Standard Terms and Conditions
Standard Terms and Conditions are the basic rules that govern the business relationship between the Society and it suppliers. Any variation from these terms must be expressly approved by the Executive Director. The Society requires vendors to be familiar with and to respect its Standard Terms and Condition when engaging in business transactions with the Society. Our standard terms and conditions are available on our Standard Terms and Conditions page, available HERE.
Standard Terms and Conditions
All Financial Commitments made by the Society are subject to the following standard terms and conditions. Additional terms and conditions may be applicable in an Agreement made by the Society. Any variation of these conditions must be provided by the Society in writing to the Vendor and approved by the Senior Management Team.
The Kawartha-Haliburton Children’s Aid Society (“KHCAS” or “the Society”) is an Ontario corporation operating as a registered Charity, whose principal mandate is to protect the children and youth from abuse and neglect. Its catchment area consists of the Cities of Peterborough and Kawartha Lakes and the Counties of Peterborough and Haliburton. The Society is primarily funded by the Province of Ontario and operates under the authority of the Child and Family Services Act. More details relating to the operations of the Society can be found on the Society’s internet site: www.khcas.on.ca.
As a recipient of public funds, the Society is required to operate within the provisions of the Broader Public Sector Accountability Act, 2010, which incorporates principles of accountability, transparency, value for money, quality and standardization.
The Society has developed a code of ethics and purchasing policy which support the legislated requirements. Within the policy and legislated framework, the Society will, from time to time, request information, proposals or quotations either on an “open” or on an “invitational” basis with the intent of making informed procurement decisions for the organization driven by considerations of value and quality in a competitive environment.
Vendors or proponents of the Society need to have a reasonable expectation of the terms under which they can expect to transact business with the Society. In this regard, and in respect of the regulated requirement for standardization, the Society has put forth herein, the standard terms by which the Society will conduct commercial activities. The terms will apply to all transactions with the Society. Any variation from these terms must be agreed to in writing by senior management within the Society.
The Society’s Standardized Terms and Conditions apply to both goods and/or services. All Vendors and Respondents to the Society are requested to consider the appropriate application of these terms and conditions as they apply to each individual commodity they are quoting on, whether for goods or services.
‘Addenda or Addendum’ means such further additions, deletions, modifications or other changes to any Request documents.
‘Award’ means the acceptance by KHCAS of a Proposal / Quotation to supply specific goods and/or services.
‘Respondent’ – The person, firm or corporation submitting a proposal to the Society in response to a Request document in the form and format specified in the Request document.
‘Request Document’ – The Request for Tenders (RFT), Request for Quotations (RFQ), or Request for Proposals (RFP), all associated sections (including Specifications, Drawings, Forms, Appendices, Attachments and Schedules, etc.) and Addenda issued by the Society to which proposals are invited for the performance of Work or supply of equipment, goods or services.
‘Proposal’– Documentation submitted by a Respondent and received by the Society in response to the Request document. This also refers to a Proposal (including Request for Tenders (RFT), Request for Quotations (RFQ) or Request for Proposals (RFP)).
‘Vendor’ – The person, firm or corporation which is, or has been, engaged in commercial activity with the Society and may include but is not limited to goods provider, service provider, contractor or consultant.
‘Agreement’ – All written documentation, which defines the relationship and the terms under which the Vendor will perform the “Work” for the Society. It may include any or all of : the executed Contract, Purchase Order or Agreement including any attachments thereto, all subsequent duly authorized amendments in date order, Addenda in date order, the Request document, the Vendor’s proposal, the bonds, warranties, or other required securities (if any).
‘Proponent’ – means any individual or commercial entity receiving an invitation to submit a Proposal / Quotation in response to a Request for Proposal / Quotation.
‘Society’ shall mean the Kawartha-Haliburton Children’s Aid Society.
