Office of General Counsel
State of Arizona Provisions
State of Arizona Revised Statutes and ABOR Policy
State of Arizona Provisions Briefing
General Information
There are certain State of Arizona Provisions that with very few exceptions must be included in every contract ASU enters into.
These provisions may be included directly into the agreement, or may be incorporated by reference by attaching a copy of the State of Arizona Provisions to the agreement, and adding a paragraph in the agreement that reads: "The State of Arizona Provisions attached hereto are incorporated herein by reference."
For an explanation of the source and use of these provisions, refer to the Briefing Paper below.
You may also access a Word or PDF version of the information presented below.
State of Arizona Revised Statutes and ABOR Policy
Links to the State statutes and procedures cited in the State of Arizona Provisions can be found below. The statutes can be printed from the link if a copy of the statute or procedure is requested.
- Conflicts of Interest - ARS 38-511
- Arbitration - ARS 12-133 and 12-1518
- Dispute Resolution - Arizona Board of Regents Policy 3-809
- Contractor's Records - ARS 35-214
- Confidentiality - ARS 39-121.01 to 39-127
- Indemnification - Arizona Constitution Article 9, Section 5, Section 7, ARS 35-154 and 41-621 and Attorney General Opinion 67-36-L
Questions
If you encounter any problems or questions with regard to the provisions, please contact the Office of General Counsel.
State of Arizona Provisions Briefing
ASU is required to include certain contract clauses in all contracts. A brief explanation of each clause follows. A complete copy of the clauses can be accessed at the bottom of this page.
- Nondiscrimination
The parties agree to comply with all applicable state and federal laws, rules, regulations and executive orders governing equal employment opportunity, immigration, nondiscrimination, including the Americans with Disabilities Act, and affirmative action. - Conflict of Interest
ASU's participation in this Agreement is subject to Section 38-511 of the Arizona Revised Statutes which provides that this Agreement may be cancelled if any person significantly involved in initiating, negotiating, securing, drafting or creating this Agreement on behalf of University is, at any time while this Agreement or any extension thereof is in effect, an employee or agent of the other party to this Agreement in any capacity or a consultant to any other party with respect to the subject matter of this Agreement.
- Notice of Arbitration Statutes
As required by Sections 12-133 and 12-1518 of the Arizona Revised Statutes, notice is provided that the parties to this Agreement will be required to make use of mandatory arbitration of any legal action that is filed in the Arizona superior court concerning a controversy arising out of this Agreement if: (1) the court finds or the parties agree that the amount in controversy does not exceed the jurisdictional limit established by rule of that court for mandatory arbitration, or (2) this agreement is a public works contract and the amount in controversy is less than one hundred thousand dollars ($100,000). - Dispute Resolution
If a dispute arises under this Agreement, the parties agree to exhaust all applicable administrative remedies provided for under Arizona Board of Regents Policy 3-809. - Contractor's Records
To the extent required by Section 35-214 of the Arizona Revised Statutes, Contractor agrees to retain all records relating to this Agreement. Contractor agrees to make those records available at all reasonable times for inspection and audit by University or the Auditor General of the State of Arizona during the term of this Agreement and for a period of five (5) years after the completion of this Agreement. The records shall be provided at Arizona State University, Tempe, Arizona, or another location designated by University upon reasonable notice to Contractor. - Failure of Legislature to Appropriate
If University's performance under this Agreement depends upon the appropriation of funds by the Arizona Legislature, and if the Legislature fails to appropriate the funds necessary for performance, then University may provide written notice of this to Contractor and cancel this Agreement without further obligation of University. Appropriation is a legislative act and is beyond the control of University. - Weapons, Explosive Devices and Fireworks
University prohibits the use, possession, display or storage of any weapon, explosive device or fireworks on all land and buildings owned, leased, or under the control of University or its affiliated or related entities, in all University residential facilities (whether managed by University or another entity), in all University vehicles, and at all University or University affiliate sponsored events and activities, except as provided in Section 12-781 of the Arizona Revised Statutes. Notification by Contractor to all persons or entities who are employees, officers, subcontractors, consultants, agents, guests, invitees or licensees of Contractor ("Contractor Parties") of this policy is a condition and requirement of this Agreement. Contractor further agrees to enforce this contractual requirement against all Contractor Parties. ASU's policy may be accessed through the following web page: asu.edu/aad/manuals/pdp/pdp201-05 - Confidentiality
