VENDOR NET TRANSMISSION COVER LETTER DATE: June 30, 2009 When using Vendor Net, you may submit your bid through one of the following options: U.S. mail, handdelivery, fax or e-mail. Refer to “SUBMITTAL INSTRUCTIONS”. Regardless of the option used, your bid must be received and time stamped in by Purchasing Services, 21 N Park St, Suite 6101, Madison, WI 53715-1218, prior to 2:00 PM on the bid due date to be considered on time. Bids not so stamped shall be considered late. Late bids shall be rejected. If you have any questions concerning these instructions, please contact the University of WisconsinMadison Purchasing Services (Bid Processing) at (608) 262-0059. PURCHASING SERVICES University of Wisconsin-Madison 21 N Park St, Suite 6101 Madison, WI 53715-1218 608/262-0059 (Fax) 608/262-4467 www.bussvc.wisc.edu [email protected] RETURN TO: University of Wisconsin-Madison Purchasing Services 21 N Park St, Suite 6101 Madison, WI 53715-1218 Refer to Section 1 titled “SUBMITTAL INSTRUCTIONS”. REQUEST FOR BID All correspondence must reference the bid number. THIS IS NOT AN ORDER Unless otherwise noted, public openings will be on the date and time specified. Award(s), if any, will be made as soon thereafter as possible. The bid abstract will be on file and is open to public inspection only after award determination has been made. OFFICIAL SEALED BID NUMBER: 10-0007 AGENT: Donald Schwoerer at (608) 262-2525 ISSUE DATE: 6/30/09 FAX NUMBER: (608) 262-4467 DUE DATE: 7/10/09 2:00 PM CDT _________________________________________________ Bid prices and terms shall be firm for a minimum of sixty (60) days from the date of bid opening, unless otherwise specified in this Request for Bid or negotiated by the UW-Madison Purchasing Services. E MAIL: [email protected] If NO BID (check here) and return. DESCRIPTION The University of Wisconsin-Madison Purchasing Services Department (Purchasing) requests bids for Food Service Equipment in accordance with the attached in this order: Special Conditions of Bid, Bidder Response Sheet, Specifications/Itemized Bid List, Bidder Information Sheet, Supplier Diversity, Minority Business Enterprise (MBE) Program Commitment and Standard Terms and Conditions. Questions regarding this bid will be answered by the following: ADMINISTRATIVE/TECHNICAL: Donald Schwoerer at (608) 262-2525 [email protected] In signing this bid, we have read and fully understand and agree to all terms, conditions and specifications and acknowledge that the UW-Madison Purchasing Services bid document on file shall be the controlling document for any resulting contract. We certify that we have not, either directly or indirectly, entered into any contract or participated in any collusion or otherwise taken any action in restraint of free competition; that no attempt has been made to induce any other person or firm to submit or not to submit a bid; that this bid has been independently arrived at without collusion with any other bidder, competitor or potential competitor; that this bid has not been knowingly disclosed prior to the opening of bids to any other bidder or competitor; that the stated statement is accurate under penalty of perjury. COMPANY NAME: _________________________________________________________________________________________________ SIGNATURE: _____________________________________________________________________________DATE ____________________ TYPE OR PRINT NAME: _____________________________________________________________________________________________ TITLE: _______________________________________________________ TELEPHONE NUMBER: (_______) _____________________ FEIN NUMBER: _________________________________ FAX NUMBER: (_______) _____________ ________ EMAIL ADDRESS: __________________________________________________________________________________________________ UNIVERSITY OF WISCONSIN BID NO.: 10-0007 TABLE OF CONTENTS SECTION #1: SUBMITTAL INSTRUCTIONS PAGE 1-2 SECTION #2: GENERAL INFORMATION 2.1 Purpose 2.2 Definitions 2.3 Affirmative Action 2.4 Wisconsin Sales and Use Tax Registration 2.5 VendorNet 2.6 Campus Delivery Requirements 2.7 Parking 2.8 Smoke-Free Environment 2.9 Promotional Materials/Endorsements 2.10 Energy Star 3-4 SECTION #3: RFB PROCESS INSTRUCTIONS 3.1 Clarifications and/or Revisions through Designated Contact 3.2 Conflict of Interest 3.3 Proprietary Information 3.4 Reasonable Accommodations 3.5 Method of Bid 3.6 Method of Award 3.7 Minority Business Enterprise (MBE) Preference 5 SECTION #4: BIDDER QUALIFICATIONS 4.1 Bidder Contact Information 4.2 Bidder Experience 4.3 Authorization 4.4 Client List/References 4.5 Fair Price Analysis 6 SECTION #5: PERFORMANCE AND CONTRACT REQUIREMENTS 5.1 F.O.B. Destination Freight Prepaid Included and Set In Place AND/OR 5.1 On Site Service 5.2 Timeliness of Delivery 5.3 Invoice Payment 5.4 Shipments, Duplicates and Overshipments 5.5 Insurance 7 SECTION #6: SPECIFICATIONS 6.2 Warranty 6.3 Employee Identification 6.4 Environmentally Friendly (“Green”) Product 8 ATTACHMENT A BIDDER RESPONSE SHEET ATTACHMENT B SPECIFICATIONS/ ITEMIZED BID LIST ATTACHMENT C BIDDER INFORMATION SHEET ATTACHMENT D SUPPLIER DIVERSITY, MINORITY BUSINESS ENTERPRISE (MBE) PROGRAM COMMITMENT ATTACHMENT E STANDARD TERMS AND CONDITIONS 9-10 11-12 13 14 15-18 UNIVERSITY OF WISCONSIN MADISON, WISCONSIN 53715-1218 BID NO.: 10-0007 PAGE 1 OF 18 INTRODUCTION SECTION #1: SUBMITTAL INSTRUCTIONS A completed and signed bid response must be received and date/time stamped in by UW-Madison Purchasing Services prior to 2:00 p.m. CST/CDT on the stated bid due date to be considered. Bids not so date/time stamped shall be considered late. Late bids shall be rejected. You have been supplied with a pre-addressed return label. Please fill in your vendor name and address on the return label to help us identify this bid response. Please use one of the options below for return of your bid. MAILING: Original and one (1) copy of mailed bids must be received and date/time stamped at Purchasing Services, 21 N. Park Street, Suite 6101, Madison, WI 53715-1218, prior to 2:00 p.m. CST/CDT on the stated bid due date. HAND DELIVERY: Original and one (1) copy of hand-delivered bids may be delivered by vendor or third-party/courier service. Bids must be received and date/time stamped at Purchasing Services, 21 N. Park Street, Suite 6101, Madison, WI 53715-1218, prior to 2:00 p.m. CST/CDT on the stated bid due date. FAXING: Faxed bids: A complete copy of the entire response must be completely transmitted and received and date/time stamped at Purchasing Services prior to 2:00 p.m. CST/CDT on the stated bid due date. FAX: (608) 262-4467 (AVAILABLE 24 HOURS A DAY). RETURN ADDRESS LABEL: OFFICIAL SEALED NUMBER: 10-0007 DUE DATE: 7/10/09 TIME: 2:00 PM CDT INSERT VENDOR NAME HERE: ______________________________________ ADDRESS: ________________________________________________ ________________________________________________ ________________________________________________ UNIVERSITY OF WISCONSIN-MADISON PURCHASING SERVICES 21 N PARK ST, SUITE 6101 MADISON, WI 53715-1218 UNIVERSITY OF WISCONSIN MADISON, WISCONSIN 53715-1218 1.1 BID RESPONSE REQUIREMENTS: In order for your bid to be considered, the following forms/information must be completed and submitted as part of your bid response. Failure to provide these forms/information with your bid submittal may disqualify your bid. 1. 