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NOTICE OF CONTRACT AWARD NYS Department of Correctional Services Division of Industries http://www.corcraft.org WALLKILL CORRECTIONAL FACILITY GROUP NO./COMMODITY: 28001/OPHTHALMIC LENSES Contract No. Contractor Contact Information Federal ID# PA06217 Nassau Lens Co. Schelene Heglund, Contract Sales Manger 13-6526854 160 LeGrand Ave. Phone: (916) 716-4270 Northvale, NJ 07647 Toll Free: (800) 526-0313 Fax: (916) 852-8657 Toll Free: (800) 637-3415 E-Mail: sheglund@nassaulens.com Chelsea Bodrato, Contracts Customer Service Phone: Ext. 1239 E-Mail: cbodrato@essilorusa.com Contract Period: February 1, 2010 through January 31, 2013 Invitation For Bids (IFB) No.: 798 (Replaces Award No. 492) Bid Opening Date: November 17, 2009 Direct inquiries regarding this contract to: Nancy Abraham Supervisor Correctional Industries Purchasing NYS Department of Correctional Services Division of Industries 550 Broadway Albany, NY 12204-2802 Telephone: (518) 436-6321 Ext. 2510 Fax: (518) 434-7434 E-Mail: nlabraham@corcraft.docs.state.ny.us Contract Approval Date: January 25, 2010 NYS Department of Correctional Services Division of Industries (Corcraft) By: Nancy Abraham Supervisor CI Purchasing FOR TAX FREE TRANSACTIONS UNDER THE INTERNAL REVENUE CODE, THE NEW YORK STATE REGISTRATION NUMBER IS 14740026K. TERMS AND CONDITIONS AS APPLIED TO THIS CONTRACT ARE AS PER THE REFERENCED INVITATION FOR BIDS, PROCUREMENT LOBBYING ACT, CONTRACTOR CERTIFICATION (Tax Law 5-a, ST-220 Form) AND THE ATTACHED PAGES.

GROUP 28001 OPHTHALMIC LENSES PAGE 2 PRICE: Price includes all customs duties and charges and is net, F.O.B. destination including inside delivery, including "restricted" delivery. Restricted delivery must be made during certain hours, generally between 8:00am to 11:00am and 12:00pm to 2:00pm, Monday through Friday, excluding holidays. Price shall also include contacting the agency prior to making delivery. Delivery to: Wallkill Correctional Facility Optical Shop Route 208 Wallkill, NY 12589 LOT I (Items #1 & 2) - PLASTIC LENSES, FINISHED, SINGLE VISION, 71MM 1. Spheres (+) or (-) a. Plano - 2.00 19,000 $1.12/pr. Nalco b. 2.25-3.00 3,600 $1.12/pr. Nalco c. 3.25-4.00 900 $1.12/pr. Nalco d. 4.25-5.00 600 $1.12/pr. Nalco e. 5.25-6.00 500 $1.12/pr. Nalco 2. Compounds (+) or (-) a. Plano - 2.00,.25-2.00 cyl. 25,000 $1.12/pr. Nalco b. 2.25-3.00,.25-2.00 cyl. 6,000 $1.12/pr. Nalco c. 3.25-4.00,.25-2.00 cyl. 1,300 $1.12/pr. Nalco d. 4.25-6.00,.25-2.00 cyl. 800 $1.12/pr. Nalco Manufacturer: Nalco Nassau Location of Plant: Thailand LOT II (Item #3) - GLASS LENSES, FINISHED, SINGLE VISION, 70 MM 3a. Photo-Gray (PGX), Spheres (+) or (-) 1) Plano - 2.00 1,800 $9.00/pr. Lensco 2) 2.25-3.00 400 $9.00/pr. Lensco 3) 3.25-4.00 300 $9.00/pr. Lensco 3b. Compounds (+) or (-) 1) Plano - 2.00,.25-2.00 cylinder 2,300 $9.00/pr. Lensco 2) 2.25-3.00,.25-2.00 cylinder 540 $9.00/pr. Lensco 3) 3.25-4.00, 25-2.00 cylinder 250 $9.00/pr. Lensco 4) 4.25-6.00,.25-2.00 cylinder 150 $9.00/pr. Lensco Manufacturer: GKB - Lensco Location of Plant: Kolkata, India