‘Work’ – means the provision of goods or services to the Society performed to meet a demand and to comply with the conditions of the Agreement, delivery dates, specifications and technical assistance. In the case of providing services, all labour, materials, equipment, fixtures, services, supplies, and acts required to be done, furnished or performed by the Vendor.
Open and Invitational Competitions
In matters where the Society is seeking information, proposals or quotations in an open or invitational context, the following terms apply:
- In preparing a response, a Respondent must be prepared to abide by the terms and conditions documented herein as though they were a Vendor of the Society.
- A Respondent will not engage in conduct, directly or indirectly, that may give rise to a Conflict of Interest. Such activities include any which may give it an unfair advantage, including:
(i) having information or having access to information in the preparation of its Proposal that was confidential to the Society and not available to other respondents;
(ii) communicating with any person with a view to influencing preferred treatment in the RFP process; or
(iii) engaging in conduct that compromised or could be seen to have compromised the integrity of the open and competitive RFP process and rendered that process non-competitive or unfair.
- The Society reserves the right to disqualify a Respondent’s Proposal where the Society believes a conflict of interest or potential conflict of interest exists.
- All expenses involved with the preparation and submission of Proposals to the Society, or any work performed in connection therewith shall be borne by the Proponent. No payment will be made for any Proposals/Quotations received, or for any other effort required of or made by the Proponent prior to commencement of work as defined by the Proposal/Quotation approved by the Society.
- Proposals will be called, received, evaluated, accepted and processed in accordance with Society’s Purchasing Policy and Tendering/Proposal/Quotation Procedures. By submitting a response to a Request Document, a Respondent agrees to be bound by the terms and conditions of such Policy and Procedures and any amendments made from time to time, as fully as if they were incorporated herein.
- Respondents are advised that, unless otherwise permitted by the Society’s Purchasing Policy & Procedure, no Proposal shall be accepted from, nor shall any Agreement be made with a Respondent with whom the Society is engaged in unresolved litigation.
- A formal Purchase Order (P.O.) shall be issued separately by the Society should any Respondent’s Proposal be chosen as a successful response to Society Request Documents. All terms and conditions given herein, and any additional terms and conditions provided with a specific formal P.O. and/ or detailed Agreement shall, as applicable, become the terms and conditions of the Agreement.
- The Agreement consists of the following documents:
(i) Any duly authorized amendments to the Purchase Order, Standing Agreement or Agreement.
(ii) The Purchase Order, Standing Agreement or Agreement issued to the Vendor for the required goods and/or services and all appendices or attachments incorporated therein.
(iii) All Addenda to the Request document.
(iv) Request Document issued by the Society.
(v) The Respondent’s Proposal.
- Unless otherwise specified, these Agreement documents and portions thereof, take precedence in the order in which they are named above, notwithstanding the chronological order in which they are issued or executed.
- The intent of the Agreement is that the Vendor shall supply Work that is fit and suitable for the Society’s intended use and complete for the intended use.
- In order to be considered for Work, a Respondent must be deemed by the Society in its sole and absolute discretion, to be responsible and not be suspended, debarred or in default of any currently outstanding obligation to the Society.
- In accordance with the Freedom of Information and Protection of Privacy Act, R.S.O. 1990, C.F.31, this is to advise that the personal information Proponents provide is being collected under authority of the Act and will be used exclusively in the selection process. All Proposals/Quotations submitted become the property of the Society. In accordance with the requirements of FIPPA, Proponents are reminded to identify in their Proposal/Quotation material, any specific scientific, technical, commercial, proprietary, or similar confidential information, the disclosure of which could cause them injury. Complete Proposals/Quotations are not to be identified as confidential.
- The lowest cost Proposal or highest scoring Proposal not necessarily accepted.
