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AgreementNo:20~7i1
Page I of_20_
($(j7'1CfS
STATE OF MAINE
DEPARTMENT OF (0 {'( ~d; 6"('. ')
Agreement to Purchase Services
THIS AGREEMENT, made this
24th day of July, 2007 ,is by and between the State of Maine, Dept.
of Corrections, hereinafter called "Department," and Public Communications Services, Inc., located at 11859
Wilshire Blvd .. Suite 600. Los An~eles, CA 90025 ,telephone number 310.231.1000, hereinafter called
"Provider", for the period of Oct. 14 2007 to Oct. 14th 2012.
The Employer Identification Number of the Provider is _---'9"'5'--4-"6"'1",5"'4'-'4-'4_ __
WITNESSETH, that for and in consideration of the payments and agreements hereinafter mentioned, to be
made and performed by the Department, the Provider hereby agrees with the Department to furnish all qualified
personnel, facilities, materials and services and in consultation with the Department, to perform the services,
study or projects described in Rider A, and under the terms of this Agreement. The following riders are hereby
incorporated into this Agreement and made part of it by reference:
Rider A - Specifications of Work to be Performed
Rider B - Payment and Other Provisions
Rider C - Exceptions to Rider B (None)
Rider D, E, and/or F - (At Department's Discretion) (None)
Rider G - Identification of Country in Which Contracted Work will be Performed
IN WITNESS WHEREOF, the Department and the Provider, by their representatives duly authorized, have
executed this agreement in 4
original copies.
DEPARTMENT OF Corrections
~(~
Denise Lord, Assoc. Commissioner Corrections
and
PUBLIC COMMUNICATION SERVICES, INC.
Its:
DEC 1 0 2007
102507 State of Maine Agreement.doc
Page _2_ of __20_
AGREEMENT FOR SPECIAL SERVICES
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102507 State of Maine Agreement.doc
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Page _3_ of __20_
AGREEMENT FOR SPECIAL SERVICES
RIDER A
SPECIFICATIONS OF WORK TO BE PERFORMED
RECITALS
A.
Provider is in the business of installing, maintaining, operating and managing inmate telephone
systems and providing related services at correctional facilities; and
B.
The Department now desires to engage Provider to render collect and pre-paid calling services at
the Department's correctional facilities, and Provider is willing to provide such services.
NOW, THEREFORE, in consideration of the mutual covenants contained herein, the parties agree as
follows:
I.
COSTS AND CALL RATES
a.
Costs.
i.
The costs and expenses of providing Services, including installation charges and labor
costs, shall be Provider's sole responsibility and shall not be charged to the Department, except as
otherwise expressly provided for in this Agreement.
b.
For use of the CORIS Phone System's VOIP infrastructure and call control software Provider
shall pay to The Department 60% on the total gross billable collect and pre-paid revenue at each
Facility, calculated at the rates set forth in Exhibit A. The Department will keep 100% of all
debit revenues collected. Provider shall be responsible for maintaining books and records
sufficient to permit the proper determination of payments due to the Department. Provider shall
send a statement to the Department setting forth the current payment due to the Department, and
payment shall be paid monthly. Other than the specified payment above, The Department shall
not be entitled to receive any other fees or remuneration in connection with this Agreement or
the Services provided by Provider.
c.
Call Rates. The collect and prepaid-collect call rates charged at each Facility shall be in the
amounts set forth in Exhibit A.
d.
6 Month Review:
i.
Provider and the Department shall review the call distribution and network capacity to
determine any required changes.
ii.
The Rates identified in Exhibit A shall be reviewed 6 months following the activation of
services by Provider. If at that time the revenue realized by either the Department or Provider is
15% less than the annualized revenue amount predicted in the projected revenue model in Exhibit
B, these rates shall be reviewed and modified to best reflect the call distribution of the calls made
through the system. These rates shall be mutually agreed upon by both Provider and the
Department.
