VENDOR NET TRANSMISSION COVER LETTER DATE: February 21, 2011 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] University of Wisconsin - Madison REQUEST FOR BID AGENT: Andy Richardson THIS IS NOT AN ORDER Questions regarding this bid – see Section 3.1 For Submittal of Bid Instructions – see Section #1. OFFICIAL SEALED 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. CONTRACT NUMBER: 11-5340 ISSUE DATE: 2/21/11 DUE DATE: 3/4/11 2:00 PM CST If NO BID (check here) and return. 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. DESCRIPTION Imprinted Tuck Fold Tote Bags Contract for one year after date of award, and will be automatically renewed for two additional one-year terms. 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 controlling. 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. COMPANY NAME: COMPANY STREET ADDRESS: COMPANY CITY, STATE & ZIP: SIGNATURE: DATE : TYPE OR PRINT NAME: TITLE: TELEPHONE NUMBER: ( ) FAX NUMBER: EMAIL ADDRESS: FEIN NUMBER: DUNS #: ( ) UNIVERSITY OF WISCONSIN CONTRACT NO.: 11-5340 TABLE OF CONTENTS SECTION #1: SUBMITTAL INSTRUCTIONS PAGE 1-2 SECTION #2: GENERAL INFORMATION 2.1 Purpose 2.2 Definitions 2.3 Eligible Purchasers 2.4 Affirmative Action 2.5 Wisconsin Sales and Use Tax Registration 2.6 VendorNet 2.7 Orders 2.8 Electronic Commerce/Online Ordering 2.9 Campus Delivery Requirements 2.10 Parking 2.11 Smoke-Free Environment 2.12 Promotional Materials 2.13 Energy Star 2.14 Supplier Diversity 3-6 SECTION #3: RFB PROCESS INSTRUCTIONS 3.1 Clarifications and/or Revisions through Designated Contact 3.2 Applicable Dates 3.3 Contract Term 3.4 Conflict of Interest 3.5 Proprietary Information 3.6 Reasonable Accommodations 3.7 Method of Bid 3.8 Method of Award 3.9 Samples and Evaluation 7-8 SECTION #4: BIDDER QUALIFICATIONS 4.1 Bidder Contact Information 4.2 Bidder Experience 4.3 Client List/References 4.4 Trademark 4.5 Minimum Order 4.6 Debarment 9 SECTION #5: PERFORMANCE AND CONTRACT REQUIREMENTS 5.1 Firm Prices 5.2 F.O.B. Destination, Freight Prepaid and Allowed 5.3 Timeliness of Delivery 5.4 Preproduction Proof 5.5 Random Sampling 5.6 Ownership 5.7 Subcontracting 5.8 Item Return Policy 5.9 Additional Items/Services 5.10 Invoicing Requirements 5.11 Invoice Payment 5.12 Shipments, Duplicates and Overshipments 5.13 Insurance 5.14 Activity Reports 5.15 Contract Termination 5.16 Executed Contract to Constitute Entire Contract 10-13 UNIVERSITY OF WISCONSIN CONTRACT NO.: 11-5340 TABLE OF CONTENTS (Continued) SECTION #6: SPECIFICATIONS PAGE 14-15 ATTACHMENT A ATTACHMENT B ATTACHMENT C ATTACHMENT D ATTACHMENT E 16-18 19 20 21 22-26 BIDDER RESPONSE SHEET ITEMIZED BID LIST CLIENT REFERENCE LIST BIDDER INFORMATION SHEET STANDARD TERMS AND CONDITIONS UNIVERSITY OF WISCONSIN MADISON, WISCONSIN 53715-1218 CONTRACT NO.: 11-5340 PAGE 1 OF 26 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 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 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 in a sealed envelope or package. Call 608-262-1526 for assistance upon arrival. 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 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 on the stated bid due date. FAX: (608) 262-4467 (AVAILABLE 24 HOURS A DAY). E-MAILING: E-mailed bids: A complete copy of the entire response must be received and be available for printing or processing prior to 2:00 p.m. CST on the stated bid due date via e-mail to: [email protected] 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. If the e-mail submission does not contain ACTUAL signatures and initials (not computer generated), then those pages that require signatures and/or initials should be signed and returned via fax (608-2624467) and should be received prior to 2:00 p.m. CST 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. OFFICIAL SEALED NUMBER: 11-5340 DUE DATE: 3/4/11 TIME: 2:00 PM CST 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. 4. 5. 6. 7. 1.2 CONTRACT NO.: 11-5340 PAGE 2 OF 26 Request for Bid Form (signed) Bidder Response Sheet (including attachments as requested on Bidder Response Sheet) (Attachment A) Itemized Bid List (Attachment B) Client Reference List (Attachment C) Bidder Information Sheet (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 CONTRACT NO.: 11-5340 PAGE 3 OF 26 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 the Center for the First Year Experience, requests bids for the purchase of promotional tote bags. Scope: The Center for the First-Year Experience (CFYE) at UW–Madison examines, informs, facilitates, cultivates and enhances the first-year experience for students at UW–Madison. The Center coordinates the Student Orientation, Advising and Registration (SOAR) program for incoming freshman and transfer students each summer and in January. CFYE provides tote bags to each student and parent to help organize the materials they bring to SOAR and receive at check-in. Materials include planners, parent calendars, SOAR schedules and parking information. The bags also advertise “We Conserve” on campus. Once the students return home, the bag can be reused for multiple purposes. The estimated annual item quantities identified on the "ITEMIZED BID LIST" are for bid purposes only and the estimated annual value of this contract is $14,000. The University does not guarantee to purchase any specific quantity or dollar amount. 