2. 3. 4. 5. 6. 1.2 BID NO.: 10-0007 PAGE 2 OF 18 Request for Bid Form Bidder Response Sheet (including attachments as requested on Bidder Response Sheet) (Attachment A) Specifications/Itemized Bid List, descriptive brochure and detail for the item(s) bid (Section 6) (Attachment B) Bidder Information Sheet (Attachment C) Supplier Diversity, Minority Business Enterprise (MBE) Program Commitment (Attachment D) Standard Terms and Conditions (Attachment E) PLEASE SEND TWO (2) COMPLETE SETS OF YOUR BID (If faxing or e-mailing your bid, one copy is sufficient – do not submit twice). RETAIN A COPY OF YOUR BID RESPONSE FOR YOUR FILES UNIVERSITY OF WISCONSIN MADISON, WISCONSIN 53715-1218 BID NO.: 10-0007 PAGE 3 OF 18 SECTION #2: GENERAL INFORMATION 2.1 Purpose: The University of Wisconsin-Madison, hereinafter referred to as the "University", through its Purchasing Services Department, hereinafter referred to as "Purchasing," on behalf of UW Madison Division of University Housing hereinafter referred to as “Housing” requests bids for the purchase of Food Service Equipment. Conditions of bid which include the word “must” or “shall” describe a mandatory requirement. All specifications are defined as mandatory minimum requirements unless otherwise stated. If no bidder is able to comply with a given specification, condition of bid or provide a specific item/service on the Itemized Bid List, Purchasing reserves the right to delete that specification, condition of bid or item without having to complete the bid process again. FAILURE TO MEET A MANDATORY REQUIREMENT SHALL DISQUALIFY YOUR BID. This contract bid document and the awarded bidder’s (Contractor’s) response information shall become the Contract. See SPECIFICATIONS and/or ITEMIZED BID LIST for the minimum acceptable specifications for items/services desired. If you are bidding an alternate item, you must provide complete specifications, pictures of the equipment, documents and materials showing performance features and details for the items you propose to furnish for the items being bid. For alternate items being bid, the Bidder must clearly identify by manufacturer’s name, catalog and model number. See “Standard Terms and Conditions,” items 1, 2, 3, and 5.1. Revisions to this bid may be made only by an official written amendment issued by Purchasing. 2.2 Definitions: The following definitions are used throughout the Special Conditions of Bid: Bidder means a firm submitting a bid in response to this Request for Bid Contractor means successful Bidder awarded the bid. Department means UW-Madison Division of University Housing. MBE means Minority Business Enterprise. RFB means Request for Bid. State means State of Wisconsin. University means University of Wisconsin-Madison. 2.3 Affirmative Action: As a State agency, the University requires contractors issued any purchase order exceeding $25,000.00 to provide an Affirmative Action Plan. Failure to comply appropriately with these requirements may lead to your company being banned from doing business with any agency of the State of Wisconsin. Additionally, failure to comply with this requirement may result in termination of this contract and withholding of payment. On the Bidder Response Sheet please provide the requested information. For additional information see section 17.0 of the Standard Terms and Conditions (http://www.bussvc.wisc.edu/purch/stdterms1.html). Some exceptions may apply. FAQ info is available at: http://www.bussvc.wisc.edu/purch/VendorInfo/AffAction/AffirActionInfo.html. Instructions for completing a plan are available upon request. 2.4 Wisconsin Sales and Use Tax Registration: No award can be made to a vendor who is not in compliance with Sec. 77.66 of the Wisconsin State Statutes (vendornet.state.wi.us/vendornet/wocc/certtax.asp) relating to sales and use tax certification. If you have not established a certification for Collection of Sale and Use Tax status with the Wisconsin Department of Revenue, the University and any other state agency can not issue any purchase orders to your firm. For additional information see http://www.dor.state.wi.us/html/vendlaw.html UNIVERSITY OF WISCONSIN MADISON, WISCONSIN 53715-1218 2.5 BID NO.: 10-0007 PAGE 4 OF 18 VendorNet: The State of Wisconsin has implemented a web-based registration system called “VendorNet” to enable registered vendors to receive notice of all Official Sealed Bids/Request for Proposals (over $25,000.00) as solicited by all state agencies. To obtain information on the state’s bidder registration, please visit the VendorNet Web site at http://vendornet.state.wi.us or call the VendorNet Information Center (1-800-482-7813). In the Madison area, please call 264-7898. 2.6 Campus Delivery Requirements: 2.6.1 Delivery of orders shall be made to University departments five days per week, Monday through Friday, during normal University business hours. 2.6.2 The University of Wisconsin-Madison no longer permits access to trucks over 30 ft. in length on several designated streets on this campus. The exceptions are trucks necessary for the delivery or pick up of perishable commodities, private construction vehicles, vehicles carrying radioactive materials, and campus service vehicles. For specific policy language, a campus map and restrictions, see the University Transportation Services website at http://www2.fpm.wisc.edu/trans/policy_large_truck.asp 2.6.3 This contract requires that Contractor deliver goods to the stated delivery address in accordance with the 30’ truck policy referenced in section 2.6.2 above. Any unique delivery arrangements must be preapproved by contacting the ordering department. 2.7 Parking: University parking is very limited. Each Contractor and/or Contractor employee(s) shall make their own arrangements for parking through UW Transportation Services at 610 N. Walnut Street, WARF Building Room #120, Madison, WI 53726 (608) 263-6667. No additional Contractor costs will be allowed for parking fees or violations. Unauthorized vehicles parking in University lots or loading docks without permits will be ticketed and/or towed. 2.8 Smoke-Free Environment: All University buildings are smoke-free buildings. No smoking shall be permitted on or in University buildings. 2.9 Promotional Materials/Endorsements: Contractor agrees that they will not use any promotional or marketing material which states expressly or implies that the University endorses either the Contractor or any party related to the Contractor or this Contract. 