18-5827-R1 RFB.docx

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Attached to
In Vitro Pharmacology Assays (UW-MAD) [18-5827-R1]
Solicitation number
18-5827-R1
Issued by
Wisconsin

About this file

This Request for Bid (RFB) document is issued by the University of Wisconsin-Madison's Purchasing Services Department on behalf of the School of Medicine & Public Health for In Vitro Pharmacology Assays. The University seeks qualified vendors to provide specialized laboratory testing services including aqueous solubility assays, lipophilicity testing, plasma and microsome stability assays, permeability testing, plasma protein binding assays, cytotoxicity assessments, cytochrome P450 inhibition assays, chemical stability analysis, and method development services for small molecule compounds used in drug development research. The estimated volume is approximately 100 compounds annually across 1 to 20 compounds per study, with an estimated annual cost exceeding $50,000. The RFB was issued on October 9, 2017, with written questions due by October 16, 2017, and sealed bids due by October 26, 2017, at 2:00 p.m. CDT. The University reserves the right to conduct oral presentations, product demonstrations, and site visits at its discretion. The initial contract term runs for one year from the execution date, with automatic renewal options for two additional one-year periods unless either party provides written notice 90 days prior to expiration.

Pricing must be submitted as firm net unit prices for each specified assay on an Excel spreadsheet, with non-listed related items available at a single percentage discount from manufacturer catalogs. All prices must remain firm throughout the initial contract term, with any subsequent price increases requiring 30 days' written notice and documentation of cost justification. The University will make awards based on lowest overall cost judged to be in the best interest of the institution and may make multiple awards. Bidders must be in business providing these services for at least two years and must submit three client references from comparable institutions. The contract includes provisions for Material Transfer Agreements, requires electronic delivery of data reports at no additional charge, mandates insurance coverage at $1,000,000 minimum liability, and obligates contractors to maintain records for five years post-payment. No minimum order quantities are permitted. The University reserves the right to extend contract access to other UW System campuses, Wisconsin state agencies, and municipalities.

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UNIVERSITY OF WISCONSINCONTRACT NO.
MADISON, WISCONSIN 53706-1490PAGE # OF #

University of Wisconsin - Madison

REQUEST FOR SERVICES

THIS IS NOT AN ORDER

OFFICIAL SEALED

AGENT: Janet Bresnahan

Questions regarding this bid – see Section 3.1

For Submittal of Bid Instructions – see Section #1.

CONTRACT NUMBER: 18-5827-R1

ISSUE DATE: 10/09/17

DUE DATE: 10/26/17 2:00 PM CDT

If NO BID (check here) and return.

Bid prices and terms shall be firm for sixty (60) days from the date of bid opening, unless otherwise specified in this Request for Bid by the UW-Madison Purchasing Services.

Unless otherwise noted, public openings will be on the date and time specified. Award(s), if any, will be made as soon thereafter as possible.

The bid abstract will be on file and is open to public inspection only after award determination has been made.

IN VITRO PHARMACOLOGY ASSAYS

from the contract execution date through one year after date of award, with an automatic renewal of 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 the controlling document for any resulting contract. We certify that we have not, either directly or indirectly, entered into any contract or participated in any collusion or otherwise taken any action in restraint of free competition; that no attempt has been made to induce any other person or firm to submit or not to submit a bid; that this bid has been independently arrived at without collusion with any other bidder, competitor or potential competitor; that this bid has not been knowingly disclosed prior to the opening of bids to any other bidder or competitor; that the stated statement is accurate under penalty of perjury. I certify that the information I have provided in this bid is true and I understand that any false, misleading or missing information may disqualify the bid.

By submitting a bid, the bidder certifies that no relationship exists between the bidder and the University that interferes with fair competition or is a Conflict of Interest, and no relationship exists between such bidder and another person or firm that constitutes a Conflict of Interest. Further, bidder certifies that no employee of the University whose duties relate to this request for bid assisted the bidder in preparing the bid in any way other than in his or her official capacity and scope of employment.