- Request Documents are available at no charge from the Society’s website at www.khcas.on.ca
Standard Terms & Conditions
1. Confidential Information
The Vendor acknowledges it and/or persons operating under its direction may be given access to Confidential Information in the performance of the Agreement. The Vendor must ensure that it and persons operating under its direction will keep strictly secret and confidential the Confidential Information to which they have access. This requirement applies at any time before, during or after the completion of the Work. The Vendor and any persons operating under its direction will copy, publish, divulge or disclose in any manner whatsoever the Confidential Information only to persons directly involved in the performance of the Agreement and only to the extent that such disclosure is required for performance of the Agreement. Persons operating at the direction of the Vendor include, but are not limited to its principals, employees, agents and (to the extent permitted in the Agreement) sub-contractors.
The Vendor further acknowledges that all reports, data, documents, materials and information of any kind whatsoever prepared in the course of carrying out the Work are the sole and exclusive property of the Society. Any breach of this requirement for confidentiality may result in the Agreement being terminated and may also result in damages being assessed and applied against any amounts owing to the Vendor under the Agreement.
The Society will not normally consent to the use of its name in relation to the promotional or marketing information and material of its vendors. Without limiting the foregoing, the Vendor shall not use the name of the Society in any publication, promotion or advertisement with respect to the delivery of goods or services under the agreement or its results, without the prior written consent of the Executive Director of the Society. The Vendor shall not issue any publicity or news release or otherwise respond to or contact any member of the media pertaining to the Agreement without the prior consent of the Society.
Any publicity or publications related to the Agreement shall be at the sole discretion of the Executive Director of the Society.
The Vendor shall continuously maintain throughout the term of the Agreement and pay for the following insurance coverage: (Note that these coverage and limits shall apply)
- Commercial General Liability insurance including personal injury, broad form contractual liability, owners and contractor’s protective, completed operations, and non-owned automotive liability in an amount of not less than two million dollars ($2,000,000.00) applying to all contracts for claims arising out of one occurrence, and
- Automobile Liability Insurance in respect to licensed vehicles owned and / or leased, with limits of not less than two million dollars ($1,000,000.00) inclusive per occurrence for bodily injury, death and damage to property.
- Professional Liability Insurance, where prescribed by law or professional regulation or where required by the Society for professional services which are key to future service delivery or which impact significant Society assets.
The policies shall include the Society as an additional insured in respect of all operations performed by or on behalf of the Vendor in relation to the Agreement requirements and be endorsed to provide the Society with not less than thirty (30) days written notice in advance of any cancellation, change or amendment restricting coverage.
The Vendor shall provide an updated Certificate of Insurance on a form acceptable to the Society, by no later than thirty (30) days prior to the expiry date of any required coverage. Notwithstanding this provision, where any required insurance coverage is due to expire within thirty (30) days, the Vendor shall submit an updated Certificate of Insurance upon ten (10) business days of written notice by the Society.
Failure to provide the required insurance certificates within ten (10) business days of the Society’s written request and continuously maintain the required insurance coverage throughout the entire term of the Contract will constitute a default by the Vendor.
3. Workplace Safety and Insurance Board “WSIB”
The Vendor must be in good standing with the Workplace Safety and Insurance Board and shall furnish the Society with satisfactory evidence, in the form of a valid WSIB Clearance Certificate, prior to commencement of the Work, upon presentation of a final invoice and at any other time during the Agreement at the Society’s request.
If the Vendor is a Sole Proprietor, an Independent Operators Ruling is required. The Vendor shall download the Form that corresponds to the classification of Work for which this proposal is the subject from the Workplace Safety and Insurance Board site at: http://www.wsib.on.ca/wsib/wsibsite.nsf/Public/FormsEmployers and submit the completed form to WSIB to receive the Independent Operators Ruling. The WSIB Ruling is to be submitted to the Agency prior to commencement of the Work.
The Vendor shall maintain such insurance or pay such assessments as will protect the Vendor and the Society from claims under Workplace Compensation Acts and from any other claims for damage from personal injury, including death, and from claims for property damage which may arise from the Vendor’s operations under this Agreement.