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, please provide complete specifications, documents and materials showing performance features and details for the items/services 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: 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. CIC means Committee on Institutional Cooperation, a consortium of the Big Ten universities plus the University of Chicago. Contractor means successful Bidder awarded the bid. Department means UW-Madison Center for the First-Year Experience. DVB means Disabled Veteran-Owned Business. MBE means Minority Business Enterprise. P-Card means Procurement Card (State credit card). 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. UNIVERSITY OF WISCONSIN MADISON, WISCONSIN 53715-1218 2.3 CONTRACT NO.: 11-5340 PAGE 4 OF 26 Eligible Purchasers: All University of Wisconsin-Madison campus locations must be eligible to purchase from this contract. In addition, other U.W. System campuses, State of Wisconsin agencies, Wisconsin municipalities, other CIC member institutions and Non-Profit Organizations specifically linked by their mission to the University of Wisconsin Madison, may desire to purchase from this contract. Bidders should state on the Bidder Response Sheet whether they agree to provide contract items/services to these other locations. A Wisconsin municipality is defined by Wisconsin Statute 16.70(8) to include counties, cities, villages, towns, school boards, sewage, drainage, vocational, technical and adult education districts, and other bodies with the power to award public contracts. This contract must not be construed as mandatory upon any University campus, State agency or municipality. The University reserves the right to issue separate bids when deemed in the best interest of the University. 2.4 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. 2.5 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 2.6 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. 2.7 Orders: Under this contract, Specific order(s), Contract blanket order(s), or Purchasing Card orders (defined below) may be issued to the Contractor(s). Bidder should identify method by which you will accept orders against this contract (e.g. e-mail, fax, internet, mail, phone, etc.). 2.7.1 Specific order(s): issued as one-time orders. 2.7.2 Contract blanket order(s): issued for a specified period of time, to allow departmental personnel to issue releases against the Contract blanket order(s) as needed. 2.7.3 Purchasing Card order(s): issued as one-time order(s). UNIVERSITY OF WISCONSIN MADISON, WISCONSIN 53715-1218 2.8 CONTRACT NO.: 11-5340 PAGE 5 OF 26 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. If electronic ordering methods are used, the following conditions will apply: The terms of this RFB will take precedence over any auxiliary or ancillary contract that may be accepted by any employee of the University or State. Any terms, conditions, clauses or specifications that are not consistent with the terms, conditions, or specifications of the RFB will be considered null and void and will not be enforceable by the Contractor unless agreed to in a written amendment format signed by the Contract Administrator. These contracts include, at a minimum, “Wrap Around”, “Click and Wrap”, Electronic Commerce contracts, auxiliary or ancillary service contracts, or any other additional contracts that further define or add additional service elements to the master contract. 2.9 Campus Delivery Requirements: 2.9.1 Delivery of orders shall be made to University departments five days per week, Monday through Friday, during normal University business hours. 2.9.2 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://transportation.wisc.edu/resources/large_truck.aspx. 2.9.3 This contract requires that Contractor deliver goods to the stated delivery address in accordance with the 30’ truck policy referenced in Section 2.9.2 above. Any unique delivery arrangements must be preapproved by contacting the ordering department or Material Distribution Services (MDS) at (608) 4974400. MDS reserves the right to charge Contractor reasonable material handling fees for any deliveries they make for the Contractor. 2.10 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. 2.11 Smoke-Free Environment: All University buildings are smoke-free buildings. 2.12 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. 