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R. Applicable Law:
This Contract shall be deemed to be a Virginia contract and shall be governed as to all matters whether of
validity, interpretations, obligations, performance or otherwise exclusively by the laws of the
Commonwealth of Virginia, and all questions arising with respect thereto shall be determined in accordance
with such laws. Regardless of where actually delivered and accepted, this Contract shall be deemed to have
been delivered and accepted by the parties in the Commonwealth of Virginia.
S. Compliance With All Laws:
Successful Offeror shall comply with all federal, state and local statutes, ordinances, and regulations now in
effect or hereafter adopted, in the performance of this contract. Successful Offeror represents that it
possesses all necessary licenses and permits required to conduct its business and/or will acquire any
additional licenses and permits necessary for performance of this contract prior to the initiation of work. If
the Successful Offeror is a corporation, Successful Offeror further expressly represents that it is a
corporation of good standing in the Commonwealth of Virginia and will remain in good standing throughout
the term of the contract and any extensions. All City of Newport News business license, personal property,
real estate and other applicable tax requirements shall be met by Successful Offeror.
T. Venue:
Venue shall be in the Circuit Court of the City of Newport News, Virginia, and the United States District
Court for the Eastern District of Virginia, Norfolk Division, compliant with applicable laws and regulations,
as deemed appropriate by NNPS.
U. Severability:
If any provision of this contract is found by any court of competent jurisdiction to be invalid or
unenforceable, the invalidity of such provision shall not affect the other provisions of this contract, and all
other provisions of this contract shall remain in full force and effect.
V. Non-Appropriation of Funds:
It is understood and agreed between the parties herein that NNPS shall be bound hereunder only to the
extent that the funds shall have been appropriated. In the event no funds or insufficient funds are
appropriated, NNPS shall immediately notify the Successful Offeror of such occurrence and this Contract
shall terminate on the last day funds are available without penalty or expense to NNPS of any kind
whatsoever.
W. Tax Exemption:
NNPS is exempt from federal excise tax and from all State and local taxes. Successful Offeror shall not
include such taxes in any invoices under this agreement. Upon request, NNPS will furnish the Successful
Offeror with tax exemption certificates or the NNPS tax exempt number.
X. Vendor’s Invoices:
Successful Offeror shall submit to NNPS all invoices promptly upon completion of the requirements for
installation, delivery, and acceptance of the Products and Services required under this contract. Invoices
shall not include any costs other than those identified in the executed NNPS purchase order awarding this
contract or any subsequent change orders issued by the NNPS Purchasing Division. All shipping costs are
the Successful Offeror’s responsibility, except to the extent such charges are identified in the executed
NNPS purchase order or change orders. Successful Offeror’s invoices shall provide at a minimum:
Type and description of the Product or Service installed, delivered and accepted;
Serial numbers, if any;
Quantity delivered;
Charge for each item;
Extended total (unit costs x quantity);
This RFP number and the NNPS Purchase Order Number.
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