102507 State of Maine Agreement.doc
AGREEMENT FOR SPECIAL SERVICES
Page _4_ of __20_
2. The Department may request that the Provider's employees who are currently working with the Department
be employed by the Provider for a period of time after the new telephone system is implemented. The
number of hours worked each week and the period of time each such employee shall be so employed shall
be at the Department's sole discretion. The Provider's employees salaries and benefits during such
employment will be their current salaries and benefits as established by Provider and as approved by the
Department and all such costs will be deducted from the monthly payments due to the Department from the
Provider. The Department may elect to terminate any employee by giving the Provider 30 days prior written
notice of such election. Notwithstanding anything hereinabove to the contrary, the Provider shall not be in
default under this Agreement in the event any of its employees elects not to work with the Department as
provided for herein. Exhibit C sets forth the current salary information of the Provider's employees, but is
subject to change.
3. Provider's Existing Equipment at the Department
a. At no additional cost Provider will support the repair or replacement of existing TDD I TTY devices
provided to the Department. Each facility will maintain a minimum of one TDD I TTY device in
support of ADA compliancy. The TDDI TTY devices will utilize a Department provided analog
telephone network connection in support of the devices.
b. As risk mitigation during implementation of the Department's new phone system, Provider will keep its
current inmate phone equipment at the Department's eight facilities for at least 12 months after the last
facility is converted to the new inmate phone system.
c. Provider will maintain the analog telephone lines connected to the existing system at each Department
facility for a period of one month after the last facility has been implemented.
4.
Provider Responsibilities. Provider shall provide the following services:
a. Provide collect call services to the Department inmates and friends and families.
b. Provide real time validation services to validate called party telephone number for billable versus nonbillable telephone number status.
c. Define the appropriate logic between Provider and CORIS to provide the appropriate collect and prepaid
response based on the agreement Business Rules.
d. Provide systems response codes allowing the Department's CORIS system to process collect calls or
prepaid calls.
e. Provide a validation response to CORIS that determines whether they allow or block a collect call.
f.
Provide third party billing to end users for collect calls.
g. Provide access via a toll free number to a centralized prepaid platform that will allow an inmate and end
user a one-time, one-minute complimentary call for the purpose of communicating the need to establish
a prepaid account.
102507 State of Maine Agreement.doc
AGREEMENT FOR SPECIAL SERVICES
Page _5_ of __20_
h. Provide the end user multiple options for establishing a prepaid account, to include: Customer Service
Representative, SSIVR, eCommerce Portal, Western Union, and Money Gram.
1.
Provide a maximum call duration for prepaid enabled accounts to CORIS based on the prepaid account
balance.
J.
Provide a validation code to CORIS for prepaid enabled accounts that do not have sufficient funds in the
prepaid account balance.
k. Provide a prepaid marketing message to notify end -users when the end-user's prepaid account does not
have sufficient funds ..
I.
Provide an updated prepaid account balance utilizing a CORIS generated response (CDR or minutes of
usage #) for complete and incomplete prepaid calls.
m. Provide velocity checking of inmate calls to manage the number of calls to the centralized prepaid
platform for the purpose of establishing a prepaid account.
n. Provide end user response to CORIS for calls that are refused or permanently blocked.
o. Provide voice prompts in six languages (English, Spanish, French, Vietnamese, Thai, and Somali).
p. Provide 24 x 7 technical service for collect and prepaid calls.
q. Provide 18 x 5 customer service for prepaid setup and information.
r. Provide 24 x 7 automated prepaid account service setup and information.
s. Provide 9 x 5 customer service for collect billing questions.
t.
5.
Provide a secure VPN connection to Provider's collocation centers.
Department Responsibilities. The Department shall be responsible for the following:
a. Provide all services for the processing and termination of debit calls.
b. Provide the network to be able to originate and terminate debit, prepaid and collects calls from the
facilities to the end-users.
c. Provide all necessary equipment at the facilities including inmate telephone units, call processing
systems, data network equipment and devices to interface with Provider's back office systems.
d. Provide maintenance, technical support and service support for all facilities within the State of Maine.
e. Provide a collect call validation request with the defined fields and in the defined format. (including
Source ANI, Destination ANI, Client ID, CDR ID, and an Inmate ID.).
f. Respond appropriately to all validation codes for collect and prepaid calls.
