Compliance Certificate BPA

COMPLIANCE CERTIFICATE BPA

Parties and Identification

Client Name:     Contractor Name:

BPA Number:     Effective Date of BPA:

Recitals

WHEREAS, Client has entered into a Blanket Purchase Agreement identified by BPA Number above under which the Contractor may be authorized to provide goods or services; and

WHEREAS, Contractor is required as a condition of payment and award to certify that the work, deliverables, and business practices performed under the BPA comply with all applicable terms, conditions, laws, regulations, and the specific requirements set forth in the BPA and associated task orders;

WHEREAS, the parties desire to document Contractor's compliance and provide an executed Compliance Certificate to be retained with the BPA contract file.

Scope of Work

Payment Terms

Total Contract Value for Covered Work:

Late Payment Penalty:     Invoices Must Include:

Term and Termination

Term Start Date:     Term End Date:

Either party may terminate this engagement for convenience upon written notice to the other party no fewer than days prior to the intended termination date. Termination for cause may be immediate where material breach has not been cured within the cure period specified in the BPA or task order.

Certifications of Compliance

By executing below, Contractor certifies and represents that, as of the date of this Certificate, to the best of Contractor's knowledge and belief:

Contractor has performed or will perform the work in compliance with all material terms and conditions of the BPA and any applicable task orders.

All work, deliverables, subcontractors, employment practices, and billing conform to applicable federal, state, and local laws, rules and regulations, including licensing and labor standards where applicable.

Contractor has disclosed all actual or potential conflicts of interest related to the BPA and has taken reasonable steps to mitigate such conflicts.

All required insurance coverages as specified in the BPA are in force and documentation has been provided to Client in accordance with contract requirements.

Confidentiality

Contractor acknowledges that certain information exchanged under the BPA may be confidential. Contractor shall maintain the confidentiality of all Client confidential information, shall not disclose such information except as permitted by the BPA or with Client's written consent, and shall implement commercially reasonable safeguards to prevent unauthorized disclosure. This obligation survives termination of the BPA and this Certificate for a period of three (3) years except where a longer period is required by the BPA or applicable law.

Governing Law

This Compliance Certificate and any dispute arising out of or related to it shall be governed by and construed in accordance with the laws of the State of without regard to conflict-of-law principles.

Entire Agreement

This Compliance Certificate, together with the referenced BPA and any incorporated task orders, constitutes the entire agreement between the parties with respect to the subject matter herein and supersedes all prior and contemporaneous understandings, agreements, representations and warranties, whether written or oral. No amendment to this Certificate shall be effective unless in writing and signed by authorized representatives of both parties.

Attachments

Certification and Signature

The undersigned, being an authorized representative of the Contractor, certifies under penalty of perjury that the information contained in this Compliance Certificate is true, complete, and accurate to the best of the signatory's knowledge and belief, and that Contractor will promptly notify Client in writing of any change in circumstances that would affect the accuracy of these certifications.

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