2.13 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 2.14 CONTRACT NO.: 11-5340 PAGE 6 OF 26 Supplier Diversity 2.14.1 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 minority-owned business enterprises certified by the Wisconsin Department of Commerce, Bureau of Minority Business Development 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 appropriate information about its effort to achieve this goal, including the identities of such enterprises certified by the Wisconsin Department of Commerce and their contract amount. 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, 608/2677806. The listing is published on the Internet at: http://doa.wi.gov/mbe/minority_search.asp?locid=0 2.14.2 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. 2.14.3 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 CONTRACT NO.: 11-5340 PAGE 7 OF 26 SECTION #3: RFB PROCESS INSTRUCTIONS 3.1 Clarifications and/or Revisions through Designated Contact: All communications and/or questions in regard to this request must be in writing and must reference the bid number. Bidders are encouraged to e-mail questions 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 & TECHNICAL: Andy Richardson UW Purchasing 21 N Park St, Suite 6101 Madison, WI 53715-1218 E-mail: [email protected] PHONE 608/890-2422 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: (Optional) Date Event February 21, 2011 Date of Issue of the RFB February 28, 2011 Written questions due March 4, 2011 -- 2:00 PM CST RFB Due Date (Local Madison Time) 3.3 Contract Term: The initial term of this contract shall be for one year after date of award. This contract will automatically renew for two additional one-year terms, unless Purchasing is notified, in writing, by the Contractor; or notifies the Contractor, in writing, 30 calendar days prior to expiration of the initial and/or succeeding Contract term(s). 3.4 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. 3.5 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 UNIVERSITY OF WISCONSIN MADISON, WISCONSIN 53715-1218 CONTRACT NO.: 11-5340 PAGE 8 OF 26 3.6 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. 3.7 Method of Bid: Bidder must submit a net unit price and an extended net total for the item specified. Prices listed should be in US dollars unless otherwise indicated. -ANDCustom charges/fees should not be included in the bid price. The University will be responsible for obtaining custom charges/fees and will determine the customs broker to be used for entry into the United States. Failure to eliminate these costs from your bid may result in disqualification of your bid. If these charges are identified in your bid, they will be deducted from your total bid price for award consideration. Custom charges will not be paid under any circumstances. 3.8 Method of Award: Award(s) shall be made on the basis of the lowest net unit price and 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 may 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. 3.9 Samples: The sample requirement is intended to validate the low bidder’s bid response by showing that they can provide a tote bag that meets all specifications. The samples do not need to be imprinted. If imprinting the sample bags will delay receiving the samples by more than 2 business days, then the bidder should not have the sample bags imprinted. 3.9.1 Only the Bidder who is determined to have submitted the lowest bid will be required to submit a nocharge, non-returnable samples of the items specified. The Bidder will be notified by a Notice of Award letter. 3.9.2 Samples shall be delivered to the designated location (see section 5.2) no later than the date and time agreed upon by the awarded Bidder and the University. Failure to deliver samples as agreed may result in a cancellation of award. 3.9.3 The samples provided by the awarded Bidder shall be evaluated by the University to determine whether the items meet the bid specifications. Samples submitted must meet the specifications of the bid. 3.9.4 Samples provided by the bidder and NOT meeting bid specifications shall be rejected and the bid submitted may be disqualified if the Bidder cannot provide a sample meeting specifications. 3.9.5 All samples provided under this contract become the property of the University. 3.9.6 Once the samples are approved, the University will finalize this bid process by offering a contract to the awarded Bidder. A purchase order for the current year’s order will be issued to the contractor after the contract is finalized. 3.9.7 See section 5.4 for preproduction proof requirements. UNIVERSITY OF WISCONSIN MADISON, WISCONSIN 53715-1218 CONTRACT NO.: 11-5340 PAGE 9 OF 26 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 Contact Information: Bidder must designate a person(s) to provide information on: Contract Problems, Contract Renewal/ Cancellation, Invoice Information, Ordering/Expediting, Returns, Supplier Diversity, Affirmative Action and Sales Representative. (See Attachment A – Bidder Response Sheet) 4.2 Bidder Experience: Bidder’s company must be in the business of providing promotional goods and must have done so for the past 3 years. 4.3 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 (see Attachment C). 