102507 State of Maine Agreement.doc
AGREEMENT FOR SPECIAL SERVICES
Page _6_ of __20_
g. Provide CDR's for complete and incomplete collect and prepaid calls (through Web services in near
real-time, within 60 seconds of call completion).
h. Provide a defined 35 digit DTMF string to the centralized prepaid platform for the purpose of
establishing a prepaid call.
1.
Provide velocity checking of inmate calls to the centralized prepaid platform for prepaid enabled
accounts that do not have sufficient funds for placing a prepaid call.
J.
Provide call disconnection for prepaid enabled calls that have reached their prepaid maximum call
duration.
k. Provide call disconnection on inmate calls to the centralized prepaid platform upon the termination of
the inmate and end user one-time, one-minute complimentary call from the centralized prepaid platform.
I.
Provide a secure VPN connection to PCS utilizing the ME DOC Public Internet network access as a
transport medium.
m. Provide read-only access to Call Detail Records and audio streaming of Call Recordings located on the
CORIS platform in support of answering customer inquiries and complaints.
102507 State of Maine Agreement.doc
AGREEMENT FOR SPECIAL SERVICES
Page ~7_ of_20_
EXHIBIT A
Rates
Call Rates - Collect*
Local
IntraLATA
InterLATA
InterState
Canada
COLLECT CALL RATES
Connect
$1.55
$1.55
$1.55
$3.00
$3.95
RatelMinute
$0.25
$0.25
$0.25
$0.69
$0.69
PREPAID CALL RATES
Connect
$1.55
$1.55
$1.55
$3.00
$3.95
RatelMinute
$0.25
$0.25
$0.25
$0.69
$0.69
Call Rates - Prepaid *
Local
IntraLATA
InterLATA
InterState
Canada
*Rates do not include State, Federal and Local Taxes or Regulatory Fees
102507 State of Maine Agreement.doc
AGREEMENT FOR SPECIAL SERVICES
Page _8_ of_20_
EXHIBITB
Projected Annual Gross Revenue Share
Based on Pricing Model submitted to the Department from Provider on July lth, 2007 (Projects 5.5 million
minutes of total inmate call time)
Tabla.~• ci~~~~t1Ij,,$~~,~
I
Collect
Preoaid
Annual Revenue
$
486.996
243,504
$
'Debit
Provider Share
$
194.798
$
97,402
1,033,092
$
$
102507 State of Maine Agreementdoc
$
1,763,592
$
292,200
k
......
," ......................
•· • ·!i:':.
DOC Share
292,198
$
$
146,102
$
1,033,092
$
1,471,392
AGREEMENT FOR SPECIAL SERVICES
Page _9_ of_20_
EXHIBITC
Provider's Current Salaries for Data Entry Staff
Alisa Kelley--$12.48lhr
George Phillips--$13.87Ihr
Christopher Childs--$11.94/hr
102507 State of Maine Agreement.doc
Page_lO_of __ 20_
AGREEMENT FOR SPECIAL SERVICES
RIDERB
METHOD OF PAYMENT AND OTHER PROVISIONS
l.
AGREEMENT AMOUNT $_ _0"--" _ __
" _
2.
INVOICES AND PAYMENTS
The Department will pay the Provider as follows:
Payments are subject to the Provider's compliance with all items set forth in this Agreement and subject
to the availability of funds. The Department will process approved payments within 30 days.
3.
BENEFITS AND DEDUCTIONS If the Provider is an individual, the Provider understands and
agrees that he/she is an independent contractor for whom no Federal or State Income Tax will be deducted by
the Department, and for whom no retirement benefits, survivor benefit insurance, group life insurance, vacation
and sick leave, and similar benefits available to State employees will accrue. The Provider further understands
that annual information returns, as required by the Internal Revenue Code or State of Maine Income Tax Law,
will be filed by the State Controller with the Internal Revenue Service and the State of Maine Bureau of
Revenue Services, copies of which will be furnished to the Provider for his/her Income Tax records.
