Accounts Payable and Purchasing

Applicable Law. This Agreement shall be governed by the laws of the State of Washington. Any dispute arising under this Agreement shall be brought in a court in the county where Walla Walla Public Schools is located.

Compliance. Vendor agrees that all goods will comply with applicable laws and regulations relating to their purchase, manufacture, processing, and delivery, and shall obtain and maintain all required licenses and permits at its own expense.

Delivery: Vendor shall deliver all goods and perform all services in accordance with the delivery schedule and requirements specified in the purchase order.

Certification Regarding Debarment, Suspension, and Ineligibility. The vendor certifies that neither it nor its principals are presently debarred, declared ineligible, or voluntarily excluded from participation in transactions by any federal department or agency.

Insurance. Any licensed vendor (contractor), at its own cost, shall maintain insurance coverage(s) through the duration of the contractual relationship with the WWPS. In lieu of a Certificate of Insurance, the Vendor acknowledges that the WWPS does not provide any accidental medical insurance coverage and therefore shall not be liable for any indirect, incidental, consequential, or punitive damages arising out of or in connection with this agreement unless damage or injury is caused by the sole negligence of the WWPS.

Indemnification. Any and all claims which hereafter arise on the part of any and all persons as a direct or indirect result of the Vendor’s or its employee(s), agent(s), or subcontractor(s) performance or failure to perform duties pursuant to this Agreement, shall be the Vendor’s sole obligation. The Vendor shall indemnify and hold harmless Walla Walla Public Schools in full for any and all such acts or failures to act on the part of the Vendor or its employee(s), agent(s), or subcontractor(s).

Inspection: All goods are subject to WWPS inspection and acceptance upon delivery. The WWPS may reject any goods that are defective, damaged, nonconforming, or otherwise fail to meet purchase order requirements. Rejected goods may be returned or replaced at the Vendor's expense. Payment before inspection does not constitute acceptance. The Vendor is responsible for reimbursing the WWPS for the cost of returned goods and any associated shipping or handling charges.

Invoices: Submit one itemized invoice per purchase order. Include the purchase order number, item descriptions, quantities, unit prices, total amount, and the receiving school or department.

Material Safety Data Sheets. The Vendor must provide Material Safety Data Sheets (MSDS) for any hazardous materials. The Vendor must include MSDS documentation with each shipment and mail an MSDS to Walla Walla Public Schools, Accounts Payable, 364 S. Park Street, Walla Walla, WA 99362-3249.

Nondiscrimination. Walla Walla Public Schools is an equal opportunity employer. The Vendor and its subcontractors shall comply with all applicable federal, state, and local nondiscrimination laws and policies, including those prohibiting discrimination based on sex, race, creed, religion, color, national origin, age, veteran or military status, sexual orientation, gender expression or the use of a trained dog guide or service animal and provides equal access to the Boy Scouts and other designated youth groups.
The Vendor acknowledges that discrimination in public accommodations based on disability is prohibited as outlined in the American with Disabilities Act in 1990. Compliance with this section is a condition of this Purchase Order, and any violation may result in termination or cancellation.

Public Records Act. This procurement is subject to the Washington State Public Records Act, RCW 42.56 and Vendor’s information, transactions, and related documents may be disclosed to parties who request it.

Taxes. WWPS is not exempt from Washington State sales tax but is exempt from federal excise tax.

Warranty. Vendor warrants that the merchandise will conform to its description and any applicable specifications, and will be of merchantable quality and fit for the purpose for which it is sold. This warranty is in addition to any standard warranty or service guarantee provided by the Vendor to the WWPS.

Conduct. Contractor agrees to comply with WWPS policies 3205, 3207, 3210, and 3211 regarding harassment. Violators shall be subject to consequences. Any form of harassment is prohibited and shall not be tolerated. Reports of violations should be directed to the Districts Title IX Coordinator.

Crimes against Children. The Vendor shall not utilize any employee at a District site or allow any contact between school children and any employee when an employee has pled guilty to or been convicted of any felony crime against a child under RCW 9A.42, RCW 9A.32, RCW 9A.36, RCW 9A.44, RCW 9A.88, RCW 9A.64.030 or violation of similar laws of another jurisdiction. Any failure by the Vendor to comply with this section shall be grounds for Walla Walla Public Schools to terminate this Contract.

Insurance. The Contractor shall, at its own expense, maintain insurance coverage sufficient to protect against claims for bodily injury, personal injury, property damage, and other liabilities arising from the performance of this Agreement by the Contractor, its employees, agents, representatives, or subcontractors. When required by the District, the Contractor shall submit proof of Commercial General Liability insurance with limits of not less than $1,000,000 per occurrence, or such other limits as the WWPS may specify.

The WWPS shall be named as an additional insured on applicable policies, and such insurance shall be primary to any other insurance available to WWPS. Upon request, the Contractor shall provide certificates of insurance or other satisfactory evidence of coverage. Required insurance shall remain in effect for the duration of the Agreement and shall not be canceled, materially modified, or allowed to lapse without at least 30 days' prior written notice to the WWPS (or the maximum notice permitted by the policy if longer notice is unavailable).

The Contractor acknowledges that WWPS does not provide accident or medical insurance coverage for the Contractor, its employees, agents, or subcontractors, and the Contractor assumes responsibility for maintaining appropriate insurance coverage for its operations and personnel.

Restrictions: All District properties are tobacco-free zones. The use of tobacco, alcohol, or any controlled substance is strictly forbidden on WWPS property. All WWPS properties are weapon-free zones. Vendors and their employees are prohibited from carrying any weapons onto WWPS properties.

Prevailing Wages. Contractors and subcontractors performing public works for Walla Walla Public Schools shall comply with Chapter 39.12 RCW and all applicable Washington State prevailing wage requirements. The Contractor is responsible for filing all required prevailing wage forms, including the Statement of Intent to Pay Prevailing Wages and the approved Affidavit of Wages Paid, as a condition of payment and project closeout.

Retainage: For public improvement contracts, the WWPS may retain five percent (5%) of each progress payment in accordance with RCW 60.28. Retainage will be released only after all statutory requirements have been met, including Final Acceptance of the Work and receipt of all required state releases.

As a condition of final payment and release of retainage, the Contractor shall comply with RCW 39.12 by submitting approved Affidavits of Wages Paid for the Contractor and all Subcontractors of every tier.