Fillable Printable VENDOR CONTRACT
Fillable Printable VENDOR CONTRACT
VENDOR CONTRACT
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INTER TRIBAL COUNCIL OF ARIZONA, INC.
SUPPLEMENTAL NUTRITION PROGRAM FOR
WOMEN, INFANTS AND CHILDREN (WIC)
VENDOR CONTRACT
1. PARTIES
Vendor Name
(Legal Name of Store):
________________________________________________________
Doing Business As:
________________________________________________________
Name of Owner:
________________________________________________________
Federal Employer
Identification Number:
____________________________
The Inter Tribal Council of Arizona, Inc. (ITCA) is an Arizona non-profit corporation authorized by the
United States Department of Agriculture (“USDA”) to serve as a “state agency” for purposes of
administering the Special Supplemental Nutrition Program for Women, Infants and Children (“WIC”).
The purpose of this Vendor Contract (“Contract”) is to provide authorized Vendors at which WIC clients,
parents or caretakers of infant and child clients or proxies (hereafter collectively referred to as “clients”)
can obtain authorized WIC foods, and to provide the terms and conditions for Vendors and the state
agency to follow during transactions arising out of this Contract.
2. CONTRACT PERIOD
This Contract by and between ITCA and the above named Vendor is effective October 1, 2012, or the
date when it is signed by both ITCA and Vendor, whichever date is later. If not terminated earlier, this
Agreement shall terminate on September 30, 2015. Neither the Vendor nor ITCA is obligated to renew
this Contract or enter into a new Contract at the expiration or the termination of this Contract.
This Contract is contingent upon the availability of funds from the federal government to operate the WIC
program and the continued operation of the WIC program by ITCA. This Contract shall not constitute a
license or a property interest.
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3. GENERAL TERMS
A. The federal statutes and regulations that govern the WIC Program, the ITCA WIC Program Vendor
Manual (“Vendor Manual”) and any amendments or additions thereto, and the WIC Policy and
Procedure Manual (“Policy and Procedure Manual”) and any revisions thereto are incorporated in this
Contract by reference.
B. If any provision of this Contract conflicts with federal statutes or regulations that govern the WIC
program, the federal statutes or regulations shall govern. If any provision of this Contract conflicts
with the Vendor Manual, the Vendor Manual shall prevail. If any provision of this Contract conflicts
with the Policy and Procedure Manual, the Policy and Procedure Manual shall prevail.
C. Any provision of this Contract or any document attached or incorporated by reference that is waived
or held to be invalid shall be severable from the remainder of this Contract and shall not affect any
other provisions of this Contract. Any provision to this Contract that is found to be prohibited by law
shall be severable and shall be in effect only to the extent such provision complies with the law.
D. Arizona law shall govern all aspects of this Contract not covered by federal statutes or regulations or
the Vendor Manual, or the Policy and Procedure Manual.
E. This Contract, Appendices and all incorporated documents represent the entire agreement between the
Vendor and ITCA. No condition or requirement contained in, or made a part of, this Contract shall be
modified without an approved written amendment to this Contract. Amendments shall be effective
only if in writing and signed by all parties to the Contract. The terms and provisions of this Contract
shall remain in full force and effect except as amended and to the extent so amended. In the event
that the Vendor does not sign an amendment to this Contract within thirty (30) days of receipt of the
amendment, the Vendor shall be terminated from participation in the ITCA WIC Program.
F. The Vendor shall be considered an independent contractor, not an agent of ITCA, or the United States
Government.
G. ITCA is a private non-profit Arizona corporation but enters this Contract as an authorized WIC state
agency. ITCA is protected to the full extent of the law from any liability as a state agency. Vendor
agrees to waive any and all claims and causes of action which it may have against ITCA but which
could not be pursued against a state agency.
H. Vendor must maintain all data and records of clients served under this Contract as confidential. All
data and records are proprietary and the property of ITCA and are deemed a “record” or a “system of
records” as defined by the Federal Privacy Act, 5 USC §552a. Vendor agrees not to release or allow
the use of such data or records by any other person including governmental agencies without the prior
written approval of ITCA.
