Chapter 34 - IT Contract Administration

34.3.1 Contractual terms

The contract administrator is responsible for understanding and being able to inform stakeholders on the entire contract being administered-all contractual components, exhibits and terms. VITA's statewide contract templates include the following language under the "Entire Contract" provision, customized for each contract type (solution, services, software, hardware with maintenance and application service provider). This excerpt is taken from the statewide "solution" template: "The following Exhibits, including all subparts thereof, are attached to this Contract and are made a part of this Contract for all purposes:

Exhibit A Solution Requirements
Exhibit B Solution Options List; Fees, Service Charges, and Payment Schedule
Exhibit C Escrow Agreement
Exhibit D Statement of Work (SOW) Template
Exhibit E Change Order Template
Exhibit F End User Licensing Agreement (for reference only)
Exhibit G Certification Regarding Lobbying
Exhibit H Small business subcontracting plan (give agency's protocol name)

This Contract, its Exhibits, and any prior non-disclosure agreement constitute the entire agreement between VITA and Supplier and supersede any and all previous representations, understandings, discussions or agreements between VITA and Supplier as to the subject matter hereof. Any and all terms and conditions contained in, incorporated into, or referenced by the Supplier's Proposal shall be deemed invalid. The provisions of the Virginia Department of General Services, Division of Purchases and Supply Vendor's Manual shall not apply to this Contract or any order issued hereunder. This Contract may only be amended by an instrument in writing signed by VITA and Supplier. In the event of a conflict, the following order of precedence shall apply: this Contract document, Exhibit A, any individual SOW, Exhibit B.

An Authorized User and Supplier may enter into an ordering agreement pursuant to this Contract. To the extent that such ordering agreement, or any order or SOW issued hereunder, include any terms and conditions inconsistent with the terms and conditions of this Contract, such terms and conditions shall be of no force and effect."

Additionally, the core contractual provisions included by reference in VITA contracts and VITA-delegated contracts issued by agencies and found at this link: VITA's Core Contractual Terms are updated annually on July 1 to reflect any legislative changes. The link, as used in the contract documents, will automatically update when the designated hyperlink is opened, even for contracts already in place. Because these are statutory, no contact modifications are necessary as they change. The supplier must follow current Virginia statutory requirements just like agencies do and no further negotiations are required for them to be effective. The same applies to the required eVA provisions at VITA's link: Required eVA Terms and Conditions. References to these in the VITA contract templates state: "The then-current terms and conditions in documents posted to the afore referenced URLs are subject to change pursuant to action by the legislature of the Commonwealth of Virginia, change in VITA policy, or the adoption of revised eVA business requirements. If a change is made to the terms and conditions, a new effective date will be noted in the document title. Supplier is advised to check the URLs periodically."