14-0012 (Request for Bid package)

14-0012 (Request for Bid package)

University of Wisconsin - Madison

REQUEST FOR BID

THIS IS NOT AN ORDER

OFFICIAL SEALED

BID NUMBER: 14-0012

ISSUE DATE: 10/10/13

DUE DATE: 10/24/13 2:00 PM CDT

If

NO BID

(check here) and return.

AGENT:

Janet Bresnahan

Questions regarding this bid

see Section 3.1

For Submittal of Bid Instructions

– see Section #1.

Bid prices and terms shall be firm for sixty (60) days from the date of bid opening, unless otherwise specified in this

Request for Bid by the UW-Madison Purchasing Services.

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.

NOx Detection System for Biological Samples

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. 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.

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. Further, bidder certifies that no employee of the University whose duties relate to this request for bid assisted the bidder in preparing the bid in any way other than in his or her official capacity and scope of employment.

The Bidder certifies by submission of the bid that neither it nor its principals is presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any federal department or agency.

COMPANY NAME:

COMPANY STREET ADDRESS:

COMPANY CITY, STATE & ZIP:

SIGNATURE: DATE :

TYPE OR PRINT NAME:

TITLE:

TELEPHONE NUMBER: ( )

EMAIL ADDRESS:

FAX NUMBER: ( )

FEIN NUMBER: DUNS #:

UNIVERSITY OF WISCONSIN BID NO.: 14-0012

TABLE OF CONTENTS

SECTION #1: SUBMITTAL INSTRUCTIONS

SECTION #2: GENERAL INFORMATION

2.1

2.2

2.3

Purpose

Definitions

Wisconsin Sales and Use Tax Registration

2.4 VendorNet

2.5 Electronic Commerce/Online Ordering

2.6 Campus Delivery Requirements

2.7 Parking

2.8 Promotional Materials/Endorsements

2.9 Supplier Diversity

SECTION #3: RFB PROCESS INSTRUCTIONS

3.1

3.2

3.5

3.4

Clarifications and/or Revisions through Designated Contact

Applicable Dates

Oral Presentations, Product Demonstrations and Site Visits (Pre Award)

Proprietary Information

3.5

3.6

3.7

Reasonable Accommodations

Method of Bid

Method of Award

SECTION #4: BIDDER QUALIFICATIONS

4.1 Bidder Contact Information

4.2

4.3

Bidder Experience

Authorization

4.4

4.5

4.6

Client List/References

Fair Price Analysis

Debarment

SECTION #5: PERFORMANCE AND CONTRACT REQUIREMENTS

5.1

F.O.B. Destination, Freight Prepaid and Allowed

–OR-

5.2 Installation

5.3 Timeliness of Delivery

5.4

5.5

5.6

5.7

5.8

5.9

Acceptance and Testing (Post Award)

Payment Terms

Shipments, Duplicates and Overshipments

Training

Insurance

Subcontracting

5.10 Record and Audit

5.11 Entire Contract

SECTION #6: SPECIFICATIONS

6.2 Warranty

6.3 Maintenance and Repair

6.5 Demonstration Equipment

6.6 Employee Identification

6.7

Environmentally Friendly (“Green”) Product

ATTACHMENT A BIDDER RESPONSE SHEET

ATTACHMENT B SPECIFICATIONS

ATTACHMENT C ITEMIZED BID LIST

ATTACHMENT D VENDOR INFORMATION SHEET

ATTACHMENT E CLIENT REFERENCE LIST

ATTACHMENT F STANDARD TERMS AND CONDITIONS

ATTACHMENT G APPLICABLE FEDERAL RULES

7

8-10

5-6

PAGE

1-2

3-4

11

12-13

14

15-16

17-18

19

20--24

25-27

UNIVERSITY OF WISCONSIN

MADISON, WISCONSIN 53715-1218

BID NO.: 14-0012

PAGE 1 OF 27

INTRODUCTION

SECTION #1: SUBMITTAL INSTRUCTIONS

BIDS MUST BE DELIVERED TO:

Purchasing Services, 21 N. Park Street, Suite 6101, Madison, WI 53715-1218.

NUMBER OF COPIES TO BE SUBMITTED:

One (1) hard copy of the completed bids, including the signed original, may be mailed, delivered by Bidder, or by a thirdparty/courier service in a sealed envelope or package with the RFB number on the outside. One (1) copy of the bid must be submitted on CD /DVD/Flash Drive. Bids must be received and date/time stamped prior to 2:00 p.m. CDT on the stated bid due date. Bids not so date/time stamped shall be considered late. Late bids shall be rejected.

If hand delivering,

call 608-262-1526

when you arrive at Purchasing Services, Suite 6101

for assistance.

FAXED RESPONSES WILL NOT BE ACCEPTED.

If e-mailing, the University will accept completed bids [e-mailed to

[email protected]

], provided they are date/time stamped prior to 2:00 p.m. CDT on the stated bid due date .

Submitting a bid to any other e-mail address than

[email protected]

does not constitute receipt of a valid bid by

Purchasing Services. Proof of transmission doesn't constitute proof of receipt. E-mail submissions

must

be a scanned copy of the document with ACTUAL signatures and initials (not typed or electronic signatures) , or those pages that require signatures and/or initials must be signed and returned via fax (608-262-4467) and should be received prior to 2:00 p.m. CDT on the stated due date.

VENDOR NOTE: FOR THE PURPOSES OF THE RETURN ADDRESS LABEL, IF THE ADDRESS IS THE SAME AS

YOU LISTED ON THE REQUEST FOR BID FORM

– YOU DO NOT NEED TO FILL OUT THE RETURN ADDRESS

LABEL.