2.10 Energy Star: The State encourages the use of equipment which meets the Environmental Protection Agency (EPA) Energy Star™ requirements. The Energy Star Program is a voluntary contract between an Original Equipment Manufacturer (OEM) and the EPA. It is not mandatory that every device offered under this bid meet Energy Star requirements but the bulk of the product line should be energy efficient. Bidder should identify those items which meet the Energy Star requirements on the Bidder Response Sheet. UNIVERSITY OF WISCONSIN MADISON, WISCONSIN 53715-1218 BID NO.: 10-0007 PAGE 5 OF 18 SECTION #3: RFB PROCESS INSTRUCTIONS 3.1 Clarifications and/or Revisions through Designated Contact: All communications and/or questions in regard to this request should be in writing and bidders are encouraged to FAX or e-mail written questions to the Purchasing Agent. Verbal questions, when permitted, must be directed to Donald Schwoerer at (608) 262-2525. If a Bidder discovers any significant ambiguity, error, conflict, discrepancy, omission or other deficiency in this RFB, they have five (5) business days after the bid issue date and time to notify, in writing, Donald Schwoerer at the address shown below of such error and request modification or clarification of the RFB document. All written questions will be responded to in writing and provided to all bidders. Donald Schwoerer UW Purchasing 21 N Park St, Suite 6101 Madison, WI 53715-1218 E-mail: [email protected] PHONE 608/262-2525 -- FAX 608/262-4467 If a Bidder fails to notify the Purchasing Office of an error in the RFB document which is known to the Bidder, or which should have reasonably been known to the Bidder, then the Bidder shall submit a bid response at the Bidder’s risk and if awarded a contract, shall not be entitled to additional compensation or delivery or installation time by reason of the error or its later correction. In the event that it becomes necessary to provide additional clarifying data or information, or to revise any part of this RFB, amendments and revisions will be provided to all recipients of this initial RFB. 3.2 Conflict of Interest: By submitting a bid, the bidder certifies that no relationship exists between the bidder and the University that interferes with fair competition or is a Conflict of Interest, and no relationship exists between such bidder and another person or firm that constitutes a Conflict of Interest. 3.3 Proprietary Information: Any information contained in the Bidder’s response that is proprietary must be clearly designated. Marking of the entire response as proprietary will neither be accepted nor honored. The University cannot guarantee that all such material noted remains confidential, particularly if it becomes a significant consideration in contract award. Information will only be kept confidential to the extent allowed by State of Wisconsin Public Disclosure Law (refer to Standard Terms and Conditions, Section 27.0). 3.4 Reasonable Accommodations: University will provide reasonable accommodations, including the provision of informational material in an alternative format, for qualified individuals with disabilities upon request. If you think you need alternative accommodations for your site visit, contact Donald Schwoerer at (608) 262-2525. 3.5 Method of Bid: Bidder must submit a net unit price for each item specified. Prices listed should be in US dollars unless otherwise indicated. 3.6 Method of Award: Award(s) shall be made on the basis of the lowest line item net unit price(s) which is judged to be in the best interest of the University. Each item may be awarded separately based on price. Bids that state the University shall guarantee orders of a specific quantity or dollar amount will be disqualified. 3.7 Minority Business Enterprise (MBE) Preference: Bids meeting mandatory requirements will be reviewed and considered against the stated terms, conditions and specifications of bid. Bids from Wisconsin certified Minority Business Enterprises may have their prices and discounts weighted by a factor of 1.00 to 1.05 to provide up to a five percent (5%) preference to MBE firms. UNIVERSITY OF WISCONSIN MADISON, WISCONSIN 53715-1218 BID NO.: 10-0007 PAGE 6 OF 18 SECTION #4: BIDDER QUALIFICATIONS 4.1 Bidder Contact Information: Bidder must designate a person(s) to provide information on: Minority Business, Affirmative Action and Sales Representative. (See Attachment A – Bidder Response Sheet) 4.2 Bidder Experience: Bidder (company or its principals) must be in the business of providing Food Service Equipment item/service and must have done so for the past 3 years. 4.3 Authorization: Bidder must be an original manufacturer, authorized distributor, or dealer authorized by manufacturer. (On Bidder Response Sheet identify account number with manufacturer, as applicable.) 4.4 Client List/References: Bidder must supply upon request a client list of three (3) firms to which similar items/services have been provided during the past three (3) years to a comparable sized institution or company. If contacted, information received from those clients will be used to determine whether bidder can reasonably meet contract requirements and specifications. Client references may be used in the award consideration. 4.5 Fair Price Analysis: Purchases made under this contract may require further fair price analysis if only one bidder responds. Bidders should identify on the Bidder Response Sheet the type of documentation they will provide (i.e. published price list, list of previous buyers, etc.) to allow the University to complete this analysis. If necessary for the award of the Contract, the awarded contractor will be required to provide this documentation prior to the order being issued. UNIVERSITY OF WISCONSIN MADISON, WISCONSIN 53715-1218 BID NO.: 10-0007 PAGE 7 OF 18 SECTION #5: PERFORMANCE AND CONTRACT REQUIREMENTS 5.1 F.O.B. Destination Freight Prepaid Included and Set In Place: Items are to be uncrated and set in place at Frank’s Place, 1650 Kronshage Dr., Madison WI 53706, F.O.B. DESTINATION FREIGHT PREPAID INCLUDED. Bid prices must include all packing, freight, insurance, set-up, instruction and operation manual charges. Items must be set in place in the area designated by University personnel. University to make utility connections to equipment. All debris must be removed from the University premises and properly disposed of by the Contractor. All operating instructions and operating and maintenance manuals must be furnished to University personnel as identified. The Contractor is required to maintain insurance in compliance with “Standard Terms and Conditions 22.0 Insurance” and Section 5.5 below. Failure to bid FOB Destination Freight Prepaid Included in price may disqualify your bid. -AND/OR5.1 On Site Service: In carrying out the scope of this Contract, the Contractor shall be required to perform services on University property. Bidders cost must include all transportation and insurance charges. The contractor is required to maintain insurance in compliance with “Standard Terms and Conditions 22.0 Insurance” and Section 5.5 below. 5.2 Timeliness of Delivery: Delivery is desired on or before August 15, 2009. Please state if this requirement can be met. If unable to deliver by the stated date, please indicate on the Bidder Response Sheet the earliest delivery date possible. Timeliness of delivery may be used in evaluation for bid award. 5.3 Invoice Payment: Payment will not be made until the item/service is determined to meet all specifications and has been accepted by the University of Wisconsin-Madison. 5.4 Shipments, Duplicates and Overshipments: Upon notification by the University of a duplicated order or overshipment, the items identified must be removed at the contractor's expense. If the duplicated or overshipment items are not removed within 30 days of written notification, the University reserves the right to dispose of them as its own property and shall not be held liable for any cost for the items. 