Project CPARS Template

PROJECT CPARS TEMPLATE

This Project Performance and Assessment Agreement (Agreement) is entered into between Client Name: and Contractor Name: . Effective Date:

WHEREAS

WHEREAS, Client has procured services or deliverables described in Project Name: under Contract/Task Order No.: ; and

WHEREAS, Contractor performed or will perform the work that is the subject of an assessment under the established performance assessment process; and

WHEREAS, the parties desire to record the scope, evaluation, payment understanding, and procedural assurances for preparation and submission of the performance assessment in a manner consistent with applicable procurement policies and the needs of the Client.

SCOPE OF WORK

PERFORMANCE ASSESSMENT (CPARS) ELEMENTS

Assessment Period Start:    End:

Evaluation Categories and Narratives

PAYMENT TERMS

Contract Price / Not-to-Exceed Amount:

TERM AND TERMINATION

Term Commencement:    Term Expiration:

Either party may terminate this Agreement for convenience upon written notice to the other party delivered at least days prior to the effective date of termination. Termination for cause shall be effective immediately upon written notice where the non‑defaulting party specifies material breach and provides a reasonable opportunity to cure of not less than days unless the breach is incapable of cure.

CONFIDENTIALITY

Each party shall maintain in confidence all non‑public information disclosed by the other party in connection with this Agreement that is designated confidential or that reasonably should be understood to be confidential (Confidential Information). Confidential Information shall not include information that: (a) is or becomes generally known to the public without breach of this Agreement; (b) is rightfully received from a third party without restriction; or (c) is independently developed without use of the other party's Confidential Information. The receiving party shall use Confidential Information solely for performance under this Agreement and shall restrict disclosure to employees and agents with a need to know who are bound by confidentiality obligations no less protective than those herein.

GOVERNING LAW AND DISPUTE RESOLUTION

This Agreement shall be governed by and construed in accordance with the laws of the State of , without regard to conflict of law principles. The parties agree to attempt resolution of disputes promptly and in good faith. If informal resolution fails, disputes shall be resolved by litigation in the courts of the governing state unless the parties mutually elect arbitration in writing.

ENTIRE AGREEMENT; AMENDMENT

This Agreement, together with any attachments or incorporated assessment documentation, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior negotiations, proposals, or agreements, whether written or oral. Any modification or waiver of this Agreement must be made in writing and signed by authorized representatives of both parties.

ADDITIONAL REPRESENTATIONS AND CERTIFICATIONS

The signatory for Contractor certifies that the performance narratives and ratings provided are true and accurate to the best of the signatory's knowledge and that the Contractor has been afforded the opportunity to review and comment on any assessment statements prior to final submission.

RECORDS AND ACCESS

Contractor shall retain records relevant to performance and assessment for a minimum of years following final payment. Client and its authorized representatives shall have reasonable access to such records for verification purposes.

NOTICES

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