GROUP 28001 OPHTHALMIC LENSES PAGE 3 LOT III (Items #4-7) - MULTI-FOCAL, SEMI-FINISHED LENSES; PLASTIC, GLASS AND PHOTO-GRAY (PGX) 4. 72MM Plastic, Flat Top 28MM 25,000 $2.28/pr. Sola 5. 70-72MM Glass, Flat Top 28MM 2,000 $10.98/pr. GKB-Lensco 6. 70-72MM Photo-Gray (PGX), Flat Top 28MM 1,000 $21.98/pr. GKB-Lensco 7. 67 MM, Plastic, Bi-Focal and Single Vision, Semi-Finished Lenses a. Aspheric, Bi-Focal Super Modular Round SEG 1,000 $16.50/pr. Essilor b. Single Vision, Super Modular SV 1,000 $13.50/pr. Essilor Manufacturer: Sola/GKB-Lensco/Essilor Location of Plant: Mexico/India/Thailand LOT IV (Item #8) - BI-FOCAL, PLASTIC FINISHED LENSES 8. 70MM, Plastic, Bi-Focal, Finished Lenses, Flat Top 28MM Plano - +2.00 Sphere, Add +1.00 to +3.00 9,700 $2.80/pr. Nalco Manufacturer: Nassau - EMPI Location of Plant: Philippines LOT V (Items #9-11) - PLASTIC, WHITE GLASS AND PHOTO-GRAY (PGX) SINGLE VISION, SEMI-FINISHED LENSES 9. Plastic, Single Vision, Semi-Finished Lenses, 72MM a. 0.50 Base 1,500 $1.88/pr. Sola b. 2.50 Base 1,400 $1.88/pr. Sola c. 4.00 Base 1,800 $1.88/pr. Sola d. 6.00 Base 3,000 $1.88/pr. Sola. e. 7.00 Base 3,000 $1.88/pr. Sola f. 8.00 Base 3,000 $1.88/pr. Sola g. 10.00 Base 600 $1.88/pr. Sola

GROUP 28001 OPHTHALMIC LENSES PAGE 4 LOT V (Items #9-11) - PLASTIC, WHITE GLASS AND PHOTO-GRAY (PGX) SINGLE VISION, SEMI-FINISHED LENSES (Cont d) 10. White Glass, Single Vision, Semi-Finished Lenses, 72MM a. 0.50 Base 300 $5.50/pr. GKB-Lensco b. 2.75 Base 610 $5.50/pr. GKB-Lensco c. 4.25 Base 1,800 $5.50/pr. GKB-Lensco d. 6.25 Base 1,500 $5.50/pr. GKB-Lensco e. 8.25 Base 1,500 $5.50/pr. GKB-Lensco f. 10.25 Base 300 $5.50/pr. GKB-Lensco 11. Photo-Gray (PGX), Single Vision, Semi-Finished Lenses, 72MM a. 0.50 Base 40 $13.00/pr. GKB-Lensco b. 2.75 Base 80 $13.00/pr. GKB-Lensco c. 4.25 Base 230 $13.00/pr. GKB-Lensco d. 6.25 Base 190 $13.00/pr. GKB-Lensco e. 8.25 Base 190 $13.00/pr. GKB-Lensco f. 10.25 Base 40 $13.00/pr. GKB-Lensco Manufacturer: Sola/ GKB-Lensco Location of Plant: Mexico/India LOT VI (Items #12-14) POLYCARBONATE LENSES, FINISHED AND SEMI-FINISHED 12a. 73MM Polycarbonate, Single Vision, Finished Lenses Spheres (+) or (-) 1) Plano - 6.00 300 $2.50/pr. Essilor 12b. Compounds (+) or (-) 1) Plano - 2.00,.25-2.00 cylinder 400 $2.50/pr. Essilor 2) 2.25-3.00,.25-2.00 cylinder 400 $2.50/pr. Essilor 3) 3.25-4.00, 25-2.00 cylinder 400 $2.50/pr. Essilor 4) 4.25-6.00,.25-2.00 cylinder 400 $2.50/pr. Essilor 13. 75MM Polycarbonate, Single Vision, Semi-Finished Lenses a. 0.50 Base 240 $4.40/pr. Essilor b. 2.00 Base 20 $4.40/pr. Essilor c. 4.00 Base 100 $4.40/pr. Essilor d. 6.00 Base 100 $4.40/pr. Essilor e. 8.00 Base 110 $4.40/pr. Essilor f. 9.00 Base 150 $$4.40/pr. Essilor

