Product Testing & Facility Use Agreement

Product Testing & Facility Use Agreement

This Agreement is entered into between (hereinafter referred to as USER) and the Arizona Board of Regents on behalf of the University of Arizona (hereinafter referred to as UNIVERSITY) for the use of the following facilities: located at the Maricopa Agricultural Center, 37860 W. Smith-Enke Road, Maricopa, AZ 85138.
USER represents and warrants that it intends to test or use the cultivars, seeds, chemicals or other agricultural devices, applications and developments described in detail below (hereinafter Products):
This Agreementshall be in effect from: with the right to renew this agreement for additional one (1) year terms upon the same terms and conditions set out herein by notifying the UNIVERSITY in writing with the intent to renew within thirty (30) days of the end of the term of the agreement or of each subsequent renewal term. Annual land rental is subject to change on additional one (1) year terms.
UNIVERSITY agrees to:
USER agrees to:
USER shall pay UNIVERSITY the following total amount:
Payments are due as follows:
Checks shall be made payable to the “UNIVERSITY OF ARIZONA” and mailed to:
Maricopa Agricultural Center, 37860 W. Smith-Enke Rd., Maricopa, AZ 85138
UNIVERSITY shall have the unlimited right to use, publish or develop any results arising from this Agreement, except for DESIGNATED PROPRIETARY information or materials.
NON-DISCRIMINATION: The parties shall comply with all applicable state and federal statutes and regulations governing Equal Employment Opportunity, Non-Discrimination and Immigration.
ARBITRATION: The parties agree that should a dispute arise between them concerning the Agreement and no party seeks affirmative relief other than money damages in the amount of Fifty Thousand Dollars ($50,00.00) or less, exclusive of interest, costs and attorneys’ fees, the parties shall submit the matter to arbitration pursuant to the Revised Uniform Arbitration Act, A.R.S § 12-3001 et seq. (the “Act”), whose rules shall govern the interpretation, enforcement, and proceedings pursuant to this section. Except as otherwise provided in the Act, the decision of the arbitrator(s) shall be final and binding upon the parties.
STATE OBLIGATION: The parties recognize that the performance by the Arizona Board of Regents for and on behalf of the University of Arizona may be dependent upon the appropriation of funds by the State legislature of Arizona, or the availability of funding from other sources.
Should the Legislature fail to appropriate the necessary funds, if the University’s appropriation is reduced during the fiscal year, the Board of Regents may reduce the scope of the Agreement, if appropriate, or cancel the Agreement without further duty or obligation. The Board agrees to notify other party(ies) as soon as reasonably possible after the unavailability of said funds comes to the Board’s attention.
TERMINATION: UNIVERSITY may terminate this Agreement on any time upon (30) days written notice to the USER if (a) funding for the Project is fully expended or (b) performance of the Project is substantially completed. USER may terminate this Agreement at any time upon ninety (90) days written notice to UNIVERSITY. In the event that either Party shall commit any breach of or default in any of the terms or conditions of this Agreement, and also shall fail to remedy such default or breach within ninety (90) days after receipt of written notice thereof from the Party hereto, the Party giving notice may, at its option and in addition to any other remedy which it may have law or in equity, terminate this Agreement by sending notice of termination in writing to the other Party to such effect, and such termination shall be effective as of the date of the receipt of such notice. The defaulting Party shall be responsible for all costs and expenses associated with the termination, and shall reimburse the non-defaulting Party for such.
CONFLICT OF INTEREST: This Agreement is subject to the provisions of Arizona Revised Statute §38-511.
INDEMNIFICATION: USER shall defend, indemnify and hold UNIVERSITY harmless from and against any and all liability, loss, expense, attorney’s fees or claims for injury or damages to any party arising out of the performance of this Agreement. USER shall indemnify and hold UNIVERSITY harmless from any damages resulting from the storage, transportation, application or any other use of any product used on UNIVERSITY’S premises, or of damages resulting from USER’s failure to inform UNIVERSITY of hazards associated with the product. The extent of USER’s obligation under this section shall not be limited by any existing limits of coverage in any insurance policy or by the absence of applicable insurance coverages.
PRODUCTS USE: USER will be responsible for the complete removal, transportation and disposition of all unused Products from UNVIERSITY’S premises immediately at the conclusion of this Agreement. In the event of USER’s failure to comply with this requirement, UNIVERSITY is authorized to take any necessary action to effect the removal of any products not removed by the USER. USER agrees to reimburse UNIVERSITY for all costs incurred if such removal is initiated by the UNIVERSITY. Any planned use of unregistered products or chemicals must be approved by the Resident before any delivery or application of such products on UNIVERSITY premises. USER agrees to provide the UNIVERSITY with any available data concerning known and potential hazards of all products intended for use, which requirement shall be deemed satisfied by the provision of material safety data sheets (MSDS) or equivalent information for all products to be stored or tested pursuant to this Agreement.
INSURANCE: USER shall furnish proof of current insurance coverage to include commercial general liability in amounts of one million dollars, naming Arizona Board of Regents, the University of Arizona and the State of Arizona as additional insureds.♦
LAW TO GOVERN: This Agreement is made under and shall be interpreted according to Arizona law. THIS CONTRACT SHALL NOT BE BINDING UNTIL SIGNED BY THE CONTRACTING OFFICE OF THE ARIZONA BOARD OF REGENTS on behalf of the UNIVERSITY OF ARIZONA.
THE AGREEMENT and all attachments set forth the entire Agreement between the parties hereto and as such, supersedes all prior and contemporaneous negotiations, agreements, representations, understandings, and commitments with respect thereto and shall take precedence over all terms, conditions, and provisions on any purchase order form or form of order acknowledgement or order release purporting to address the same subject matter. The Agreement shall not be waived, released, discharged, changed, or modified in any manner except by an instrument signed by the duly authorized officers of each of the parties hereto, which document shall make specific reference to the Agreement and shall express the plan or intention to modify same.
Approved by:
______
Resident Director Date
Approved and Authorized by:
______
Contract Administrator Date
USER NAME:
USER ADDRESS:
TELEPHONE: FAX:
CONTACT PERSON:
______
Signature Date

♦PLEASE NOTE: The University of Arizona Contracting Office will not accept this contract without a hard copy of your current insurance naming the Arizona Board of Regents and the University of Arizona as additional insureds. “MSDS” sheets must also be sent with this contract or the Contracting Office will return the entire contract to the Maricopa Agricultural Center. Please call Rick Ward if you have any questions (520)374-6218 or (520) 510-5785.

MAC Jan, 2016