The Agreement for Services (“Agreement”) template has been updated and revised effective July 12, 2016. There are now two versions of the Agreement: one for UH Projects, and one for Direct Projects.
The new templates are available as drop-down options in the Financial Portal’s Purchase Order document, and as Attachment 8a (UH Projects) and Attachment 8b (Direct Projects), in the Procurement & Disbursing Document Library.
The terms in Attachments 4 and 5 of the Agreement for Services are also a part of the Attachment 56 Request for Proposal Template. As such, Attachment 56 has also been revised and separated into Attachment 56a (UH Projects) and Attachment 56b (Direct Projects).
For those of you that are interested, the following table lists the significant changes that were made:
| Section of the Agreement for Services |
Change (the numbers reference the current versions) |
| Recitals, No. 3 |
- A total “not to exceed” amount must now be included.
|
| Attachment 1 |
- Notes/instructions for the creator of the Agreement have been added.
|
| Attachment 2 |
- Notes/instructions for the creator of the Agreement have been added.
|
| Attachment 3 |
- Notes/instructions for the creator of the Agreement have been added.
- Additional standard language under the heading “Additional Requirements” has been added
|
| Attachment 4 |
- The Standards of Conduct Declaration has been revised to closely follow the standard State version
|
| Attachment 5 |
- No. 5 (Subcontracts and Assignments) – A reference to RCUH’s need to also approve subcontracts and assignments entered into by the contractor’s subcontractors/assignees, has been added.
- No. 7 (Modifications of Agreement) – A notation that modifications are not binding on RCUH unless RCUH has approved the modification in writing, has been added.
- No. 8 (Suspension of Agreement), No. 9 (Termination of Agreement for Default), and No. 10 (Termination of Agreement for Convenience) – the “Suspensions and Termination of Agreement” section of the old Agreement for Services has been separated into three sections: suspensions, terminations for default, and terminations for convenience. Additional language has also been added to Nos. 9 and 10.
- UH Agreement) No. 12 (Indemnification and Defense) – UH, the State of Hawaii, and the Project have been added as indemnitees.
- (Direct Project Agreement) No. 12 (Indemnification and Defense) – The State of Hawaii and the Project have been added as indemnitees.
- No. 15 (Ownership and Intellectual Property Rights) – This section has been rewritten to account for current requirements, and separated into three subcategories: (a) physical material, (b) patentable inventions, and (c) copyrights.
- (UH Agreement) No. 16 (Publicity) – In addition to the specific project, UH itself has been added as an entity that cannot be referred to without prior approval.
- No. 17 (Payment Procedures; Final Payment) – This section now specifically requires satisfactory performance as determined by RCUH and as specified in Attachments 1, 2, and 3.
- No. 23 (Counterparts) – This is a new section that has been added to allow each party to sign separate copies of the Agreement (which together shall constitute one agreement).
- (UH Agreement) No. 24 (Federal Provisions) – Separate references to Attachments 32a, 32b, 32c, and 32d are now included, to ensure that the correct Attachment 32 is agreed to by the contractor.
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Due to the pervasiveness of the changes, a redline is not provided, as it would be difficult to review.
Questions may be directed to Erin H. Yoda at (808) 956-3969 or [email protected].