RETURN ADDRESS LABEL:

Below is a label that can be taped to the outside of your sealed bid response. If returning your bid response by mail or in person, please fill out the information and tape to the outside of your bid package.

OFFICIAL SEALED BID

NUMBER: 14-0012

DUE DATE: 10/24/13 TIME: 2:00 PM CDT

SHIP FROM:

VENDOR NAME HERE: ______________________________________

ADDRESS: ________________________________________________

________________________________________________

________________________________________________

SHIP TO:

UNIVERSITY OF WISCONSIN-MADISON

PURCHASING SERVICES

21 N PARK ST, SUITE 6101

MADISON, WI 53715-1218

UNIVERSITY OF WISCONSIN

MADISON, WISCONSIN 53715-1218

BID NO.: 14-0012

PAGE 2 OF 27

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. Request for Bid Form

(signed)

2. Bidder Response Sheet (including attachments as requested on Bidder Response Sheet) (Attachment A)

3. Specifications, descriptive brochure and detail for the item(s) bid (Section 6) (Attachment B)

4. Itemized Bid List (Attachment C)

5. Vendor Information Sheet (Attachment D)

6. Client Reference List (Attachment E)

1.2 SEND ONE (1) COMPLETE SET OF YOUR BID AND ONE (1) CD/DVD/Flash Drive copy

.

(If 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.: 14-0012

PAGE 3 OF 27

SECTION #2: GENERAL INFORMATION

Co nditions 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.

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 Department of Obstetrics and Gynecology, hereinafter referred to as "Department," requests bids for the purchase of a NOx Detection System for Biological

Samples.

Scope:

See Specifications (Section 6 and Attachment B) and/or Itemized Bid List (Attachment C) for the minimum acceptable specifications for items/services desired. The estimated item quantities identified on the Itemized Bid

List are for bid purposes only. The University does not guarantee to purchase any specific quantity or dollar amount.

2.2 Definitions:

The following definitions are used throughout this document:

Agent

means UW Madison Purchasing Agent responsible for this Request for Bid. Full contact information can be found in Section 3.1.

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 Department of Obstetrics and Gynecology.

MBE

means Minority Business Enterprise.

DVB

means Disabled Veteran-Owned Business.

RFB

means Request for Bid.

State

means State of Wisconsin.

University

and

UW

both mean University of Wisconsin-Madison.

WBE

means Woman-Owned Business Enterprise.

2.3 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

2.4 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 $50,000.00) as solicited by all state agencies.

To obtain information on the state’s bidder registration, 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, call 264-7898.

2.5 Electronic Commerce/Online Ordering:

Customers of this contract may want to take advantage of electronic ordering and “E-Commerce” opportunities that may be offered by the Contractor. All electronic orders shall receive contract pricing and/or discounts.

UNIVERSITY OF WISCONSIN

MADISON, WISCONSIN 53715-1218

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.

BID NO.: 14-0012

PAGE 4 OF 27

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. For specific policy language, a campus map and restrictions, see the

University Transportation Services website at http://transportation.wisc.edu/resources/large_truck.aspx

.

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 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.

2.9 Supplier Diversity

2.9.1 Minority Business Enterprise Program (MBE)

The State of Wisconsin is committed to the promotion of minority business in the state's purchasing program and a goal of placing 5% of its total purchasing dollars with certified minority businesses.

Authority for this program is found in ss. 15.107(2), 16.75(4), 16.75(5) and 560.036(2), Wisconsin

Statutes. The University of Wisconsin-Madison is committed to the promotion of minority business in the state's purchasing program.

The State of Wisconsin policy provides that Wisconsin Certified minority-owned business enterprises should have the maximum opportunity to participate in the performance of its contracts. The supplier/contractor is strongly urged to use due diligence to further this policy by awarding subcontracts to minority-owned business enterprises or by using such enterprises to provide goods and services incidental to this agreement, with a goal of awarding at least 5% of the contract price to such enterprises.

The supplier/contractor shall furnish information at least once per year, in the format specified by the

University, about its purchases (including dollar amounts) from Wisconsin certified MBEs, and additional efforts made to achieve this goal.

A listing of certified minority businesses, as well as the services and commodities they provide, is available from the Department of Administration, Office of the Minority Business Program, 608/267-7806.

The listing is published on the Internet at: http://www.doa.state.wi.us/mbe/report2.asp?locid=0

2.9.2 Woman Owned Business (WBE)

The State of Wisconsin is committed to the promotion of Woman-Owned Businesses as outlined in

560.035, Wisconsin Statutes.

The State of Wisconsin policy provides that Woman-Owned Businesses certified by the Wisconsin

Department of Commerce should have the maximum opportunity to participate in the performance of its contracts. The supplier/contractor is strongly urged to use due diligence to further this policy by awarding subcontracts to Woman-Owned Businesses or by using such businesses to provide goods and services incidental to this agreement.

2.9.3 Disabled Veteran Owned Business (DVB)

The State of Wisconsin policy provides that Disabled Veteran-Owned businesses certified by the

Wisconsin Department of Commerce should have the maximum opportunity to participate in the performance of its contracts. The supplier/contractor is strongly urged to use due diligence to further this policy by awarding subcontracts to Disabled Veteran-Owned businesses or by using such enterprises to provide goods and services incidental to this agreement.

UNIVERSITY OF WISCONSIN

MADISON, WISCONSIN 53715-1218

BID NO.: 14-0012

PAGE 5 OF 27

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 must reference the bid number. Bidders are encouraged to e-mail written questions to the Agent. Verbal questions, when permitted, must be directed to the Agent.

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, the Agent 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.