In the event that the Vendor is exempt from WSIB or has opted out, confirmation of Employer’s Liability in the amount of $2,000,000.00 in addition to Commercial General Liability is required. Proof of additional coverage from the Vendor’s insurer must be submitted to the Society prior to commencement of the Work.
4. Background Check
A vendor providing goods and/or services to the Society may be required to conduct background checks for their employees. Where required, the vendor shall be responsible for ensuring that its employees, and agents assigned will have provided the following prior to being assigned:
(a) For individuals who will have any direct contact with Vulnerable Persons, a Vulnerable Sector Screening;
(b) For individuals who will have no direct contact with Vulnerable Persons, but who may attend at KHCAS premises, a Police Record Check;
(c) For all individuals assigned to work offsite of KHCAS premises, a Criminal Record Check
For purposes of this agreement, “Vulnerable Persons” shall mean all children under the age of eighteen (18) and anyone else who because of his or her age, a disability or other circumstances, whether temporary or permanent, is in a position of dependency on others, or is otherwise at greater risk than the general population of being harmed by a person in a position of trust or authority towards them. Where an individual is reassigned to a position which under the terms of this agreement requires a different level of background check than they had previously provided, the Contractor shall forthwith require that individual to provide an additional background check appropriate to their amended responsibilities.
The Vendor will agree that where an individual required to provide a background check in accordance with the paragraph above has submitted a request, but has not yet received the report, such an individual may be assigned to KHCAS work, provided that KHCAS has been notified of the individual’s status and does not object to the assignment.
The Vendor will adjudicate all Criminal Record, Police Record and Vulnerable Sector Screening reports, and taking into consideration the nature of KHCAS activities, responsibilities, and statutory obligations, and will not assign any individual to KHCAS work where the contents of such a report would cause reasonable concern for the safety, security and well-being of KHCAS staff, clients, volunteers, foster parents or children in care.
The cost of background checks and declarations will be conducted at no cost to KHCAS.
KHCAS may request that the vendor produce evidence of a Criminal Record Check, Police Record Check, or Vulnerable Sector Screening report, as the case may be, for each individual assigned to KHCAS work.
Where KHCAS determines at its sole discretion that an individual’s eligibility for KHCAS work, as defined by this agreement, has not been sufficiently documented and/or appropriately documented by the Vendor, KHCAS may:
(d) Request that the Vendor not assign a particular individual to KHCAS work until such time as the deficiency has been corrected; or
(e) Request that any deficiencies be corrected within a reasonable time period, failing which KHCAS may treat the deficiency as an event of default and shall thereupon be entitled to terminate the agreement without further notice.
5. Conflict of Interest
a) Each Respondent or Vendor shall disclose any actual, perceived or potential conflict of interest of which it may be aware.
Conflict of Interest would include any situation or circumstance where there is, or may be, a detriment to the interest of the Society and/or an unjust enrichment to the interest of the Respondent or the Vendor.
In relation to the performance of its obligations, the Vendor’s commitments cannot be reduced nor its relationships or financial interests enhanced by actions or inaction which:
(i) could or could be seen to exercise an improper influence over the objective, unbiased and impartial exercise of its independent judgement; or
(ii) could or could be seen to compromise, impair or be incompatible with the effective performance of its contractual obligations.
b) The Vendor shall (i) avoid any Conflict of Interest in the performance of its contractual obligations; (ii) disclose to the Society without delay any actual or potential Conflict of Interest that arises during the performance of its contractual obligations; and (iii) comply with any requirements prescribed by the Society to resolve any Conflict of Interest.
c) In addition to all other rights or rights available at law or in equity, the Society may immediately terminate a Agreement if: (i) the Vendor fails to disclose or has failed to disclose an actual or potential Conflict of Interest; (ii) the Vendor fails to comply with any requirements prescribed by the Society to resolve a Conflict of Interest; or (iii) the Vendor’s Conflict of Interest cannot be resolved.
d) The Society reserves the right to solely determine whether any situation or circumstance constitutes a conflict of interest.
e) The Society reserves the right to prescribe the manner in which a Vendor should resolve a conflict of interest.
