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State of New York Executive Department Office Of General Services Procurement Services Group Corning Tower Building - 38th Floor Empire State Plaza Albany, New York 12242 http://www.ogs.state.ny.us CONTRACT AWARD NOTIFICATION Title : Group 10800 - Dental Equipment and Supplies (Statewide) Classification Code(s): 42 Award Number : 02359 Contract Period : July 1, 2002 through June 30, 2005 Bid Opening Date : April 30, 2002 Date of Issue : August 15, 2002 Specification Reference : Contractor Information : As Incorporated In The Appears on Page 2 of this Award Address Inquiries To: State Agencies & Vendors Political Subdivisions & Others Name : Title : Phone : Fax : E-mail : Judith Fasciani Purchasing Officer I 518-474-1129 518-474-1563 judith.fasciani@ogs.state.ny.us Name : Judy Gibbons Title : Purchase Coordinator Phone : 518-474-6717 Fax : 518-474-2437 E-mail : customer.services@ogs.state.ny.us The Procurement Services Group values your input. Complete and return "Contract Performance Report" at end of document. Description Dental Supplies and Equipment as manufactured by the following: A-dec, Inc., and Axis Dental Corporation. PR # 02359

GROUP 10800 - Dental Equipment and Supplies (Statewide) AWARD PAGE 2 NOTE: See individual contract items to determine actual awardees. CONTRACT # CONTRACTOR & ADDRESS TELEPHONE # FED.IDENT.# PC59475 AXIS DENTAL CORPORATION 800-355-5063 752640496 3008 West Story Road 972-536-6000 Irving, TX 75038 Alisenne Seibly Fax: 972-257-3647 E-mail: aseibly@axisdental.com Website: www.axisdental.com PC59476 PATTERSON DENTAL SUPPLY, INC. 800-664-2173 411833619 423A New Karner Road 518-452-0307 Albany, NY 12205 Timothy R. VanWychen Fax: 518-452-0521 E-mail: timothy.vanwychen@pattersondental.com Website: www.pattersondental.com Contract orders for Patterson Dental Supply, Inc. may be drawn and paid directly to the following branch offices: (using the same firm name and federal identification number) Albany Branch - Manager: Tim VanWychen 423A New Karner Road Albany, NY 12205 518-452-0307 Fax: 518-452-0521 Customer Service: Susan Beers Buffalo Branch - Manager: Molly Knibloe 15 Hazelwood Drive, Suite 112 Amherst, NY 14228 716-691-3939 Fax: 716-691-3956 Customer Service: Larry Fudala Metro/Long Island Branch - Manager: Barbara Russo 29 H-J Commerce Way Totowa, NJ 07512 973-256-4900 Fax: 973-256-6142 Customer Service: Sal Puglia Rochester Branch - Manager: Jim Stewart 3500 Winton Place, Suite 2 Rochester, NY 14623 716-424-1770 Fax: 716-424-1792 Customer Service: Susan Slagton

GROUP 10800 - Dental Equipment and Supplies (Statewide) AWARD PAGE 3 TABLE OF CONTENTS Item # Manufacturer Page 1 A-dec, Inc. 4 2 Axis Dental Corporation 5 5 3M Unitek Corp. - award pending under separate cover Dental Equipment & Supplies are also available from the following Procurement Services Group presentations: 10800 PGB-01854 Contractor Brassler USA Contract PC59150 File Price Agreement CL-476 4th & Short Distribution Cash Discount, If Shown, Should be Given Special Attention. INVOICES MUST BE SENT DIRECTLY TO THE ORDERING AGENCY FOR PAYMENT. (See "Contract Payments" and "Electronic Payments" in this document.) AGENCIES SHOULD NOTIFY THE PROCUREMENT SERVICES GROUP PROMPTLY IF THE CONTRACTOR FAILS TO MEET DELIVERY OR OTHER TERMS OF THIS CONTRACT. PRODUCTS OR SERVICES WHICH DO NOT COMPLY WITH THE SPECIFICATIONS OR ARE OTHERWISE UNSATISFACTORY TO THE AGENCY SHOULD ALSO BE REPORTED TO THE PROCUREMENT SERVICES GROUP. SMALL, MINORITY AND WOMEN-OWNED BUSINESSES: The letters SB listed under the Contract Number indicate the contractor is a NYS small business. Additionally, the letters MBE and WBE indicate the contractor is a Minority-owned Business Enterprise and/or Woman-owned Business Enterprise. RECYCLED, REMANUFACTURED AND ENERGY EFFICIENT PRODUCTS: The Procurement Services Group supports and encourages the purchase of recycled, remanufactured, energy efficient and "energy star" products. If one of the following codes appears as a suffix in the Award Number or is noted under the individual Contract Number(s) in this Contract Award Notification, please look at the individual awarded items for more information on products meeting the suffix description. RS, RP, RA Recycled RM Remanufactured SW Solid Waste Impact EE Energy Efficient E* EPA Energy Star ES Environmentally Sensitive NOTE TO ALL CONTRACT USERS: The terms and conditions of the bid solicitation which apply to the award appear at the end of this document. We strongly advise all contract users to familiarize themselves with all terms and conditions before issuing a purchase order.