ADMINISTRATIVE: Janet Bresnahan

UW Purchasing

21 N Park St, Suite 6101

Madison, WI 53715-1218

E-mail: [email protected]

PHONE 608/262-6335 -- 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 Applicable Dates:

Date

October 10, 2013

October 17, 2013

Event

Date of Issue of the RFB

Written questions due

October 24, 2013 -- 2:00 PM CDT RFB Due Date (Local Madison Time)

3.3 Oral Presentations, Product Demonstrations and Site Visits (Pre Award)

The University, at its sole discretion, may require oral presentations, product demonstrations and/or vendor location site visits to validate information submitted with the bids. Failure of a bidder to conduct a presentation or other event on the date scheduled or allow an on-site/vendor site visit may result in rejection of the bid. These events cannot be used as an opportunity to alter bids submitted.

3.4 Proprietary Information:

Any information contained in the Bidder’s response that is proprietary must be detailed separately on form DOA-

3027.

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). A copy of the form needed to designate portions of your submission as proprietary can be found at: http://vendornet.state.wi.us/vendornet/doaforms/doa-3027.doc

3.5 Reasonable Accommodations:

The 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 accommodations for your site visit, contact Agent.

UNIVERSITY OF WISCONSIN

MADISON, WISCONSIN 53715-1218

BID NO.: 14-0012

PAGE 6 OF 27

3.6 Method of Bid:

Bidder must submit a

list and net unit price

for each item as specified and an

extended net total

as specified.

Prices listed should be in US dollars unless otherwise indicated.

-AND-

For University Imports:

Custom charges/fees should not be included in the bid price. If these charges are identified in your bid, they will be deducted from your total bid price and, if/whe n applicable, the University’s estimate of importation costs will be added to the adjusted total bid price for the purpose of determining the cost for award consideration purposes.

3.7 Method of Award:

Award(s) shall be made on the basis of the lowest

extended net total

which is judged to be in the best interest of the University. Bids that state the University shall guarantee orders of a specific quantity or dollar amount will be disqualified.

Supplier Diversity Preferences

State of Wisconsin agencies may make awards to certified Minority Business Enterprise (MBE), or Disabled

Veteran-Owned Business (DVB) firms submitting the lowest qualified bid when that qualified bid is not more than

5% higher than the apparent low bid or the proposal is no more than 5% lower than the apparent high point score.

Authority for this program is found in ss. 16.75(3m)(b)2,3, 16.75(3m)(c)(4) and 560.0335(1)(b)(3), 15.107(2),

16.75(4), 16.75(5) and 560.036(2), Wisconsin Statutes.

For University Imports:

The University will obtain an estimate from the University’s contracted customs broker for duty fees, port of entry documentation fees, customs clearance charge, tax, etc. and add these additional costs

,

when/where applicable. This adjusted total cost will serve as the basis for award.

3.7.1 GSA Pricing:

This bid may qualify for GSA Pricing. If you have a GSA contract covering any of the items specified, enclose information on use of that contract including the contract number.

Supplier Diversity Preferences

State of Wisconsin agencies may make awards to certified Minority Business Enterprise (MBE), or Disabled

Veteran-Owned Business (DVB) firms submitting the lowest qualified bid when that qualified bid is not more than

5% higher than the apparent low bid or the proposal is no more than 5% lower than the apparent high point score.

Authority for this program is found in ss. 16.75(3m)(b)2,3, 16.75(3m)(c)(4) and 560.0335(1)(b)(3), 15.107(2),

16.75(4), 16.75(5) and 560.036(2), Wisconsin Statutes.

For University Imports:

The University will obtain an estimate from the University’s contracted customs broker for duty fees, port of entry documentation fees, customs clearance charge, tax, etc. and add these additional costs

,

when/where applicable. This adjusted total cost will serve as the basis for award.

UNIVERSITY OF WISCONSIN

MADISON, WISCONSIN 53715-1218

BID NO.: 14-0012

PAGE 7 OF 27

SECTION #4: BIDDER QUALIFICATIONS

To be eligible for a Contract award, you must be qualified and able to provide the following as required or your bid will be disqualified

(respond on "Bidder Response Sheet".)

4.1

Bidder Information:

Bidder must complete the attached Vendor Information Form (Attachment D) to identify designated contact people, to provide information regardi ng the size of the bidder’s company, and other information as requested. All sections of this form must be completed.

4.2 Bidder Experience:

Bidder company or its principals must be in the business of providing the requested item/service and must have done so for the past one (1) year.

4.3 Authorization:

Bidder must be an original manufacturer, authorized distributor, or dealer authorized by manufacturer with service and repair capabilities for the item. (On Bidder Response Sheet identify account number with manufacturer, as applicable.)

4.4 Client List/References:

Bidder must supply with their bid 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 (see Attachment E). At least one (1) of the references should be with a company/institution that has a peer review published for the proposed system. 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. 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. The awarded Bidder will be required to provide this documentation prior to the order being issued.

4.6 Debarment:

Federal Executive Order (E.O.) 12549 “Debarment“ requires that all contractors receiving individual awards, using federal funds, and all subrecipients certify that the organization and its principals are not debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded by any Federal department or agency from doing business with the Federal Government. By signing this document you certify that your organization and its principals are not debarred.

Failure to comply or attempts to edit this language may disqualify your bid.

Information on debarment is available at the following websites: www.sam.gov

and https://acquisition.gov/far/current/html/Subpart%209_4.html

.

UNIVERSITY OF WISCONSIN

MADISON, WISCONSIN 53715-1218

BID NO.: 14-0012

PAGE 8 OF 27

SECTION #5: PERFORMANCE AND CONTRACT REQUIREMENTS

5.1 F.O.B.: All deliveries shall be FOB Destination. Delivery charges and risk of loss shall be borne by the

Contractor.