5.5 Insurance: The Contractor shall maintain insurance levels as required in STANDARD TERMS AND CONDITIONS, SECTION 22.0. A certificate of insurance must be provided upon contract award. If a certificate is required, the Contractor shall have added “The Board of Regents of the University of Wisconsin System, its officers, employees and agents” as an additional insured under the commercial general, automobile and Contractor’s liability policies on any insurance certificate provided. UNIVERSITY OF WISCONSIN MADISON, WISCONSIN 53715-1218 BID NO.: 10-0007 PAGE 8 OF 18 SECTION #6 SPECIFICATIONS SPECIFICATIONS OF ITEMS TO BE PROVIDED: (see Attachment B) See SPECIFICATIONS and/or ITEMIZED BID LIST for the minimum acceptable specifications for items/services desired. Failure to provide product specifications and information for item(s) bid may disqualify your bid. The University will be the sole judge of equivalent acceptability between bidders responses. UW Specifications may not be revised without an official written amendment issued by Purchasing. 6.1 Specific manufacturer(s) and/or catalog/model/stock numbers are provided to establish the design, type of construction, quality, functional capability and performance level desired. The bidder may offer an alternate item believed to be an equal. Any alternate item bid must be clearly identified by manufacturer, catalog, model or stock number. Adequate detailed specifications (including brochures, pictures, operating manuals, maintenance manuals or other written materials) of any alternate item offered must be included with your bid to establish equivalency. The University will be sole judge of equivalency of alternate. 6.2 Warranty: 6.2.1 Contractor must honor, at a minimum, the manufacturer's standard warranty on items and/or parts purchased under this contract. Bidder should indicate warranty term on Bidder Response Sheet and enclose standard warranty documents with your bid. 6.3 Employee Identification: All Contractor’s employees, while working on University property, must wear a clearly displayed photo identification badge or uniform showing name of employee and/or company represented. Any identification must be provided by the Contractor at the Contractor’s cost. Badges must be available but will not be required to be worn when protective clothing and respiratory protection is required. 6.4 Environmentally Friendly (“Green”) Product: Contractors are encouraged to identify products that are made of recycled products, that use environmentally friendly production methods, or that can be recycled at the end of their service life. The UW will make every effort to purchase “Green” products wherever feasible or possible based on individual project needs and funding available. UNIVERSITY OF WISCONSIN MADISON, WISCONSIN 53715-1218 BID NO.: 10-0007 PAGE 9 OF 18 ATTACHMENT A: BIDDER RESPONSE SHEET NOTE: This form must be returned with your bid response. Numbers identified correspond to those Sections shown in the SPECIAL CONDITIONS OF BID. Bidder may attach additional relevant information to their bid response; identify sections to which information applies. ========================================================================================== Terms and Conditions A contract will be awarded based on the criteria established in this bid. The Specifications, Special and Standard Terms and Conditions, Attachments to the bid document, Bidder response and any UW Madison Purchase Order will become the Contract between the University and the Contractor. Bidder must accept these Specifications, Special and Standard Terms and Conditions or submit detailed and defined exceptions along with proposed alternative or additional language for each exception. Submitting a standard Bidder Contract as a complete substitute or alternative for the language in this solicitation will not be accepted and may result in rejection of the vendor’s bid. The University reserves the right to negotiate contractual terms and conditions or reject the Bidder’s response and proceed to the next qualified bidder. ========================================================================================== YES NO 1.1 Have you completed and returned all forms required? 1.2 Have you included two (2) complete sets of your bid? (only one (1) copy required if faxing) 2.10 Which of your items meet the Energy Star requirements? _______________________________________________________ _______________________________________________________ _______________________________________________________ 4.1 Bidder must designate a person(s) to provide information on: Minority Business, Affirmative Action and Sales Representative. MINORITY BUSINESS Contact Name: _______________________ PHONE: ____________________________ FAX: _______________________________ E-MAIL:_____________________________ AFFIRMATIVE ACTION Contact Name: _______________________ Address: ____________________________ __________________________________ __________________________________ PHONE: ____________________________ SALES REPRESENTATIVE: Name: ___________________________________________ Phone: ___________________ Fax: __________________ EMAIL: ________________________________________________________ WEBSITE: _____________________________________________________ 4.2 Are you in the business of providing Food Service Equipment items/services and has your company or its principals done so for the past 3 years? UNIVERSITY OF WISCONSIN MADISON, WISCONSIN 53715-1218 BID NO.: 10-0007 PAGE 10 OF 18 YES 4.3 NO Are you an original manufacturer, authorized distributor, or dealer authorized by manufacturer. (Identify account number with manufacturer, as applicable.) Identify Account # ___________________________ 4.4 If requested, will you provide a client list? 4.5 What type of documentation (i.e. published price list, list of previous buyers, etc.) will you provide to assist the University in its fair price analysis in the event there is only one bidder responding to the bid? _________________________________________________________________ _________________________________________________________________ _________________________________________________________________ 5.1 Are you bidding all prices F.O.B. Destination Freight Prepaid Included and Set In Place? (Be sure to read Section 5.1 carefully) 5.2 Can you meet delivery requirement? If not, please state delivery time ____ days After Receipt of Order (ARO). 5.4 Do you agree to terms regarding duplicates and overshipments? 5.5 Will you provide insurance certificate(s) indicating coverage and agree to maintain coverage as required in 5.5 and have you added the following language to the insurance certificate?: “The Board of Regents of the University of Wisconsin System, its officers, employees and agents” are added as an additional insured under the commercial general, automobile and Contractor’s liability policies”. 6.2 Will you honor manufacturer standard warranty? If YES, have you enclosed standard warranty documents? Warranty term: __________________ 6.3 Will you agree to have all employees wear appropriate identification? 