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    This Agreement is between (hereinafter referred to as CONTRACTOR) and California State University San Marcos (hereinafter referred to as CSU) which is the Trustees of the California State University and is one of 23 campuses in the California State University system, located in San Marcos, California. Collectively, CONTRACTOR and CSU are referred to hereinafter as the Parties.


    RIDER A Terms and Conditions are attached here to and made part of this Agreement.

    Contractor Contact Information Address:

    Terms of Contract This Agreement covers services rendered from through

    Scope of Services The summary description of services to be performed by CONTRACTOR consist of the following:

    If checked, CONTRACTOR'S Proposal is attached and contains a detailed scope of service description incorporated into Agreement by reference.


    CONTRACTOR shall be paid lump sum (or multiple payments) for all services and expenses, including travel, not to exceed amount of: $


    CONTRACTOR certifies: I am a Sole Proprietor, individual or single member LLC with no employees.

    Insurance Requirements The University reserves the right to request a Certificate of Insurance or proof of rental car insurance at anytime. Automobile Insurance: CONTRACTOR to check the applicable box.

    CONTRACTOR will drive their personal automobile onto Campus and has automobile insurance. CONTRACTOR will drive a rental automobile onto Campus and their personal automobile insurance provides coverage. CONTRACTOR will drive a rental automobile onto Campus and will purchase automobile insurance for coverage through the rental agency. CONTRACTOR will not drive onto campus.

    Extended Learning/Institute for Palliative Care Only

    If Checked, Rider A Section 38 applies in addition to all other terms.

    By their signatures below, each of the following represent that they have the authority to execute this Agreement and to bind the Party on whose behalf their execution is made.

    Rev 112217



    Name:Title: Procurement and Contracts



    City, State, Zip:

    Phone: Email:

  • RIDER A Terms and Conditions

    1. Notices Notices required under this Agreement shall be sent to the Parties at the addresses set forth below and may be byfacsimile, e-mail, courier or USPS:

    TO UNIVERSITY PROCUREMENT OFFICE:Procurement and ContractsCalifornia State University San Marcos 333 S. Twin Oaks Valley Road San Marcos, CA 92096-0001 760-750-4555

    TO UNIVERSITY ACCOUNTS PAYABLE: Accounts Payable California State University San Marcos Procurement Operations and Accounts Payable 333 S. Twin Oaks Valley Road San Marcos, CA 92096-0001 760-750-4475

    TO CONTRACTOR Per Agreement Face Sheet

    2. Background ChecksBackground Checks must be completed when applicable in accordance with CSUs Background Check Policy:

    3. Tax WithholdingPayment to Non-California Resident or Non US citizen or non-alien resident CONTRACTOR performing services in California may be reduced by any required State Tax Withholding (7% for individuals) or Federal Tax Withholding(up to 30%), or both form the value listed in Compensation.

    4. InvoicesInvoices shall be submitted, in arrears, to the Accounts Payable address provided above. Each invoice must containthe Purchase Order Number. Final invoice shall be marked as such. CONTRACTOR shall submit invoices to UNIVERSITY ACCOUNTS PAYABLE for payment of services rendered. Unless otherwise specified, UNIVERSITY shall pay properly submitted invoices not more than 45 days after (i) the performance completion date of services; or (ii) receipt of an undisputed invoice,whichever is later. Late payment penalties shall not apply to this Agreement. The consideration to be paid CONTRACTOR, as described within the Contract, shall be in full compensation for all of CONTRACTORs expenses incurred in the performance of this Contract, including travel and per diem, unless otherwise expressly so provided.

    5. CONTRACTOR may elect to receive payment via Direct Deposit/Electronic Fund Transfer (ACH), by completing and attaching the form, Independent CONTRACTOR Direct Deposit Authorization, found here: CONTRACTOR shall be responsible for any bank wire or transfer fees, if applicable. Missing or incorrect forms will delay payment.

    6. Commencement of WorkContractor shall not commence work under the Contract until Contractor has received a fully executed Contract and been given written approval to proceed. Any work performed by Contractor prior to the date of approval shall be considered as having been performed at Contractors own risk and as a volunteer.

    7. Contract Alterations & IntegrationNo alteration or variation of the Contract shall be valid unless made in writing and signed by the parties hereto, and no oral understanding or agreement not incorporated in writing in the Contract shall be binding on any of the parties hereto.

    Page 1 of 7 Rev 112217


  • Page 2 of 7 Rev 112217

    7. SeverabilityContractor and CSU agree that if any provision of this Contract is found to be illegal or unenforceable, such term orprovision shall be deemed stricken and the remainder of the Contract shall remain in full force and effect. Either partyhaving knowledge of such term or provision shall promptly inform the other of its presumed non-applicability of suchprovision. Should the illegal or unenforceable provision be a material or essential term of the Contract,[the Contract shallbe terminated in a manner commensurate with the interests of both parties, to the maximum extent reasonable.

    8. Independent StatusContractor, in the performance of this Contract, shall act in an independent capacity and not as officers, employees oragents of CSU or the State of California. In no event shall Contractor and its employees and agents by entitled tounemployment or workers compensation benefits from CSU.

    9. Governing LawTo the extent not inconsistent with applicable federal law, this Contract shall be construed in accordance with and governed by the laws of the State of California.

    10. Contractor's Power and AuthorityContractor warrants it has full power and authority to enter into this Contract and will hold CSU harmless from and against any loss, cost, liability, and expense (including reasonable attorney fees) arising out of any breach of this warranty.Further, Contractor shall not enter into any arrangement, agreement or contract with any third party that might abridgeany rights of the CSU under this Contract.

    11. AssignmentsContractor shall not assign this Contract, either in whole or in part, without CSUs written consent, which will not beunreasonably withheld.

    12. Waiver of RightsAny action or inaction by CSU or the failure of CSU on any occasion to enforce any right or provision of this Contract shall

    not be a waiver by CSU of its rights hereunder and shall not prevent CSU from enforcing such provision or right on anyfuture occasion. CSUs rights and remedies provided in this Contract shall not be exclusive and are in addition to anyother rights and remedies provided by law.

    13. Entire ContractThis Contract sets forth the entire agreement between the parties with respect to the subject matter hereof and shallgovern the respective duties and obligations of each party.

    14. Appropriation of Fundsa) If the term of this Contract extends into fiscal years subsequent to that in which it is approved such continuation of the

    Contract is subject to the appropriation of funds for such purpose by the Legislature. If funds to effect such continuedpayment are not appropriated, Contractor agrees to take back any commodities furnished under the Contract and notyet paid for by CSU, terminate any future services and commodities to be supplied to the CSU under the Contract, and relieve the CSU of any further obligation therefore.

    b) CSU agrees that if provision (a) above is involved, commodities shall be returned to Contractor in substantially the same condition in which they were delivered, subject to normal wear and tear. CSU further agrees to pay for packing, crating,transportation to Contractor's nearest facility and for reimbursement to Contractor for expenses incurred for itsassistance in such packing and crating.

    15. CancellationCSU has the right to cancel this Contract at any time and without future financial obligation upon thirty (30) days writtennotice to Contractor.

    16. Termination for DefaultCSU may terminate the Contract and be relieved of the payment of any consideration to Contractor should Contractor failto perform the covenants herein contained at the time and in the manner herein provided. In the event of suchtermination, the CSU may proceed with the work in any manner deemed proper by the CSU. The cost to the CSU shall bededucted from any sum due the Contractor under the Contract, and the balance, if any, shall be paid the Contractor upondemand.

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    States Code, Section 1232g) applicable to student education records and information from