Sole Source Procurement Packet

SOLE SOURCE PROCUREMENT PACKET

Administrative Information

Whereas / Agreement Recitals

WHEREAS, Purchasing Entity: requires the acquisition of goods or services described herein and has determined that competitive procurement is impracticable for the reasons set forth below;

WHEREAS, Sole Source Vendor: represents that it is uniquely qualified to provide the specified goods or services, or that rights, compatibility, or exclusivity make it the only practical source;

WHEREAS, the parties desire to memorialize the scope, terms, payment, and certification necessary to proceed on a sole source basis consistent with applicable purchasing policies and available funding;

Scope of Work

Sole Source Justification

Select the reason(s) for sole source procurement and provide supporting facts. Check all that apply and provide explanation where indicated.

Market Research and Attempts to Obtain Competition

Summarize market research performed, vendors contacted, responses received, and why competition was unsuccessful or infeasible.

Estimated Cost & Funding

Payment Terms

Specify payment amount, schedule, invoicing instructions, and late payment remedy.

Term and Termination

Specify the effective period and termination rights.

Confidentiality

The parties acknowledge that, in the performance of this procurement, each may receive Confidential Information. The receiving party shall (a) use Confidential Information solely for performance under this procurement, (b) restrict disclosure to employees and subcontractors with a need to know, and (c) implement reasonable safeguards to protect against unauthorized disclosure. Confidential Information does not include information that is publicly available without breach of this agreement or independently developed without use of the disclosing party's Confidential Information.

Governing Law

This packet, and any resulting agreement, shall be governed by and construed in accordance with the laws of the State of without regard to choice-of-law principles.

Certifications and Approvals

By signing below, the Requesting Official certifies that the information provided is true and accurate; funds are available; and this sole source procurement complies with applicable procurement policy and internal controls.

Procurement Reviewers (enter names and approval status). Procurement Officer and Legal Counsel approvals are recommended for all sole source procurements of significant value.

Attachments and Supporting Documents

List documents attached to this packet (e.g., technical specifications, vendor quote, correspondence, proprietary documentation, prior approvals).

Entire Agreement

This packet, together with any attachments and any subsequently executed agreement referenced herein, constitutes the entire understanding between the parties with respect to the subject matter and supersedes all prior proposals and communications, whether written or oral. Any amendment must be in writing and signed by authorized representatives of both parties.

General Business Agreement Provisions

This section sets forth standard business terms to apply if a sole source contract is executed as a result of this packet. The terms below are substantive and binding upon execution.

Scope: The Vendor shall perform the services and deliver the goods described in the Scope of Work above in a professional and timely manner in accordance with industry standards. Performance obligations include conformance to schedules, reporting, and acceptance testing where applicable.

Payment Terms: The Purchasing Entity shall pay the Vendor in accordance with the Payment Terms specified in this packet. Invoices must reference the Procurement ID and shall be paid within the agreed payment period following satisfactory invoice and acceptance of deliverables. Late payments shall accrue interest as set forth in the Late Payment Fee field.

Confidentiality and Data Security: The Vendor shall maintain appropriate administrative, technical and physical safeguards to protect Confidential Information and personal data, and shall notify the Purchasing Entity promptly in the event of any unauthorized access, use or disclosure.

Indemnification and Liability: The Vendor shall indemnify and hold harmless the Purchasing Entity from third-party claims arising from Vendor's negligent acts, omissions, or willful misconduct in the performance of the services, subject to any liability limitations agreed in a resulting contract.

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