Purchasing Department General Bid Conditions





COMMITMENT TO DIVERSITY: The University of Tennessee, consistent with state and federal law, seeks to optimize business opportunities for small and minority-owned businesses. The university will seek to do business with firms and organizations that demonstrate and embrace diversity within their programs and policies. Through these efforts The University of Tennessee will actively pursue its goal of building a more reflective marketplace for the community within the State of Tennessee.


    1. Failure to examine any drawings, specifications, and instructions will be at the bidders risk.

    2. Price each item separately. Unit prices shall be shown. Discounts other than "TIME" discount offered should be deducted from the unit price. Bid prices should be Net. (return to top)

  2. DISCREPANCIES:Should any bidder find discrepancies in or, omissions from, the specifications, or be in doubt as to their meaning, the bidder shall notify the Purchasing Department at once and obtain a clarification prior to submitting a bid. Interpretations which change the terms, conditions or specifications will be made in the form of an addendum to this Request for Quotations (RFQ).  If issued, the addendum will be sent promptly to all parties to whom the request for quotations has been issued. (return to top)

  3. ACCEPTANCE AND REJECTION: The university reserves the right to reject any and all bids, to waive any informality in bids and, unless otherwise specified by the bidder, to accept any item in the bid. If a rebid is required, the university will have no obligation to provide notification to bidders other than through issuance of the rebid itself. (return to top)

  4. TIME OF ACCEPTANCE:If a bidder fails to state a time within which a bid must be accepted, it is understood and agreed that the university shall have sixty (60) days beyond the bid opening date to accept. (return to top)

  5. ERRORS IN BIDS:In case of errors in the extension of prices in the bid, the unit price will govern. No bid shall be altered, amended, or withdrawn after specified time for opening bids. Negligence on the part of the bidder in preparing the bid confers no right for either the withdrawal or change of the bid after it has been opened.  (return to top)

  6. AUTHORITY TO BIND: If requested by the Purchasing Department, that person must furnish satisfactory proof of authority to bind the company in a contract. A representative or distributor bidding in the name of a principal should give the name of the firm to which an order should be issued in the event of an award. 

  7. QUALIFYING STATEMENTS AND LATE BIDS: No qualifying letters or statements will be considered. Late bids will be rejected. (return to top)

  8. DISCOUNTS: Please quote any applicable educational discounts afforded to a state university. Discount for prompt payment periods of less than thirty (30) days will not be considered in the award process. Discounts offered for prompt payment will be taken if earned. Time will be computed either from the date of delivery at destination or from the date a correct invoice is received, whichever is later. Discounts shall apply to the total amount unless freight charges are itemized separately. (return to top)

  9. SUBMITTING BIDS:It is the bidder's responsibility to assure that its bid is submitted in the University’s electronic software purchasing system before the applicable deadline. Assistance for submitting bids can be obtained through Customer Support at 1-877-969-7246 or at support@mercurycommercesolutions.com during normal business hours.  It is the bidder’s responsibility to learn how to use the system. Bids not received by the deadline, for any reason, will be rejected. Bidders are to submit all applicable and required documents with their bid. Any additional or supplemental documents which are proposed by the bidder, including but not limited to a proposed contract or terms and conditions requiring a signature from a university official, must accompany your bid in order to be considered.  A bidder will not be allowed to submit additional or supplemental documents after the close of the bid process because such documents would be a prohibited bid modification.  Notwithstanding anything herein to the contrary, the university has the sole discretion to accept or reject any additional or supplemental documents submitted by a bidder. (return to top)

  10. DELIVERY: The number of calendar days in which delivery will be made after receipt of order shall be stated in the bidders’ response. (return to top)

  11. EXPEDITED DELIVERY: It is the vendor's responsibility to expedite delivery and to pay for any additional charges of special handling to prevent shipments from being late. (return to top)

  12. BACK ORDERS: If it is necessary to back order any items, the vendor should notify the consignee and advise the expected shipping or delivery date. If this date is not acceptable, the university may seek remedies for default. (return to top)