6. Proof Of Ability
In advance of the Society awarding Work to a Prospective Vendor, the Society, at its sole and absolute discretion may require the Prospective Vendor to provide evidence demonstrating its ability and capacity to perform the Work to the required performance standards and within the required delivery or completion dates as may be defined in any Agreement or proposed Agreement.
Proof of ability may include, but not be limited to, the following:
a) Evidence of a minimum number of years experience by the Prospective Vendor in satisfactorily performing similar Work and completion of similar projects on time;
b) The provision of references by the Prospective Vendor, which may be used and relied upon by the Society to determine whether the Prospective Vendor has satisfactory experience, and may be subject to further verification by the Society. The Society reserves the right, in its sole and unfettered discretion, to consider the performance of the Prospective Vendor and its staff in relation to any previous or current Agreements with the Society;
c) Evidence of current satisfactory financial condition and capacity to meet the Vendor’s financial obligations to perform the Work; and,
d) Evidence of current sufficient facilities, capacities, logistics, staffing qualifications and other applicable resources to meet the required performance obligations of the Agreement.
e) Evidence of professional accreditation or licensing for services subject to regulation.
7. Pricing Requirement
The following procedure shall govern the interpretation of price information:
a) When a unit price is requested the unit price shall govern
b) When a total price is requested the extended and totaled price tendered shall govern.
c) Any proposal lacking price clarity may, at the sole Discretion of the Society, be considered disqualified.
d) All prices quoted shall be in Canadian Funds.
e) All prices quoted shall include all packaging, shipping, freight and courier charges, F.O.B. destination indicated. Price must include delivery and unloading to inside the building at the location indicated on the purchase order.
f) All prices must be extended fully and totaled.
Warranties must be clearly spelled out and honoured concerning any goods and/or services the Society may order. The Society requests “total satisfaction guarantee.” Any material/product received in a damaged condition must be replaced immediately by the successful Vendor. The Society will not bear any portion of any replacement.
The Vendor is required to be registered and in full compliance with legislative requirements for the Goods and Services Tax and the Ontario Retail Sales Tax and/or Harmonized Sales Tax (HST).
10. Laws and Regulations
The Vendor shall comply with relevant federal, provincial and municipal statues, regulations and by-laws pertaining to the Work and its performance
The Vendor shall be responsible for ensuring similar compliance by its Suppliers.
The Vendor agrees that its commercial relationship and any transactions with the Society will be governed by and interpreted in accordance with the laws of the Province of Ontario and Canada.
11. Delivery and Performance of Work
Unless otherwise stated, all Work shall be delivered or completely performed by the Vendor as soon as possible and in any event within the period set out herein as the guaranteed period of delivery or completion after receipt of a Purchase Order, Agreement, or Standing Agreement thereof.
CHARACTER OF WORKERS
(a) The reference to “workers” refers to workers of the Vendor and its sub-Vendors (if any), and includes Corporate Officers.
(b) The Vendor agrees to employ only orderly, competent, and skilful workers. Whenever the Society informs the Vendor in writing that any worker is, in its sole and unfettered opinion, incompetent, unfaithful or disorderly, the Vendor will ensure that the worker in question is removed from the work and shall not be further employed on the Agreement without the Society’s written consent.
The Vendor undertaking Work for the Society may be subject to a performance evaluation during the course of, and/or at the conclusion of the Work. The Society may refuse to provide additional Work to a Vendor where, in the Society’s sole and absolute discretion, the Vendor has not performed adequately when previously awarded Work.
ERRORS, MISTAKES & OMISSIONS
Errors, mistakes, or omissions made by the Vendor, its agents, employees, or workmen shall be rectified by the Vendor at its sole expense.