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I. Vendor agrees to indemnify, defend and hold ITCA harmless from any claim, liability or expense
resulting from Vendor’s violation of this Contract.
J. The Vendor shall, at all times, indemnify, defend and hold harmless ITCA/or any of its agents,
officials and employees from any and all claims, demands, suits, actions, proceedings, losses, costs
and/or damages of every kind and description, including attorney’s fees and/or litigation expenses
brought or made against or incurred by ITCA on account of loss of or damage to any property or for
injuries to or death of any person, caused by, arising out of, or contributed to, in whole or in part, by
reasons of any alleged act, omission, professional error, fault, mistake, or negligence of the Vendor,
its employees, agents or representatives, or subcontractors, their employees agents or representatives
in connection with or incident to the performance of this Contract or arising out of workers
compensation claims, or unemployment compensation claims of employees of the Vendor and/or its
subcontractor or claims under similar such laws or obligations. The Vendor’s obligations and
responsibilities under this section shall not extend to any liability caused by the sole gross negligence
or criminal acts of ITCA or its employees.
K. The Vendor shall indemnify, defend and hold harmless the USDA and ITCA from any claim, liability
or expense caused by the Vendor’s default under this Contract.
4. VENDOR RESPONSIBILITIES
The Vendor shall comply with:
A. This Contract and the ITCA WIC Program Vendor Manual, and any subsequent amendments or
additions thereto.
1. Federal and state statutes (including 42 U.S.C. § 1786) and regulations (including (USDA)
regulations 7 C.F.R. § 246.12 et. seq.) that govern the WIC program, including any subsequent
amendments.
2. The ITCA WIC Program Policy and Procedure Manual and any amendments or changes thereto,
which shall not require written modification of this Contract to be effective.
3. The Vendor selection criteria throughout the Contract period for each store and/or outlet at the
time of signing this contract. ITCA may change the selection criteria at any time during the term
of this contract. Vendor must comply with the changes within fifteen (15) days of receipt of the
notice of changes. Using the current Vendor selection criteria, ITCA may reassess the Vendor at
any time during the Contract period. ITCA will terminate and/or disqualify the Vendor if the
Vendor fails to meet the current selection criteria. The Vendor may also be subject to other
sanctions including termination, administrative fines, disqualification, civil money penalties, and
any combination of sanctions, according to the Sanction Schedule of the Vendor Manual.
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B. The Vendor agrees to:
1. Have at least one representative participate in training annually. Vendor training may be provided by
ITCA in a variety of formats, including newsletters, videos, and interactive training. ITCA will have
sole discretion to designate the date, time, and location of all interactive training, except that ITCA
will provide the Vendor with at least one alternative date on which to attend such training.
a. ITCA may, at its discretion provide additional training for Vendors and Vendor staff as
necessary to ensure compliance with Vendor requirements. This training may take place at a
date, time and place as designated by ITCA.
2. Train and update cashiers and other employees who handle WIC purchases on WIC program
requirements and provide special or additional training to employees as required by ITCA to ensure
WIC Program compliance.
3. Be held responsible and accountable for the actions or inactions of its owners, officers, managers,
agents, and employees who commit Vendor Violations.
4. Maintain the required types and amounts of WIC authorized foods at all times. The required types
and amounts of WIC authorized foods are found in the most current ITCA WIC Programs Food List
and the Vendor Manual (Section 2-Minimum Stock Requirements).
5. Only purchase infant formula from the list of infant formula manufacturers, licensed wholesalers,
licensed retailers or licensed distributors provided by ITCA.
6. Maintain the minimum required stock from the date it submits its application to be a Vendor and, if
authorized, throughout the entire contract period. ITCA may provide an exception to the minimum
stocking requirements under certain circumstances for certain food types of infant formula or foods if
the clients in the geographic vicinity of Vendor do not need those foods. The exception may be
revoked by ITCA at any time.
7. Submit WIC Vendor Price/Stock Report forms as required by ITCA.
8. Provide quality fresh food items and maintain its store in a clean and sanitary manner by:
a. Keeping freezer and refrigeration equipment that stores WIC authorized food at the required
safe temperatures.
b. Maintaining and displaying a current Health Code Operating Permit. (exceptions may be
made for stores on tribal reservations)
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c. The Vendor must also notify ITCA immediately and in writing should the current Health
Code Operating Permit and any required license or certificate be denied, suspended or
revoked. If ITCA becomes aware that the Vendor has failed to maintain sanitation or food
safety standards, it may notify the proper regulatory office.
