCRIMINATION. Contractor agrees to comply with the letter and the spirit of all applicable State
<br />and federal laws respecting discrimination and unfair employment practices.
<br />6. CHOICE OF LAW. The laws of the State of Colorado, and rules and regulations issued pursuant thereto,
<br />shall be applied in the interpretation, execution, and enforcement of this contract. Any provision of this contract,
<br />whether or not incorporated herein by reference, which provides for arbitration by any extra-judicial body or
<br />person or which is otherwise in conflict with said laws, rules, and regulations shall be considered null and void.
<br />Nothing contained in any provision incorporated herein by reference which purports to negate this or any other
<br />special provision in whole or in part shall be valid or enforceable or available in any action at law, whether by way
<br />of complaint, defense, or otherwise. Any provision rendered null and void by the operation of this provision will
<br />not invalidate the remainder of this contract, to the extent that this contract is capable of execution. At all times
<br />during the performance of this contract, Contractor shall strictly adhere to all applicable federal and State laws,
<br />rules, and regulations that have been or may hereafter be established.
<br />7. [Not Applicab/e to /ntergovernmental Contracts] VENDOR OFFSET. CRS 24-30-202 (1) and 24-30-
<br />202.4. The State Controller may withhold payment of certain debts owed to State agencies under the vendor
<br />offset intercept system for: (a) unpaid child support debt or child support arrearages; (b) unpaid balances of tax,
<br />accrued interest, or other charges specified in Article 21, Title 39, CRS; (c) unpaid loans due to the Student
<br />Loan Division of the Department of Higher Education; (d) amounts required to be paid to the Unemployment
<br />Compensation Fund; and (e) other unpaid debts owing to the State or its agencies, as a result of final agency
<br />determination or reduced to judgment, as certified by the State Controller.
<br />Grant Contract No. C150402
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