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NOTICE OF CONTRACT AWARD NYS Department of Corrections and Community Supervision http://www.corcraft.org WALLKILL CORRECTIONAL FACILITY GROUP NO./COMMODITY: 28002/OPHTHALMIC LENSES Contract No. Contractor Contact Information PA-12017 Nassau Lens Company Michele Faith, Customer Service Manager dba Shore Lens Company Phone: 1-201-784-3473 (ext 1450) 160 LeGrand Avenue Toll Free: 1-888-547-4802 (ext 1450) Northvale, NJ 07647 Fax: 1-888-547-5593 www.shorelens247.com E-Mail: Michele.Faith@shorelens.com Vendor ID# 1000039144 Federal ID# 135626854 Contract Period: February 1, 2013 through January 31, 2016 (with option to extend) Invitation For Bids (IFB) No.: 903 (Replaces Award No. 798) Bid Opening Date: October 18, 2012 Direct inquiries regarding this contract to: Linda Mitchell Purchasing Officer NYS Department of Corrections and Community Supervision 550 Broadway Albany, NY 12204-2802 Telephone: (518) 436-6321 Ext. 2513 Fax: (518) 434-7434 E-Mail: Linda.Mitchell@doccs.ny.gov Contract Approval Date: March 5, 2013 NYS Department of Corrections and Community Supervision (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 28002 OPHTHALMIC LENSES PAGE 2 PRICE: Price includes all customs duties and charges and be net, FOB destination including inside delivery, including restricted delivery. Restricted delivery must be made from 8:00-11:00 AM and 12:00-2:00 PM, Monday through Friday, excluding holidays. The agency shall be contacted prior to making the delivery. DELIVERY TO: FOB Wallkill Correctional Facility Optical Shop, Route 208 Wallkill, NY 12589-0286 LOT I (Items #1 - #10) PLASTIC & TRANSITIONS, FINISHED, SINGLE VISION LENSES, 70MM Price Mfr. Brand and Model # Item # Description One Year SPHERES (+) or (-): 1. Plano 2.00 7,000 $0.94 SHORE 2. 2.25 3.00 3,500 $0.94 SHORE 3. 3.25 4.00 1,000 $0.94 SHORE 4. 4.25 5.00 500 $0.94 SHORE 5. 5.25 6.00 400 $0.94 SHORE COMPOUNDS (+) or (-): 6. Plano - 2.00,.25-2.00 cyl. 18,000 $0.94 SHORE 7. 2.25-3.00,.25-2.00 cyl. 4,000 $0.94 SHORE 8. 3.25-4.00,.25-2.00 cyl. 900 $0.94 SHORE 9. 4.25-6.00,.25-2.00 cyl. 600 $0.94 SHORE 10. Finished Transitions 70MM Spheres (+) or (-) Plano 2.00 4.00 Compounds (+) or (-) Plano -4.00, -.25 2.00 cyl 1,500 $14.00 SHORE MANUFACTURER: CR39-Essilor (Phillipines) / Sunsensor Techtran (India)

GROUP 28002 OPHTHALMIC LENSES PAGE 3 LOT II (Items #11 22) PLASTIC & TRANSITIONS, SINGLE VISION, SEMI-FINISHED LENSES, 72 MM Item # Description One Year Price Mfr. Brand and Model # PLASTIC 11. 0.50 Base 700 700 12. 2.50 Base 600 600 13. 4.00 Base 700 700 14. 6.00 Base2,000 2,000 15. 7.00 Base 700 700 16. 8.00 Base 700 700 17. 10.00 Base 300 300 TRANSITIONS 18. 0.50 Base 200 19 2.00 Base 200 20. 4.00 Base 400 21. 6.00 Base 600 22. 8.00 Base 100 NO AWARD LOT III (Items # 23 -#26) POLYCARBONATE SINGLE VISION, FINISHED LENSES, 73 MM Item # Description One Year Price Mfr. Brand and Model # 23. Plano 6.00 (+) or (-) Spheres 2,500 $1.70 SHORE COMPOUNDS (+) or (-): 24. Plano - 2.00,.25-2.00 400 $1.70 SHORE cylinder 25. 2.25-3.00,.25-2.00 400 $1.70 SHORE cylinder 26. 3.25-4.00,.25-2.00 400 $1.70 SHORE cylinder 27. 4.25-6.00,.25-2.00 cylinder 400 $1.70 SHORE MANUFACTURER: Essilor (Thailand)