9. Display the “We Accept ITCA WIC Checks” decal so that WIC clients will recognize that the Vendor
accepts WIC checks. Vendors may only use the WIC Decal to identify their store as an authorized
WIC food vendor.
10. Accept WIC checks/FVCs (fruit and vegetable check) only from WIC authorized clients.
11. Offer program clients the same courtesies offered to other customers. Therefore, Vendors may not
treat WIC customers differently by offering incentive items that are not offered to non-WIC
customers.
12. Accept WIC checks/FVCs only within the time period specified on the checks/FVCs.
13. Ensure that cashiers enter the correct date in the “date of use” box when the WIC check/FVCs are
used.
14. Charge the WIC Program the current shelf price for each WIC food item. The current shelf price is
the price marked on the item, shelf, or nearby sign and includes the sale price of an item.
15. Charge the WIC Program for only those food items actually received by the WIC client.
16. A check that includes infant formula must be fully redeemed. The Vendor cannot accept the check
unless the full quantity of formula is purchased.
17. Ensure that cashiers enter the correct total price on the WIC check/FVC before the client signs it.
18. Ensure that cashiers witness the client’s signature on check/FVC and ensure that the signature on the
check/FVC matches one of the signatures on the ID folder or Proxy Certification form.
19. Provide authorized food items in the amounts listed on the check/FVC in exchange for WIC
checks/FVCs.
20. Not require identification from WIC clients other than the WIC ID folder or the WIC Proxy
Certification form.
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21. Not provide unauthorized food items, non-food items, cash or credit (including rain checks) in
exchange for WIC checks/FVCs.
22. Not provide refunds or permit exchanges for authorized WIC food items obtained with WIC
checks/FVCs, except for exchanges of an identical authorized food item when the original authorized
food item is defective, spoiled, or has exceeded its “sell by”, “best if used by” or other date limiting
the sale or use of the food item. (An identical authorized food item means the exact brand, type and
size of the original authorized food item obtained and returned by the client).
23. Not collect sales tax or other taxes on authorized WIC foods purchased with WIC checks/FVCs
except on the amount, which is subject to sales tax, on a FVC that exceeds the face value of the check
and is paid by the WIC caregiver or proxy with their own funds.
24. Not allow the purchase of alcohol, alcoholic beverages, tobacco or tobacco products in exchange for
WIC checks/FVCs.
25. Not provide WIC food items, including infant formula, that are expired, spoiled or beyond their “sell
by”, “best if used by” or other date limiting the sale or use of the food item in exchange for WIC
checks/FVCs.
26. Not approach, solicit or leave advertisements or other promotional items for WIC applicants or clients
at ITCA or Local Agency WIC Clinics.
27. Not use the WIC acronym or logo by attaching it to a food item container, using it in the official or
business name of the Vendor in whole or in part, including close facsimiles, or for advertising and
other promotional purposes.
28. Shelf talkers and channel strips stating “WIC Approved” or “WIC eligible” will be provided by ITCA
for vendors’ use in identifying authorized WIC foods on store shelves. Vendor may not use shelf
talkers or channel strips made by the Vendor, food manufacturers or distributors to identify WIC
approved items.
29. Not allow the return of food purchased with WIC checks/FVCs in exchange for cash, credit, non-food
items or unauthorized food items.
30. Not allow the sale of firearms, ammunition, explosives or controlled substances as defined in 21
U.S.C. §802 in exchange for WIC checks/FVCs.
31. Maintain competitive prices for WIC authorized food items.
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32. Notify ITCA in writing at least 30 days before the Vendor stops doing business, the ownership
changes, or the store location changes.
33. Return all Vendor identification stamps to ITCA within ten (10) calendar days from the date the
Vendor stops doing business, changes ownership, or no longer authorized with the ITCA WIC
Program.
34. Ensure that no conflict of interest exists between the Vendor and ITCA.
35. Permit announced and unannounced visits by ITCA and/or USDA representatives to review
compliance with WIC program requirements.
