PCCD Purchase Order Terms and Conditions

PCCD PURCHASE ORDER TERMS AND CONDITIONS

1. Peralta Community College District (PCCD), Federal Tax ID #94-1590799, is exempt from payment of federal excise tax under Chapter 32 of the IRS Code. Merchandise purchased must include sales or Use tax. Merchandise is for the exclusive use of PCCD and not for employees’ personal use. 
2. Submit invoices to accountspayable@peralta.edu, or mail invoices in duplicate to: ACCOUNTS PAYABLE, Peralta Community College District, 333 East 8th Street, Oakland, CA 94606. The valid purchase order number must appear on all packages, invoices, and statements.
3. No substitutions will be accepted without prior approval of the PCCD. The contractor assumes all risks in connection with the merchandise ordered until delivery to PCCD as specified and accepted by PCCD. Prices must be FOB destination. PCCD will not accept items shipped collect/COD.
4. Merchandise is subject to inspection and testing by PCCD at the place of If any merchandise is found at any time to be defective or nonconforming, PCCD, in addition to all other rights, shall have the right, in whole or in part, to reject and return the merchandise at seller’s expense and to receive full credit for it, or to require its replacement without additional cost to PCCD.
5. All materials by purchase order and/or contract must comply with all federal, CalOSHA, and local safety rules and regulations. An MSDS is required on items designated by OSHA as hazardous.
6. The contractor shall perform services in a manner commensurate with the highest professional standards by qualified and experienced.
7. The contractor shall defend, indemnify, and hold harmless PCCD, its officers, officials, employees, agents, and volunteers from and against all claims, damages, losses, and expenses, caused in whole or in part by any negligent act or omission of the consultant, subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable, except where caused by the sole negligence of
8. PCCD may, at any time, terminate this purchase order for convenience and compensate the Contractor only for merchandise satisfactorily provided to the date of termination. Written notice by PCCD shall be sufficient to stop further performance of this purchase order by the Contractor. Notice shall be deemed given when received by Contractor or no later than three (3) days after the day of mailing, whichever is PCCD may terminate this agreement and be relieved of the payment for any consideration if the contractor fails to perform the terms of this purchase order at the time and in the manner required. In the event of such termination, PCCD may proceed with the work in any manner deemed proper by PCCD. The cost to PCCD shall be deducted from any sum due the contractor under this purchase order, and the balance, if any, shall be paid to the Contractor upon demand.
9. The contractor and all subcontractors for a public works project must be registered with the Department of Industrial Relations pursuant to Labor Code section 1725.5.
10. Public works projects are subject to compliance monitoring and enforcement by the Department of Industrial Contractor and all subcontractors shall not be presently debarred, suspended, proposed for disbarment, declared ineligible, or excluded pursuant to Labor Code sections 1777.1 or 1777.7. The contractor shall comply with all applicable provisions of the Labor Code, Division 3, Part 7, Chapter 1, Articles 1 – 5, including, without limitation, the payment of the general prevailing per diem wage rates for public work projects of more than one thousand dollars ($1,000). In addition, the Contractor and each subcontractor shall comply with Chapter 1 of Division 2, Part 7 of the Labor Code, forbidding discrimination and concerning the employment of apprentices by contractor or subcontractors.
11. The contractor shall maintain all appropriate permits, licenses, and certificates that may be required under this contract. The contractor shall comply with all federal, state, and local laws in its performance under this.
12. The contractor, in the performance of this purchase order, shall be and act as an independent contractor. The contractor understands and agrees that it and all of its employees shall not be considered officers, employees, agents, partners, or joint ventures of PCCD, and are not entitled to benefits of any kind or nature normally provided to employees of PCCD and/or to which PCCD’s employees are normally entitled. The contractor shall assume full responsibility for payment of all federal, state, and local taxes or contributions, including unemployment insurance, social security, and income taxes with respect to the Contractor’s employees. In the performance of this purchase order, the Contractor is an independent contractor or business entity that is: (i) free from the control and direction of PCCD in connection with the performance of the Services, (ii) performing Services that are outside the usual course of PCCD’s business, and (iii) customarily engaged in an independently established trade, occupation, or business of the same nature as that involved in the Services.
13. Insurance - Contractors shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder by the Contractor, its agents, representatives, or volunteers. There are general requirements for every contract type and the minimum level of coverages may vary depending on the scope of work and the associated risks. Evaluation of the appropriate coverage will be determined at the time of contract creation with consultation of Risk Management.  

General Liability and Auto Liability policies are to contain or be endorsed to name PCCD, its officers, officials, employees, and volunteers as additional insured with respect to liability arising out of the activities performed with this contract. The contractor’s coverage shall be primary and shall apply separately to each insured against whom a claim is made or suit is brought, except with respect to the limits of the insurer’s liability. Contractor shall provide a waiver of subrogation. Contractor shall furnish to PCCD original Certificates of Insurance and endorsements (affecting coverage required by this clause) signed by a person authorized to bind coverage on its behalf. Insurance is to be placed with insurers with a current AM Best rating of not less than A. The endorsements are to be received and approved by PCCD before work commences.

Miscellaneous Provisions

1. Purchase orders set forth the entire agreement between the parties hereto and fully supersedes any and all prior agreements, understandings, written or oral, between the parties hereto pertaining to the subject matter thereof. No oral agreement or conversation with any officer, agent, or employee of PCCD, either before or after execution of the purchase order, shall affect or modify any of the terms or obligations contained in any of the documents comprising the purchase order. 
2. PCCD’s waiver of a breach of term is not deemed a waiver of any subsequent breach of the same
3. In the event of any demand by Contractor for (i) a time extension, (ii) payment by PCCD of money or damages arising from work done by, or on behalf of, Contractor pursuant to the purchase order and payment of which is not otherwise expressly provided for or to which Contractor is not otherwise entitled to, or (iii) an amount of payment disputed by PCCD, the parties shall attempt to resolve the dispute by those procedures set forth in Public Contract Code, § 9204 and/or Article 1.5 (commencing with section 20104) of Chapter 1, Part, 3, Division 2, of the Public Contract Code, if applicable, the provisions of which are each attached hereto and incorporated herein by this reference.