4.
INDEPENDENT CAPACITY
In the performance of this Agreement, the parties hereto agree that
the Provider, and any agents and employees of the Provider shall act in the capacity of an independent
contractor and not as officers or employees or agents ofthe State.
5.
DEPARTMENT'S REPRESENTATIVE The Agreement Administrator shall be the Department's
representative during the period of this Agreement. He/she has authority to curtail services if necessary to
ensure proper execution. He/she shall certify to the Department when payments under the Agreement are due
and the amounts to be paid. He/she shall make decisions on all claims of the Provider, subject to the approval
of the Commissioner of the Department.
6.
AGREEMENT ADMINISTRATOR
All
submissions from the Provider shall be submitted to:
Name:
Title:
Address:
progress
reports,
correspondence
and
related
Mark McCarthy
Correctional Operations
III State House Station, Augusta, ME 04330
who is designated as the Agreement Administrator on behalf of the Department for this Agreement, except
where specified otherwise in this Agreement.
102507 State of Maine Agreement.doc
AGREEMENT FOR SPECIAL SERVICES
Page _I l~ of~_20~
7.
CHANGES IN THE WORK
The Department may order changes in the work, the Agreement
Amount being adjusted accordingly. Any monetary adjustment or any substantive change in the work shall be
in the form of an amendment, signed by both parties and approved by the State Purchases Review Committee.
Said amendment must be effective prior to execution of the work.
8.
SUB-AGREEMENTS
Unless provided for in this Agreement, no arrangement shall be made by
the Provider with any other party for furnishing any of the services herein contracted for without the consent
and approval of the Agreement Administrator. Any sub-agreement hereunder entered into subsequent to the
execution of this Agreement must be annotated "approved" by the Agreement Administrator before it is
reimbursable hereunder. This provision will not be taken as requiring the approval of contracts of employment
between the Provider and its employees assigned for services thereunder.
9.
SUBLETTING, ASSIGNMENT OR TRANSFER
The Provider shall not sublet, sell, transfer,
assign or otherwise dispose of this Agreement or any portion thereof, or of its right, title or interest therein,
without written request to and written consent of the Agreement Administrator. No subcontracts or transfer of
agreement shall in any case release the Provider of its liability under this Agreement.
10.
EQUAL EMPLOYMENT OPPORTUNITY
Provider agrees as follows:
During the performance of this Agreement, the
a.
The Provider shall not discriminate against any employee or applicant for employment
relating to this Agreement because ofrace, color, religious creed, sex, national origin, ancestry,
age, physical or mental disability, or sexual orientation, unless related to a bona fide
occupational qualification. The Provider shall take affirmative action to ensure that applicants
are employed and employees are treated during employment, without regard to their race, color,
religion, sex, age, national origin, physical or mental disability, or sexual orientation.
Such action shall include but not be limited to the following: employment, upgrading,
demotions, or transfers; recruitment or recruitment advertising; layoffs or terminations; rates of
payor other forms of compensation; and selection for training including apprenticeship. The
Provider agrees to post in conspicuous places available to employees and applicants for
employment notices setting forth the provisions of this nondiscrimination clause.
b.
The Provider shall, in all solicitations or advertising for employees placed by or on behalf
of the Provider relating to this Agreement, state that all qualified applicants shall receive
consideration for employment without regard to race, color, religious creed, sex, national origin,
ancestry, age, physical or mental disability, or sexual orientation.
c.
The Provider shall send to each labor union or representative of the workers with which it
has a collective bargaining agreement, or other agreement or understanding, whereby it is
furnished with labor for the performance of this Agreement a notice to be provided by the
contracting agency, advising the said labor union or workers' representative of the Provider's
commitment under this section and shall post copies of the notice in conspicuous places available
to employees and applicants for employment.
