Vendor Compliance Attestation

VENDOR COMPLIANCE ATTESTATION

Vendor Name:   Company Name:

WHEREAS

WHEREAS, Vendor has represented that it is qualified and possesses the experience, personnel, and resources necessary to provide goods and/or services to Company under the terms of an accompanying purchase order or agreement identified as: Contract/PO No.: ;

WHEREAS, Company requires written assurances from Vendor that Vendor complies with applicable laws, insurance obligations, anti-corruption rules, and other procurement policies as a condition to awarding and continuing work under such Contract/PO;

NOW, THEREFORE, in consideration of the mutual promises contained herein and in the Contract/PO, the parties agree as follows:

SCOPE OF WORK

COMPLIANCE ATTESTATIONS

By checking each box and signing below, Vendor certifies that the following statements are true as of the date of signature:

 Vendor operates in compliance with all applicable federal, state, and local laws, regulations and certifications required to perform the work, including licensing and environmental requirements.

 Vendor is not debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from transactions by any governmental authority. If Vendor becomes so listed during the term, Vendor will promptly notify Company in writing.

 Vendor and its employees and agents will comply with all applicable anti-bribery and anti-corruption laws and will not offer, promise, or give any undue benefit to obtain or retain business.

 Vendor will maintain reasonable administrative, technical and physical safeguards to protect Company data and will process such data only as authorized in writing.

 Vendor maintains insurance coverages in commercially reasonable amounts, including commercial general liability and workers' compensation as required by the Contract/PO. Insurer name:

 Vendor is current on all tax obligations and will comply with applicable labor and wage laws, including withholding and subcontractor obligations.

 Vendor will flow down applicable compliance obligations to its subcontractors and remain responsible for subcontractor performance and compliance.

PAYMENT TERMS

Interest on overdue amounts will accrue at or the maximum rate permitted by law, whichever is less. Vendor may suspend performance if invoices remain unpaid following written notice and the expiration of the notice period set forth in the Term and Termination section.

TERM AND TERMINATION

Term Commencement Date:   Term Expiration Date:

Either party may terminate this Attestation and the related Contract/PO for material breach if the breaching party fails to cure such breach within the notice period above. Termination for convenience requires written notice as specified above.

CONFIDENTIALITY

Vendor agrees that any non-public information disclosed by Company in connection with the Contract/PO is Confidential Information. Vendor will not disclose or use Confidential Information except as necessary to perform its obligations and will take reasonable measures to protect confidentiality consistent with industry practice. This obligation survives termination of the Contract/PO.

GOVERNING LAW

This Attestation and any dispute arising out of or related to it will be governed by the laws of: without regard to conflict of law rules.

ENTIRE AGREEMENT

This Attestation, together with the referenced Contract/PO and any written amendments, constitutes the entire agreement between the parties with respect to the subject matter herein and supersedes all prior agreements and understandings. No modification will be effective unless in a writing signed by both parties.

VENDOR CERTIFICATION

The undersigned, authorized to execute this Attestation on behalf of Vendor, certifies under penalty of perjury that the foregoing attestations are true and correct, that Vendor will comply with its obligations during the term, and that Company may rely upon these representations in awarding or continuing the Contract/PO.

Vendor Representative Name:

Title:    Phone:    Email:

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