For suppliers

1. Definitions

a) Agreement means the terms and conditions contained herein, together with any schedules attached hereto, as well as the information contained in the relevant Purchase Order.

b) Change Order means the standard form change order used by the university, as amended from time to time, which sets out changes or modifications to an existing Purchase Order.

c) Purchased Goods/Services means the good and/or services which are the subject matter of the Purchase Order, as more specifically described on the face of the relevant Purchase Order.

d) Purchase Order means the standard form purchase order used by the University, as amended from time to time, which sets out information relevant to the purchase, including (amongst other things) the name of the Supplier, the nature of the Purchased Goods/Services, and the associated cost.

e) Supplier means the corporation, sole proprietorship, partnership, joint venture or individual listed on the face of the Purchase Order as the independent contractor providing the Purchased Goods/Services.

f) University means The University of Manitoba.

2. Entire agreement

The following terms and conditions, together with the terms and conditions on any attached schedules and the face of the attached Purchase Order form the entire agreement between the University and the Supplier, and shall be deemed to be accepted by the Supplier upon commencement of performance hereunder.

There are no undertakings, representations, or promises, express or implied, other than those contained in this Agreement.

3. Termination

This Agreement may be terminated as follows:
(a) By the University where:

(i) in the reasonable opinion of the University, the Purchased Goods/Services provided by the Supplier are unsatisfactory, inadequate, or are improperly provided;
(ii) in the reasonable opinion of the University, the Supplier has failed to comply with any substantive term or condition of this Agreement;
the Supplier is dissolved or becomes bankrupt or insolvent;
(iii) the Supplier is dissolved or becomes bankrupt or insolvent;
(iv) the Supplier’s insurance coverage is cancelled, threatened to be cancelled, reduced or adversely changed;
(v) there has been a delay in performance of the Agreement as contemplated by section 8; or
(vi) the Purchased Goods/Services are provided in connection with a project, for which the University has been awarded funding from an external source, and that project has been terminated or funding reduced.

(b) By mutual agreement of the parties, expressed in writing.

4. Upon termination

Upon termination of this Agreement, the Supplier shall cease to provide any further Purchased Goods/Services. The University shall be under no obligation to the Supplier other than to pay, upon receipt of an invoice and satisfactory supporting documentation, such compensation as, in the reasonable opinion of the University, the Supplier may be entitled to receive under this Agreement for Purchased Goods/Services provided to the satisfaction of the University up to the date of termination.

5. Amendment

This Agreement may be amended at any time by the University issuing a Change Order, or with the mutual written consent of the parties. The University is not obligated to pay any amount for the Purchased Goods/Services in excess of the amount stated on the Purchase Order, unless the Agreement is amended pursuant to this section.

Prior to the Supplier commencing performance under this Agreement, this Agreement may be replaced by the University issuing a Revised Purchase Order.

6. Compliance with laws

Supplier agrees to comply with all applicable Federal, Provincial and local laws, orders and regulations, which in any way, directly or indirectly, affect the price, production, sale or delivery of the Purchased Goods/Services. This Agreement shall be governed by the laws of the Province of Manitoba and any disputes hereunder shall be heard in the exclusive jurisdiction of The Court of Queen’s Bench (Winnipeg Centre) in Manitoba. The Supplier may be asked by the University to furnish evidence of the Supplier obtaining certifications or permits that may be required by such laws, orders and regulations.

The Supplier shall be duly registered and qualified to do business wherever necessary to carry out the terms of this Agreement, and may be asked by the University to provide evidence thereof.

7. No assignment

This Agreement or any of the rights or obligations hereunder, shall not be assigned, in whole or in part, by the Supplier without the prior written consent of the University.

8. Cancellation and notice of delay

Time is of the essence to this Agreement. The University reserves the right to terminate all or any portion of this Agreement if the Purchased Goods/Services are not delivered within the requested time, if stated.

If the Supplier has reason to believe that the Purchased Goods/Services will not be delivered within the requested time, or if not stated, within a reasonable time, written notice setting forth the cause and extent of the anticipated delay and an alternate delivery date will be given immediately to the University.

The University may, at its option, elect to accept or reject the alternate delivery date. In the event of rejection, the University may at its option, terminate this Agreement. It is the Supplier’s obligation to obtain the University’s response to the alternate delivery date, and failure of the University to respond to such notice will not be deemed to constitute acceptance of the proposed alternate delivery date.

Neither the University nor the Supplier shall be responsible for delays or failures to meet its obligations under this Agreement, including delivery, receipt, or payment obligations when the delays or failures are due to fires, floods, strikes, acts of God, acts of public authorities, or pandemic illnesses or conditions.

9. Warranty and indemnity

The Supplier expressly warrants that all Purchased Goods/Services delivered under this Agreement will conform to any sample and any specifications, drawings or other description furnished or adopted by the University and will be fit and sufficient for their intended purpose, of merchantable quality, of good material and workmanship and free from defect.

The Supplier shall provide the Purchased Goods/Services in a good and workmanlike manner, with reasonable skill and care, and to the full satisfaction of the University;

The Supplier shall defend, indemnify and save the University (including its employees, agent, representatives, and contractors) harmless from any and all losses, damages, and costs (including legal fees and disbursements on a solicitor/client basis) caused by reason of any action or omission of the Supplier related to its performance of this Agreement, or any alleged violation by the Supplier of any relevant laws, orders and regulations.

The Supplier may be required to carry insurance of a type and with limits and terms as set out on the Purchase Order or an attached schedule, and may be asked by the University to provide evidence thereof.

These warranties and indemnities shall survive performance of the Agreement or termination, whichever is applicable.