  13. SPECIFICATIONS/BRAND NAMES: It is understood that reference to available specifications shall be sufficient to make the terms of such specifications binding on the contractor. Any reference to brand names and numbers in the bid is descriptive, but not restrictive, unless otherwise specified. Bids on equivalent items meeting the standards of quality thereby indicated will be considered, unless otherwise specified, providing the bid clearly describes the article offered and how it differs from the referenced brands. Unless the bidder specified otherwise, it is understood that the bidder is offering a referenced brand item as specified in the bid. The university reserves the right to determine whether a substitute offer is equivalent to and meets the standards of quality indicated by the brand name referenced; and the university may require a bidder offering a substitute to supply additional descriptive material and a sample. When merchandise received from a successful bidder is not considered to be an equal by the requisitioner, it will be returned to the vendor, at the vendor's expense. (return to top)

  14. SAMPLES: Samples of items, when requested, must be furnished free of charge and if not destroyed will, upon request, be returned at the bidder's expense. Request for the return of samples must be made within ten (10) days following opening of bids. Each individual sample must be labeled with bidder's name, manufacturer's brand name and number, bid number and item reference. The university reserves the right to keep the sample of the low bidder. DO NOT submit samples unless you are specifically requested to do so. (return to top)

  15. DEMONSTRATION(S) OF PRODUCTS: The university reserves the right to require either an "in-house/on-site" demonstration of the product offered or an equivalent demonstration at a site mutually acceptable to the contracting parties to assure product performance and equivalence to university specifications.  (return to top)

  16. INFORMATION AND DESCRIPTIVE LITERATURE: Bidders must furnish all information requested in the spaces provided in the bid. Further, as may be applicable, each bidder must submit for bid evaluation cuts, sketches, and descriptive literature and technical specifications covering the product offered. Reference to literature submitted with a previous bid or on file with the buyer will not satisfy this provision. (return to top)

  17. REFERENCES:  To assist in determining the acceptability and operational quality of an alternate product, the university reserves the right to request a list of current users from the vendor offering the alternate product.  If requested, the references provided must be on the exact model offered in the bid and must be provided promptly.  Failure to provide the necessary references upon request, or unsatisfactory references, may be considered sufficient grounds for rejecting the alternate product. (return to top)

  18. FOB POINT: All prices quoted are to be FOB delivered to The University of Tennessee location stated in the bid (unless another FOB point is stated by the university). The successful bidder must assume all responsibility for damage in transit. Freight charges, if not included in the quoted price, must be itemized on the quotation and prepaid and added to the invoice. (return to top)

  19. INTERPRETATIONS:Any questions concerning conditions and specifications should be directed to the Purchasing Department in writing no later than five (5) days prior to the bid opening. Inquiries must reference the date of bid opening and bid number. (return to top)

  20. CONFLICT OF INTEREST: All bidders must disclose with their bid the name of any officer, director, or agent who is also an employee of the State of Tennessee, or any of its agencies (which includes The University of Tennessee).  Further, all bidders must disclose the name of any state or university employee who owns, directly or indirectly, an interest in the bidder's firm or any of its branches. Bidding by state or university employees is prohibited. (return to top)

  21. TAXES: The University of Tennessee is exempt from federal excise taxes and from state sales taxes on purchases of tangible personal property. Copies of the appropriate exemption documentation will be provided upon request. Contractors are responsible for the payment of taxes on tangible personal property which they use in the completion of their contracts, for which sales taxes have not otherwise been paid, irrespective of who holds title to the property or for whom the work is done. Applicable taxes are to be itemized on invoices submitted for payment. BIDDERS ARE RESPONSIBLE FOR DETERMINING THE APPLICABILITY OF TAXES. (return to top)

  22. SAFETY AND ENVIORMENTAL STANDARDS:Unless otherwise stipulated in the bid, all manufactured items and fabricated assemblies and services provided shall comply with applicable safety and environmental standards. Requisite standards include those promulgated the Tennessee Division of Radiological Health, the  Occupational Safety and Health Act, the Tennessee Occupational Safety and Health Administration(TOSHA), the Tennessee Department of Environment and Conservation (TDEC) and any other regulation or related consensus standards which may apply. All hazardous substances and materials, including waster, under the control of the bidder shall be managed in accordance with the applicable EPA and TDEC regulations. Failure to abide by regulatory requirements may result in the termination of the award by the University. Any fines imposed against the University as the result of the bidder’s failure to abide by regulations shall be the bidder’s responsibility. (return to top)

  23. UNDERWRITERS' LABORATORIES:Unless otherwise stipulated in the bid, all biomedical or medical related products shall carry U.L. approval and reexamination listing where such has been established.(return to top)