Delivery will be made by common carrier or Contractor’s truck, with unloading to be performed by the carrier/contractor and carton(s) transported to the interior/ground floor or inside dock at UW-Madison. Bid prices must include all packing, freight, insurance charges and installation/operation manuals

,

excluding any import/export costs.

If bidding other than F.O.B. Destination, as stated, F.O.B. point and shipping charges must be identified on the

Itemized Bid List. This additional cost will be added to the bid total and will serve as the basis for determining the award.

Delivered Duty Unpaid (DDU). Bidders must include any and all costs from Bid der’s door to port of destination and local delivery charges, excluding any import/export costs. When necessary, awarded Contractor must use the University's contracted customs broker, as identified on the purchase order. Custom duty costs and forms (if applicable) will be handled by the University through the Universit y’s contracted customs broker.

(see also: Method of Bid / Method of Award)

Indicate on the Bidder Response Sheet the Country of Origin and Shipping Point.

Failure to bid FOB DESTINATION, delivery charges and risk of loss borne by the Contractor in bid price or discount may disqualify your bid.

5.2 Installation:

Installation is only required if recommend by the Bidder. Please indicate on the Bidder Response Sheet if installation is recommended and include all costs for installation in the Itemized Bid List. If installing the equipment

Bidder must set the equipment in place as directed by University personnel; connect to utilities as applicable; demonstrate equipment to be in operating condition; and receive approval and sign off by University personnel that installation has been completed. All debris must be removed from the University premises and properly disposed of by the Contractor. Upon installation, all operating instructions and operating and maintenance manuals must be furnished to University personnel as identified.

5.3 Timeliness of Delivery:

Delivery is desired as soon as possible after receipt of an order. State on the Bidder Response Sheet when delivery can be made. Timeliness of delivery may be used in evaluation for bid award.

Once awarded, failure to meet this delivery date may result in cancellation of order (award). The University reserves the right to contract with a second vendor/contractor to receive the items/services per delivery requests.

5.4 Acceptance and Testing (Post Award)

Acceptance testing will occur within 30 days after the item/service has been installed.

Acceptance testing will be performed by the University and will consist of verification of the specifications and performance requirements.

If the item/service does not meet specification or performance requirements, the Contractor will have 30 days to meet requirements. If after this time period the item/service still does not meet specifications or performance requirements, the Contractor agrees to remove the item and return any payments that may have been made.

Department Manager, or his/her designee, is the only authorized person who can sign an acceptance form. The warranty period will begin following the successful acceptance testing.

5.5 Payment Terms

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. The University will pay the Contractor Net 30 days as accepted by the

University.

UNIVERSITY OF WISCONSIN

MADISON, WISCONSIN 53715-1218

BID NO.: 14-0012

PAGE 9 OF 27

5.6 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.

5.7 Training:

If requested, Contractor must provide personnel with instructions on set-up and operation of the items at no charge to the customer. Training requirements will be negotiated with the Contractor if not specified in the bid specifications.

5.8 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 award and provided on an annual basis throughout the term of the

Contract.

The Contractor shall add: “The Board of Regents of the University of Wisconsin System, its officers, employees

” and agents as an ‘additional insured’ under the commercial general and automobile liability policies.

5.9 Subcontracting:

5.8.1 Any Contract resulting from this bid shall not be, in whole or in part, subcontracted, assigned, or otherwise transferred to any Subcontractor without prior written approval by Purchasing. Upon request

Contractor must provide

Subcontractor’s complete contact information including EIN# (TIN#, SS#) and signed W-9 form.

5.8.2 The Contractor shall be directly responsible for any subcontractor's performance and work quality when used by the Contractor to carry out the scope of the job. University reserves the right to assess Contractor

Liquidated Damages in excess of the contract amount for Subcontractor’s failure to perform or inability to complete required project milestones.

5.8.3 Subcontractors must abide by all terms and conditions under this Contract.

5.8.4 If Subcontractors are to be used, the Contractor must clearly explain their participation, deliverables, and project milestones prior to commencing work.

5.10 Record and Audit

The Contractor shall establish, maintain, report as needed, and submit upon request records of all transactions conducted under the contract. All records must be kept in accordance with generally accepted accounting procedures. All procedures must be in accordance with federal, State of Wisconsin and local ordinances.

The University shall have the right to audit, review, examine, copy, and transcribe any pertinent records or documents held by the Contractor related to this contract. The Contractor shall retain all applicable documents for a period of not less than five years after the final contract payment is made. The University reserves the right to inspect any facilities used to support this Contract.

UNIVERSITY OF WISCONSIN

MADISON, WISCONSIN 53715-1218

5.11 Entire Contract

BID NO.: 14-0012

PAGE 10 OF 27

A contract will be awarded based on the criteria established in this Request for Bid, including attachments and any amendments issued. The RFB, the bid response, and written communications incorporated into the contract constitute the entire contract between the parties. The hierarchy of documents in descending order for resolution is as follows:

A. Contract Award Letter

B. Original Request Bid Number 14-0012, dated October 10, 2013 including amendments/ attachments

C. Bidder response to RFB.

D. Official Purchase Order (when applicable)

Any other terms and conditions provided by the Bidder with the bid or for future transactions against this contract, including but not limited to click on agreements accepted by the Customer; shrink wrapped agreements; or terms submitted with quotations, order acknowledgements, or invoices; will be considered null and void and will not be enforceable by the Contractor unless agreed to in a written amendment signed by the University Purchasing

Department. Any exceptions to this RFB should be submitted with your response and alternative language proposed.

Submitting a standard Bidder contract or term and condition as a complete substitute or alternative for the language in this solicitation will not be accepted and may result in rejection of the 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.