Any other provision of this Agreement to the contrary notwithstanding, the parties acknowledge that Arizona State University is a public institution, and as such is subject to Title 39, Chapter 1, Article 2 of the Arizona Revised Statutes (Sections 39-121 through 39-127). Any provision regarding confidentiality is limited to the extent necessary to comply with the provisions of state law. - Indemnification
Any other provision of this Agreement to the contrary notwithstanding, the parties acknowledge that Arizona State University is a public institution and any indemnification or hold harmless provision shall be limited as required by State law, including without limitation Article 9, Sections 5 and 7 of the Arizona Constitution and Sections 35-154 and 41-621 of the Arizona Revised Statutes. - ASU Service Marks and Trademarks
For purposes of this provision, the phrase "ASU mark" means any trade name, trademark, service mark, logo, domain name, and any other distinctive brand feature owned or used by ASU. Contractor agrees to comply with ASU's trademark licensing program concerning any use or proposed used by Contractor of any of ASU mark on goods, in relation to services, and in connection with advertisements or promotion of Contractor or its business. Prior to any use of an ASU mark by Contractor or its affiliates or successors or assigns, Contractor will comply with ASU Policy PUR 701, "Trademark Licensing" and submit the proposed use of the ASU mark (together with a sample or specimen of the intended use) to ASU's Trademark Licensing Coordinator for approval. Except as expressly authorized in this Agreement, Contractor is not permitted to use any ASU mark without prior written approval of ASU's Trademark Licensing Coordinator. Contractor's use of any ASU mark must comply with ASU's requirements, including using the "circle R" (®) indication of a registered trademark. - Student Educational Records
The University and Contractor recognize that student educational records are protected by the federal Family Educational Rights and Privacy Act (FERPA) (20 U.S.C. § 1232g). FERPA permits disclosure of student "educational records" to "school officials" that have a "legitimate educational interest" in the information. (For definitions of quoted terms, see ASU Policy USI 107-01, "Release of Student Information".) The federal Family Compliance Office has recognized that institutions can designate other entities, including vendors and consultants, as "other school officials". Designated representatives of Contractor will be designated as "other school officials" for purposes of this Agreement. No designated representative of the Contractor shall disclose student educational records it receives under this agreement to any third party, except with the prior written consent of the student or as permitted by law. Any disclosures made by the Contractor will comply with the University's definition of "legitimate educational interest." Contractor agrees and warrants that it shall use student educational records solely to accomplish its obligations under this agreement and solely in a manner and for purposes consistent with the terms and conditions of this agreement and University policies and procedures. Contractor agrees and warrants that it shall not make any disclosures of student educational records without prior notice to and consent from the University. If any designated representative discloses or misuses any educational record, the University and/or Contractor will take appropriate action against the designated representative that is similar to action ASU would take against one of its employees who disclosed or misused the educational records of its students.
Summary
- Every contract - include Nondiscrimination and Conflict of Interest and Arbitration.
- Contracts in which ASU pays for goods or services - include Dispute Resolution and Contractor's Records.
- If the agreement requires payment or performance by ASU that could possibly extend beyond the current fiscal year, include Failure of Legislature to Appropriate.
- If the agreement requires ASU to maintain any level of confidentiality, and the requirement cannot be deleted, the confidentiality provision must be included.
- If the agreement contains any type of indemnification or "hold harmless" provision, and the provision cannot be deleted, the indemnification provision must be included.
- If the agreement contains the use of the ASU service mark or trademark, the ASU service mark and trademark provision should be included.
Reviewed March, 2009
Some of the legal material found at this site has been abridged from laws, regulations, court decisions, administrative rulings, ABOR and ASU policies and other sources. Further details may be necessary for complete analysis and understanding in particular matters. The information contained at this site, and related links, is not a substitute for professional legal counsel. Any discrepancy between the information at this site and ASU policy is not intended to alter or amend official ASU policy or procedure.
Any links to non-Arizona State University information are provided as a courtesy. They are not intended to nor do they constitute an endorsement by the Arizona Board of Regents or Arizona State University of the linked materials.