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. 4.4 Trademark: Bidder must be, or be able to become, a UW-Madison Licensee for items bearing trademarks, logos or other symbols of the University in which the University has a proprietary, licensed or copyright interest. http://licensing.wisc.edu/index.html 4.5 Minimum Order: Bids that require any minimum order quantity or dollar amount may be disqualified. 4.6 Debarment: Federal Executive Order (E.O.) 12549 “Debarment“ requires that all contractors receiving individual awards, using federal funds, and all sub-recipients 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 proposal. Information on debarment is available at the following websites: www.epls.gov and https://www.acquisition.gov/far/. UNIVERSITY OF WISCONSIN MADISON, WISCONSIN 53715-1218 CONTRACT NO.: 11-5340 PAGE 10 OF 26 SECTION #5: PERFORMANCE AND CONTRACT REQUIREMENTS 5.1 5.2 Firm Prices: 5.1.1 Prices must remain firm for the initial contract term. Prices established may be lowered due to changes in general market conditions or negotiations between the Contractor and the University. 5.1.2 Price increase requests proposed after the initial Contract term must be received by Purchasing in writing 60 calendar days prior to the beginning of the next contract term for acceptance or rejection. Proposed price increases are limited to fully documented cost increases submitted with the request. If Purchasing deems cost increases are not acceptable, it reserves the right to rebid the contract in whole or part or to negotiate price increase requests with the Contractor. Acceptance of price increases shall be in the form of an amendment to the contract. 5.1.3 Price increases must be labeled with the contract number and should be submitted in the same format as the original Itemized Bid List. Any price increase requested that is not submitted in the proper format may be rejected. F.O.B. Destination, Freight Prepaid and Allowed: (vendor responsible for freight costs with ownership changing at UW delivery location). 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: The Center for the First Year Experience 21 N. Park Street, Suite 6301 Madison WI 53715. Bid prices must include all packing, freight, and insurance charges. 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 cost will be added to the bid total for determining the award. Delivered Duty Unpaid (DDU). Bidders must include costs from bidders door to port of destination and local delivery charges. The University will be responsible for all United States duty fees, port of entry documentation fees, custom clearance, tax, etc., if applicable. Please indicate on the Bidder Response Sheet the Country of Origin and Shipping Point. NOTE: As necessary, awarded Contractor must use the University's contracted customs broker, to be identified on the purchase order. Custom duty costs and forms (if applicable) will be handled by the University through the University’s contracted customs broker. (See Method of Award, Custom Duty Costs.) Failure to bid FOB DESTINATION, FREIGHT PREPAID AND ALLOWED in bid price or discount may disqualify your bid. 5.3. Timeliness of Delivery: Delivery is desired on or before June 3rd 2011. 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. The department may be able to accommodate splitting the order into two shipments. For example, receiving half the order by June 3rd, 2011 with the remainder to be received by July 5th. If this is necessary, please explain the delivery options available to the University on the Bidder Response Sheet. The Contractor is required to notify the ordering department of any back order, discontinuation of item(s) or other delays in shipping within 2 working days of receipt of order or release against existing order(s). UNIVERSITY OF WISCONSIN MADISON, WISCONSIN 53715-1218 CONTRACT NO.: 11-5340 PAGE 11 OF 26 5.4 Preproduction Proof: Once the samples are approved, the University will finalize this bid process by offering a contract to the awarded Bidder. A purchase order for this year’s order will be issued to the contractor after the contract is finalized. A sample of the items with imprint must be submitted to the University for approval before printing entire order. Contractor must receive written notice of proof acceptance from the University prior to beginning production. Orders that do not match the University approved proof, or failure of the contractor to obtain proof acceptance, may result in the University returning product at contractors expense. This preproduction proof process must be done for each order. 5.5 Random Sampling: Upon delivery and before payment of the final invoice, up to 1% of the final product may be pulled from the Contractor's delivery truck and inspected to assure the University that the specifications have been met in all respects. Failure to meet any specification will mean rejection of the entire order at no cost to the University. No changes in the specifications will be permitted without written authorization from Purchasing Services. 