GROUP 10800 - Dental Equipment and Supplies (Statewide) AWARD PAGE 4 PRICE: Price includes all customs duties and charges and is net, F.O.B. destination any point in New York State as designated by the ordering agency including tailgate delivery. In addition, upon mutual agreement, delivery locations may be expanded per the "Extension of Use" clause. Item # Manufacturer Discount 1 A-DEC, INC. Operatory Items 25% Handpieces, Dental, and accessories 29% Stools/Chairs/Cabinets (including Cascade line) 25% Price list for the application of discounts: A-dec Equipment Catalog Suggested Retail Prices Effective January 21, 2002 Guaranteed Delivery: 45 calendar days A/R/O Contractor will honor orders for less than the minimum ($100.00) at a charge not to exceed $6.00. Contractor accepts the New York State Procurement Card for orders up to $2,500.00. CONTRACTOR ITEM #1 - PATTERSON DENTAL SUPPLY, INC.

GROUP 10800 - Dental Equipment and Supplies (Statewide) AWARD PAGE 5 Item # Manufacturer 2 AXIS DENTAL CORPORATION Net pricing as offered: Axis Dental Corporation Government & Dental School Price List Effective January 1, 2002 Guaranteed Delivery: 28 calendar days A/R/O Contractor offers Electronic Access Ordering (EDI). Contractor will honor orders for less than the minimum ($100.00) at no additional charge. Contractor accepts the New York State Procurement Card for orders up to $2,500.00. Normal Business Hours: M-F, 8:00 AM - 5:00 PM Central Time Person to contact for placing New York State contract orders: Normal Business Emergency after business hours, Hours weekends/holidays 800-355-5063 972-536-6015 972-536-6000 Alisenne Seibly Alisenne Seibly Fax: 972-257-3647 E-mail: aseibly@axisdental.com CONTRACTOR ITEM #2 - AXIS DENTAL CORPORATION 3 GENDEX DENTAL X-RAY - NO AWARD 4 NOBEL BIOCARE DENTAL - NO AWARD 5 3M UNITEX CORP - AWARD PENDING UNDER SEPARATE COVER 6a 6b 6c DENTSPLY CAULK - AWARD PENDING HENRY SCHEIN, INC. - AWARD PENDING KARL STORZ ENDOSCOPY - AMERICA, INC. USA - AWARD PENDING REQUEST FOR CHANGE: Any request by the agency or contractor regarding changes in any part of the contract must be made in writing to the Office of General Services, Procurement Services Group, prior to effectuation. CONTRACT PAYMENTS: Payments cannot be processed by State facilities until the contract products have been delivered in satisfactory condition or services have been satisfactorily performed. Payment will be based on any invoice used in the supplier's normal course of business. However, such invoice must contain sufficient data including but not limited to contract number, description of product or service, quantity, unit and price per unit as well as federal identification number. State facilities are required to forward properly completed vouchers to the Office of the State Comptroller for audit and payment. All facilities are urged to process every completed voucher expeditiously giving particular attention to those involving cash discounts for prompt payment.