36. Maintain records as required under this Contract for a minimum of 3 years and 5 months after
termination of this Contract.
5. ITCA RESPONSIBILITIES
A. ITCA shall:
1. Provide the Vendor with a copy of the ITCA Vendor Manual.
2. Train WIC clients regarding program procedures for the use of WIC checks/FVCs.
3. Provide the Vendor with all required training, including one (1) interactive training, during the
Contract period as required by 7 C.F.R.§ 246.12 and applicable provisions of law.
4. Notify Vendors of changes to federal statutes, regulations, and ITCA policies or procedures
governing the WIC Program before the changes are implemented. This includes notifying the
Vendor of any changes in the WIC approved foods and changes which affect WIC redemption or
program requirements.
5. Monitor the Vendor for compliance with federal and state statutes, regulations, rules, policies and
procedures. Monitoring may include, but is not limited to, routine monitoring visits, undercover
compliance buys, investigations, and inventory audits.
6. Enforce compliance with this Contract, federal statutes, rules, regulations, and ITCA policies and
procedures.
7. Make payments to the Vendor in accordance with the WIC redemption procedures set forth in
this Contract and in the Vendor Manual, including subsequent revisions.
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6. MULTIPLE LOCATIONS
A. The location of Vendor’s store outlets which have been authorized as “vendors” under this Contract
are listed on Appendix A.
B. Vendor must attach to this Contract as Appendix A the information from the Vendor application for
each store outlet that has been authorized as a Vendor pursuant to the ITCA authorization procedures.
This must include the outlet location, manager, bookkeeper and the individual responsible for WIC
oversight and training. Each store location may be treated as a separate Vendor for compliance with
this Contract.
C. If this Contract is terminated as to any store outlet, the remaining store outlets will be treated as
Vendors under this Contract. The Vendor may add store outlets only if the Vendor applies for
authorization and the authorization is approved by ITCA. If the initial list of store outlets as set forth
in Appendix A changes due to termination or addition of a store outlet, Vendor and ITCA agree to
prepare a revised Appendix A to be attached to this Contract.
7. CHANGE OF VENDOR NAME, CONTACT INFORMATION, OR HOURS OF OPERATION
A. Vendor must notify ITCA within 30 days of a change in management or hours of operation.
B. The Vendor shall notify ITCA in writing at least 30 calendar days before change in store name, the
store’s mailing address, or the store’s telephone/fax number. A change in Vendor location is not a
change in mailing address.
8. CHANGE IN OWNERSHIP
A. The Vendor must provide ITCA thirty (30) days advance written notification of any change in Vendor
ownership, store or outlet location, or cessation of operations, including bankruptcy.
B. If notice is not given, Vendor is liable to ITCA for all checks/FVCs paid after the change in
ownership. ITCA may pursue all remedies available to collect, including establishing a claim against
the Vendor.
C. This Contract immediately terminates upon the change in Vendor ownership or the cessation of
operation. This Contract is not transferable between owners and establishments.
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9. CHANGE IN LOCATION
A. Vendors shall notify ITCA in writing at least 30 days before changing locations. This Contract is not
transferable between locations. The Contract will be terminated when the Vendor changes location.
B. Vendors who change the location of their business will not be authorized at their new location unless
they have applied ITCA for authorization; have met all selection criteria; and have received a Vendor
contract for the new location.
10. RECORD KEEPING REQUIREMENT
A. Vendor must maintain inventory records used for federal tax reporting purposes and all records
related to sales to WIC customers and compliance with this Contract for 3 years and 5 months after
termination or expiration of the Contract.
B. Vendors are required to develop/keep a record keeping system/documentation of Vendor’s annual
(SNAP) eligible food sales and be able to provide annual documentation at any time when requested
by ITCA.
C. Upon request of representatives of ITCA, USDA or the Comptroller General of the United States,
Vendor must make available all checks/FVCs in Vendor’s possession and all program-related records
for inspection and audit at any reasonable time and place.
D. The Vendor shall retain records related to disputes, litigation, and settlements of claims arising out of
the performance of this Contract until such time as these matters have been finally resolved or for 3
years and 5 months, whichever is later.