GROUP 28002 OPHTHALMIC LENSES PAGE 4 LOT IV (Items #28 - #34) POLYCARBONATE SINGLE VISION, SEMI-FINISHED LENSES, 75 MM Item # Description One Year Price Mfr. Brand and Model # 28. 0.50 Base 900 $2.50 SHORE 29. 2.00 Base 100 $2.50 SHORE 30. 4.00 Base 100 $2.50 SHORE 31. 6.00 Base 900 $2.50 SHORE 32. 7.00 Base 150 $2.50 SHORE 33. 8.00 Base 500 $2.50 SHORE 34. 9.00 Base 150 $2.50 SHORE MANUFACTURER: Essilor (China) LOT V (Items #35 - #39) POLYCARBONATE, BI-FOCAL, SEMI-FINISHED LENSES, 75 MM Price Mfr. Brand and Model # Item # Description One Year Flat Top 28 MM, Add Power +1.00 thru +4.00 35 0.50 Base 100 $3.20 VISION-EASE 36 2.00 Base 100 $3.20 SHORE 37 4.00 Base 100 $3.20 SHORE 38 6.00 Base 250 $3.20 SHORE 39 8.00 Base 100 $3.20 SHORE MANUFACTURER: Essilor (USA) LOT VI (ITEMS #40 - #41) PLASTIC, MULTI-FOCAL, SEMI-FINISHED LENSES Price Mfr. Brand and Model # Item # Description One Year 40. 70-72 MM Plastic Flat Top 28MM Base Curves.50 thru 10.00 Add Power +1.00 thru +4.00 41. 76 MM Flat Top 28MM Transitions Base Curves.50 thru 8.00 Add Power +1.00 thru +3.00 2,700 $1.68 SHORE 1,800 $22.00 SHORE MANUFACTURER: CR39 Essilor (Mexico) / Sunsensor Techtran (India)

GROUP 28002 OPHTHALMIC LENSES PAGE 5 GUARANTEED DELIVERY: Initial/Custom Order: 8 Business Days A/R/O Subsequent Orders: 3 Business Days A/R/O DELIVERY: Delivery shall be expressed in number of calendar days required to make delivery after receipt of a purchase order. Time is of the essence, and guaranteed delivery will be considered in making award. Delivery of product shall be completed within three (3) business days after receipt of order. A business day is defined as Monday through Friday except Saturday and Sunday, and New York State observed holidays. [Note: If a purchase order is sent by facsimile to the contractor on a Friday, the order shall be delivered to the agency no later than Wednesday.] 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 Corrections and Community Supervision,. PRICE ADJUSTMENT: Prices quoted are to be firm for the contract period of February 1, 2013 through January 31, 2015. 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, 2015, with a bid opening conducted to issue a replacement contract. Price decreases or discount increases are permitted at anytime. 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. APPENDIX A: The contractor agrees to comply with Appendix A, New York State Standard Contract clauses.

GROUP 28002 OPHTHALMIC LENSES PAGE 6 CONTRACT PAYMENTS: Payments cannot be processed by Wallkill Correctional Facility,, until the contract items have been delivered in satisfactory condition. Contractor shall provide complete and accurate billing invoices to the Agency in order to receive payment. Billing invoices submitted to the Agency must contain all information and supporting documentation required by the Contract, the Agency and the State Comptroller. Payment for invoices submitted by the Contractor shall only be rendered electronically unless payment by paper check is expressly authorized by the Commissioner, in the Commissioner s sole discretion, due to the extenuating circumstances. Such electronic payment shall be made in accordance with ordinary State procedures and practices. The contractor shall comply with the State Comptroller s procedures to authorize electric payments. Authorization forms are available at the State Comptroller s website at www.osc.state.ny.us/epay/index.htm, by email at epunit@osc.state.ny.us, or by telephone at (518) 474-4032. Contractor acknowledges that it will not receive payment on any invoices submitted under this Contract if it does not comply with the State Comptroller s electronic payment procedures, except where the Commissioner has expressly authorized payment by paper check as set forth above. 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. MINIMUM ORDER: Minimum order shall be 100 pair of lenses per Lot. Contractor may elect to honor orders for less than the minimum order. For such orders, at the contractor s option, shipping costs from the contractor s address (as stated in bid) may be added to invoice with a copy of the freight bill. Shipping costs are to be prepaid by contractor and such orders are to be shipped on an F.O.B. destination basis. All such orders must be shipped by the most economical method for the proper delivery of the product unless special instructions are stated on the order by the agency. 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 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 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.

GROUP 28002 OPHTHALMIC LENSES PAGE 7 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: Dept. of Corrections & Community Supervision Wallkill Correctional Facility 550 Broadway and Optical Shop, Route 208 Albany, NY 12204-2802 Wallkill, NY 12589-0286 Attn: Linda Mitchell Attn: William Cardone ESTIMATED QUANTITIES: The quantities or dollar values listed are estimated only. Unless otherwise stated the estimated quantities are annual usage. See "Estimated/Specific Quantity Contracts" in Appendix B, General Specifications. CONTRACT PERIOD AND RENEWALS: Prices or discounts quoted are to be firm for the entire period of the contract. Price escalation or discount reduction will not be allowed and is specifically excluded from the terms and conditions of the Invitation for Bid, its specifications and subsequent contract award. Price decreases or discount increases are permitted at any time. 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. 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.

GROUP 28002 OPHTHALMIC LENSES PAGE 8 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.