GROUP 10800 - Dental Equipment and Supplies (Statewide) AWARD PAGE 6 If the contract terms indicate political subdivisions and others authorized by law are allowed to participate, those entities are required to make payments directly to the contractor. Prior to processing such payment, the contractor may be required to complete the ordering non-state agency's own voucher form. See "Contract Billings" in Appendix B, OGS General Specifications. ELECTRONIC PAYMENTS: The Office of the State Comptroller (OSC) offers an "electronic payment" option in lieu of issuing checks. Contact OSC to obtain an information packet at 518-474-4032 or e-mail to epunit@osc.state.ny.us or visit their website at www.osc.state.ny.us. NON-STATE AGENCIES PARTICIPATION IN CENTRALIZED CONTRACTS: New York State political subdivisions and others authorized by New York State law may participate in contracts. These include, but are not limited to local governments, public authorities, public school and fire districts, public and nonprofit libraries, and certain other nonpublic/nonprofit organizations. See "Participation in Centralized Contracts" in Appendix B, OGS General Specifications. For purchase orders issued by the Port Authority of New York and New Jersey (or any other authorized entity that may have delivery locations adjacent to New York State), the terms of the "Price" clause shall be modified to include delivery to locations adjacent to New York State. Upon request, all eligible non-state agencies must furnish contractors with the proper tax exemption certificates and documentation certifying eligibility to use State contracts. A list of categories of eligible entities is available on the OGS web site (www.ogs.state.ny.us). Click on "For Government-Contracts and Purchasing," then "About Procurement," then "Non-State Agency Legal References." Questions regarding an organization's eligibility to purchase from New York State Contracts may also be directed to OGS Procurement Services Group's Customer Services at 518-474-6717. EXTENSION OF USE: Any contract resulting from this bid solicitation may be extended to additional States or governmental jurisdictions upon mutual written agreement between New York State (the lead contracting State) and the contractor. Political subdivisions and other authorized entities within each participating State or governmental jurisdiction may also participate in any resultant contract if such State normally allows participation by such entities. New York State reserves the right to negotiate additional discounts based on any increased volume generated by such extensions. MINIMUM ORDER: Minimum order shall be $100.00. CATALOGS AND/OR PRICE LIST UPDATES: Price list updates are allowed only after the completion of one year of the contract and must be approved by the Office of General Service, Procurement Services Group. The State will consider one price list update during each subsequent year of the contract. In the event the State finds the new prices to be excessive, the right is reserved to unilaterally terminate the contract. Any price change must be based on a manufacturer's change in the related price list in effect at the time of the bid opening. Percentage discounts or cost plus percentages are to remain firm for the contract period. No escalation of price shall be allowed until such request has been reviewed in this office, and the contractor notified in writing of acceptance. New products placed in the market during the contract period will be considered for inclusion, upon request, provided they are pertinent to the awarded description and are offered to the State at the same discount, terms and conditions as originally bid. PERIODIC RECRUITMENT: The State reserves the right to consider vendors (for award on manufacturer's lines that are not covered on the award resulting from this bid opening) starting one year from the contract award beginning date and at yearly intervals thereafter during the course of the contract or at any time determined by the State to be in its best interest. Vendors shall be required to submit this original bid document which may include an addendum containing additional applicable statutory requirements currently in effect at the time of the new bid solicitation. Bids shall be evaluated under the same terms and conditions, with an additional requirement that the vendor

