Laserfiche WebLink
to the State. Vendor shall disclose, in a timely manner, in writing to the State all violations of federal or <br /> state criminal law involving fraud, bribery, or gratuity violations potentially affecting this PO. The State <br /> may impose any remedies available, which may include, without limitation, suspension or debarment. <br /> 8. Conflicts of Interest. Vendor acknowledges that with respect to this PO, even the appearance of <br /> a conflict of interest is harmful to the State's interests. Absent the State's prior written approval, Vendor <br /> shall refrain from any practices, activities, or relationships that reasonably may appear to be in conflict <br /> with the full performance of Vendor's obligations to the State hereunder. If a conflict or appearance of <br /> a conflict of interest exists, or if Vendor is uncertain as to such, Vendor shall submit to the State a <br /> disclosure statement setting forth the relevant details for the State's consideration. Failure to promptly <br /> submit a disclosure statement or to follow the State's direction with respect to the actual or apparent <br /> conflict constitutes a breach of this PO. Vendor acknowledges that all State employees are subject to <br /> the ethical principles described in §24-18-105, C.R.S. Vendor further acknowledges that State <br /> employees may be subject to the requirements of §24-18-105, C.R.S. with regard to this PO. <br /> 9. Warranties. All provisions and remedies of the Colorado Uniform Commercial Code, CRS, Title 4 <br /> ("UCC"), relating to implied or express warranties for goods are incorporated herein, in addition to any <br /> warranties contained in this PO. <br /> 10.Inspection and Acceptance. The State's final acceptance of goods or services is contingent upon <br /> completion of all applicable inspection procedures. All goods delivered shall be newly manufactured <br /> and the current model, unless otherwise specified. The State shall have the right to inspect goods or <br /> services provided under this PO at all reasonable times and places. The State shall be the sole judge <br /> in determining "equals"with regard to conformance with the specifications outlined in this PO for quality, <br /> price, and performance. If any of the goods or services do not conform to this PO, the State, at its sole <br /> discretion, may require Vendor to either (a) replace the goods specified by the State or (b) perform the <br /> services again, without additional payment from the State. When defects in the quality or quantity of <br /> goods or services cannot be corrected by replacement or re-performance, the State may (c) require <br /> Vendor to take necessary action to ensure that future performance conforms to this PO and (d) <br /> equitably reduce the payment due Vendor to reflect the reduced value of the goods or services <br /> performed. These remedies do not limit the remedies otherwise available in this PO, at law, or in equity. <br /> 11.Taxes. The State is exempt from federal excise taxes and from State and local sales and use taxes. <br /> The State shall not be liable for the payment of any excise, sales, or use taxes imposed on Vendor. A <br /> tax exemption certificate will be made available upon Vendor's request. <br /> 12.Payment. The State shall not pay Vendor any amount for performance under this PO in excess of <br /> the Document Total set forth on the Purchase Order document. The State shall pay Vendor for all <br /> amounts due within 45 days after the State's receipt of goods or services and acceptance of a correct <br /> invoice of amount due. Amounts not paid by the State within 45 days of the State's acceptance of the <br /> invoice shall bear interest on the unpaid balance beginning on the 45th day at the rate set forth in CRS <br /> §24-30-202(24) until paid in full. Interest shall not accrue if a good faith dispute exists as to the State's <br /> obligation to pay all or a portion of the amount due. Vendor shall invoice the State separately for interest <br /> on delinquent amounts due, referencing the delinquent payment, number of day's interest to be paid, <br /> and applicable interest rate. The State may benefit from any early payment discount offered by Vendor <br /> by making payment within the timeframes required by Vendor to be eligible for such discount. If Vendor <br /> offers an early payment discount, then the discount shall be shown on Vendor's invoices to the State, <br /> and if the State makes payment on the invoice within the time frame for the discount, Vendor shall <br /> either (a) accept the payment amount less the appropriate discount or (b) refund the discount back to <br /> the State. Except as specifically agreed in this PO, Vendor shall be solely responsible for all costs, <br /> expenses, and other charges it incurs in connection with its performance under this PO. <br /> 13.Assignment. Vendor's rights and obligations under this PO shall not be transferred or assigned <br /> without the prior, written consent of the State and execution of a new PO. Any attempt at assignment <br /> or transfer without such consent and new PO shall be void. Any new PO approved by the State shall <br /> be subject to the same terms and conditions as those set forth in this PO. <br /> Page 2 of 10 <br /> Effective 7/1/2022 <br />