10. Inspection and rejection

All Purchased Goods/Services shall be delivered subject to inspection by the University within a reasonable time. Payment by the University shall not constitute acceptance by the University as to quality or quantity. If any Purchased Goods/Services are rejected by the University on reasonable grounds, the Supplier shall forthwith replace or repair the relevant goods or properly perform the services at its own cost. The Supplier will bear the cost of any inspection of Purchased Goods/Services where such inspection leads to a rejection by the University.

11. Excess shipment

Goods shipped in excess of specified quantities may be returned to Supplier at Supplier’s expense.

12. Intellectual property litigation

In the event that any suit or proceeding alleging infringement of any patent or copyright, or alleging unfair competition resulting from similarity in the design or appearance of Purchased Goods/Services is brought against the University, the Supplier agrees that it will promptly, on notification of such proceeding, assume defense thereof, and that it will pay and discharge all costs and expenses in defense thereof, and will also pay or satisfy all costs, damages, royalties or profits which may be decreed or awarded against the University (including its employees, agents, representatives and contractors) for or on account of any Purchased Goods/Services.

If it so desires, University may be represented by its own counsel in any such suit or proceeding at its own cost.

13. Supplier expenses

The Supplier shall be solely responsible for making any arrangements and for paying any and all expenses incurred in connection with providing the Purchased Goods/Services (including telephone, office supplies, document copying, facsimile transmission, postage, overhead, salaries and all types of insurance). The Supplier shall be solely responsible for all employer and employee contributions and deductions for the Supplier and any staff including Worker’s Compensation, Canada Pension Plan, Employment Insurance and federal and provincial income taxes.

14. Supplier non-resident

If the Supplier is a non-resident of Canada supplying Services within Canada, the University must withhold fifteen percent (15%) of the contract price pursuant to the Income Tax Act (Canada) unless the Supplier has obtained and provided to the University prior to the payment being issued a CRA Waiver indicating that the University is not required to withhold tax on behalf of the Supplier. The related CRA website is http://www.cra-arc.gc.ca/tx/nnrsdnts/cmmn/rndr/pyr-eng.html.

15. Supplier legal and policy requirements

(a) The Supplier must comply with all applicable University policies, procedures, guidelines, and rules which are available on the University’s website, or of which the Supplier has been advised.
(b) The Supplier must comply with the University’s policies regarding conflict of interest.
(c) Should the Supplier gain access to personal information (as that term is defined under The Freedom of Information and Protection of Privacy Act), or personal health information (as that term is defined under The Personal Heath Information Act), the Supplier shall ensure that such information is kept confidential and is not disclosed without the written consent of the University. The Supplier shall take reasonable steps to ensure than all of its employees, contractors or agents are bound by the same obligation of confidentiality. This obligation shall survive the performance or termination of this Agreement, whichever is applicable.
(d) Acceptance of this Agreement does not constitute employment by the University or employment under The Employment Insurance Act. The status of the Supplier shall at all times remain that of an independent contractor.

16. Intellectual property rights

All intellectual property rights to materials produced by the Supplier in the performance of this Agreement, including but not limited to documents, raw data, research results, processes, technology, programs and inventions shall belong to the University, unless specified in the relevant Purchase Order or an attached schedule. The Supplier further waives any moral rights to materials produced in the performance of this Agreement, and the University shall be entitled to use such materials for any purpose, including modification, digitalization, distribution or sale.

17. Asbestos notification

The Supplier hereby acknowledges that the University of Manitoba has friable and non-friable asbestos-containing materials present throughout buildings owned, leased and/or otherwise occupied by the University. For a complete listing of any asbestos-containing or suspect asbestos material known to be present, refer to the most recent version of the Asbestos Survey Report maintained on file by the Environmental Health and Safety Office (“EHSO”) (474-6633).

Any Supplier required to perform activities that may result in the disturbance of asbestos-containing materials must:

(a) Review the most recent Asbestos Survey Report.
(b) Advise their employees, agents, contractors and representatives as to the appropriate precautions and safety measures to be taken;
(c) Give notice to EHSO that known or suspected asbestos-containing materials will be disturbed.
(d) Request EHSO to provide any information or assistance with required training which may be available through the University.
(e) Give notice to EHSO if the Supplier encounters unanticipated suspected asbestos-containing materials during the performance of its duties.
(f) Halt performance of activities if required to do so by EHSO. A Supplier may not charge any amount for Purchased Goods/Services in excess of the amount stated on the Purchase Order on account of having to deal with asbestos, unless the presence of asbestos was not disclosed on the Asbestos Survey Report. If unanticipated asbestos-containing materials are encountered, the University may, at its option, issue a Change Order:
(a) providing for payment of an extra amount deemed reasonable by the University, or
(b) altering the Purchased Goods/Services, which alteration may result in a significant change in the scope of the project.

18. Contractor safety notification

To ensure that workers performing services for a Supplier are aware of University safety and health requirements, workers providing installation, repair and maintenance services may be required by the University to attend a health and safety orientation prior to commencing work.

The orientation will be provided by the University without charge to the Supplier or the workers.

Workers attending the orientation will be provided with personalized certificate of attendance, and may periodically be requested to produce the certificate while performing their work. The certificate will be valid for a fixed period of time, after which renewal will be required.

For more information, visit Contractor orientation.

STANDARD TERMS AND CONDITIONS

The University’s Service Agreement Standard Terms and Conditions form part of this Service Agreement and the Supplier should review and understand their obligations under them.