  24. DISPUTES: In case of any doubt or differences of opinion as to the items to be furnished hereunder, the decision of the university shall be final and binding on both parties. (return to top)

  25. COMPETITION: The University of Tennessee is exempt from the provisions of the Robinson-Patman Act when it makes purchases for its own use. (return to top)

  26. COMPARISON OF BIDS: In comparing the bids and making awards, the university may consider such factors as relative quality and adaptability of equipment, supplies or services, the bidders' financial responsibility, skill, experience, record of integrity, ability to furnish repairs and maintenance service, the time of delivery or performance offered, and any other element or factor in addition to that of the bid price which would affect the final cost to the university and whether the bidder has complied with specifications. (return to top)

  27. SEPARATE AWARDS: Where a bid provides for award by item or groups of items, separate awards will not be made unless the Purchasing Department determines, in its discretion, that there are sufficient savings to justify separate and split awards. (return to top)

  28. AWARDS: Contracts and/or purchases will be made or entered into with a qualified and responsible bidder whose articles and/or services conform (considering quality and purpose or use) to the specifications, who can guarantee the delivery date specified in the invitation to bidders, who demonstrates apparent ability to perform the proposed contract, and whose bid constitutes the lowest net cost to the university.  Unless the bidder specifies otherwise in their bid, the university may accept any item or group of items of any kind. The university reserves the right to modify or cancel in whole or in part in its bid. (return to top)

  29. AWARD INFORMATION: At the assigned date, sealed bids are publicly opened and recorded. The file becomes public record after the bid has been thoroughly evaluated and the award determined. The file may be reviewed at the Purchasing Department.  A copy of the bid tabulation and result of any University of Tennessee bid will be furnished upon request and upon payment of costs for file retrieval, copying and postage. (return to top)

  30. SERVICE AND WARRANTY: Unless otherwise specified, the bidder shall define any warranty services and replacements that will be provided. Bidders shall explain in their response to what extent warranty and service facilities are provided. Any attempt to change, add, modify, or delete any warranty provision after the bid has been accepted, including by use of package labeling or inserts, will not be binding on the university unless it has so agreed in writing.   (return to top)

  31. OPENING TIME: In the event a bid is not received by the University in the manner specified and by the time specified and the University has not otherwise extended the time for responding in writing, the contractor/vendor may be held in default. (return to top)

  32. MISDIRECTED SHIPMENTS: Any costs incurred as a result of shipments being routed to a point other than the one specified on the purchase order shall be at shipper's expense. (return to top)

  33. LOSS OR DAMAGE IN TRANSIT: When shipping FOB-University, delivery by a vendor to a common carrier does not constitute delivery to the University of Tennessee. Any claim for loss of damage incurred during delivery shall be between the vendor and the carrier. Title to the materials and supplies purchased hereunder shall pass directly from the vendor to the university at the FOB point shown, subject to the right of the university to reject upon inspection. The receiving department shall note all damages on the freight bill. The vendor shall make immediate replacement of the damaged merchandise or be subject to damages for breach of contract. If damage is to a small portion of a total shipment and the university will not be inconvenienced because of the shortage, the vendor may be permitted by the Purchasing Department to deduct the amount of damage or loss from his invoice, in lieu of replacement. (return to top)

  34. CONDITION AND PACKAGING: It is understood and agreed that any item offered or shipped as a result of this bid shall be new (current production model), unless specified otherwise, at the time of this bid. All containers shall be suitable for storage or shipment, and all prices shall include standard commercial packaging. (return to top)

  35. PACKING LIST: A detailed packing list showing the purchase order number must accompany all shipments. (return to top)

  36. INSPECTION: All supplies purchased hereunder are subject to inspection and rejection upon receipt by the university, and rejected supplies may be returned at the vendor's expense. Transportation charges paid by the university in returning rejected supplies shall be reimbursed by the vendor. The university's count shall be final and conclusive on all shipments not accompanied by a packing slip. In addition to its right to return rejected supplies, in the event of delivery of supplies not in accordance with the requirements of this order, the university may notify the vendor of such damages or deficiencies, and if not repaired or corrected by the vendor within ten (10) days after receipt of such notice, or such additional time as may be mutually agreed to by the university and vendor, the university shall have the right to correct any damages, defects, insufficiencies or improprieties therein and do any other work necessary to put the supplies in condition for the use intended and the cost of such correction shall be deducted from monies due the vendor under this order. (return to top)