6.4 Have you identified products that are made of recycled products that use environmentally friendly production methods, or that can be recycled at the end of their service life? The Bidder certifies by submission of the bid that neither it nor its principals is presently suspended or declared ineligible from participation in this transaction by any Federal Department or Agency. ___________ (Initial) I certify that the information I have provided in this bid is true and I understand that any false, misleading or missing information may disqualify the bid. __________________________________________ Company Name (print or type) ______________________________________________ Bidder's name & title (print or type) __________________________________________ Bidder's Signature ______________________________________________ Date __________________________________________ E-mail address UNIVERSITY OF WISCONSIN MADISON, WISCONSIN 53715-1218 BID NO.: 10-0007 PAGE 11 OF 18 ATTACHMENT B: SPECIFICATIONS / ITEMIZED BID LIST NOTE: Delivery, unpacking, and setting in place to be included in the price of the bids. Delivery location does not have a truck level dock. Elevator available to get equipment to proper floor in building. ITEM 1. QUANITY 1 each DESCRIPTION SMOOTHIE REFRIGERATOR Continental Model SW48-18M with backsplash omitted and a Stainless Steel finished back provided (required options to be included) Stainless Steel flat covers in lieu of hinged covers Cylinder locks 4” swivel casters with 3” tires, front tires locking UNIT PRICE OR EQUAL Brand and Model number bid: ________________________________ $___________each 2. 1 each UNDERCOUNTER REFRIGERATOR Continental Model UC27 (required options to be included) Cylinder lock OR EQUAL Brand and Model bid: __________________________________ 3. 1 each $____________each REFRIGERATED BAKERY CASE RPI (Regal Pinnacle Integrations Ind., Inc.) Model VICD2-20-R-SQ-SC with rear ventilation kit and with condensate evaporator adequate for required discharge. OR EQUAL Brand and Model bid: ____________________________________ 4. 1 each $____________each BAKERY DISPLAY CASE Federal Model BPFD-54SS (required options to be included) Laminated base with Wilsonart Carbon Mesh #4880-38 Mirrored ends Rear sliding glass doors Lights below shelves OR EQUAL Brand and Model bid: ____________________________________ $____________each UNIVERSITY OF WISCONSIN MADISON, WISCONSIN 53715-1218 BID NO.: 10-0007 PAGE 12 OF 18 ATTACHMENT B: SPECIFICATIONS/ITEMIZED BID LIST (Continued) ITEM 5. QUANITY 1 each DESCRIPTION COLD BEVERAGE CASE Federal Model RSSM-478SC (required options to be included) Laminated base with Wilsonart Carbon Mesh #4880-38 Lights below shelves Mirrored Stainless Steel interior ends Rollco Roll-up security cover Hinged rear service doors with locks Squared sides, no glass Adjustable Stainless Steel shelves 30” depth UNIT PRICE OR EQUAL Brand and Model bid: ____________________________________ 6. 1 each $____________each FOOD PROTECTOR Kevry Corp. Model DECO 251-N Height of unit to be 18 inches. Length to install over a 49 inch opening in counter top. (required options to be included) Brushed stainless steel 1 ½” square tube and fittings 1/2” thick top glass Center support Two glass ends Fluorescent light OR EQUAL Brand and Model bid: __________________________________ $___________each UNIVERSITY OF WISCONSIN MADISON, WISCONSIN 53715-1218 BID NO.: 10-0007 PAGE 13 OF 18 ATTACHMENT C: BIDDER INFORMATION SHEET VENDOR NOTE: THIS SECTION MUST BE COMPLETED AND THIS FORM RETURNED WITH YOUR BID RESPONSE 1. In accordance with Wisconsin Statutes 16.75(3m), 16.752 and 560.035(1)(c), (see website: http://www.doa.state.wi.us/deo/mbe/report2.asp) please indicate if you are a Wisconsin Certified minority business, sheltered workshop center or woman owned business: ____ Minority (MBE) ____Sheltered Workshop ____ Woman Owned Business (WBE) ___ Not applicable (If no answer is indicated above, we will assume that you are none of the above when making the award.) 2. Pursuant to Public Law 95-507, indicate which of the following classifications apply to your organization. All vendors are considered Large Business unless otherwise indicated (see website: www.sba.gov/). (Check √ all that apply.) ____________ LARGE BUSINESS (LG) ____________ SMALL BUSINESS (SB) ____________ VETERAN OWNED SMALL BUSINESS (VOSB) ____________ SERVICE DISABLED VETERAN OWNED SMALL BUSINESS (SDVOSB) ____________ HISTORICALLY UNDER UTILIZED BUSINESS ZONE (HUBZONE) ____________ SMALL DISADVANTAGED BUSINESS (SDB) ____________ WOMAN-OWNED SMALL BUSINESS (WOSB) 3. AMERICAN MADE: Wisconsin Statutes S. 16.754, directs the state to purchase materials which are manufactured to the greatest extent in the United States when all other factors are substantially equal. “Substantially equal” means when bids are tied or proposal scores are equal. Indicate whether the material covered in your bid/proposal were manufactured in whole or in substantial part within the United States, or the majority of the component parts thereof were manufactured in whole or in substantial part in the United States. ____________ YES ____________ NO ____________ UNKNOWN 4. MINORITY BUSINESS PARTICIPATION: As a mandatory component of this proposal (or bid), you must complete the “Supplier Diversity, Minority Business Enterprise (MBE) Program Commitment” form that is a part of this document. I have reviewed, completed and enclosed the “Diversity, Minority Business Enterprise (MBE) Program Commitment” form. ____________ YES ____________ NO 5. RECYCLED PRODUCTS/PACKAGING/DISPOSAL TECHNIQUES: The University is committed to promote environmentally sound procurement, usage and disposal methods which are in compliance with State of Wisconsin County, and Municipal regulations. Currently the University has a recycling program for starch and Styrofoam packing peanuts. The University’s preference is to receive starch peanuts whenever possible. The Contractor shall not use INSTAPAK (or similar) or mix starch and Styrofoam peanuts under any circumstances. Each product shall be separately pre-packed in accordance with commercially accepted methods. Small products may be packaged in protective envelopes (Mail-Lite or Bubble-Jet packs). UNIVERSITY OF WISCONSIN MADISON, WISCONSIN 53715-1218 BID NO.: 10-0007 PAGE 14 OF 18 ATTACHMENT D SUPPLIER DIVERSITY, MINORITY BUSINESS ENTERPRISE (MBE) PROGRAM COMMITMENT BID NUMBER: DATE 10-0007 As an agency of the State of Wisconsin, the University of Wisconsin-Madison shares the state goal of spending 5% of total purchases with certified minority businesses. State policy provides that Minority owned Business Enterprises (MBE) certified by the Wisconsin Department of Commerce; Bureau of Minority Development should have the maximum opportunity to participate in the performance of its contracts. To support the University’s pursuit of the 5% goal we expect all contracted vendors to proactively subcontract with MBE companies wherever possible. Your complete response to the questions below will confirm the following; a) an indication that you understand the University’s goal, b) a listing of vendors with which you intend to subcontract, c) a description of the MBE expenditures you will be able to report to us, and d) a statement expressing your commitment to complete the annual report that will reflect your subcontracting efforts for the year. A listing of certified minority businesses, as well as the services and commodities they provide, is available on the web at: http://www.doa.state.wi.us/mbe or you can contact Keith E. Broadnax, Wisconsin Department of Administration, Minority Business