GROUP 10800 - Dental Equipment and Supplies (Statewide) AWARD PAGE 7 provide invoices from sales to eligible contract users totaling $50,000 over the most recent one year contract period and evidence that they are the sole source for this equipment offered. SHORT TERM EXTENSION: In the event the replacement contract has not been issued, any contract let and awarded hereunder by the State, may be extended unilaterally by the State for an additional period of up to one month upon notice to the contractor with the same terms and conditions as the original contract including, but not limited to, quantities (prorated for such one month extension), prices, and delivery requirements. With the concurrence of the contractor, the extension may be for a period of up to three months in lieu of one month. However, this extension terminates should the replacement contract be issued in the interim. CONTRACT MIGRATION: State Agencies or any other authorized user holding individual contracts with contractors under this centralized contract shall be able to migrate to this contract award with the same contractor, effective on the contract begin date (retroactively, if applicable). Migration by an agency or any other authorized user to the centralized contract shall not operate to diminish, alter or extinguish any right that the agency or other authorized user otherwise had under the terms and conditions of their original contract. RESERVATION: The State reserves the right to negotiate lower pricing, or to advertise for bids, any unanticipated excessive purchase. An "unanticipated excessive purchase" is defined as an unexpected order for a contract product(s) totaling more than $50,000.00. PRICE SHEETS AND CATALOGS: Contractor shall be required to furnish, without charge, catalog and price lists identical to those accepted with their bid, including any changes (additions, deletions, etc.) pursuant to the contract, to authorized users which request them. Catalogs and price lists provided must reflect all products excluded from the resultant contract either through the omission of those portions or by obvious indications within the catalogs and price lists. Upon request the contractor shall assist authorized users in the use of catalogs and price lists. REPORT OF CONTRACT PURCHASES: Contractor shall furnish report of purchases made from contract the fifteenth of the month following the end of each six month period. The reports shall be in the following format: Item/ Number Product or Catalog Number Product/ Description Total Quantity Shipped Total $ Value The report is to be submitted to the Office of General Services, Procurement Services Group, Tower Bldg., Empire State Plaza, Albany, NY 12242, to the attention of the individual shown on the front page of the Contract Award Notification and shall reference the Group Number, the Invitation for Bids Number, Contract Number, sales period, and contractor's name. Additional related sales information, such as monthly reports, and/or detailed user purchases may be required and must be supplied upon request. Failure to submit the required report may be cause for disqualification of contractor for future contracts. EMERGENCY PURCHASING: In the event that a disaster emergency is declared by Executive Order under Section 28 of Article 2-B of the Executive Law, or that the Commissioner determines pursuant to his/her authority under Section 163(10)(b) of the State Finance Law that an emergency exists requiring the prompt and immediate delivery of products or services, the Commissioner reserves the right to obtain such products or services from any source, including but

GROUP 10800 - Dental Equipment and Supplies (Statewide) AWARD PAGE 8 not limited to this contract, as the Commissioner in his/her sole discretion determines will meet the needs of such emergency. Contractor shall not be entitled to any claim or lost profits for products or services procured from other sources pursuant to this paragraph. OVERLAPPING CONTRACT ITEMS: Products available in the resulting contract may also be available from other New York State contracts. Contract users will be advised to select the most cost effective procurement alternative that meets their program requirements and to maintain a procurement record documenting the basis for this selection. "OGS OR LESS" GUIDELINES APPLY TO THIS CONTRACT: Purchases of the products included in the Invitation For Bids and related Contract Award Notification are subject to the "OGS or Less" provisions of Section 163.3.a.v., Article XI, of the New York State Finance Law. This means that State agencies can purchase products from sources other than the contractor provided that such products are substantially similar in form, function or utility to the products herein and are: 1. lower in price -and/or- 2. available under terms which are more economically efficient to the State agency (e.g. delivery terms, warranty terms, etc.). Agencies are reminded that they must provide the State contractor an opportunity to match the noncontract savings at least two business days prior to purchase. In addition, purchases made under "OGS or Less" flexibility must meet all requirements of law including, but not limited to, advertising in the New York State Contract Reporter, prior approval of the Comptroller's Office and competitive bidding of requirements exceeding the discretionary bid limit. State agencies should refer to Procurement Council Bulletin "OGS or Less Purchases" for complete procedural and reporting requirements.

GROUP 10800 - Dental Equipment and Supplies (Statewide) AWARD PAGE 9 State of New York Office of General Services PROCUREMENT SERVICES GROUP Contract Performance Report Please take a moment to let us know how this contract award has measured up to your expectations. If reporting on more than one contractor or product, please make copies as needed. This office will use the information to improve our contract award, where appropriate. Comments should include those of the product s end user. Contract No.: Contractor. Describe Product* Provided (Include Item No., if available): *Note : Product is defined as a deliverable under any Bid or Contract, which may include commodities (including printing), services and/or technology. The term Product includes Licensed Software. Product meets your needs Product meets contract specifications Pricing Excellent Good Acceptable Unacceptable CONTRACTOR Timeliness of delivery Completeness of order (fill rate) Responsiveness to inquiries Employee courtesy Problem resolution Excellent Good Acceptable Unacceptable Comments: (over) Agency: Address: Prepared by: Title: Date: Phone: E-mail: Please detach or photocopy this form & return by FAX to 518/474-2437 or mail to: OGS PROCUREMENT SERVICES GROUP Customer Services, Room 3711 Corning 2 nd Tower - Empire State Plaza Albany, New York 12242 * * * * *