  37. VARIATION IN QUANTITIES: Unless otherwise specified, any variation in the quantities herein called for, not exceeding 5 percent, will be accepted as compliance with the order when caused by conditions of loading, shipping, packing or allowances in manufacturing processes, and payments shall be adjusted accordingly. (return to top)

  38. IDENTIFICATION OF ORDER: The purchase order number must appear on all invoices, correspondence, containers, shipping papers, and packing lists. (return to top)

  39. CORRESPONDENCE: All correspondence pertaining to any subsequent order must be addressed as follows:  The University of Tennessee Purchasing Department location indicated in the bid. (return to top)

  40. INVOICING AND PAYMENT: Unless stated otherwise, the University initiates payment for materials or services upon receipt of all goods and services and receipt of an original, itemized invoice that reflects accurate contract prices.  An appropriate invoice references the Purchase Order number and includes an itemized listing of the goods and/or services provided, category subtotal(s) and total cost.  Invoices failing to meet this requirement may cause delay in payment or rejection of the invoice. (return to top)


  1. Invoice within five (5) days after shipment of material. (Additional copies of the invoice may be requested on occasion.  If more copies are requested, this will be specifically stated on the face of the order.)

  2. MAIL YOUR INVOICE(S) TO THE "BILL TO" ADDRESS SHOWN ON THE ORDER. (Occasionally a different mailing address may be requested.  If a different mailing address for the invoice(s) is requested, this will be stated on the face of the order.)

  3. Delivery tickets and invoices must show the Purchase Order number and must show car number when carload shipment is made.

  4. Render separate invoices, unless otherwise requested, for EACH and EVERY shipment and render invoices for returnable containers, stating terms and conditions for return thereof. (return to top)

  1. ASSIGNMENT: Any Purchase Order issued pursuant to this RFQ and the monies which may become due hereunder are not assignable except with the prior written approval of the authorized representative of the university.  (return to top)

  2. CHANGES: The university may at any time by written instructions make changes, within the general scope of any subsequent order, in any one or more of the following: 1) Quantity or specifications; 2) Method of shipment or packing; and 3) Place of delivery. If any such change causes an increase or decrease in the cost of, or the time required for, performance of the order, an equitable adjustment shall be made in the order price or delivery schedule, or both, and the order, shall be modified in writing accordingly. Any claim by the vendor for adjustment under this paragraph must be asserted within thirty (30) days from the date of receipt by the vendor of the notification of the change; provided, however, that the university, if it decides that the facts justify such action, may receive and act upon any claim asserted at any time prior to final payment under the order.

    Except as otherwise provided, no attempt by either party to waive, change, delete, add or otherwise alter any term or condition of the order shall be effective unless and until it is agreed to in writing by both parties. (return to top)

  3. CONTROLLING DOCUMENTS: Compliance with the university's purchase order will be subject to all terms and conditions which comprise the university's General and Special Bid Conditions, if any, unless an exception is taken by the bidder to which the university has concurred in writing. (return to top)

  4. DEFAULT OF CONTRACTOR: In case of default of the contractor, the university reserves the right to procure the articles or services from other sources and hold the contractor responsible for any excess costs incurred in remedying such default, including a reasonable attorney's fee. (return to top)

  5. CANCELLATION OF ORDER: The university reserves the right to cancel the order or any part hereof without penalty, if the vendor fails to comply with the terms and conditions of this transaction, or fails to make shipment within the time agreed upon, except for causes beyond the vendor's control. (return to top)

  6. GOVERNMENTAL RESTRICTIONS: In the event any governmental restrictions may be imposed which would necessitate alteration of the material, quality workmanship or performance of the items offered on this bid prior to their delivery, it shall be the responsibility of the successful bidder to notify the Purchasing Department at once, indicating in their letter the specific regulation which required an alteration. The university reserves the right to accept any such alteration, including any price adjustments occasioned thereby, or to cancel the order at no expense to the university. (return to top)

  7. LEGAL REQUIREMENTS: The successful bidder shall be responsible for compliance with all federal, state and local laws, ordinances, rules and regulations that in any manner affect the items covered herein. Lack of knowledge by the bidder will in no way be a cause for relief from responsibility for their bid. (return to top)