GROUP 28001 OPHTHALMIC LENSES PAGE 5 LOT VI (Items #12-14) POLYCARBONATE LENSES, FINISHED AND SEMI-FINISHED (Cont d) 14. 75MM Polycarbonate, Bi-Focal, Semi-Finished Lenses, Flat Top 28MM a. 0.50 Base 400 $6.72/pr. Essilor b. 2.00 Base 300 $6.72/pr. Essilor c. 4.00 Base 200 $6.72/pr. Essilor d. 6.00 Base 300 $6.72/pr. Essilor e. 8.00 Base 200 $6.72/pr. Essilor Manufacturer: Essilor - Gentex Location of Plant: Thailand & Carbondale, PA Guaranteed Delivery (Lots I through VI) : 3 Business Days A/R/O REQUEST FOR CHANGE: Any request by the agency or contractor regarding changes in any part of the contract must be made in writing prior to effectuation. Such requests are subject to approval of the State Comptroller. CONTRACT PAYMENTS Payments cannot be processed by Wallkill Correctional Facility, Division of Industries, until the contract items have been delivered in satisfactory condition. Payment will be based on an invoice used in the supplier s normal course of business; however, such invoice must contain sufficient data including, but not limited to, Contract No., description of material, quantity, unit and price per unit, as well as Federal Identification Number. Properly completed vouchers are required to be forwarded to the Office of the State Comptroller for audit and payment. Agencies are urged to process vouchers expeditiously. APPENDIX A: The contractor agrees to comply with Appendix A, New York State Standard Contract clauses. MINIMUM ORDER: Minimum order shall be 100 pair of lenses per Lot. Contractor will honor orders for less than the minimum and ship at no additional cost. PRICE ADJUSTMENT: Prices quoted are to be firm for the contract period of February 1, 2010 through January 31, 2012. In the event of a contract renewal, one price increase at the beginning of the renewal period will be permitted, and shall remain firm for the duration of the renewal period. No escalation of price(s) shall be allowed until such request has been approved by the State and the contractor and agency are notified in writing. However, if price(s) increases when compared to current industry benchmarks ( Producer Price Index Industry Data -- Industry, Series ID: 339115 Ophthalmic Goods Manufacturing, as published by the U.S. Department of Labor, Bureau of Labor Statistics at www.bls.gov ) are deemed to be unreasonable, the contract will expire on January 31, 2012 with a bid opening conducted to issue a replacement contract. Price decreases or discount increases are permitted at anytime.

GROUP 28001 OPHTHALMIC LENSES PAGE 6 VENDOR RESPONSIBILITY DISCLOSURE: Any finding of non-responsibility may be sufficient cause for Termination of the contract. It is the sole responsibility of the resultant contractor, at any time throughout the contract period, to promptly notify the Division of Industries of any changes to its original responses in the questionnaire. Failure to do so may be sufficient cause for termination of the contract. PROCUREMENT LOBBYING TERMINATION: In accordance with the Vendor Responsibility Disclosure clause and/or Termination for Cause in Appendix B, General Specifications and/or New York State Finance Law Section 139-k and/or Tax Law 5-a, the Division of Industries reserves the right to terminate a contract by providing ten (10) days written notification to the Contractor, for cause in the event of determination made after an award with respect to vendor non-responsibility, or in the event of determination that certification filed in accordance with State Finance Law Section 139-k and/or Tax Law 5-a was intentionally false or intentionally incomplete. DELIVERY: Delivery shall be expressed in number of calendar days required to make delivery after receipt of a purchase order. Delivery shall be made in accordance with instructions on Purchase Order from each agency. If there is a discrepancy between the purchase order and what is listed on the contract, it is the contractor s obligation to seek clarification from the ordering agency and, if applicable, from the Department of Correctional Services, Division of Industries. CONTRACTOR'S NOTES: 1. Contractor shall furnish the agency with written acknowledgement of the shipping date at least two weeks prior to shipment. Failure to comply may be cause for the initiation of contract default proceedings. 2. If shipment will not be made within the guaranteed delivery time, the contractor is required to notify the agency in writing at least two weeks prior to the latest date of the original delivery obligation. This notification must include the reasons for the delay and the latest date the material will be shipped. Should the delay be not acceptable to the using agency, appropriate contract default proceedings will be initiated. Failure to supply timely written notification of delay may be cause for default proceedings. All correspondence for the aforementioned two points shall be directed to: Department of Correctional Services Wallkill Correctional Facility Division of Industries Division of Industries, Optical Shop 550 Broadway and Route 208 Albany, NY 12204-2802 Wallkill, NY 12589 Attn: Nancy Abraham Attn: Bill Cardone ESTIMATED QUANTITIES: The quantities or dollar values listed are estimated only. Unless otherwise stated the estimated quantities are annual usage. See "/Specific Quantity Contracts" in Appendix B, General Specifications. CONTRACT PERIOD AND RENEWALS: If mutually agreed between the Division of Industries and the contractor, the contract may be renewed under the same terms and conditions for additional period(s) not to exceed a total contract term of five (5) years.

GROUP 28001 OPHTHALMIC LENSES PAGE 7 CANCELLATION FOR CONVENIENCE: The State of New York retains the right to cancel this contract, in whole or in part without reason provided that the Contractor is given at least sixty (60) days notice of its intent to cancel. This provision should not be understood as waiving the State's right to terminate the contract for cause or stop work immediately for unsatisfactory work, but is supplementary to that provision. Any such cancellation shall have no effect on existing Agency agreements, which are subject to the same 60 day discretionary cancellation or cancellation for cause by the respective user Agencies. WARRANTIES: See "Warranties" in Appendix B, General Specifications. 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 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..