5.6 Ownership: All copy, art, negatives, photos, electronic media, scans, etc., that are required for this job remain or become the property of the University and shall be returned to the using department upon job completion in excellent, reusable condition. Any charge for this shall have been included in prices quoted herein. Printer will be held liable for any/all damages to materials. 5.7 Subcontracting: 5.7.1 Any Contract resulting from this proposal 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. 5.7.2 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. 5.7.3 Subcontractors must abide by all terms and conditions under this Contract. 5.7.4 If Subcontractors are to be used, the Contractor must clearly explain their participation, deliverables, and project milestones prior to commencing work. 5.8 Item Return Policy: Contractor should provide for return of items ordered in error for up to 30 calendar days from receipt with the University paying only the return shipping costs. Bidder should indicate in detail on the Bidder Response Sheet their company’s return policy. 5.9 Additional Items/Services: Similar items/services may be added to this Contract provided it was mutually agreeable to both Purchasing Services and the Contractor. Scope of work and pricing (including discounts) must be consistent with the current contract items/services. Contractor should promptly notify Purchasing of new or discontinued items. UNIVERSITY OF WISCONSIN MADISON, WISCONSIN 53715-1218 5.10 CONTRACT NO.: 11-5340 PAGE 12 OF 26 Invoicing Requirements: Invoices for Purchase Orders: 5.10.1 Contractor must agree that all invoices and purchasing card charges shall reflect the discounts and net prices established for the items/services on this contract for all orders placed even though the contract number and/or correct prices may not be referenced on each order or at time of purchasing card order. The University must meet a statutory mandate to pay or reject invoices within 30 days of receipt of properly submitted invoices by University Accounts Payable. Before payment is made, Accounts Payable must verify that all invoiced charges are correct per this Contract. Only properly submitted invoices will be officially processed for payment. The Prompt Payment Policy requires that your invoices be clear and complete and in conformity with the list below and must be itemized showing: Contractor name remit to address purchase order number release number if given date of order/release item manufacturer’s name or abbreviation (if applicable) complete item description including catalog, model and/or stock number(s) identical to those stated in bid prices per the Contract The original invoice must be sent to University Accounts Payable, 21 N Park St, Suite 5301, Madison, WI 53715-1218 unless the customer identifies and establishes a different bill-to location. Purchasing Card: Order confirmation shall contain the same detail as listed in Section 5.10.1 and should be sent to the address given at the time of the order is placed. 5.10.2 In some cases and at the discretion of the University department customers, final payment may not be made until the item/service meets specifications and has been accepted by the University. 5.11 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. 5.12 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. 5.13 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 request 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, automobile liability policies. 5.14 Activity Reports: Contractor should be able to report on an annual basis all items/services purchased against this Contract. UNIVERSITY OF WISCONSIN MADISON, WISCONSIN 53715-1218 5.15 CONTRACT NO.: 11-5340 PAGE 13 OF 26 Contract Termination This Contract may be terminated by either party for the following conditions: 5.15.1 After the initial term of the Contract, the University may terminate the Contract at any time, without cause, by providing 30 days written notice to the Contractor. If the Contract is so terminated, the University is liable only for payments for items/services provided or performed up to the date of the termination. 5.15.2 Shall either party fail to perform under the terms of this Contract; the aggrieved party may notify the other party in writing by mail of such failure and demand that the same be remedied within 30 calendar days. Should the defaulting party fail to remedy the same within said period, the other party shall then have the right to terminate this Contract immediately. Performance failure can be defined as but not limited to: not able to produce the item according to specifications or failure to provide any of the Terms, Conditions, Specifications or Special Conditions of Bid. 5.15.3 If at any time the Contractor’s performance threatens the health and/or safety of the University, its staff, students or others who may be on campus, the University has the right to cancel and terminate the Contract without notice. 