  8. LIABILITY: The supplier shall hold and save the university, its officers, agents, and employees harmless from any claims, damages and actions of any nature arising from the use of any materials, goods or services furnished by the supplier, provided that such liability is not attributable to negligence on the part of the user or failure of the user to use the item in the manner outlined by the supplier in descriptive literature or specification submitted with the supplier's bid. The University’s liability shall be governed under the terms and limits of the Tennessee Claims Commission Act. (return to top)

  9. PATENTS AND ROYALTIES: The bidder, without exception, shall indemnify and save harmless the university and its employees for liability of any nature or kind, including cost and expenses for or on account of any copyrighted, patented, or unpatented invention, process, or article manufactured or used in the performance of the contract, including its use by the university. If the bidder uses any design, device, or materials, covered by letters patent or copyright, it is mutually agreed and understood without exception that the bid prices shall include all royalties or cost arising from the use of such design, device, or materials in any way involved in the work. (return to top)

  10. ADVERTISING: In submitting a bid, bidder agrees not to use the results therefrom as a part of any commercial advertising.  (return to top)

  11. INDICIA LICENSING: All products bearing a University of Tennessee indicia must be fully licensed by the University of Tennessee Office of Trademark Licensing.  (return to top)

  12. VENDOR: The University will not enter into any contract which contains a clause requiring the university to indemnify or hold harmless any party. Any liability of the university will be limited to the terms and limits of the Tennessee Claims Commission Act. (return to top)

  13. LIMITATION OF REMEDIES: The university will not enter into any contract which contains a clause limiting its remedies against any party. Any exception will be only to the extent permitted by Tennessee law. (return to top)

  14. APPLICABILITY OF PROVISIONS: Notwithstanding anything in these conditions or other applicable conditions to the contrary, any provision(s) will not apply to the extent it is (they are) finally determined by a court of competent jurisdiction, including appellate review if pursued, to violate the laws or constitution of the State of Tennessee. Such determination shall not affect the validity of the remainder of the contract. (return to top)

  15. EQUAL EMPLOYMENT OPPORTUNITY: When awarded, this quotation is subject to provisions of Title 7 of the Civil Rights Act of 1964 and parts II, III, and IV of the Executive Order 11246, dated September 4, 1965. In connection with the execution of the contract, the contractor shall not discriminate against any employee or applicant for employment because of  race, religion, color, sex, or national origin. The contractor shall take affirmative action to insure that applicants are employed, and that employees are treated during their employment, without regard to their race, religion, color, sex, or national origin. Such action shall include, but not be limited to, the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay, or other forms of compensation; and selection for training including apprenticeship. (return to top)

  16. AFFIRMATIVE ACTION CLAUSE CONCERNING EMPLOYMENT FOR THE DISABLED: By accepting this order (if it exceeds $2500) the contractor agrees that he/she will not discriminate against any employee or applicant for employment because of disabilities with regard to any position for which the employee or applicant is qualified. The contractor agrees that he/she will take affirmative action to employ and advance in employment qualified individuals with disabilities. Rehab. Act., 29 U.S.C. Section 793 and the American with Disabilities Act (ADA), 42 U.S.C. Sections 1201 et seq.  (return to top)

  17. UNIVERSITY OF TENNESSEE/AFFIRMATIVE ACTION STATEMENT: The University of Tennessee is a EEO/AA/Title VI/ Title IX/Section 504/ADA employer. The university does not discriminate on the basis of race, sex, color, religion, national origin, age, disability, or veteran status in the provision of educational programs and services or employment opportunities and benefits, pursuant to applicable federal and state laws.

    UT conforms to all applicable rules, regulations and relevant orders of the Secretary of Labor. All applicable affirmative action clauses and supporting regulations are incorporated herein. (return to top)


    Section 12-3-106: Acceptance of gifts from contractors prohibited. No officer or employee of the Department of General Services nor any member of the Board of Standards, nor any head of any state department, institution or agency charged with responsibility or initiating requisitions, shall accept or receive, directly or indirectly, from any person or firm or corporation to whom any contract for the purchase of materials, supplies, or equipment for the State of Tennessee may be awarded, by rebate, gifts, or otherwise, any money or anything of value whatsoever, or any promise, obligation or contract for future rewards or compensation.

    Section 12-4-101: Personal interest of officers prohibited. It shall not be lawful for any officer, committeeman, director, or other person whose duty it is to vote for, let out, overlook, or in any manner to superintend, any work or any contract in which any municipal corporation, county, or the state, shall or may be interested, to be directly interested in any such contract.