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

COMPANY NAME:

COMPANY STREET ADDRESS:

COMPANY CITY, STATE & ZIP:

SIGNATURE: DATE :

TYPE OR PRINT NAME:

TITLE:

TELEPHONE NUMBER: ( ) FAX NUMBER: ( )

EMAIL ADDRESS:

FEIN NUMBER: DUNS #:

UNIVERSITY OF WISCONSIN CONTRACT NO.: 18-5827-R1

TABLE OF CONTENTS

PAGE
SECTION #1: SUBMITTAL INSTRUCTIONS1-2
SECTION #2: GENERAL INFORMATION3-5
2.1Purpose
2.2Definitions
2.3VendorNet Registration
2.4Orders
2.5Electronic Commerce/Online Ordering
2.6Campus Delivery Requirements
2.7Parking
2.8Supplier Diversity
SECTION #3: RFB PROCESS INSTRUCTIONS6-7
3.1Clarifications and/or Revisions through Designated Contact
3.2Applicable Dates
3.3Contract Term
3.4Oral Presentations, Product Demonstrations and Site Visits (Pre Award)
3.5Proprietary Information
3.6Reasonable Accommodations
3.7Appeals Process
3.8Method of Bid
3.9Method of Award
SECTION #4: BIDDER QUALIFICATIONS8
4.1Bidder Information
4.2Bidder Experience
4.3Client List/References
4.4Fair Price Analysis
4.5Minimum Order
4.6Debarment
SECTION #5: PERFORMANCE AND CONTRACT REQUIREMENTS9-12
5.1Firm Prices and Discounts
5.2Delviery of Services
5.3Location where Services will be Performed
5.4Foreign Vendors
5.5Timeliness of Delivery
5.6Additional Services
5.7Invoicing Requirements
5.8Payment Terms
5.9Training
5.10Insurance
5.11Material Transfer Agreement
5.12Performance Meetings
5.13Subcontracting
5.14Activity Reports
5.15Contract Termination
5.16Other Eligible Purchasers
5.17Record and Audit
5.18Entire Contract
ATTACHMENT ABIDDER RESPONSE SHEET13-14
ATTACHMENT BSPECIFICATIONS15
ATTACHMENT CITEMIZED BID LIST (EXCEL SPREADSHEET ATTACHMENT)16-17
ATTACHMENT DVENDOR INFORMATION SHEET18-19
ATTACHMENT ECLIENT REFERENCE LIST20
ATTACHMENT FSTANDARD TERMS AND CONDITIONS21-25
ATTACHMENT GAPPLICABLE FEDERAL RULES26-28
ATTACHMENT HMATERIAL TRANSFER AGREEMENT29-30
UNIVERSITY OF WISCONSINCONTRACT NO.: 18-5827-R1
MADISON, WISCONSIN 53715-1218PAGE 1 OF 30

SECTION #1: SUBMITTAL INSTRUCTIONS

BIDS MUST BE DELIVERED TO:

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

NUMBER OF COPIES TO BE SUBMITTED:

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

RETAIN A COPY OF YOUR BID RESPONSE FOR YOUR FILES

If hand delivering, call 608-262-1526 when you arrive at Purchasing Services, Suite 6101 for assistance.

Bids may be dropped off at Purchasing Services, 21 N. Park Street, Suite 6101, Madison, WI 53715-1218, between the hours of 7:00 AM and 4:00 PM prior to the due date and time.

FAXED RESPONSES WILL NOT BE ACCEPTED.

If e-mailing, the University will accept completed bids e-mailed to bids@bussvc.wisc.edu, provided they are date/time stamped prior to 2:00 p.m. CDT on the stated bid due date.

Submitting a bid to any other e-mail address than bids@bussvc.wisc.edu does not constitute receipt of a valid bid by Purchasing Services. Proof of transmission doesn't constitute proof of receipt. E-mail submissions must be a scanned copy of the document with ACTUAL signatures and initials (not typed or electronic signatures), or those pages that require signatures and/or initials must be signed and returned via fax (608-262-4467) and should be received prior to 2:00 p.m. CDT on the stated due date.

UNIVERSITY OF WISCONSINCONTRACT NO.: 18-5827-R1
MADISON, WISCONSIN 53715-1218PAGE 2 OF 30

VENDOR NOTE: FOR THE PURPOSES OF THE RETURN ADDRESS LABEL, IF THE ADDRESS IS THE SAME AS YOU LISTED ON THE REQUEST FOR BID FORM – YOU DO NOT NEED TO FILL OUT THE RETURN ADDRESS LABEL.

RETURN ADDRESS LABEL:

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

OFFICIAL SEALED BID

NUMBER: 18-5827-R1

DUE DATE: 10/26/17 TIME: 2:00 PM CDT

SHIP FROM:

VENDOR NAME HERE:

ADDRESS:

SHIP TO:

UNIVERSITY OF WISCONSIN-MADISON

PURCHASING SERVICES

21 N PARK ST, SUITE 6101

MADISON, WI 53715-1218

1.1 BID RESPONSE REQUIREMENTS:

In order for your bid to be considered, the following forms/information must be completed and submitted as part of your bid response. Failure to provide these forms/information with your bid submittal may disqualify your bid.