Enterprise Program at 608-267-3293 [email protected] Information regarding certification of minority businesses is available at: http://www.doa.state.wi.us/deo/mbe/report2.asp or you can direct further questions to Seyoum Mengesha at 414-220-5362 or [email protected] Authority for this program is found in Wisconsin Statutes 15.107(2), 16.75(4), and 16.755 and 560.036(2), and details about the program can be found at: http://www.legis.state.wi.us/acts89-93/83Act390.pdf Please complete and sign the following information: 1. Our company is a Wisconsin certified MBE. _____ YES _____NO 2. We are aware of, and support the University’s goal to spend 5% of their total purchasing dollars with certified MBE firms. _____ YES _____NO 3. If this is an on-going contract, we are aware that our company will receive an annual request from the University to report all expenditure activity with sub-contracted MBE vendors in support of this contract. _____ YES _____NO 4. Our company intends to subcontract the indicated dollar volume with the MBE firms listed below: _____________________________________________________________________________ _____________________________________________________________________________ _____________________________________________________________________________ ______________________________ Signature ________________________ Date ______________________________ Printed name ________________________ Title UNIVERSITY OF WISCONSIN MADISON, WISCONSIN 53715-1218 BID NO.: 10-0007 PAGE 15 OF 18 ATTACHMENT E: STANDARD TERMS AND CONDITIONS 1.0 SPECIFICATIONS: The specifications in this request are the minimum acceptable. When specific manufacturer and model numbers are used, they are to establish a design, type of construction, quality, functional capability and/or performance level desired. When alternates are bid/proposed, they must be identified by manufacturer, stock number, and such other information necessary to establish equivalency. The UW-Madison shall be the sole judge of equivalency. Bidders/proposers are cautioned to avoid bidding alternates which may result in rejection of their bid/proposal. 2.0 DEVIATIONS AND EXCEPTIONS: Deviations and exceptions from original text, terms, conditions, or specifications shall be described fully, on the bidder's/proposer's letterhead, signed, and attached to the request. Each deviation and exception must be identified by the section, page and paragraph to which it applies. In the absence of such statement, the bid/proposal shall be accepted as in strict compliance with all terms, conditions, and specifications and the bidder/proposer shall be held liable. 3.0 QUALITY: Unless otherwise indicated in the request, all material shall be first quality. Items which are used, demonstrators, obsolete, seconds, or which have been discontinued are unacceptable without prior written approval by the University. 4.0 QUANTITIES: The quantities shown on this request are based on estimated needs. The University reserves the right to increase or decrease quantities to meet actual needs. 5.0 PRICING AND DISCOUNT: The University qualifies for governmental discounts and its educational institutions also qualify for educational discounts. Unit prices shall reflect these discounts. 5.1 Unit prices shown on the bid/proposal or contract shall be the price per unit of sale (e.g., gal., cs., doz., ea.) as stated on the request or contract. For any given item, the quantity multiplied by the unit price shall establish the extended price, the unit price shall govern in the bid/proposal evaluation and contract administration. 5.2 Prices established in continuing agreements and term contracts may be lowered due to general market conditions, but prices shall not be subject to increase for ninety (90) calendar days from the date of award. Any increase proposed shall be submitted to the University thirty (30) calendar days before the proposed effective date of the price increase, and shall be limited to fully documented cost increases to the Contractor which are demonstrated to be industry-wide. The conditions under which price increases may be granted shall be expressed in bid/proposal documents and contracts or agreements. 5.3 In determination of award, discounts for early payment will only be considered when all other conditions are equal and when payment terms allow at least fifteen (15) days, providing the discount terms are deemed favorable. All payment terms must allow the option of net thirty (30). 6.0 UNFAIR SALES ACT: Prices quoted to the University are not governed by the Wisconsin Unfair Sales Act. 7.0 ACCEPTANCE-REJECTION: The University reserves the right to accept or reject any or all bids/proposals, to waive any technicality in any bid/proposal submitted, and to accept any part of a bid/proposal as deemed to be in the best interest of the State of Wisconsin. 8.0 ORDERING: Purchase orders or releases via purchasing cards shall be placed directly to the Contractor by University. No other purchase orders are authorized. 9.0 PAYMENT TERMS AND INVOICING: The University normally will pay properly submitted vendor invoices within thirty (30) days of receipt providing goods and/or services have been delivered, installed (if required), and accepted as specified. 9.1 Invoices presented for payment must be submitted in accordance with instructions contained on the purchase order including reference to purchase order number and submittal to the correct address for processing. Invoice payment processing address is shown on the upper left corner of the purchase order. Send invoices to the Accounts Payable address on the purchase order. Do not send invoices to the ship to address. 9.2 Payment shall be considered timely if the payment is mailed, delivered, or transferred within thirty (30) days after receipt of a properly completed invoice, unless the vendor is notified in writing by the agency of a dispute before payment is due. 9.3 Bidders/proposers shall include discounts for early payment (See 5.3) as a percent reduction of invoice. Invoice discounts shall be determined, where applicable, from the date of acceptance of goods and/or the receipt of invoice, whichever is later. Discounts for early payment terms stated on the bid/proposal must be shown plainly on the invoice; discounts for early payment not shown on the invoice will be taken. UNIVERSITY OF WISCONSIN MADISON, WISCONSIN 53715-1218 BID NO.: 10-0007 PAGE 16 OF 18 9.4 Invoices submitted not in accordance with these instructions will be removed from the payment process and returned within ten (10) days. 9.5 Payment terms and invoicing for purchasing card will be made in accordance with the purchasing card contact.. 10.0 TAXES: The University, an agency of the State of Wisconsin, is exempt from payment of all federal tax and Wisconsin state and local taxes on its purchases except Wisconsin excise taxes as described below. The Department of Revenue of the State of Wisconsin does not issue a tax exempt number; however, University is exempt from State of Wisconsin sales or use tax under s.77.54(9a)(a). Registration No. 39-73-1021-K, was issued by the Internal Revenue Service to authorize tax-free transactions under Chapter 32 of the Internal Revenue Code. 10.1 The University, an agency of the State of Wisconsin, is required to pay the Wisconsin excise or occupation tax on its purchase of beer, liquor, wine, cigarettes, tobacco products, motor vehicle fuel and general aviation fuel. However, it is exempt from payment of Wisconsin sales or use tax on its purchases. The University may be subject to other states' taxes on its purchases in that state depending on the laws of that state. Contractors performing construction activities are required to pay state use tax on the cost of materials. 