SERVICE AGREEMENT STANDARD TERMS AND CONDITIONS

BY COMMENCING PERFORMANCE OF THE SERVICES, THE SUPPLIER ACCEPTS THE UNIVERSITY OF MANITOBA’S SERVICE AGREEMENT and THESE TERMS AND CONDITIONS.

1.      Definitions:

In these Service Agreement Standard Terms and Conditions the following 
definitions apply:
a)    “Confidential  Information”  means  concepts,  research,  photographs,  ideas,  plans,  data, trade  secrets, methods, processes or procedures, or any other financial or business information marked as confidential by either party, or reasonably expected  to be kept confidential information except that information which:
a)    becomes available in the public domain;
b)    is disclosed in good faith by a third party having legitimate possession and the right to make such disclosures;
c)    was already known without any obligation of confidence prior to disclosure;
d)    was developed independently prior to disclosure of any Confidential Information, or by employees who have not had access to the Confidential Information;
The University’s Confidential Information also includes all Personal Information as defined in FIPPA and Personal Health Information defined in PHIA.

b)    “Fees” means the Service Fees payable to the Suppliers set out in the Service Agreement;
c)    “FIPPA” means The Freedom of Information and Protection of Privacy Act (Manitoba), as amended from time to time;
d)    “Goods” means any equipment, supplies, materials, product, or other merchandise to be supplied by the Supplier as part of the Services.
e)    “Personal Information” means identifying information about an individual, as defined in FIPPA; and may include Personal Health Information as defined in PHIA that is disclosed to the Supplier or collected, created, maintained, or stored by the Supplier in the performance of its duties under the terms of this Agreement;
f)     “PHIA” means The Personal Health Information Act (Manitoba), as amended from time to time;
g)    “Services” means the services to be performed, including any deliverables or work product or related Goods to be provided by the Supplier, the particulars of which are described on the attached Description of Services following these Terms and Conditions.
h)    “Supplier” means the individual, entity, partnership or corporation with whom the University is contracting;
i)     “Supplier Proposal” means any estimate, quote, offer to sell, statement of work, proposal or specifications provided by the Supplier to the University relating to the supply of Services or related Goods.
j)     “Term” means the term in which the Supplier is to perform all Services, including the provision of any Goods and is noted in the Service Agreement.
k)    “University” means The University of Manitoba.

2.      Agreement:

2.1  The Entire Agreement for Services consists only of:
a)    Service Agreement
b)   The attached Description of Service; and
c)    These Service Agreement Standard Terms and Conditions; and
d)   Subject to Section 2.2, the Supplier’s Proposal or other documents expressly referenced in the Description of Services.  If there is any conflict or inconsistency between the documents that constitute the Agreement, then unless otherwise expressly provided, the documents will rank in the 
order of precedence as they are listed.

2.2  The  Supplier’s  Proposal  is  solely  for  the  purpose  of  incorporating  any  description of  services,  and/or  any specifications/features, or service levels of the Services, or related Goods contained in therein; and only to the extent that the terms of the Supplier’s Proposal do not conflict with the descriptions set out by the University in the Service Description or these Standard Terms and Conditions.

2.3  The University’s acceptance of, or payment for, Services will not constitute the University’s acceptance of any additional or different terms in any Supplier’s Proposal, unless otherwise accepted in writing by the University.

2.4  The documents set out in section 2.1 constitute the entire understanding between the parties relating to the Services. There  are  no  agreements, representations or warranties except  as set  forth in  this Agreement. No modification or amendment to this Agreement shall be binding unless 
executed in writing by the parties.

3.      Performing Services:

The Supplier will perform the Services during the Term in a timely and 
competent manner in accordance with the terms and conditions of this Agreement and in accordance with applicable professional and industry standards for the Services.

4.      Fees:

As payment for the Services, the University will pay to the Supplier the Fees as 
described in Service Agreement. Unless as otherwise specified in the Service Agreement, no Additional Expenses will be payable by the University on account of expenses or disbursements of the Supplier.

5.      Payment  Terms:

5.1   The Supplier will render invoices and any requested supporting documentation to the University monthly for the Services performed, unless otherwise specified in the Service Agreement.

5.2   The University will pay to the Supplier the Fees or such portion thereof on the invoice as is properly due (as reasonably determined by the University), together with all applicable taxes.

5.3   Invoices shall contain such information and details as the University may reasonably require.

5.4   Payment terms are net 30 days from receipt of invoice by the University; provided that the University may withhold payment of any portion of the invoice which is in dispute and the University and the Supplier shall act reasonably to resolve such dispute in a timely manner.

5.5   The University may withhold or set off against any payment due to the Supplier (or is to be paid under this Service Agreement) any charge, liability, or indebtedness owed by the Supplier to the University.

6.      Reporting on Services:

a)    The University’s Contact Person(s) respecting the Services shall be the person(s) identified by the University as noted as the contract in the Service Agreement letter. The Supplier shall provide the University the name and contact information of its Contact Person(s) in writing.

b)    As required for the performance of the Services, the Supplier shall obtain information and 
direction from the University.

c)    The Supplier shall keep the University’s Contact Person informed about the progress and delivery of the Services provided under this Agreement at reasonable intervals or as may be specifically requested by the University.

d)    All progress reports and updates to be prepared by the Supplier as part of the Services shall be submitted to the University’s Contact Person and be in a form and content satisfactory to the University.

7.      Supplier to Provide:

The Supplier shall provide all facilities, personnel, labour, materials, supplies, equipment, tools, transportation and other requirements for the timely and 
proper performance of the Services, except as otherwise set out in the Service Agreement, Description of Services.