UNIVERSITY OF WISCONSIN

MADISON, WISCONSIN 53715-1218

BID NO.: 14-0012

PAGE 11 OF 27

SECTION #6 SPECIFICATIONS

SPECIFICATIONS OF ITEMS/SERVICES TO BE PROVIDED:

See Specifications (Section 6 and Attachment B) for the minimum acceptable specifications for items/services desired.

Failure to provide product specifications and information for items/services 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

The Bidder’s response must be clearly identified by manufacturer and catalog/model/stock number and/or appropriate identification as requested on the Itemized Bid List. Adequate detailed specifications of the items/services being offered or bid should be included with your bid to insure that the items/services being bid can be compared to determine if the items/services meet all specifications. If you are bidding alternate items/services, provide complete specifications, documents and materials showing performance features and details for the items/services you propose to furnish for the items/services being bid.

6.2 Warranty:

6.2.1 Contractor must have a minimum of one (1) year providing full item/service warranty on items and/or parts purchased under this contract. Enclose standard warranty documents with your bid.

6.2.2 Contractor is requested to provide a copy of maintenance contracts and quote on maintenance available after expiration of the warranty term. Include terms, which components shall be covered and annual cost on the Itemized Bid List or on attachments to the bid response as necessary.

6.2.3 Contractor must use only manufacturer trained personnel for this contract.

6.3

Maintenance and Repair

:

6.3.1 Warranty service and/or maintenance of this equipment may be required. Indicate on the Bidder

Response Sheet what is covered under the warranty; response time on any work requested; whether work is performed on your site or ours; location of repair depot a) from where service technicians will be coming from, if on site; and/or b) where equipment will be sent for return to depot service; and whether

PM’s are included.

6.3.2 Contractor shall provide unlimited call-back maintenance service during normal business hours.

6.4 Purchasing shall have the option to contract with another vendor to repair or service machines if Contractor is unable to repair equipment for any reason or make necessary repairs on a timely basis.

6.5 Demonstration Equipment:

Demonstrator product (not reconditioned, refurbished or remanufactured models) may be acceptable for this bid if full new product warranties are offered.

6.6 Employee Identification:

All C ontractor’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.

6.7

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.: 14-0012

PAGE 12 OF 27

ATTACHMENT A: BIDDER RESPONSE SHEET

NOTE:

This form

must be returned

with your bid response. Numbers for each question below refer to the corresponding section of this document that explains the requirement. Bidder may attach additional relevant information to their bid response; identify sections to which information applies.

1.1 Have you completed and returned all forms required?

1.2 Have you included

one (1)

complete set of your bid and one (1) CD /DVD/Flash Drive copy?

(only one (1) copy required if e-mailing)

3.7.1 If applicable

,

have you included a copy of the GSA contract information?

Contract #__________________

4.2 Are you in the business of providing the requested items/services and has your company or its principals done so for the past one (1) year ?

4.3 Are you an original manufacturer, authorized distributor, or dealer authorized by

manufacturer with service and repair capabilities for the item?

(Identify account number with manufacturer, as applicable.)

Account # ___________________________

4.4 Have you provided a client list? (see Attachment E)

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?

_________________________________________________________________

_________________________________________________________________

_________________________________________________________________

4.6 Do you certify that neither your organization nor your principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any federal department or agency?

5.1 Are you bidding all prices F.O.B. Destination, delivery charges and risk of loss borne by the Contractor

?

(Be sure to read Section 5.1 carefully.)

Country of Origin ___________________________________________

Shipping Point ____________________________________________

5.2 Is installation recommended by Bidder?

If yes, include cost in the Itemized Bid List.

5.3 State delivery time ____ days After Receipt of Order (ARO).

5.6 Do you agree to terms regarding duplicates and overshipments?

5.7 Will you provide instructions on set-up and operation as required?

YES NO

UNIVERSITY OF WISCONSIN

MADISON, WISCONSIN 53715-1218

BID NO.: 14-0012

PAGE 13 OF 27

YES NO

5.8 Will you provide insurance certificate(s) indicating coverage and agree to maintain coverage as required in 5.8 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 and automobile liability policies on any insurance certificate provided.

5.9 Do you agree to subcontracting terms and conditions?

6.1 Are you bidding items as specified on the Itemized Bid List?

If “

NO

”, include information on alternates as required in Section 6.1 with your bid response.

6.2.1 Do you agree to minimum warranty as stated?

6.2.2 Have you included the maintenance information and a sample maintenance contract form?

6.2.3 Will you use only manufacturer-trained personnel for this contract?

6.3.1 What is covered under the warranty?

Response time for service requested:

Is work performed at UW site or vendor site?

Location of Service Center(s) providing service:

Are PM’s included during the warranty period?

6.3.2 Will you provide unlimited call-back maintenance service during normal business hours?

6.6 Will you agree to have all employees wear appropriate identification?

6.7

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?

UNIVERSITY OF WISCONSIN

MADISON, WISCONSIN 53715-1218

BID NO.: 14-0012

PAGE 14 OF 27

ATTACHMENT B: SPECIFICATIONS

SCOPE:

This equipment will be used for the generation of data in fulfillment of federally funded grants. Many biological liquid sample types (plasma, serum, and media) will be processed to gain an understanding of the role of NOx in the maintenance of pregnancy and of the remodeling of the uterine vasculature

SPECIFICATIONS & INSTRUCTIONS FOR COMPLETING SPECIFICATION TABLE:

The following specifications represent minimum acceptable requirement. Bidders must select either “yes” or “no” for each spe cification below. For any “No” Response, the bidder must provide a detailed written explanation indicating how this difference in specification would affect the performance of the product being bid. The University shall be the sole judge of acceptability.

MEET

SPECIFICATIONS

YES NO ITEM DESCRIPTION

1.

2.

3.

4.

5.

