1. Consultant Services will be contracted on an as needed basis. A NON-EXCLUSIVE AWARD is not a guarantee of purchase of products or services. 2. Payment Terms & Invoicing: Payment for Services by the Contractor shall be made within thirty (30) calendar days from receipt of invoice. Invoices shall be submitted by Contractor only after Services have been rendered. Contractor’s invoice shall reference the respective District Purchase Order number. 3. All services must reflect a purchase order number. Do not mix purchase orders on a single invoice. Should discrepancies occur concerning pricing, the entire invoice shall be credited and a correct invoice mailed within fifteen (15) working days. 4. Contractor shall indemnify, defend, and hold harmless the District, its officers, agents and employees, from and against any and all loss, cost, damage, expense and claims, including attorney’s fees and liability of any kind for any acts or omission of Proposer, its officers, agents or employees, in performance of contract. 5. The proposer shall retain any books, documents, papers, and records, which are directly pertinent to the contract. The proposer shall make the said materials available for audit, examination, excerpt, and transcription to the District, sub-grantee or grantee of funds, or their authorized representatives, for a period of five (5) years following the termination of the contract. 6. The District May conduct on-site visits, as needed, with no prior notification to provider, to ensure that all specifications and conditions, set forth in this proposal are adhered to. 7. No right or interest in this contract shall be assigned or delegation of any obligation made by the Proposer without the written permission of the District. Any attempted assignment or delegation by the contractor shall be void and totally ineffective for all-purposes unless make in conformity with this paragraph. 8. Any deviations should be clearly specified under this proposal. 9. This contract can be modified only by written agreement signed by both of the parties or their duly authorized agents. 10. A Hold Harmless Agreement is included with these specifications and should be signed and returned with proposal. Failure to submit a signed Hold Harmless Agreement with the Proposal May also result in the disqualification of the proposal. 11. A Conflict of Interest Disclosure should be signed and returned with the proposal. Failure to submit a completed and signed Conflict of Interest Disclosure May result in the disqualification of the proposal. 12. Alvin ISD reserves the right to terminate this contract including, but not limited to, non performance with thirty (30) days written notice and justification. Vendor shall have the right to cancel the contract subject to Alvin ISD approval at any time on thirty (30) days written notice and justification. In the event of any actual contract cancellation, Alvin ISD will not be held responsible for loss of business or any termination expenses incurred by the vendor. 13. Alvin ISD reserves the right to accept or reject any or all quotations and/or RFPs and to waive all formalities. This inquiry implies no obligation on the part of the buyer, nor does the buyer’s silence imply an acceptance or rejection of any offer. 14. No claim or right arising out of a breach of this contract can be discharged in whole or in part by a waive or renunciation of the claim or right unless the waiver or renunciation is supported by consideration and is in writing signed by the aggrieved party.