8.      Applicable  Laws:  

The  Supplier  shall  ensure  that  all  laws  (including  and  any  applicable  worker’s  compensation, employment standards and occupational health and safety laws), regulations, by-laws and relevant University policies and procedures and any other directives communicated (verbally or in writing) by the University are adhered to at all times by the Supplier and the Supplier’s officers, directors, employees, agents, representatives and invitees.

9.      Confidentiality:

a)    Except as required by law and/ or in the proper performance of the Services, each Party shall not use or disclose, or permit any person employed or engaged by it to use, or disclose Confidential Information gained by it as a result of the performance of the Services.

b)   Each party shall own its Confidential Information relative to the other party.

c)    The Supplier shall:

a)    comply  with  any  rules  or directions made  or  given  by  the  University  with  respect to  safeguarding  of  the Confidential  Information,  in  addition  to  using  all  industry standard  safeguards  for  the  protection  of Confidential Information in its care;
b)    advise the Supplier’s officers and employees, to whom the Supplier may disclose the Confidential Information, of the confidentiality, privacy requirements and ownership provisions of this Agreement and require any third parties to be bound by agreements respecting confidentiality and privacy no less strict that what is contain within these Terms; and
c)    do that which is necessary and reasonable to prevent unauthorized access, disclosures, use, or sale (or other disposition for value) of the Confidential Information and in the event of an unauthorized access or disclosure of Confidential Information, the Supplier shall give immediate notice to the University of such event.
d)   All Confidential Information and records in the possession of the Supplier provided by the University are the property of the University and shall be returned to the University by the Supplier in a format mutually agreeable upon the expiry or earlier termination of the Term, or alternatively, upon the request of the University, deleted or destroyed.

10.   Privacy Legislation:

a)     The Supplier is aware and acknowledges that the University is a public body under “FIPPA” and “PHIA” and that records and information that are in the care and custody of the University and are subject to the provisions of FIPPA and PHIA. Disclosure or release of information may be required under FIPPA.
b)     In the event that Confidential Information provided to the Supplier contains Personal Information, the Supplier agree that, when applicable, it is an Information Manager under FIPPA and/ or a Trustee under PHIA and furthermore the Supplier agrees to comply with the provisions of 
FIPPA and PHIA with respect to the collection, use and disclosure of Personal Information obtained by the Supplier in connection with this Service Agreement.

11.   Conflict of Interest:

a)     The Supplier represents that the Supplier has no conflict of interest (as defined in the University’s Conflict of Interest Policy) in providing the Services or has disclosed a conflict of interest and a management plan satisfactory to the University has been developed, and that the University will not be thereby compromised nor suffer loss;

b)     At all times, the University’s Conflict of Interest Policy will govern the provision of Services. If the Supplier becomes aware of any potential, actual or perceived conflict of interest, as defined in this policy, then the Supplier shall notify the University immediately.

c)     If the University becomes aware of an unreported conflict of interest, the University may elect to terminate immediately this Service Agreement, in addition to any other remedies or right it may  have.

12.   Insurance:

12.1 During the Term, the Supplier shall maintain the minimum insurance coverage specified below and shall provide satisfactory certificates of insurance confirming such coverages on request by the University.
a)    general liability insurance against third party bodily injury, personal injury and property damage, including products and completed operations liability and blanket contractual liability for an amount of not less than two million dollars ($2,000,000) per occurrence;
b)    professional liability insurance for an amount of not less than two million dollars ($2,000,000), if applicable to the Services;
c)    standard automobile insurance for all vehicles owned, licensed or leased by the Supplier and non- owned automobile insurance, if  required,  for  an  amount  of  not  less  than  two  million dollars  ($2,000,000) per occurrence for each type of coverage, if applicable to the Services;
d)    all risks property insurance for all material equipment and products included in or required for the Service for an amount not less than the amount of the purchase  price;
e)    worker's compensation coverage or employer's liability coverage for employees of the Supplier as well as personal coverage for any directors, partners and agents of the Supplier involved in the performance of the Services.

13.   Exclusion of Liability:

Notwithstanding anything to the contrary expressed or implied in this Services Agreement, the University shall not be liable to the Supplier for any general, indirect or consequential damages or any economic losses of any kind, regardless of whether the liability to which such damages relate arises in contract, tort or otherwise in law, or for any bodily injury, loss or damage sustained by the Supplier, its employees, agents or sub- Suppliers arising from any cause whatsoever.

14.   Indemnity:  

The  Supplier  agrees  to  hold  harmless,  and  indemnify  the  University  
(including  its  Board  members, students officers, employees and agents), from and against all claims or demands, proceedings, losses, damages, liabilities,  deficiencies,  costs  and  expenses (including  all  legal  and  other  professional  fees  and  disbursements, interest, penalties and 
amounts paid in settlement) suffered or incurred by the University which arise directly or indirectly  from,  or  as  a  result  of  (1)  any  breach  or  default  of  this  Service  Agreement  ;  (2)from  claims  based  on negligence or willful misconduct by the Supplier, its employees or agents in the performance of its obligations under this  Agreement;  (3)  or  as  a  result  of  any misrepresentation  in  this  Agreement.  This  indemnity  shall  survive  the 
expiration or termination of this Agreement.