NOx Detection system with auto injection for sample processing.

.

Detection limits need to be in the low nM range (5-20nM) in biological liquid samples.

Automation must allow for overnight collection of data.

Computer must be provided with the equipment. Provide recommended specifications with your bid response.

Quoted system must have some publications related to the use of it to be found in peer reviewed journals. Provide a link to relevant publications with your bid response.

OTHER:

6.

7.

8.

9.

All cables and connections needed for installation must be included in the cost of the proposed system.

Training is required for 1-2 key laboratory personnel to become familiar with the system and its operation.

Service Agreements must be available after expiration of Warranty.

Two copies of operation manuals must be provide at equipment delivery.

UNIVERSITY OF WISCONSIN

MADISON, WISCONSIN 53715-1218

BID NO.: 14-0012

PAGE 15 OF 27

ATTACHMENT C: ITEMIZED BID LIST

For bids to be considered pricing must be submitted on this attachment. Supplemental quotes may be submitted in addition to completion of this attachment. Terms and Conditions attached to quotes submitted will not become part of any contract between the parties.

Bidders are required to provide the total cost of equipment needed to fulfill the bid requirements/specifications and make the system fully functional. No additional charges will be allowed.

ITEM QTY. DESCRIPTION UNIT PRICE LIST UNIT PRICE NET

1.1 1.

NOx Detection System for Biological

Samples

Manufacturer:

$________________ $________________

1.2 1 lot

Model No.:

Training

(if not included with above) $________________

1.3 1 lot

Installation

if recommended by the Bidder, see section 5.2 (if not included with above)

EXTENDED TOTAL Items 1.1 to 1.3

$________________

$________________

$________________

$________________

System Components

List all the components of the complete system being proposed. (Attach additional rows or sheets as needed)

ITEM # CATALOG # DESCRIPTION

Specify all utility requirements for installation and operation of system, e.g. electrical, physical, etc.

_____________________________________________________________________________

What is the recommended useful life of the equipment being bid? __________ years.

UNIVERSITY OF WISCONSIN

MADISON, WISCONSIN 53715-1218

CONSUMABLES

BID NO.: 14-0012

PAGE 16 OF 27

In the table below please provide a description, quantity and pricing for the consumables and reagents necessary to perform the described research using the proposed equipment, based on

400 samples per month. Pricing should remain firm for the first year after installation. Show the average number of samples per unit and indicate in the far right column whether these consumables are proprietary. Add rows as necessary.

ITEM

2.1

QTY DESCRIPTION OF CONSUMABLES

Description:

Manufacturer:

UNIT PRICE

NET

$______________

AVERAGE

NUMBER OF

SAMPLES

PER UNIT

__________

PROPRIETARY

YES/NO

YES / NO

Model No.:

2.2

Description:

Manufacturer:

Model No.:

$______________ __________ YES / NO

2.3

Description:

Manufacturer:

Model No.:

$______________ __________ YES / NO

2.4

Description:

Manufacturer:

Model No.:

$______________ __________ YES / NO

2.5 Description:

Manufacturer:

Model No.:

$______________ __________ YES / NO

EXTENDED TOTAL Items 2.1 to 2.5

$______________

MAINTENANCE AFTER EXPIRATION OF WARRANTY:

(Optional

– not included with bid award)

YEAR 2

$_________________

YEAR 3

$_________________

YEAR 4

$_________________

Pricing for maintenance should be quoted as firm annual costs to be purchased at the beginning of each annual term.

UNIVERSITY OF WISCONSIN

MADISON, WISCONSIN 53715-1218

Company and Contact Information

BID NO.: 14-0012

PAGE 17 OF 27

ATTACHMENT D

– VENDOR INFORMATION FORM

VENDOR NOTE: BOTH PAGES OF THIS FORM MUST BE COMPLETED AND RETURNED WITH YOUR BID

RESPONSE.

1.

Company Name:

Company Website

Contact for questions regarding this Bid

Name:

Telephone:

Contract Renewals / Problems

Name:

Telephone:

Sales Representative

Fax

Fax

Name:

Telephone:

Ordering / Expediting

Fax

Email

Email

Email

Name:

Telephone:

Returns

Name:

Telephone:

Invoice Information

Name:

Fax

Fax

Email

Email

Telephone: Fax

Affirmative Action ( see Section 17 in Standard Terms and Conditions )

Email

Name:

Address:

City/State/Zip:

Telephone: Fax

Supplier Diversity Reporting ( see Section 2.9)

Name:

Address:

City/State/Zip:

Telephone: Fax

Email

Email

UNIVERSITY OF WISCONSIN

MADISON, WISCONSIN 53715-1218

BID NO.: 14-0012

PAGE 18 OF 27

VENDOR INFORMATION FORM CONT.

2. In accordance with

Wisconsin Statutes

560.035, 560.0335 and 560.036, indicate below if you are a

Wisconsin certified Minority Business Enterprise (MBE), Work Center (WC), Disabled Veteran-Owned

Business (DVB) or Woman-owned Business Enterprise (WBE) (see websites:

http://www.doa.state.wi.us/section.asp?linkid=232&locid=0

or

http://stateuseprogram.wi.gov/section.asp?linkid=1424&locid=65

).

____ Minority (MBE) ____ Work Center (WC) ____Disabled Veteran-Owned Business (DVB)

____ Woman Owned Business Enterprise (WBE) ___ Not applicable

(If no answer is indicated above, we will assume that you are none of the above when making the award.)

3.

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)

4.

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

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 starc h 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.: 14-0012

PAGE 19 OF 27

ATTACHMENT E - CLIENT REFERENCE LIST

Bidder Name:____________________________________________________________________________________

The Bidder must provide a minimum of three (3) business references.