12. Agreement Documents and Order of Precedence
Agreement documents shall have the order of Precedence noted in items 8 and 9 in the Section noted “Invitational and Open Competitions”.
13. Terms Of Payment And Invoicing Requirements
Payment of invoices shall be within thirty (30) days of receipt of an invoice, unless otherwise authorized in writing on the purchase order document, and are subject to the following:
a) Original hardcopy invoices must be delivered or mailed to the attention of Accounts Payable, Kawartha-Haliburton Children’s Aid Society, 1100 Chemong Road, Peterborough, Ontario, K9H 7S2. Invoices must provide the purchase order number, complete description of good/services, contact name and location of the requesting department/location, the date in which the goods/services were picked up or delivered, HST registration number and complete prices in accordance with the Agreement provisions. Failure to submit an invoice with the correct information may result in payment delays.
b) Invoices for Work performed on a time and materials cost basis shall include a summary of the applicable service fees or labour rates (individually for each service category, tradesman, apprentice, helper, foreman or other workers etc.), and identify all materials, equipment and services supplied at the Vendor’s costs (in accordance with the specific pricing provisions of the Agreement), and the dates and times the services were performed. Supporting documentation, including timesheets, receipts, supplier invoices, etc. where applicable are required for the verification of costs and delivery.
c) Payment of invoices shall be made electronically by Electronic Funds Transfer (EFT) directly into the Vendor’s preferred bank account in a Canadian Financial Institution. The Vendor must submit or reconfirm an EFT Form along with a voided Vendor cheque to Accounts Payable within ten (10) business days from the notice of award of an Agreement.
d) The invoice date must not pre-date the date in which the goods were delivered and/or services rendered.
e) The Society shall have the right to withhold from any sum otherwise payable to the Vendor such amount as may be sufficient to remedy any defect or deficiency in the Work, pending correction of the same.
14. Patents and Copyrights
Unless stated otherwise in the Agreement, the Society shall own, solely and exclusively, the copyright and all copyright rights to any written or otherwise copyrightable material deliverable under the Agreement. The Vendor warrants that all creators of copyrightable material delivered under the Agreement to the Society are, at the time of the material’s creation, bona fide employees of the Vendor, and that such creation is within the course and scope of the creator’s employment.
If the Work or any part thereof is in any action or proceeding held to constitute an infringement, the Vendor shall forthwith either secure for the Society the right to continue using the Work or shall at the Vendor’s expense, replace the infringing items with non-fringing Work or modify them so that the Work no longer infringes.
The Vendor shall, at its expense, defend all claims, actions or proceedings against the Society based on any allegations that the Work or any part of the Work constitutes an infringement of any patent, copyright or other proprietary right, and shall pay to the Society all costs, damages, charges and expenses, including its lawyers’ fees on a solicitor and their own client basis occasioned to the Society by reason thereof. The Vendor shall pay all royalties and patent license fees required for the Work.
15. Vendor Not a Partner, Agent or Employee
The Vendor shall have no power or authority to bind the Society or to assume or create any obligation or responsibility, express or implied, on behalf of the Society. The Vendor shall not hold itself out as an agent, partner or employee of the Society. Nothing in the Agreement shall have the effect of creating an employment, partnership or agency relationship between the Society and the Vendor or any of the Vendor’s personnel.
16. Assignment and Subcontracting
The Vendor shall not assign or subcontract the Agreement or any portion thereof without the prior written consent of the Society.
If any provision of the Agreement is declared by a court to be illegal or in conflict with any law, the validity of the remaining terms and provisions will not be affected; and the rights and obligations of the parties will be construed and enforced as if the Agreement did not contain the particular provision held to be invalid.
The Vendor agrees to defend, fully indemnify and save harmless the Society from all actions, suits, claims, demands, losses, costs, charges and expenses whatsoever for all damage or injury including death to any person and all damage to any property which may arise directly or indirectly by reason of a requirement of the Agreement, save and except for damage caused by the negligence of the Society or its employees.