15.   Termination:

15.1   This Agreement may be terminated as follows:
a)    by the University where:

(i)           in the reasonable opinion of the University, the Services provided by the Supplier are unsatisfactory, inadequate, or are improperly provided;
(ii)          in the reasonable opinion of the University, the Supplier has failed to comply with any substantive term or condition of this Agreement;
(iii)         the Supplier is dissolved or becomes bankrupt or insolvent;
(iv)         the Services are provided in connection with a project for which the University has been awarded funding from an external source or for which the University receives payment for the provision of services to a third party, and that project or contract has been terminated or funding or payment reduced;
(v)          there has been an adverse change in circumstance or conduct of the Supplier which may affect or harm the status or reputation of the University;
(vi)         at any time, upon forty-five (45) days prior written notice, or

b)    by mutual agreement of the parties, expressed in writing.

16.   Consequences of Termination:

Upon termination of this Agreement, the Supplier shall cease to provide any further Services. The University shall be under no obligation to the Supplier other than to pay, upon receipt of an invoice and satisfactory supporting documentation, such Fees as, in the reasonable opinion of the University, the Supplier may be entitled to receive under this Agreement for work completed to the satisfaction of the University up to the date of termination.

17.   Notice:

Any notice to be given by either party hereto to the other pursuant to this Agreement shall be in writing and delivered  by hand during the University’s normal business  hours to  the Contact Person’s address specified on the Service Agreement (or such other address as notified by a party by notice given under this clause).

18.   Residency of Supplier

18 (A) The Supplier represents and warrants that the Services contracted for are directly related to the business of the Supplier and that the Supplier is a resident of Canada. The Supplier acknowledges that the foregoing declaration has no binding effect on Canada Revenue Agency but will be relied on by the 
University in determining its obligations under the Income Tax Act (Canada) and regulations thereunder.
Or
18 (B) The Supplier represents and warrants that the Services contracted for are directly related to the business of the Supplier and that the Supplier is a non-resident of Canada. As such, in accordance with the provisions of the Income Tax Act (Canada), the University is obligated to withhold and submit 15% of the Fees charged on each invoice for services performed in Canada unless the Supplier obtains from Canada Revenue Agency a waiver or reduction in the amount to be withheld and provides it to the University prior to the provision of Services.

19.   Warranties for Services and Goods

a)        Services: The Supplier represents and warrants that:
a)    the Supplier possesses the necessary personnel, skills, expertise and experience to provide the Services;
b)    that the Supplier fully understands the University’s requirements under this Agreement and will be able to satisfy these requirements and Services are provided in accordance with the Description of Services and all University policies, guidelines, by-laws and codes of conduct applicable to the Supplier; and
c)    that the Supplier has or possesses all Canadian licensing required to perform the Services.
b)        Goods: The warranty for goods shall be as set out in the Supplier’s Proposal. The Supplier shall assign to the University all manufacturer’s warranties for Goods not manufactured by or for the Supplier, and  shall take all necessary steps as required by such third party manufacturers to effect assignment of such warranties to the University.
c)         If no warranty is provided in the Supplier’s Proposal, then the Supplier warrants that all Goods
a)    will conform to any sample and any specifications, drawings or other description describe in the Service Order and will be fit and sufficient for their intended purpose, of merchantable quality, of good material and workmanship and free from defect; and
b)    be compliant with all applicable federal, provincial, and municipal laws, regulations, standards, and codes.

d)        Intellectual Property Warranty
The Supplier further warrants to the University that at all times all Goods and or Services (including any deliverables or work product) will not be in violation of or infringe upon the intellectual property of any third party.
e)        Warranty Remedies              
19.5.1   In the event of breach of any of the warranties described in Sections 19.1, 19.3, or 19.4 and without prejudice to any other right or remedy available to the University (including University’s indemnification rights hereunder), the Supplier will, at the University’s option and the Supplier’s   expense, refund the purchase  price for, or correct or replace the affected Goods, or re-perform the affected Services, within 10 day(s) after notice by the University to the Supplier of warranty breach. All associated costs, including costs of re- performance, costs to inspect the Goods and/or Services, transport the Goods from the University to the Supplier, and return shipment to the University, and costs resulting from supply chain interruptions, will be borne by the Supplier. If Goods are corrected or replaced or Services are re-performed, the warranties in the relevant Sections will continue as to the corrected or replaced Goods for a 
further Warranty Period commencing on the date of acceptance of the corrected or replaced Goods or Services. If the Supplier fails to repair or replace the Product within the time periods required above, the University may repair or replace the Goods at the Supplier’s expense.
19.5.2   In the event that any Goods provided by the Supplier to the University are subject to a claim or allegation of infringement of intellectual property of a third party, Supplier shall, at its own option and expense, without prejudice to any other right or remedy of the University (including the University’s indemnification rights hereunder), promptly provide the University with a commercially reasonable alternative, including the procurement for the University of the right to continue using the Goods in question, the replacement of such Goods with a non-infringing alternative satisfactory to the University, or the modification of such Goods (without affecting functionality) to render 
them non-infringing.

20.   Intellectual Property

a)     Any intellectual property created or developed by the Supplier as part of the of the Services, including copyright to any materials produced by the Supplier, is hereby assigned to the University and the Supplier hereby waives in entirety its moral rights relating thereto and will obtain a similar waiver from its employees and other persons involved in the performance of the Services. This Agreement does not transfer ownership to the University to any background 
intellectual property developed by the Supplier for the delivery of the Services, or in any Goods provided.
b)     To the extent that any deliverables or materials produced by the Supplier contain any background intellectual property of the Supplier, the Supplier hereby grants to the University a worldwide, royalty-free, non- exclusive, perpetual license to use, copy, modify and distribute such intellectual property as part of the materials or deliverables provided in connection with the  Services. The Supplier further guarantees that they will obtain written permission for any use of intellectual property owned by third parties included as part of the materials or deliverables provided in connection with the Services, and they shall credit the creator(s) of third-party intellectual property as required by law. Upon request of the University, the Supplier will provide 
the University with copies of all permissions obtained for use of third-party owned intellectual property.
c)     This Agreement does not transfer ownership to the Supplier any intellectual property provided by the University to the Supplier. Any intellectual property provided by the University to the Supplier is exclusively for use in the performance of the Services under this Agreement.