1. Reference Name: _____________________________________________ Contact: ___________________________

Address: _____________________________________________________________________________________________

Phone #: ( ) ____________________ E-mail address_______________________________________________________

Fax/Internet address:____________________________________________________________________________________

Description and date(s) of commodities and services provided: __________________________________________________

_____________________________________________________________________________________________________

_____________________________________________________________________________________________________

2. Reference Name: _____________________________________________ Contact: ___________________________

Address: _____________________________________________________________________________________________

Phone #: ( ) ____________________ E-mail address_______________________________________________________

Fax/Internet address:____________________________________________________________________________________

Description and date(s) of commodities and services provided: __________________________________________________

_____________________________________________________________________________________________________

_____________________________________________________________________________________________________

3. Reference Name: _____________________________________________ Contact: ___________________________

Address: _____________________________________________________________________________________________

Phone #: ( ) ____________________ E-mail address_______________________________________________________

Fax/Internet address:____________________________________________________________________________________

Description and date(s) of commodities and services provided: __________________________________________________

_____________________________________________________________________________________________________

_____________________________________________________________________________________________________

References may be contacted to confirm the Bidder

’s abilities and qualifications as stated in the Bidder’s response. The University may perform due diligence by contacting any applicable business reference, including references from within the UW System. The University reserves the right to disqualify any Bidder whose references don’t support their stated claim of qualifications in their response.

UNIVERSITY OF WISCONSIN

MADISON, WISCONSIN 53715-1218

BID NO.: 14-0012

PAGE 20 OF 27

ATTACHMENT F: 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.

UNIVERSITY OF WISCONSIN

MADISON, WISCONSIN 53715-1218

BID NO.: 14-0012

PAGE 21 OF 27

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.

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.

UNIVERSITY OF WISCONSIN

MADISON, WISCONSIN 53715-1218

BID NO.: 14-0012

PAGE 22 OF 27

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 employee 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) employees. 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 employees 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.

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

53715-2609.

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 the work. worker's compensation insurance as required by Wisconsin Statutes for all employees engaged in

UNIVERSITY OF WISCONSIN

MADISON, WISCONSIN 53715-1218

BID NO.: 14-0012

PAGE 23 OF 27

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.

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 by Contractor. 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 employees and certain University faculty/staff are subject to separate disclosure requirements, s. 16.417, Wis. Stats.

UNIVERSITY OF WISCONSIN

MADISON, WISCONSIN 53715-1218

BID NO.: 14-0012

PAGE 24 OF 27

29.0

ANTI-KICKBACK ACT of 1986:

(41 USC 51 et. seq): To the extent required by law, the officer or employee 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.

36.0

WORK CENTER PROGRAM: The successful bidder/proposer shall agree to implement processes that allow the

State agencies, including the University of Wisconsin System, to satisfy the State's obligation to purchase goods and services produced by work centers certified under the State Use Law, s.16.752, Wis. Stat. This shall result in requiring the successful bidder/proposer to include products provided by work centers in its catalog for State agencies and campuses or to block the sale of comparable items to State agencies and campuses.

37.0 CHILD ABUSE NOTIFICATION: Contractor, per Executive Order 54, is required to make a report of child abuse or neglect

immediately

if, in the course of service, the Contractor observes or learns of an incident or threat of child abuse or neglect, and the Contractor has reasonable cause to believe that child abuse or neglect has occurred or will occur.

A report must be made personally or by telephone to UWPD.

Reports are to be made to:

Emergency Phone Number:

911.

Non-Emergency Phone Numbers:

UW Police Department 608-264-2677.

UNIVERSITY OF WISCONSIN

MADISON, WISCONSIN 53715-1218

BID NO.: 14-0012

PAGE 25 OF 27

ATTACHMENT G - APPLICABLE FEDERAL RULES

COMPLIANCE WITH LAWS:

The preferred vendor shall warrant and certify that in the performance of the resultant agreement it has complied with or will comply with all applicable statutes, rules, regulations and orders of the United States, and any state or political subdivision thereof, including laws and regulations pertaining to labor, wages, hours and other conditions of employment.

All materials, equipment, and supplies provided to the members must comply fully with all safety requirements, rules of the Industrial Commission on Safety, and all applicable OSHA Standards.

DEBARMENT:

Federal Executive Order (E.O.) 12549 “Debarment“ requires that all contractors receiving individual awards, using federal funds, and all subrecipients certify that the organization and its principals are not debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded by any Federal department or agency from doing business with the

Federal Government. By signing this document you certify that your organization and its principals are not debarred. Failure to comply or attempts to edit this language may disqualify your bid.

Information on debarment is available at the following websites: www.sam.gov

and https://acquisition.gov/far/current/html/Subpart%209_4.html

DEVELOPMENT OF DISADVANTAGED SUPPLIERS:

The University is committed to encouraging the development of minority, women-owned, and otherwise small and disadvantaged businesses. The selected preferred vendor shall make effort to subcontract with minority, women-owned and otherwise small and disadvantaged businesses. A yearly report will be required indicating the extent of effort and members’ participation. The report will be in a format acceptable to University.