5.15.4 Failure to maintain the required Certificates of Insurance, Permits and Licenses shall be cause for Contract termination. If the Contractor fails to maintain and keep in force the insurance as provided in the bid or under Section 22 of the University's Standard Terms and Conditions, the University has the right to cancel and terminate the Contract without notice. 5.15.5 If at any time a petition in bankruptcy shall be filed against the Contractor and such petition is not dismissed within 90 calendar days, or if a receiver or trustee of Contractor's property is appointed and such appointment is not vacated within 90 calendar days, the University has the right, in addition to any other rights of whatsoever nature that it may have at law or inequity, to terminate this Contract by giving 10 calendar days notice in writing of such termination. 5.15.6 All notices of performance failure must be submitted in writing to Purchasing, 21 N Park St, Suite 6101, Madison, WI 53715-1218. Purchasing shall be final authority for all performance failure determinations not resolved through the ordering department. 5.16 Executed Contract to Constitute Entire Contract The University's Request for Bid the bid responses, written communications and this Contract constitute the entire Contract between the parties. The hierarchy of documents in descending order for resolution is as follows: A. B. C. D. Contract Award Letter Original Request for Bid Number 11-5340, dated February 21, 2011 including amendments/attachments Bidder response to RFB Official Purchase Order (when applicable) UNIVERSITY OF WISCONSIN MADISON, WISCONSIN 53715-1218 CONTRACT NO.: 11-5340 PAGE 14 OF 26 SECTION #6 SPECIFICATIONS SPECIFICATIONS OF ITEMS TO BE PROVIDED: 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. A. 1. 2. 3. 4. 5. 6. 7. 8. Tuck Fold Tote Bag 100% Non woven heavy polypropylene tote bag Quantity and Color: 7,000 RED 7,000 WHITE Stitched seams Side and bottom gussets Reinforced sewn handles Hemmed opening Size 14" H x 5” (Gussett) x 13” W (or within 1” of these dimensions) Handle size: 21” to 26” MEET SPECIFICATIONS? YES NO Indicate size _____________ 9. Folded size: no smaller than 6” x 3”; no larger than 8” x 8.5” Indicate size _____________ 10. 11. 12. 13. 14. 15. Tuck Fold Closure: Snap closure Silk screen imprint 2-Color Imprint colors: White and Black on Red Bags Red and Black on White Bags No zipper No exterior pockets Imprint size: No smaller than 3” x 3”; No larger than 5” x 5”. Indicate size _____________ 16. 17. 18. 19. Imprint should be visible when folded Proof: Customized sample of each bag with imprint must be submitted for approval before printing entire order. Shipping: Items to be shipped in unfolded and flat position. Artwork submission: Artwork/logo will be provided via e-mail in Adobe Illustrator .ai format UNIVERSITY OF WISCONSIN MADISON, WISCONSIN 53715-1218 CONTRACT NO.: 11-5340 PAGE 15 OF 26 Photos below are of the bag that was purchased the previous two years and is known to meet the specifications above. The logo may change this year. Pictures are not to scale. UNIVERSITY OF WISCONSIN MADISON, WISCONSIN 53715-1218 CONTRACT NO.: 11-5340 PAGE 16 OF 26 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. YES NO SUPPLIER DIVERSITY PARTICIPATION: Bidder understands that if they are awarded the contract, they agree to provide upon request, information related to their Supplier Diversity expenditures related to this contract? ======================================================================================= 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. ======================================================================================= 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 or e-mailing) 2.3 Do you agree to extending the contract to other: University of Wisconsin System campuses? State of Wisconsin Agencies? Wisconsin Municipalities? Other CIC member institutions? Non-Profit Organizations specifically linked by their mission to the University of Wisconsin Madison? If YES, indicate whether other charges will be added and what those charges would be: ___________________________________________________ UNIVERSITY OF WISCONSIN MADISON, WISCONSIN 53715-1218 CONTRACT NO.: 11-5340 PAGE 17 OF 26 YES 2.7 What order method will you accept orders against this contract: E-mail Fax Internet Mail Phone Other: ______________________________________________ 3.9 If awarded, will you meet all the requirements for samples and evaluation? 