21.   The Accessibility for Manitobans Act (AMA):

Suppliers who work with the public (students, staff, faculty, visitors or other third parties) at, or on behalf of, the University must: comply with the accessibility standards established under the AMA and ensure that applicable training on the requirements of the accessibility standards are provided to their employees who provide goods, services or facilities at, or on behalf of, the University.

22.   Dispute Resolution:

Supplier agrees to meet, negotiate, and attempt to resolve, in good 
faith, amicably, without litigation,  any  disagreement,  question  or  difference  of  opinion  with  the  University  as  to  the  interpretation, application, or administration of this Service Agreement, including any Invoice (a “Dispute”). If the two Parties cannot resolve any such Dispute within fifteen (15) business days, or such a period as the Parties may subsequently agree, then it shall be submitted to their respective  senior representatives with authority to  bind the  party to meet to resolve the Dispute. If the Parties are still unable to resolve the dispute through negotiations within fifteen (15) business days, or such a period as the Parties may subsequently agree, the Parties agree to attempt to resolve the Dispute through mediation by submitting the Dispute to a sole mediator selected jointly by the parties. The Parties agree to participate in 
good faith in the mediation following appointment of the mediator for such a period as the Parties may agree. Finally, the Dispute shall be resolved by arbitration or litigation, as agreed by the Parties.

23.   Miscellaneous:

a)   The rights and obligations of the parties hereunder shall not be assigned or assignable, in whole or in part, by the Supplier, unless agreed to in writing by the parties. The terms of this Agreement shall ensure to the benefit and be binding upon the successors of each of the parties.
b)    In any provision of this Agreement containing words denoting inclusion (e.g. “including”) followed by a list of specific matters or items, such lists will not restrict the generality of such provision.
c)     This Agreement shall be interpreted under and governed by the laws in force in the Province of Manitoba, the courts of the Province of Manitoba have exclusive jurisdiction over any legal proceedings arising from this Agreement and the parties attorn to the jurisdiction of such courts.

d)    The Parties agree that the electronic transmission to the Supplier of a Service Agreement with an associated Contract Number on it, shall be the authoritative copy of the Service Agreement and shall be legally binding on the parties once the Supplier commences performance and admissible 
in any legal, administrative or other proceeding as conclusive evidence of the contents of such document in the same manner as an Original paper document.
e)     Nothing in this Agreement shall make the relationship between the University and the Supplier one of partnership, joint venture or employment. The Supplier is an independent contractor. Nothing in this Agreement constitutes authority for the Supplier to make commitments which bind the University or to otherwise act on behalf of the University.
f)      The Supplier will not use, nor shall it permit any person employed by it to use, identifying marks of the University other than with the prior written consent of the University, which may be arbitrarily withheld.
g)      Time is of the essence.
h)    A waiver by the University of any of its rights hereunder will not be deemed to be a waiver of any other right nor a continuing waiver of that particular right.
i)       If any provision of this Agreement or the application thereof is held invalid or 
unenforceable to any extent, the remainder of this Agreement or the application thereof shall not be affected thereby.
j)       Terms, provisions, covenants and conditions contained in this Agreement which, by their nature or the terms thereof, require their performance by the parties after the expiration or termination of this Agreement shall
continue in full force and effect following such expiry or termination.
 

These general contractors are pre-approved for the value of work as noted.

Contractor name	Under $200,000 estimated total value of work	$200,000 – $1,000,000 estimated total value of work	Over $1,000,000 estimated total value of work
Akman Construction Ltd.	YES	YES	YES
Bird Construction Group	YES	YES	YES
Bockstael Construction Limited.	YES	YES	YES
Bree-Dan Construction Ltd.	YES	NO	NO
Concord Projects Ltd.	YES	YES	YES
Ernst Hansch Construction Ltd.	YES	YES	NO
Gardon Construction Ltd.	YES	YES	YES
Gateway Construction & Engineering	YES	YES	YES
Graham Construction & Engineering LP	YES	YES	YES
Hedman Construction Ltd.	YES	YES	NO
Langreen (2005) Ltd.	YES	NO	NO
Ledcor Construction Limited	YES	YES	YES
M Builds Limited Partnership By It's general Partner 5369917 MB Ltd. Operating As M Builds	YES	YES	YES
M. D. Steele Construction Ltd.	YES	YES	NO
Marwest Construction Ltd.	YES	YES	NO
Parkwest Projects Ltd.	YES	YES	YES
PCL Constructors Canada Inc.	YES	YES	YES
Three Way Builders Ltd.	YES	YES	NO
Tractus Group Incorporated Operating As Tractus Projects	YES	YES	YES
Westland Construction Ltd.	YES	YES	YES
Winnipeg Building & Decorating Ltd.	YES	YES	YES

Last update: October 17, 2024

These electrical contractors are pre-approved for the value of work as noted.

