Terms and Conditions

Last Updated: March 2013

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Definition

The Board of Governors of the Niagara College of Applied Arts and Technology herein referred to as “College”.

Correspondence

The Niagara College Purchase Order number must be indicated on invoices and all other correspondence. Invoices and bills of lading showing full routing, etc., should be dated and mailed at the time of shipment and addressed to the Accounts Payable Department.

Price and Terms

If the price of the product or service is not stated on the order, the product/service must not be billed at a higher price than last paid or previously stated without notice to the College and our acceptance thereof.

If any of the provisions of the Seller’s proposal are in conflict with the terms of the Purchase Order, the terms of the Purchase Order shall govern unless otherwise agreed between the Seller and the College.

Specifications

All goods (supplies, furniture, equipment, etc.) are to be new and of first grade and of the latest model (no reconditioned, used or demo units are to be offered unless so indicated) and fit for the purpose for which they are intended to serve.

All goods supplied will conform with all laws, standards, ordinances and regulations and will defend and save harmless the College from loss, cost or damage by reason of any actual or alleged violation thereof. With respect to patent infringement, bidder warrants that the materials delivered/bid hereunder, the processes by which they were made and the use thereof for which they were specifically designed, will not per se infringe any patent of Canada (and of the country of manufacture, if other than Canada).

Inspection

Unless otherwise stated, all goods, materials, articles or equipment supplied, and all work or services performed, pursuant to this requirement, shall be subject to inspection by the College at the point of unloading or the site of the work or services prior to the acceptance of the materials/work to be used/performed.

Packaging

The vendor shall make no extra charge for packaging, packing or containers, unless otherwise indicated herein.

Unless otherwise specified, the standard commercial practice of packaging, packing and marking shall be accepted. Cartons will be clearly marked with product description, thickness, and case quantity. Specific handling procedures, requirements must be attached/marked on the package to avoid unnecessary damages, breakages or injury.

Acceptance of Units

The units delivered shall remain the property of the seller until a physical inspection and actual usage of the units is made and thereafter accepted to the satisfaction of the College, and must comply with the terms herein and be fully in accord with the specifications and of the highest quality. In the event the units supplied to the College are found to be defective, or do not conform to specifications, the College reserves the right to cancel the order upon written notice to the seller and return the units to the seller at the seller’s expense. Niagara College will provide a notice of cancellation of the product/service if the delivery is not received on the date specified on the order.

This specification lists only the major details, therefore, it is the supplier’s responsibility to deliver fully equipped units with compatible components to provide dependable, efficient service.

Defective/Inferior Goods

Seller is responsible for and will make good any defects in workmanship and/or materials, covered by the purchase order, which defects become apparent within twelve (12) months from the date of putting same into service. Seller is not relieved of the responsibility imposed by this clause, either as to proper packing, quality of materials or specifications by reason of acceptance by College designated inspectors.

Should the College, in its sole discretion, be of the opinion that goods received are defective/inferior or substandard, or d o not meet the specifications of the item(s) then the College shall have the right to:

  1. Reject the goods outright;
  2. Return the goods whether they have previously been accepted or not;
  3. Require the vendor to retrieve the goods at its own expense;
  4. Use the goods and adjust the price accordingly; or
  5. Require the vendor to immediately replace the goods forthwith at no additional cost

Under no circumstances will the College be responsible for re-stocking charges.

Warranty

The successful vendor shall promptly repair or replace, at no cost to the College, all defects in material and/or workmanship of which the Vendor has been properly notified.

Default

In case of default within the control of the Seller, the College may procure the articles or services from other sources and hold the Seller responsible for any excess cost occasioned thereby.

Late Shipment

The right is reserved to cancel all or any part of an order if not shipped as indicated on the Purchase Order or as agreed upon by the College and supplier.

If the manufacture, transportation, delivery , receipt or use by either party of any of the material covered hereby is prevented, restricted or interfered with by reason of:

  1. fire, explosion, breakdown of plant, strike, lockout, labour dispute, casualty or accident, lack of failure of transportation facilities, epidemic, cyclone, flood, drought, lack of failure of sources of supply of labour, raw materials, power or supplies, or
  2. war, revolution, civil commotion, acts of public enemies, blockage or embargo, or
  3. any law, order, proclamation, regulation, ordinance, demand or requirement of any government or of any subdivision, authority, or representative of any such government, or
  4. any other cause whatsoever, whether similar or dissimilar to those above enumerated, beyond the reasonable control of the party

The party so effected upon prompt notice to the other party (and in case the College gives such notice, in advance of actual shipment) shall be excused from making or taking deliveries hereunder to the extent of such prevention, restriction or interference, but at the College’s option, deliveries so omitted shall be made, upon notice thereof to Seller upon the cessation of such contingency.

Ownership of Intellectual and Other Property Including Copyright

Technical documentation, drawings, CDs, DVDs and prototypes produced by the supplier in the performance of the work under the Purchase Order, shall vest in and remain the property of Niagara College, and the supplier shall account fully to Niagara College in respect of the foregoing in such manner as Niagara College shall direct.

Technical documentation shall contain the following copyright notice: Niagara College of Applied Arts and Technology.

On-Site Services

If the use of Seller’s employees, subcontractors or others under Seller’s control at the location where the materials are to be used or installed is involved, Seller will keep the materials and the premises on which the work is to be done, free and clear of all liens for material and labour incidents and are subject to t he rules of said plant for safety and fire protection. In such cases, Seller shall maintain and shall require subcontractors, if any, to maintain the following kinds of insurance with minimum limits as set forth below:

  1. Worker’s Compensation (WSIB) – Statutory
  2. Comprehensive General Liability – (including Contractual Liability), Bodily Injury (including limit for Bodily Injury and Property)
  3. Minimum of $2,000,000 – inclusive Non-Ownership Liability Damage
  4. Minimum of $2,000,000 – for Third Party Liability
  5. Minimum of $1,000,000 – Vehicle Liability

Before commencing the work, the Seller shall furnish Insurance Certificates satisfactory in form to the College designee showing the above coverage and providing for:

  1. at least ten days prior written notification of cancellation or modification;
    and
  2. Niagara College being named as an additional insured; and, release of subrogation

Seller should also furnish with or notify the College designee of the employer identification numbers allocated to seller under the Workplace Safety and Insurance Board Act of the Province of Ontario.

Accessibility for Ontarians with Disabilities (AODA)

Niagara College is committed to providing equal treatment to people with disabilities with respect to the use and benefit of Niagara College services, programs, and goods in a manner that respects their dignity and that is equitable in relation to the broader public.

Niagara College is committed to the highest possible standards for accessibility. Suppliers(s) must be capable to recommend and deliver, as appropriate for each Deliverable, accessible and inclusive goods and/or services consistent with the Ontario Human Rights Code (OHRC), the Ontarians with Disabilities Act, 2001 (AODA) and Accessibility for Ontarians with Disabilities Act, 2005 (AODA) and its regulations in order to achieve accessibility for Ontarians with disabilities.

In accordance with Ontario Regulation 429 – 07 made under the Accessibility for Ontarians with Disabilities Act, 2005 (Accessibility Standards for Customer Service), the Purchaser has established policies, practices and procedures governing the provision of its goods and services to persons with disabilities. These policies, practices and procedures are available for review at http://vnmanga.info/accessibility/.

Suppliers are required to comply with the Purchaser’s accessibility standards, policies, practices and procedures, which may be in effect during the Term of the Agreement/Purchase Order/Contract and which apply to the Deliverables to be provided by the Supplier.