    It shall not be lawful for any officer, committeeman, director, or other person whose duty is to vote for, let out, overlook, or in any manner superintend any work or any contract in which any municipal corporation, county, state, development districts, utility districts, human resource agencies, and other political subdivisions created by statute shall or may be interested, to be indirectly interested in any such contract unless the officer publicly acknowledges his interest.

    Section 12-4-103: Bidding by state employees prohibited. It is hereby declared unlawful for any state official or employee to bid on, or sell, or offer for sale, any merchandise, equipment or material, or similar commodity to the State of Tennessee during the tenure of his office or employment, or for six (6) months thereafter, or to have any interest in the selling of the same to the state. (return to top)

  19. RECORDKEEPING: The contractor shall maintain documentation for all charges against the university under the contract. The books, records and documents of the contractor, insofar as they relate to work performed or money received under the contract, shall be maintained for a period of three (3) full years from the date of the final payment, and shall be subject to audit, at any reasonable time and upon reasonable notice, by the university or the Comptroller of the Treasury for the State of Tennessee, or their duly appointed representatives. These records shall be maintained in accordance with generally accepted accounting principles. (return to top)

  20. GOVERNING LAW: The contract with the university will be governed by and construed in accordance with the laws of the State of Tennessee. (return to top)

  21. PROTEST PROCEDURE: Any bidder wishing to protest a Purchasing decision must initially do so in writing to the Purchasing Department within seven(7) calendar days after the basis for the protest becomes, or should have become, known. In the case of a pending award, a stay of the award may also be requested. Copies of the university's policies and procedures regarding the resolution of vendor protests may be obtained by contacting the Purchasing Department or by visiting http://policy.tennessee.edu/fiscal_policy/FI0410/#8 (return to top)

  22. NOTIFICATION OF AWARD:It is the bidder’s responsibility to make inquiry to the purchasing department to determine award status of the RFQ.    If specific delivery dates are requested in the RFQ, the award will routinely be made to accommodate this date.  No other notification may be provided. (return to top)

  23. PARKING PERMITS: Vendors must conform to all parking regulations while on the University of Tennessee campus. Parking permits are available by contacting the Parking Services office on the appropriate campus. (return to top)

  24. GRAY MARKET PRODUCTS: The university does not accept bids on gray market products. Bids submitted on equipment or supplies from bidders not authorized by the manufacturer to either sell, service, or warrant such equipment in the continental United States is not acceptable. Evidence to substantiate the dealer's relationship with the manufacturer may be required.  (return to top)

  25. SUBCONTRACTS: The successful bidder may not assign any of this award or enter into a subcontract for any of the services/products described in the award without the prior written approval of the University. (return to top)

  26. TRAVEL: Unless otherwise indicated, if this award provides reimbursement for travel, meals or lodging such reimbursement must be made in accordance with University travel policy. (return to top)

  27. PRICE DECREASE: Any price decrease effectuated during the contract period either by reason of market change or on the part of the contractor tendering price reductions to other customers shall be passed on to the university. (return to top)

  28. CANCELLATION: Notwithstanding any other cancellation provision, this contract may be cancelled in whole or in part by the university by giving thirty (30) days' prior notice in writing to the other party. If the successful bidder fails to perform properly its obligations under this award or violates any term of this award, the university shall have the right to terminated this agreement immediately and withhold payments in excess of fair compensation for completed services. The bidder shall not be relieved of liability to the University for Damages sustained by breach of this award by the bidder.(return to top)

  29. EXTENSION: The university reserves the right to extend the period of this contract, or any portion thereof, for an additional contract period. Extension of the contract period shall be by mutual agreement in writing. (return to top)

  30. ABNORMAL QUANTITIES: While it is not anticipated, should any unusual or abnormal quantity requirements arise, the university reserves the right to call for separate bids thereon. (return to top)

  31. SUMMARY OF TOTAL SALES: The vendor agrees to furnish the university a summary of sales made under the contract as stipulated in the special bid conditions. If this requirement cannot be met, written justification must be submitted with this bid. (return to top)

  32. CONTRACT PRICING: In situations where the university has negotiated a valid contract or is a member of an organization which has a valid contract for its members to purchase items at a favorable rate, such contracts may be considered bids if in the university's best interest. (return to top)