Contractor name	Under $200,000 estimated total value of work	$200,000 – $1,000,000  estimated total value of work	Over $1,000,000 estimated total value of work
3-Phase Electrical Ltd. Operating As Spark Power	YES	YES	NO
Allco Electrical Ltd.	YES	YES	YES
Black and McDonald Limited	YES	YES	YES
ServoCanada Inc. (formerly DMS Industrial Constructors Inc.)	YES	YES	YES
Electric 2000 Ltd.	YES	YES	NO
Exco Ventures Ltd. Operating As Exco Electric	YES	YES	YES
G. Mallin Electric Ltd.	YES	YES	YES
Lowe Mechanical Services Ltd.	YES	YES	NO
Mac-Tower Inc.	YES	NO	NO
Maka Power Ltd.	YES	NO	NO
McCaine Electric Ltd.	YES	YES	YES
Nor-Tec Group Ltd.	YES	YES	YES
Oakpark Powerline Services Ltd.	YES	YES	YES
Powertec Electric Inc.	YES	YES	NO
Prairie HVAC Inc. Operating As Prairie HVAC/R	YES	NO	NO
Tri-Star Electric Company Ltd.	YES	YES	NO
T & D Enterprises Ltd. Operating As Wescan Construction Services	YES	YES	YES
Vipond Inc.	YES	YES	YES
Voltage Power Ltd.	YES	YES	YES
Wareham & Crowe Electric Ltd.	YES	NO	NO

Last update: November 22, 2022

These electrical contractors are pre-approved for the value of work as noted for small projects based on response to an expression of interest.

Contractor name	Up to $200,000 total value of this disciplines work
ABCO Supply & Service	YES
P4 Electrical	YES
Siemens Canada Ltd.	YES

 

These mechanical contractors are pre-approved for the value of work as noted.

Contractor name	Under $200,000 estimated total value of work	$200,000 – $1,000,000 estimated total value of work	Over $1,000,000 estimated total value of work	Fire Protection/Suppression*
Black and McDonald Limited	YES	YES	YES	NO
Derksen Plumbing & Heating (1984) Ltd.	YES	YES	YES	NO
ServoCanada Inc. (formerly DMS Industrial Constructors Inc.)	YES	YES	YES	NO
East Side Ventilation	YES	YES	NO	NO
Global Mechanical Ltd.	YES	NO	NO	NO
Johnson Controls Operating As Tyco Integrated Fire & Security	YES	YES	YES	YES
Loewen Mechanical Ltd.	YES	YES	YES	NO
Lowe Mechanical Services Ltd.	YES	YES	YES	NO
Mac-Tower Inc.	YES	NO	NO	NO
Prairie HVAC Inc.	YES	YES	NO	NO
Randall Plumbing and Heating Limited	YES	YES	YES	NO
T & D Enterprises Ltd. Operating As Wescan Construction Services	YES	YES	YES	NO
Vipond Inc.	YES	YES	YES	YES
Westwood Mechanical Inc.	YES	YES	YES	NO
Classic Fire + Life Safety Inc.	NO	NO	NO	YES

* Vipond, Johnson/Tyco and Classic are approved to do Fire Protection/Suppression Systems as part of a Mechanical Pre-qualification category.

Last update: June 26, 2024

These mechanical contractors are pre-approved for the value of work as noted for small projects based on response to an expression of interest.

Contractor name	Up to $200,000 total value of this disciplines work
A&B Mechanical	YES
Basar Heating and AC	YES
DM Custom Metal Works	YES
Laurin Sheet Metal Ltd.	YES
Quality Air Control Ltd.	YES
Shorty's Plumbing, Heating, AC	YES
Ambassador Mechanical	YES
Frontier Refrigeration & Mechanical	YES
BDR Services Ltd.	YES
Classic Fire + Life Safety Inc.	YES

Last update: June 26, 2024

These roofing contractors are pre-approved for the value of work as noted.

The prequalification list below will remain in use only for New Construction Major Capital Projects, bid through an open public process managed by Purchasing Services.

Contractor name	Up to $75,000 estimated value of work	$75,001 – $250,000 estimated total value of work	$250,001 – $500,000 estimated total value of work	$500,001 – $1 million estimated value of work	Over $1 million estimated value of work
Atlas-Apex Services (Manitoba) Inc.	YES	YES	YES	YES	YES
Flynn Canada Ltd.	YES	YES	YES	YES	YES
Master Roofing Ltd.	YES	YES	YES	YES	YES
MJ Roofing	YES	YES	YES	YES	YES
Normandeau Roofing Ltd.	YES	YES	YES	YES	YES
Norwin Roofing Ltd.	YES	YES	YES	YES	NO
Oakwood Roofing & Sheet Metal Co. Ltd.	YES	YES	YES	YES	YES
Sky City Roofing Ltd.	YES	YES	NO	NO	NO
Transcona Roofing Ltd.	YES	YES	YES	YES	NO

 

 

Last update: May 10, 2021

This is work for a contractor trained and certified to perform abatements of mould, lead, and asbestos. These contractors are pre-approved for the value of work as noted.

Contractor name	Up to $75,000 estimated value of work	$75,001 – $250,000 estimated total value of work	$250,001 – $500,000 estimated total value of work	$500,001 – $1 million estimated value of work	Over $1 million estimated value of work
Advanced Environmental Services Inc.	YES	YES	YES	YES	YES
Kepsco Construction Management Ltd.	YES	NO	NO	NO	NO
Priority Restoration Services Ltd.	YES	YES	NO	NO	NO
True North Waste Management Ltd.	YES	YES	NO	NO	NO
Western Waste Management Ltd.	YES	YES	YES	YES	YES

Last update: October 2, 2020

Pre-qualification application process

The pre-qualification application process is the method by which interior signage firms can be pre-qualified to provide services on behalf of the University of Manitoba.

To be considered, please complete the application.

• Interior signage pre-qualification application (PDF)

Pre-approved contractor listing

These interior signage contractors are pre-approved for room numbering and wayfinding signage, as noted.