4.1 Bidder must designate a person(s) to provide information on: Contract Problems, Contract Renewal/Cancellation, Invoice Information, Ordering/Expediting, Returns, Supplier Diversity Reporting, Affirmative Action, Questions on this RFB and Sales Representative. NO CONTACT NAME PHONE NUMBER FAX NUMBER CONTACT NAME PHONE NUMBER FAX NUMBER CONTACT NAME PHONE NUMBER FAX NUMBER CONTACT NAME PHONE NUMBER FAX NUMBER CONTACT NAME PHONE NUMBER FAX NUMBER Contract Problems Contract Renewal/Cancellation Invoice Information Ordering/Expediting Returns SUPPLIER DIVERSITY REPORTING: Address: E-mail: AFFIRMATIVE ACTION: Address: E-mail: QUESTIONS ON THIS RFB: Corporate Address: E-mail: SALES REPRESENTATIVE: E-mail: Website: UNIVERSITY OF WISCONSIN MADISON, WISCONSIN 53715-1218 CONTRACT NO.: 11-5340 PAGE 18 OF 26 YES 4.2 Are you in the business of providing promotional items and has your company or its principals done so for the past 3 years? 4.3 Will you provide a client list if requested? 4.4 Are you a licensee for items bearing trademarks, logos or other symbols of the University? If not, and if necessary, will you become a licensee upon award? 4.5 Do you agree to no minimum order quantity or dollar amount? 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? 5.1.1 Firm Prices Do you agree to firm prices as stated? 5.1.2 Do you agree with process and timeframe identified for accepting price increases? 5.2 Are you bidding all prices F.O.B. Destination, Freight Prepaid and Allowed? (vendor responsible for freight costs with ownership changing at UW delivery location) Country of Origin ___________________________________________ Shipping Point ____________________________________________ 5.3 Can you meet delivery requirement? If not, please state when delivery could be made and/or explain any split order delivery options: ___________________________________________________________ ___________________________________________________________ ___________________________________________________________ ___________________________________________________________ Will you notify ordering department of backorders, discontinuation or delays as stated? 5.4 Do you agree to the preproduction proofing process as stated? 5.7 Do you agree to subcontracting terms and conditions? 5.8 Do you agree with return policy? If not, state your return policy in detail. 5.10 Will you agree that all invoices will reflect prices established for items on this Contract for all orders placed even though the Contract number and/or correct prices may not be referenced on each order? Will you accept orders placed using a Purchasing Card? If YES, orders placed using a purchasing card must reflect current contract pricing. Any fees charged for use of the University’s purchasing card program are not allowed according to Visa Procurement card rules. _________________________________________________________________________ 5.12 Do you agree to terms regarding duplicates and overshipments? 5.14 Can you report on items purchased on this contract if requested? NO UNIVERSITY OF WISCONSIN MADISON, WISCONSIN 53715-1218 CONTRACT NO.: 11-5340 PAGE 19 OF 26 ATTACHMENT B: ITEMIZED BID LIST Costs which are not specifically identified below will not be compensated under any Contract awarded pursuant to this RFB. ITEM QTY. DESCRIPTION 1. 7000 Red Tote Bags with two color imprint 2. 7000 UNIT PRICE TOTAL PRICE $________________ $________________ $________________ $________________ White Tote Bags with two color imprint Total $________________ F.O.B. Destination, Freight Prepaid and Allowed: vendor responsible for freight costs with ownership changing at UW delivery location. UNIVERSITY OF WISCONSIN MADISON, WISCONSIN 53715-1218 CONTRACT NO.: 11-5340 PAGE 20 OF 26 ATTACHMENT C - 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 CONTRACT NO.: 11-5340 PAGE 21 OF 26 ATTACHMENT E: BIDDER INFORMATION SHEET VENDOR NOTE: THIS SECTION MUST BE COMPLETED AND THIS FORM RETURNED WITH YOUR BID RESPONSE 1. In accordance with Wisconsin Statutes 560.035, 560.0335 and 560.036, please 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.commerce.state.wi.us/bd/BD-MinorityandWomen.html 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.) 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. 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 CONTRACT NO.: 11-5340 PAGE 22 OF 26 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. UNIVERSITY OF WISCONSIN MADISON, WISCONSIN 53715-1218 CONTRACT NO.: 11-5340 PAGE 23 OF 26 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. 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. 3973-1021-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. UNIVERSITY OF WISCONSIN MADISON, WISCONSIN 53715-1218 CONTRACT NO.: 11-5340 PAGE 24 OF 26 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. 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 601.8 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. UNIVERSITY OF WISCONSIN MADISON, WISCONSIN 53715-1218 CONTRACT NO.: 11-5340 PAGE 25 OF 26 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. 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 (DOA3027). 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. UNIVERSITY OF WISCONSIN MADISON, WISCONSIN 53715-1218 CONTRACT NO.: 11-5340 PAGE 26 OF 26 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. 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.
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