11.0 GUARANTEED DELIVERY: Failure of the Contractor to adhere to delivery schedules as specified or to promptly replace rejected materials shall render the Contractor liable for all costs in excess of the contract price when alternate procurement is necessary. Excess costs shall include the administrative costs. 12.0 ENTIRE AGREEMENT: These Standard Terms and Conditions shall apply to any contract or order awarded as a result of this request except where special requirements are stated elsewhere in the request; in such cases, the special requirements shall apply. Further, the written contract and/or order with referenced parts and attachments shall constitute the entire agreement and no other terms and conditions in any document, acceptance, or acknowledgment shall be effective or binding unless expressly agreed to in writing by the University. 13.0 APPLICABLE LAW: This Agreement shall be construed under the laws of the State of Wisconsin. Jurisdiction and venue for any disputes under this Agreement shall be in Dane County, Wisconsin. The contractor shall at all times comply with and observe all federal and state laws, local laws, ordinances and regulations which are in effect during the period of this contract and which in any manner affect the work or its conduct . 14.0 ANTITRUST ASSIGNMENT: The Contractor and the University recognize that in actual economic practice, overcharges resulting from antitrust violations are in fact usually borne by the purchaser. Therefore, the Contractor hereby assigns to the University any and all claims for such overcharges as to goods, materials or services purchased in connection with this contract. 15.0 ASSIGNMENT: No right or duty in whole or in part of the Contractor under this contract may be assigned or delegated without the prior written consent of the University. 16.0 DISPUTES: Disputes should be addressed to the University Purchasing Office, Director of Purchasing Services, 21 N Park St, Suite 6101, Madison, WI 53715 1218. 17.0 NONDISCRIMINATION/ AFFIRMATIVE ACTION: 17.1 In connection with the performance of work under this contract, the Contractor agrees not to discriminate against any employe or applicant for employment because of age, race, religion, color, handicap, sex, physical condition, developmental disability as defined in s.51.01(5), Wisconsin Statutes, sexual orientation as defined in s.111.32(13m) Wis. Stats., or national origin. This provision shall include, but not be limited to, the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. Except with respect to sexual orientation, the Contractor further agrees to take affirmative action to ensure equal employment opportunities. 17.2 Contracts estimated to be over twenty-five thousand dollars ($25,000) require the submission of a written affirmative action plan by the Contractor. An exemption occurs from this requirement if the Contractor has a workforce of less than twenty-five (25) employes. Within fifteen (15) working days after the contract is awarded, the Contractor must submit the plan to the contracting state agency for approval. Instructions on preparing the plan and technical assistance regarding this clause are available from the contracting state agency. 17.3 The Contractor agrees to post in conspicuous places, available for employes and applicants for employment, a notice to be provided by the contracting state agency that sets forth the provisions of the State of Wisconsin nondiscrimination law. UNIVERSITY OF WISCONSIN MADISON, WISCONSIN 53715-1218 BID NO.: 10-0007 PAGE 17 OF 18 17.4 Failure to comply with the conditions of this clause may result in the Contractor's becoming declared an "ineligible" Contractor, termination of the contract, or withholding of payment. 17.5 To the extent required by law, 41 CFR 60-1.4(a) and (b) are incorporated by reference in these Standard Terms and Conditions. Additionally, the Contractor certifies compliance with 41 CFR 60-1.8 and does not and will not maintain any facilities provided for employees in a segregated manner. The Contractor further agrees to obtain identical certifications from any subcontractors prior to the award of a subcontract exceeding $25,000 which is not exempt and will retain such certification for audit purposes. 18.0 PATENT INFRINGEMENT: The Contractor selling to the University the articles described herein guarantees the articles were manufactured or produced in accordance with applicable federal labor laws. Further, that the sale or use of the articles described herein will not infringe any United States patent. The Contractor covenants that it will at its own expense defend every suit which shall be brought against the University (provided that such Contractor is promptly notified of such suit, and all papers therein are delivered to it) for any alleged infringement of any patent by reason of the sale or use of such articles, and agrees that it will pay all costs, damages, and profits recoverable in any such suit. 19.0 SAFETY REQUIREMENTS: All materials, equipment, and supplies provided to the University must comply fully with all safety requirements as set forth by the Wisconsin Administrative Code, Rules of the Industrial Commission on Safety, and all applicable OSHA Standards. 20.0 MATERIAL SAFETY DATA SHEET: If any item(s) on an order(s) resulting from this award(s) is a hazardous chemical, as defined under 29CFR 1910.1200, provide one (1) copy of a Material Safety Data Sheet for each item with the shipped container(s) and one (1) copy to UW Safety Department, 30 East Campus Mall, Madison WI 537152609. 21.0 WARRANTY: Unless otherwise specifically stated by the bidder/proposer, equipment purchased as a result of this request shall be warranted against defects by the bidder/proposer for one (1) year from date of receipt. The equipment manufacturer's standard warranty shall apply as a minimum and must be honored by the Contractor. 22.0 INSURANCE RESPONSIBILITY: The Contractor performing services to the University shall: 22.1 Maintain worker's compensation insurance as required by Wisconsin Statutes for all employees engaged in the work. 22.2 Maintain commercial liability, bodily injury and property damage insurance against any claim(s) which might occur in carrying out this agreement/contract. Minimum coverage shall be one million dollars ($1,000,000) liability for bodily injury and property damage including products liability and completed operations. Provide motor vehicle insurance for all owned, non-owned and hired vehicles that are used in carrying out this contract. Minimum coverage shall be one million dollars ($1,000,000) per occurrence combined single limit for automobile liability and property damage. 22.3 The state reserves the right to require higher or lower limits where warranted. 