102507 State of Maine Agreement.doc
AGREEMENT FOR SPECIAL SERVICES
Page_12_of __20_
d.
The Provider shall inform the contracting Department's Equal Employment Opportunity
Coordinator of any discrimination complaints brought to an extemal regulatory body (Maine
Human Rights Commission, EEOC, Office of Civil Rights) against their agency by any
individual as well as any lawsuit regarding alleged discriminatory practice.
e.
The Provider shall comply with all aspects of the Americans with Disabilities Act (ADA)
in employment and in the provision of service to include accessibility and reasonable
accommodations for employees and the Departments.
Contractors and subcontractors with contracts in excess of $50,000 shall also pursue in
good faith affirmative action programs.
f.
g.
The Provider shall cause the foregoing provisions to be inserted in any subcontract for
any work covered by this Agreement so that such provisions shall be binding upon each
subcontractor, provided that the foregoing provisions shall not apply to contracts or subcontracts
for standard commercial supplies or raw materials.
11.
EMPLOYMENT AND PERSONNEL
The Provider shall not engage any person in the employ of
any State Department or Agency in a position that would constitute a violation of 5 MRSA § 18 or 17 MRSA §
3104. The Contractor shall not engage on a full-time, part-time or other basis during the period of this
Agreement, any other personnel who are or have been at any time during the period of this Agreement in the
employ of any State Department or Agency, except regularly retired employees, without the written consent of
the State Purchases Review Committee. Further, the Provider shall not engage on this project on a full-time,
part-time or other basis during the period of this Agreement any retired employee of the Department who has
not been retired for at least one year, without the written consent of the State Purchases Review Committee.
The Provider shall cause the foregoing provisions to be inserted in any subcontract for any work covered by this
Agreement so that such provisions shall be binding upon each subcontractor, provided that the foregoing
provisions shall not apply to contracts or subcontracts for standard commercial supplies or raw materials.
12.
STATE EMPLOYEES NOT TO BENEFIT
No individual employed by the State at the time this
Agreement is executed or any time thereafter shall be admitted to any share or part of this Agreement or to any
benefit that might arise therefrom directly or indirectly that would constitute a violation of 5 MRSA § 18 or 17
MRS A § 3104. No other individual employed by the State at the time this Agreement is executed or any time
thereafter shall be admitted to any share or part of this Agreement or to any benefit that might arise therefrom
directly or indirectly due to his employment by or financial interest in the Provider or any affiliate of the
Provider, without the written consent of the State Purchases Review Committee. The Provider shall cause the
foregoing provisions to be inserted in any subcontract for any work covered by this Agreement so that such
provisions shall be binding upon each subcontractor, provided that the foregoing provisions shall not apply to
contracts or subcontracts for standard commercial supplies or raw materials.
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AGREEMENT FOR SPECIAL SERVICES
Page _ 13_ of __ 20_
13.
WARRANTY
The Provider warrants that it has not employed or contracted with any company
or person, other than for assistance with the normal study and preparation of a proposal, to solicit or secure this
Agreement and that it has not paid, or agreed to pay, any company or person, other than a bona fide employee
working solely for the Provider, any fee, commission, percentage, brokerage fee, gifts, or any other
consideration, contingent upon, or resulting from the award for making this Agreement. For breach or violation
of this warranty, the Department shall have the right to annul this Agreement without liability or, in its
discretion to otherwise recover the full amount of such fee, commission, percentage, brokerage fee, gift, or
contingent fee.
14.
ACCESS TO RECORDS The Provider shall maintain all books, documents, payrolls, papers,
accounting records and other evidence pertaining to this Agreement and make such materials available at its
offices at all reasonable times during the period of this Agreement and for such subsequent period as specified
under Maine Uniform Accounting and Auditing Practices for Community Agencies (MAAP) rules. The
Provider shall allow inspection of pertinent documents by the Department or any authorized representative of
the State of Maine or Federal Government, and shall furnish copies thereof, if requested.