The Vendor agrees to defend, fully indemnify and save harmless the Society from any and all charges, fines, penalties and costs that may be incurred or paid by the Society if the Society or any of its employees shall be made a party to any charge under the Occupational Health and Safety Act in relation to any violation of the Act arising out of the Agreement.
19. Force Majeure
Both the Society and the Vendor shall not be held liable for any losses resulting if the fulfilment of the terms of the Agreement shall be delayed or prevented by wars (whether war has been declared or not), acts of public enemies, strikes, fires, floods, acts of God, or for any other cause not within the control of the Vendor or the Society and which, by the exercise of reasonable diligence, the Vendor or the Society is unable to prevent. However, lack of finances or shortage of labour is not Force Majeure. Should the performance of the Agreement be delayed or prevented as herein set forth, the party that encounters such difficulty agrees to give immediate written notice and explanation of the course and probable duration of any such delay to the other party. The Society and the Vendor shall use their reasonable commercial efforts to manage the work to minimize delays caused by any events that are referred to in this paragraph.
20. Default By Vendor
If the Vendor: commits any act of bankruptcy; or if a receiver is appointed on account of its insolvency or in respect of any of its property; or if the Vendor makes a general assignment for the benefit of its creditors; then, in any such case, the Society may, without notice, terminate the Agreement.
If the Vendor: fails to comply with any request, instruction or order of the Society; or fails to pay its accounts; or fails to comply with or persistently disregard statutes, regulations, by-laws or directives of relevant authorities relating to the Work; or fails to prosecute the Work with skill and diligence; or assigns or sublets the Agreement or any portion thereof without the Society’s written consent; or refuses to correct defective Work; or is otherwise in default in carrying out its part of any of the terms, conditions and obligations of the Agreement, then, in any such case, the Society may, upon expiration of ten (10) business days from the date of written notice to the Vendor, terminate the Agreement.
Any termination of the Agreement by the Society, as aforesaid, shall be without prejudice to any other rights or remedies the Society may have. If the Society terminates the Agreement, it is entitled to:
a) Take possession of all of the Work in progress, materials and construction equipment then at the project site and finish the Work by whatever means the Society may deem appropriate under the circumstances;
b) Withhold any further payments to the Vendor until the completion of the Work;
c) Recover all loss, damage and expense incurred by the Society by reason of the Vendor’s default (which may be deducted from any monies due or becoming due to the Vendor, with any remaining balance to be paid by the Vendor to the Society).
21. List of Hazardous Materials to Be Brought Onsite by Vendors
Where applicable, Respondents must provide hazardous material inventory of materials that will be brought on site in performance of the Agreement and submit the inventory list with their Proposal.
22. Material Safety Data Sheets (MSDS)
Respondents shall include with the proposal applicable Material Safety Data Sheets (MSDS) for all chemical substances that will be supplied or brought on site in performing this Agreement.
All electrically powered equipment, components and/or supplies to be provided as part of the Agreement must be fully C.S.A approved. All mechanical equipment shall have all required TSSA approvals. The cost of obtaining all approvals shall be at the Vendor’s expense.
24. Permits and Approvals
The Vendor will be responsible for obtaining all necessary permits and approvals required for the various projects and shall ensure that all Work performed will be in strict accordance with all applicable building codes, all applicable municipal bylaws and authorities having jurisdiction over the Work to be provided and any government mandated standards. All fees payable in respect of these permits and approvals shall be at the Vendor’s expense.
25. No Fault Termination
In addition to the termination rights under Agreement Cancellation below, the Society may terminate the Agreement at any time subject to thirty (30) days written notice to the Vendor. The Society shall provide appropriate compensation to the Vendor proportionate to the goods delivered or Services satisfactorily performed by the Vendor prior to notice of termination.