GENERAL PROVISIONS AND CERTIFICATIONS FOR GOVERNMENT CONTRACTS:

The following clauses are applicable and are hereby incorporated by reference into solicitations and any purchase orders with the same force and effect as if set forth in full text. To the extent that an earlier version of any such clause is included in the prime contract or subcontract under which solicitation or purchase order is issued, the date of the clause as it appears in such prime contract or subcontract shall be controlling and said version is incorporated herein. Where necessary to make the context of the Federal Acquisition Regulations (FAR), Department of Defense Federal Acquisition

Regulation Supplement (DFARS), and Code of Federal Regulations (CFR) clauses set forth in these General Provisions applicable to this solicitation or subcontract, the term “Contractor” shall mean “Subcontractor”, “Seller” or “Supplier”, the term “Contract” or “Subcontract” shall mean “Purchase Order”, the term “Government” shall mean “Buyer” or “University” and the term “Contracting Officer” shall mean “Buyer’s Purchasing Representative”. It is intended that the referenced clauses shall apply to Seller, the legal entity which contracts with the University under any solicitation or purchase order, in such manner as is necessary to reflect the position of Seller as a Supplier to the University, Buyer and legal entity issuing a solicitation or purchase order

; to insure Seller’s obligations to the University and the United States Government; and to enable the University to meet its obligations under its prime contract or subcontract.

The clauses incorporated by reference may be found in the Federal Acquisition Regulations (FAR), the DOD Federal

Acquisition Regulation Supplement (DFARS), or the Code of Federal Regulations (CFR). Copies may be purchased from the Superintendent of Documents, U.S. Government Printing Office, Washington, DC 20402, or see the following websites for more information: http://farsite.hill.af.mil/VFFARA.HTM

(click “

FARSEARCH

” tab) http://www.gpoaccess.gov/cfr/index.html

UNIVERSITY OF WISCONSIN

MADISON, WISCONSIN 53715-1218

FAR (52 Series) / DFARS (252 Series)

52.202-1 Definitions (Dec 2001)

52.204-2

52.215-16

52.215-17

52.227-10

52.232-8

52.232-25

Discount for Prompt Payment (Feb 2002)

Prompt Payment (Oct 2008)

BID NO.: 14-0012

PAGE 26 OF 27

Security Requirements (Aug 1996) (Alt. I)

Facilities Capital Cost of Money (Oct 1997)

Waiver of Facilities Capital Cost of Money (Oct 1997) (when cost of money is not proposed)

Filing of Patent Applications

– Classified Subject Matter (Apr 84)

52.233-3

52.243-1

52.245-2

52.245-18

52.249-1

52.249-8

52.251-1

52.253-1

252.225-7001

252.225-7002

252.225-7007

252.225-7009

252.225-7016

252.227-7013

252.227-7026

252.227-7027

252.227-7030

252.227-7037

252.227-7039

252.251-7000

Protest After Award (Aug 96) (Alt. I)

Changes

– Fixed Price – Alt. II (Apr 84)

Government Property (Fixed Price Contracts) (Dec 89)

Special Test Equipment (Feb 93)

Termination for Convenience of the Government (Fixed Price) (Short Form) (Apr 84)

Default (Fixed-Price Supply and Service) (Apr 84)

Government Supply Sources (Apr 94)

Computer Generated Forms (Jan 91) March 27, 1997

Buy American Act and Balance of Payments Program (Mar 1998)

Qualifying Country Sources as Subcontractors (Dec 91)

Trade Agreements Act (Sep 2001)

Duty-Free Entry-Qualifying Country End Products and Supplies (Aug 2000)

Restriction on Acquisition of Ball and Roller Bearings (Dec 2000)

Rights in Technical Data and Computer Software (Nov 1995)

Deferred Delivery of Technical Data or Computer Software (Apr 88)

Deferred Ordering of Technical Data or Computer Software (Apr 88)

Technical Data - Withholding of Payment (Mar 2000)

Validation of Restrictive Markings on Technical Data (Sep 1999)

Patents-Reporting of Subject Inventions (Apr 90)

Ordering from Government Supply Sources (May 1995)

CFR : 2 CFR 215 Uniform Administrative Requirements for Grants and Agreements With

Institutions of Higher Education, Hospitals, and Other Non-Profit Organizations (OMB Circular A-110)

Applicable when fixed price is greater than $2,500:

FAR (52 Series)

52.222-3

52.222-19

52.225-13

52.232-23

52.232-23

Convict Labor (Aug 1996)

Child Labor

– Cooperation with Authorities and Remedies (Dec 2001)

Restrictions on Certain Foreign Purchases (Jul 2000)

Assignment of Claims (Jan 86)

Assignment of Claims (Jan 1986)

Applicable when fixed price is greater than $10,000:

FAR (52 Series)

52.222-20

52.222-21

52.222-22

52.222-26

52.222-36

Walsh-Healy Public Contracts Act (Dec 96)

Prohibition of Segregated Facilities (Feb 1999)

Previous Contracts & Compliance Reports (Feb 1999)

Equal Opportunity (Apr 2002)

Affirmative Action for Workers with Disabilities (Jun 1998)

UNIVERSITY OF WISCONSIN

MADISON, WISCONSIN 53715-1218

BID NO.: 14-0012

PAGE 27 OF 27

Applicable when fixed price is greater than $25,000:

By submitting a signed proposal or quotation in response to the University’s solicitation, the supplier is providing a negative assurance in accordance with FAR 52.209-5 Certification Regarding Debarment, Suspension, Proposed

Debarment, and Other Responsibility Matters. Certification in paragraph (a) of this clause is material representation of fact upon which reliance is placed when making any resulting award.

FAR (52 Series) / DFARS (252 Series)

52.209-6 Protecting the Government's Interest When Subcontracting with Contractors Debarred, Suspended, or

Proposed for Debarment (Jul 95)

52.222-35

52.222-37

252.227-7036

252.231-7000

252.246-7000

Affirmative Action for Special Disabled and Vietnam Era Veterans (Dec 2001)

Employment Reports on Special Disabled Veterans and Veterans of the Vietnam Era (Dec 2001)

Certification of Technical Data Conformity (May 87)

Supplemental Cost Principles (Dec 91)

Material Inspection and Receiving Report (Dec 91)

(Note: Not required for subcontracts for which the deliverable is a scientific or technical report.)

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