  33. CANCELLATION OF CONTRACT: The university is required by state law to purchase its requirements from state contractors if their prices are less than those prices obtained by the University of Tennessee. If during the term of this contract, a state contract is received which has lower prices, the university reserves the right to cancel all or part of this contract. (return to top)

  34. VENDOR ADHERENCE TO CONTRACT: No purchases should be accepted or charged against the contract for items or pricing not covered in the contract.  Failure to adhere to this requirement may be deemed grounds for cancellation of the contract. (return to top)

  35. NON-EXCLUSIVITY OF CONTRACT  The university will promote the use of any established contract; however, the university does not guarantee that all purchases for the products and/or services available under any contract will be made exclusively from the contract vendor. (return to top)

  36. INTELLECTURAL PROPERTY:  The University will possess all rights to any creations, inventions, or other intellectual property and materials, including copyrights or patents in the same, which arise out of, are prepared by, or are developed in the course of this award. The bidder and the University acknowledge and agree that the bidder’s work under this award shall belong to the University as “work-made-for-hire.” The bidder hereby assigns and transfers to the University all of their right, title and interest in an to any creations, inventions and other intellectual property, and materials, including copyright or patents in the same, which arise out, are prepared by, or are developed in the course of the bidders performance under this award. (return to top)

  37. ILLEGAL IMMIGRANT: The bidder shall not knowingly utilize the services of an illegal immigrant in the performance of this award and shall not knowingly utilize the services of a subcontractor who will utilize the services of an illegal immigrant in the United States in the performance of this award. (return to top)

  38. CLICK-THROUGH AGREEMENTS: In the event the bidder enters into terms of use, end users agreements, or other agreements or understandings, whether electronic, click-though, or shrink-wrap and whether verbal or written, with University employees or their end users, such agreements shall be null, void, and without effect and the terms of this award shall apply. (return to top)

  39. DEPARTMENT OF REVENUE: In compliance with the requirements of T.C.A. 12-4-120, the bidder hereby attests that they have registered with the State of Tennessee’s Department of Revenue for the collection of Tennessee sales and use tax. (return to top)

  40. INSURANCE: The bidder, being an independent contractor, agrees to carry adequate public liability and other appropriate forms of insurance, and to pay all taxes incident to any agreements with the University. The University shall have no liability except as specifically provided in a subsequent purchase order or contract. (return to top)

  41. EXTENSION OF TERMS TO OTHER INSTITUTIONS. The successful proposer will provide the requested services for the University of Tennessee entity described in the bid. Additionally, if the successful proposer is agreeable, these services/products may also be provided to the other University of Tennessee departments and/or campuses. Similarly, The State of Tennessee and entities from The Tennessee Board of Regents may also purchase goods and/or services from this agreement, if the winning proposal is agreeable. It should be noted that these institutions, departments and campuses are not required to use this agreement. If any these institutions elect to participate under the terms and conditions of this resulting agreement, the University of Tennessee reserves the right to re-negotiate favorable incentive, and cost terms with the successful proposer that are reflective of the additional volume added as a result of participation by these institutions. Note: The offer to extend contract terms and conditions to these other institutions is at the discretion of the winning proposal and they should not be extended if it would affect your ability to offer the most favorable prices and terms to The University of Tennessee. (return to top)

  42. HIPAA Compliance. Both parties certify that that they are familiar with requirements of the Health Insurance Portability and Accountability Act of 1996 (HIPAA) and its accompanying regulations, and will comply with all applicable HIPAA requirements in the course of this Agreement. Both parties certify that they will cooperate with either party in the course of performance of the Agreement so that both parties will be in compliance with HIPAA, including cooperation and coordination with both party’s privacy officials and other compliance officers required by HIPAA and its regulations. Both parties will sign any documents that are necessary to keep both parties in compliance with HIPAA, including but not limited to business associate agreements. (return to top)

  43. FERPA. University of Tennessee is subject to the Family Education Rights and Privacy Act of 1974 (20 U.S.C. 1232g) and related regulations of the U.S. Department of Education (34 C.F.R. Part 99) regarding access to and privacy of certain student records. The Contractor is responsible for complying with these requirements to the same extent as University. The Contractor will indemnify and hold the University, its trustees, officers, and employees harmless for any violation of FERPA by the Contractor. (return to top)

  44. Affordable Care Act. The bidder agrees to provide insurance to any of its employees performing service for the university as required by the Affordable Care Act. (return to top)