Supplier name	Engraved room number plaque 3" X 15" per RN 1.0	Occupant name holder 3” X 15” per RN 2.0	Occupant name insert per RN 2.2	Engraved header panel WF1.0	Engraved line panel Single line, WF 1.1
Bella Fosh Signs	YES	YES	YES	YES	YES
Western Safety Sign Co.	YES	YES	YES	YES	YES

Last update: September 23, 2016

Pre-qualification application process

The pre-qualification application process is the method by which environmental consultants can be pre-qualified to provide environmental consulting services on behalf of the University of Manitoba.

For inquiries regarding your company's interest in obtaining information about Pre-Qualification status, please reach out to purchasi@umanitoba.ca

Pre-approved contractor listing

These environmental consulting contractors are pre-approved for the type of work as noted.

Consultant name	Hazardous Building Materials Assessments	Environmental Site Assessment Phase I	Environmental Site Assessment Phase II	Environmental Site Assessment Phase III	Project-specific specifications for hazardous building materials	Hazardous building material abatement inspection	Hazardous building material air monitoring	Occupational hygiene services not specified
WSP E&I Canada Limited	YES	YES	YES	YES	YES	YES	YES	YES
Dillon Consulting Ltd.	NO	YES	YES	YES	NO	NO	NO	NO
HLC Consulting Ltd.	YES	YES	YES	YES	YES	YES	YES	YES
KGS Group	YES	YES	YES	YES	YES	YES	YES	YES
Pinchin Ltd.	YES	YES	YES	YES	YES	YES	YES	YES
Prairie Environmental Consulting Inc.	YES	YES	NO	NO	YES	YES	YES	YES
SLR Consulting (Canada) Ltd.	NO	YES	YES	YES	NO	NO	NO	NO
Tesseract Environmental Consulting Inc.	YES	YES	YES	YES	YES	YES	YES	YES
Ridgeline Canada Inc.	YES	YES	YES	YES	YES	YES	YES	YES

Last update: May 25, 2020

Pre-qualification application process

The pre-qualification application process is the method by which graphic design firms can be pre-qualified to provide services on behalf of the University of Manitoba.

To be considered, please complete the application.

• Graphic design pre-qualification application (PDF)

Pre-approved contractor listing

These graphic design firms are pre-approved for the value of work as noted.

• A pre-qualified supplier shortlist resulting from this pre-qualification shall cover the university’s normal requirements for graphic design services for a period of three years.
• Issuance of this pre-qualification and resulting application in no way constitutes a commitment by the university to award contracts to any firm or to pay any costs incurred by the firm in preparing an application.
• University staff requiring the services of a graphic design firm will be required to solicit quotations from pre-qualified graphic design firms.
• The successful selected pre-qualified graphic design firms will be expected to enter into a separate contract/purchase for each graphic design service requested by departments or faculties.

Contractor name	Brochures	Promotional material	Event material	Publications	Print production based on existing templates	Web design/ development
Bounce Design	YES	YES	YES	YES	YES	YES
Diverge Design	YES	YES	YES	YES	YES	YES
Faren Group	YES	YES	YES	YES	NO	YES
Guppy Graphic Design	YES	YES	YES	YES	NO	NO
Samson Design Studios	YES	YES	YES	YES	YES	NO
Spark	YES	YES	YES	YES	NO	NO
Well Creative	YES	YES	YES	YES	NO	NO
Workhouse Inc.	YES	YES	YES	YES	YES	YES

Last update: March 31, 2019

Printed cheque payments are issued by Supplier Payment Services (SPS) in Canadian or US currency.

All suppliers are automatically set up to be paid by cheque. Once the invoice has been processed and approved it will make it onto our cheque run. Cheques are printed and mailed out on a weekly basis.

Virtual Visa credit card payments are an option for Suppliers within Canada to receive payment via a virtual Visa credit card. 

Virtual credit card payments involves paying suppliers for goods or services electronically utilizing a randomly generated 16-digit credit card number that will then be processed by the company receiving payment. There is no plastic credit card number to protect, only tokenized information. Tokenization is designed to protect against online or digital security breaches by ensuring that payments can only be charged one time, often only for a specific amount, and that all static virtual card information is concealed throughout the entire payment process.

Electronic funds transfer (EFT) paymenta is a system of transferring money from one bank account directly to another without any paper money changing hands, EFT is safe, secure, efficient.

Limited number of suppliers are set up for EFTs. The University currently does not have the resources to offer this service on a wide scale. 

Electronic data interchange (EDI) payments are a computer-to-computer exchange of business data in standard formats. In EDI, information is organized according to a specified format set by both parties, allowing a "hands-off" computer transaction that requires no human intervention or re-keying on either end. All information contained in an EDI transaction set is, for the most part, the same as on a conventionally printed document.

This is a legacy program to suppliers which is no longer available to new suppliers. 

Direct deposit payments are provided to employees for reimbursement on travel or petty cash forms.

Cheque payments are offered by Supplier Payment Services (SPS) in Canadian or US currency. 

All suppliers are automatically set up to be paid by cheque. Once the invoice has been processed and approved it will make it onto our cheque run. Cheques are printed and mailed out on a weekly basis.

Wire transfer payments for foreign wires or drafts are offered by Supplier Payment Services (SPS) though the Toronto Dominion Bank. There is a fee charged by the Toronto Dominion Bank for submitting wires or drafts in foreign currency. Please review the "Bank transfer request form" for information on requesting electronic payments outside of North America.

Wire transfers are not offered by SPS for suppliers within North America. The University currently does not have the resources to offer this service on a wide scale.