15.
TERMINATION
The performance of work under the Agreement may be terminated by the
Department in whole, or in part, whenever for any reason the Agreement Administrator shall determine that
such termination is in the best interest of the Department. Any such termination shall be effected by delivery to
the Provider of a Notice of Termination specifYing the extent to which performance of the work under the
Agreement is terminated and the date on which such termination becomes effective. The Agreement shall be
equitably adjusted to compensate for such termination, and modified accordingly.
16.
GOVERNMENTAL REQUIREMENTS The Provider warrants and represents that it will comply
with all governmental ordinances, laws and regulations.
17.
GOVERNING LAW
This Agreement shall be governed in all respects by the laws, statutes, and
regulations of the United States of America and of the State of Maine. Any legal proceeding against the State
regarding this Agreement shall be brought in State of Maine administrative or judicial forums. The Provider
consents to personal jurisdiction in the State of Maine.
18.
STATE HELD HARMLESS
The Provider agrees to indemnify, defend and save harmless the
State, its officers, agents and employees from any and all claims, costs, expenses, injuries, liabilities, losses and
damages of every kind and description (hereinafter in this paragraph referred to as "claims") resulting from or
arising out of the performance of this Agreement by the Provider, its employees, agents, or subcontractors.
Claims to which this indemnification applies include, but without limitation, the following: (i) claims suffered
or incurred by any contractor, subcontractor, materialman, laborer and any other person, firm, corporation or
other legal entity (hereinafter in this paragraph referred to as "person") providing work, services, materials,
equipment or supplies in connection with the performance of this Agreement; (ii) claims arising out of a
violation or infringement of any proprietary right, copyright, trademark, right of privacy or other right arising
out of publication, translation, development, reproduction, delivery, use, or disposition of any data, information
or other matter furnished or used in connection with this Agreement; (iii) claims arising out of a libelous or
other unlawful matter used or developed in connection with this Agreement; (iv) claims suffered or incurred by
any person who may be otherwise injured or damaged in the performance of this Agreement; and (v) all legal
costs and other expenses of defense against any asserted claims to which this indemnification applies. This
102507 State of Maine Agreement.doc
AGREEMENT FOR SPECIAL SERVICES
Page _14_ of __ 20_
indemnification does not extend to a claim that results solely and directly from (i) the Department's negligence
or unlawful act, or (ii) action by the Provider taken in reasonable reliance upon an instruction or direction given
by an authorized person acting on behalf of the Department in accordance with this Agreement.
19.
NOTICE OF CLAIMS
The Provider shall give the Contract Administrator immediate notice in
writing of any legal action or suit filed related in any way to the Agreement or which may affect the
performance of duties under the Agreement, and prompt notice of any claim made against the Provider by any
subcontractor which may result in litigation related in any way to the Agreement or which may affect the
performance of duties under the Agreement.
20.
APPROVAL This Agreement must have the approval of the State Controller and the State Purchases
Review Committee before it can be considered a valid, enforceable document.
21.
LIABILITY INSURANCE The Provider shall keep in force a liability policy issued by a company
fully licensed or designated as an eligible surplus line insurer to do business in this State by the Maine
Department of Professional & Financial Regulation, Bureau of Insurance, which policy includes the activity to
be covered by this Agreement with adequate liability coverage to protect itself and the Department from suits.
Providers insured through a "risk retention group" insurer prior to July 1, 1991 may continue under that
arrangement. Prior to or upon execution of this Agreement, the Provider shall furnish the Department with
written or photocopied verification of the existence of such liability insurance policy.
22.
NON-APPROPRIATION Notwithstanding any other provision of this Agreement, if the State does
not receive sufficient funds to fund this Agreement and other obligations of the State, if funds are deappropriated, or if the State does not receive legal authority to expend funds from the Maine State Legislature or
Maine courts, then the State is not obligated to make payment under this Agreement.
23.