E. The Vendor shall, at its own expense, provide a legible copy of all such records to ITCA within thirty
(30) calendar days of the written request of ITCA or USDA.
F. The Vendor shall retain and produce for inspection and audit the original of all such records when
needed to verify the authenticity of a copy.
11. PURCHASE AND INVENTORY RECORD REQUIREMENT
A. Vendor purchase records shall reflect the name and address of the supplier, distributor, wholesaler or
manufacturer, the date of the purchase, list of the items purchased, size, stock number, quantity and
the unit price. Vendor purchase records shall be maintained for 3 years and 5 months. (Handwritten
invoices are not acceptable).
B. Vendors shall only purchase infant formula from sources on ITCA’s list of infant formula
manufacturers, wholesalers or distributors.
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C. Sales receipts for WIC authorized foods (other than infant formula) purchased at retail establishments
(for resale by the Vendor) must include the name and address of the retail establishment, the date of
the purchase, a description of the exact item(s) purchased (e.g. 12 oz. box of Total Cereal), the unit
price of the items, and the total amount purchased.
1. Receipts that do not completely describe the actual item purchased shall have codes that can be
verified by contacting the retailer at which the item(s) were purchased.
2. All receipts from purchases at retail establishments must be machine dated by the establishment.
Hand or manually dated retail store receipts are not acceptable.
3. Affidavits, Statements of Fact, other written statements, or oral statements shall not be accepted
as evidence of inventory. Only purchase records or retail receipts as described above in this
section shall be accepted and constitute evidence of inventory.
12. CONFLICT OF INTEREST
A. The Vendor shall ensure that no conflict of interest shall exist with ITCA. A conflict of interest
relates to the standard of ethical conduct that no officer or employee shall have any interest, financial
or otherwise, direct or indirect, or engage in any business transaction or professional activity or incur
any obligation of any nature which is in conflict with the discharge of a person’s duties.
B. The existence of an authorized conflict of interest shall be presumed where any person significantly
involved in initiating, negotiating, securing, drafting or creating the Contract on the behalf of ITCA,
at any time while the Contract or any extension of the Contract is in effect, was or is an employee or
agent of any other party to this Contract in any capacity or if such person works as a consultant to any
other party of the Contract with respect to the subject matter of this Contract.
C. If ITCA determines that a conflict of interest exists between the Vendor and ITCA, ITCA shall
terminate this Contract.
1. Such cancellation shall occur without any further obligation;
2. Cancellation under this section by ITCA shall be effective when written notice from the executive
officer or ITCA is received by all other parties to this Contract unless the notice specifies a later
time.
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13. PRICING
A. The Vendor must submit to ITCA the Price Stock Report on the forms as contained in the Vendor
Manual or via an ITCA authorized website by September 15
th
and March 15
th
of each year of this
Contract, and when requested by ITCA.
B. All prices listed on the Price Stock Report shall be comparable to the prices charged by other stores of
a similar type and in similar geographic locations. ITCA will determine the reasonableness of the
price and will ensure prices are competitive with other stores in the vendor’s peer group.
C. Any change in the prices contained in a price/stock report must be reported to ITCA within ten (10)
days of the change. Failure of Vendor to report changes on the Price Stock Report may result in
rejection of checks when presented for redemption.
D. ITCA may make price adjustments to the purchase price on checks submitted by the Vendor for
redemption to ensure compliance with prices as set forth in the Price Stock Report for the Vendor.
ITCA may also make price adjustments to ensure compliance with maximum allowable
reimbursement levels by peer group.
E. Vendor must clearly mark the price of the WIC approved foods either on the product’s container or
on the shelf with the product.
F. Vendor agrees to charge all WIC clients the same or lower prices as other customers of the Vendor.
G. If Vendor accepts manufacturers’ coupons, then Vendor must accept manufacturers’ coupons and
provide promotional sales to WIC customers. The coupon amounts must be reflected in the purchase
price on the client’s receipt. Vendor shall not give cash value or change to clients. Coupons cannot
be used when check is for infant formula.
H. Vendor may provide home delivery of authorized food items to WIC clients only if there is no charge
for this service and it is provided to all other customers at no charge.
