Project Council Sign Off Form

PROJECT COUNCIL SIGN OFF FORM

Council Name:   Project Title:

Project Number:   Council Meeting Date:   Resolution Reference:

RECITALS

WHEREAS, the Project Council named above is vested with authority to review and formally accept project deliverables and to authorize payments in accordance with Council policy and the governing contract with the Vendor/Contractor identified below; and

WHEREAS, Vendor/Contractor Name: has performed the services described in the applicable contract and has submitted deliverables for Council review; and

WHEREAS, the parties desire to document the Council's acceptance, any conditions to acceptance, and the related payment authorization by executing this Project Council Sign Off Form.

SCOPE OF WORK AND ACCEPTANCE

Council Decision: Approved Approved with conditions Rejected

If approved with conditions, list required corrective actions or conditions:

Acceptance Effective Date:

PAYMENT TERMS

Total Amount Authorized:

Payment shall be made within days after Council acceptance effective date, subject to verification of deliverables and submission of required invoices and supporting documentation.

Retention (if any):   Late Payment Fee:

Payment Authorization: Payment is authorized only upon Council sign off and submission of an invoice that references the Project Number and Resolution Reference identified above. The Council's authorization to pay is conditioned on satisfactory completion of the accepted deliverables and Vendor compliance with contract terms.

TERM AND TERMINATION

Project Start Date:   Estimated Completion Date:

Either party may terminate this engagement for material breach upon days' written notice and an opportunity to cure such breach. Termination shall not relieve the Vendor of obligations accrued prior to termination, including obligations to complete corrective actions required as a condition of acceptance.

CONFIDENTIALITY

All information exchanged in connection with the deliverables and acceptance process that is designated as confidential or that by its nature ought reasonably to be considered confidential shall be held in strict confidence by the receiving party. The receiving party shall not disclose Confidential Information to any third party without prior written consent, except as required by law or as necessary to perform obligations under the contract. Upon request of the disclosing party, the receiving party shall return or certify destruction of Confidential Information.

Confidential Information does not include information that (a) is or becomes generally available to the public through no act or omission of the receiving party, (b) was lawfully known to the receiving party prior to disclosure by the disclosing party, (c) is rightfully received from a third party without restriction, or (d) is independently developed without use of the other's Confidential Information.

GOVERNING LAW; ENTIRE AGREEMENT

Governing Law: This sign off form 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 Project Council Sign Off Form, together with the referenced contract and any attachments or exhibits expressly incorporated herein, constitutes the entire agreement and understanding between the parties with respect to Council acceptance, payment authorization, and the subject matter hereof. It supersedes all prior oral or written agreements relating to the same subject matter.

CERTIFICATION

By signing below, the undersigned represent and warrant that they are authorized to execute this form on behalf of their respective organizations, that the statements and representations contained herein are true and accurate to the best of their knowledge, and that acceptance and payment authorization are granted in accordance with applicable policies and contract terms.

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