SEVERABILITY
The invalidity or unenforceability of any particular provision or part thereof of
this Agreement shall not affect the remainder of said provision or any other provisions, and this Agreement
shall be construed in all respects as if such invalid or unenforceable provision or part thereof had been omitted.
24.
INTEGRATION
All terms of this Agreement are to be interpreted in such a way as to be consistent
at all times with the terms of Rider B (except for expressed exceptions to Rider B included in Rider C),
followed in precedence by Rider A, and any remaining Riders in alphabetical order.
25.
FORCE MAJEURE The Department may, at its discretion, excuse the performance of an obligation by
a party under this Agreement in the event that performance of that obligation by that party is prevented by an
act of God, act of war, riot, fire, explosion, flood or other catastrophe, sabotage, severe shortage of fuel, power
or raw materials, change in law, court order, national defense requirement, or strike or labor dispute, provided
that any such event and the delay caused thereby is beyond the control of, and could not reasonably be avoided
by, that party. The Department may, at its discretion, extend the time period for performance of the obligation
excused under this section by the period of the excused delay together with a reasonable period to reinstate
compliance with the terms of this Agreement.
102507 State of Maine Agreement-doc
AGREEMENT FOR SPECIAL SERVICES
Page _15_ of __ 20_
26.
SET -OFF RIGHTS The State shall have all of its common law, equitable and statutory rights of setoff. These rights shall include, but not be limited to, the State's option to withhold for the purposes of set-off
any monies due to the Provider under this Agreement up to any amounts due and owing to the State with regard
to this Agreement, any other Agreement, any other Agreement with any State department or agency, including
any Agreement for a term commencing prior to the term of this Agreement, plus any amounts due and owing to
the State for any other reason including, without limitation, tax delinquencies, fee delinquencies or monetary
penalties relative thereto. The State shall exercise its set-off rights in accordance with normal State practices
including, in cases of set-off pursuant to an audit, the finalization of such audit by the State agency, its
representatives, or the State Controller.
27.
ENTIRE AGREEMENT This document contains the entire Agreement of the parties, and neither
party shan be bound by any statement or representation not contained herein. No waiver shan be deemed to
have been made by any of the parties unless expressed in writing and signed by the waiving party. The parties
expressly agree that they shall not assert in any action relating to the Agreement that any implied waiver
occurred between the parties which is not expressed in writing. The failure of any party to insist in anyone or
more instances upon strict performance of any of the terms or provisions of the Agreement, or to exercise an
option or election under the Agreement, shall not be construed as a waiver or relinquishment for the future of
such terms, provisions, option or election, but the same shall continue in fun force and effect, and no waiver by
any party of anyone or more of its rights or remedies under the Agreement shan be deemed to be a waiver of
any prior or subsequent rights or remedy under the Agreement or at law.
102507 State of Maine Agreement.doc
AGREEMENT FOR SPECIAL SERVICES
Page _16_ of_20_
RIDERC
EXCEPTIONS TO RIDER B
NONE
102507 State of Maine Agreement.doc
AGREEMENT FOR SPECIAL SERVICES
Page _17_ of __20_
RIDERD
Not Required: For use at Department's Discretion
NONE
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AGREEMENT FOR SPECIAL SERVICES
Page _18_ of __ 20_
RIDERE
Not Required: For use at Department's Discretion
NONE
102507 State of Maine Agreement.doc
Page ~19_ of_~20_
AGREEMENT FOR SPECIAL SERVICES
RIDERF
Not Required: For use at Department's Discretion
NONE
102507 State of Maine Agreement.doc
AGREEMENT FOR SPECIAL SERVICES
Page _20_ of __ 20_
RIDERG
IDENTIFICATION OF COUNTRY
IN WHICH CONTRACTED WORK WILL BE PERFORMED
Please identify the country in which the services purchased through this contract will
be performed:
~
o
United States. Please identify state: ME
Other. Please identify country:
Notification of Changes to the Information
The Provider agrees to notify the Division of Purchases of any changes to the information provided
above.
102507 State of Maine Agreement.doc