22.4 Upon request by the University, the Contractor is required to provide a Certificate of Insurance, from an insurance company licensed to do business in the State of Wisconsin, with a minimum AM Best rating of A-, and signed by an authorized agent. A minimum 60 day cancellation notice is desired. 23.0 CANCELLATION: The University reserves the right to cancel any contract in whole or in part without penalty due to nonappropriation of funds or for failure of the Contractor to comply with terms, conditions, and specifications of this contract. 24.0 VENDOR TAX DELINQUENCY: Vendors who have a delinquent Wisconsin tax liability may have their payments offset by the State of Wisconsin. 25.0 OMNIBUS RECONCILIATION ACT: (Public Law 96-499) To the extent required by law, if this contract is for acquisition of services with a cost or value of $25,000 or more within any 12-month period, including contracts for both goods and services in which the services component is worth $25,000 or more within any 12-month period, the Contractor shall in accordance with 42 C.F.R., Part 420, Section 1861 of the Omnibus Reconciliation Act of 1980 (P.L. 96499) and permit the comptroller general of the United States, the United States Department of Health and Human Services, and their duly authorized representatives, access to the Contractor's books, documents and records until the expiration date of four (4) years after the approval of procurement activities. 26.0 PUBLIC RECORDS ACCESS: It is the intention of University to maintain an open and public process in the solicitation, submission, review, and approval of procurement activities. Bid/proposal openings are public unless otherwise specified. Records may not be available for public inspection prior to issuance of the notice of intent to award or the award of the contract. UNIVERSITY OF WISCONSIN MADISON, WISCONSIN 53715-1218 BID NO.: 10-0007 PAGE 18 OF 18 27.0 PROPRIETARY INFORMATION: Any restrictions on the use of data contained within a request must be clearly stated in the bid/proposal itself. Proprietary information submitted in response to a request will be handled in accordance with applicable State of Wisconsin procurement regulations and the Wisconsin public records law. Proprietary restrictions normally are not accepted. However, when accepted, it is the vendor's responsibility to defend the determination in the event of an appeal or litigation. 27.1 Data contained in a bid/proposal, all documentation provided therein, and innovations developed as a result of the contracted commodities or services cannot be copyrighted or patented. All data, documentation, and innovations become the property of the State of Wisconsin. 27.2 Any material submitted by the vendor in response to this request that the vendor considers confidential and proprietary information and which qualifies as a trade secret, as provided in s. 19.36(5), Wis. Stats., or material which can be kept confidential under the Wisconsin public records law, must be identified on a Designation of Confidential and Proprietary Information form (DOA-3027). Bidders/proposers may request the form if it is not part of the Request for Bid/Request for Proposal package. Bid/proposal prices cannot be held confidential. 28.0 DISCLOSURE: If a state public official (s. 19.42, Wisconsin Statutes), a member of a state public official's immediate family, or any organization in which a state public official or a member of the official's immediate family owns or controls a ten percent (10%) interest, is a party to this agreement, and if this agreement involves payment of more than three thousand dollars ($3,000) within a twelve (12) month period, this contract is voidable by the state unless appropriate disclosure is made according to s. 19.45(6), Wis. Stats., before signing the contract. Disclosure must be made to the State of Wisconsin Ethics Board, 44 E. Mifflin Street, Suite 601, Madison, Wisconsin 53703 (Telephone 608-266-8123). State classified and former employes and certain University faculty/staff are subject to separate disclosure requirements, s. 16.417, Wis. Stats. 29.0 ANTI-KICKBACK ACT of 1986: (41 USC 51 et. seq): To the extent required by law, the officer or employe responsible for submitting this bid shall certify, in accordance with 48 CFR 52.203-7, to the best of their knowledge, that they have no information concerning the violation of the Anti- Kickback Act in connection with the submitted bid/proposal. Signing the bid/proposal with a false statement shall void the submitted bid/proposal and any resulting contract(s). 30.0 RECYCLED MATERIALS: The University is required to purchase products incorporating recycled materials whenever technically or economically feasible. Bidders/proposers are encouraged to bid/propose products with recycled content which meet specifications. 31.0 HOLD HARMLESS: The Contractor will indemnify and save harmless the State of Wisconsin and all of its officers, agents and employees from all suits, actions, or claims of any character brought for or on account of any injuries or damages received by any persons or property resulting from the operations of the Contractor, or of any of its Contractors, in prosecuting work under this agreement. 32.0 PROMOTIONAL ADVERTISING/NEWS RELEASES: Reference to or use of the State of Wisconsin, any of its departments, agencies (University) or other subunits, or any state official or employee for commercial promotion is prohibited. News releases pertaining to this procurement shall not be made without prior approval of the University. Release of broadcast e-mails pertaining to this procurement shall not be made without prior written authorization of the contracting agency. 33.0 WORK CENTER CRITERIA: A work center must be certified under s. 16.752, Wisconsin Statutes, and must ensure that when engaged in the production of materials, supplies or equipment or the performance of contractual services, not less than seventy-five percent (75%) of the total hours of direct labor are performed by severely handicapped individuals. 34.0 FOREIGN CORPORATION: A foreign corporation (any corporation other than a Wisconsin corporation) which becomes a party to this Agreement is required to conform to all the requirements of Chapter 180, Wis. Stats., relating to a foreign corporation and must possess a certificate of authority from the Wisconsin Department of Financial Institutions, unless the corporation is transacting business in interstate commerce or is otherwise exempt from the requirement of obtaining a certificate of authority. Any foreign corporation which desires to apply for a certificate of authority should contact the Department of Financial Institutions, Division of Corporation, P.O. Box 7846, Madison, WI 53707-7846; telephone (608) 261-7577. 35.0 FORCE MAJEURE: Neither party shall be in default by reason of any failure in performance of this Agreement in accordance with reasonable control and without fault or negligence on their part. Such causes may include, but are not restricted to, acts of nature or the public enemy, acts of the government in either its sovereign or contractual capacity, fires, floods, epidemics, quarantine restrictions, strikes, freight embargoes and unusually severe weather, but in every case the failure to perform such must be beyond the reasonable control and without the fault or negligence of the party.
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