1.Request for Bid Form (signed)
2.Bidder Response Sheet (including attachments as requested on Bidder Response Sheet) (Attachment A)
3.Specifications, descriptive brochure and detail for the item(s) bid (Section 6) (Attachment B)
4.Itemized Bid List (Attachment C – Excel Spreadsheet Attachment)
5.Vendor Information Sheet (Attachment D)
6.Client Reference List (Attachment E)
UNIVERSITY OF WISCONSINCONTRACT NO.: 18-5827-R1
MADISON, WISCONSIN 53715-1218PAGE 3 OF 30

SECTION #2: GENERAL INFORMATION

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.

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 UW-Madison School of Medicine & Public Health, hereinafter referred to as the "Department," requests bids for the purchase of In Vitro Pharmacology Assays.

All University of Wisconsin-Madison departments must be eligible to purchase from this contract.

Scope:
See Specifications (Section 6 and Attachment B) for the minimum acceptable specifications for items/services desired. The estimated item quantities identified on the Itemized Bid List are for bid purposes only. The University does not guarantee to purchase any specific quantity or dollar amount. 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.

2.2 Definitions:

The following definitions are used throughout this document:

Agent means UW Madison Purchasing Agent responsible for this Request for Bid. Full contact information can be found in Section 3.1.
Bidder means a firm submitting a bid in response to this Request for Bid.
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 School of Medicine & Public Health.
DVB means Disabled Veteran-Owned Business.
MBE means Minority Business Enterprise.
Purchasing card means State credit card.
Purchasing means the Purchasing Services Department in the Division of Business Services responsible for the procurement of goods and services on UW-Madison campus, located at 21 N. Park St., Madison, WI 53715.
RFB means Request for Bid.
State means State of Wisconsin.
University and UW both mean University of Wisconsin-Madison.
WBE means Woman-Owned Business Enterprise.
2.3VendorNet Registration
Registration on the State of Wisconsin’s VendorNet System (http://vendornet.state.wi.us) is available free of charge to all businesses and organizations that want to sell to the state. Registration allows a vendor to:

2.3.1 Register for a bidders list for commodities/services that the vendor wants to sell to the state.

2.3.2 Receive an automatic e-mail notification each time a state agency, including the University of Wisconsin System campuses, posts a Request for Bid (RFB) or a Request for Proposal (RFP) with an estimated value over $50,000 in their designated commodity/service area(s).

2.3.3 Receive an e-mail notification of addendums/amendments relative to the RFB or RFP.

UNIVERSITY OF WISCONSINCONTRACT NO.: 18-5827-R1
MADISON, WISCONSIN 53715-1218PAGE 4 OF 30

Only vendors registered, with a valid e-mail address, at the time the RFB or RFP is posted will receive e-mail notifications of addendums/amendments. Vendors who obtain the RFB or RFP from a third party; through the public notice website; or other means assume responsibility for checking for updates to the RFB or RFP.

2.4Orders:
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.).

2.4.1 Specific order(s): issued as one-time orders.

2.4.2 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.

2.4.3 Purchasing Card order(s): issued as one-time order(s).

2.5Electronic Commerce/Online Ordering:
Customers of this contract may want to take advantage of electronic ordering and “E-Commerce” opportunities that may be offered by the Contractor. All electronic orders shall receive contract pricing and/or discounts.
2.6Campus Delivery Requirements:
2.6.1Delivery of orders shall be made to University departments five days per week, Monday through Friday, during normal University business hours.

2.6.2 The University of Wisconsin-Madison no longer permits access to trucks over 30 ft. in length on several designated streets on this campus. For specific policy language, a campus map and restrictions, see the University Transportation Services website at http://transportation.wisc.edu/resources/large_truck.aspx.

2.7Parking:
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.
2.8Supplier Diversity
2.8.1Minority Business Enterprise Program (MBE)
The State of Wisconsin is committed to the promotion of minority business in the state's purchasing program and a goal of placing 5% of its total purchasing dollars with certified minority businesses. Authority for this program is found in ss. 15.107(2), 16.75(4), 16.75(5) and 560.036(2), Wisconsin Statutes. The University of Wisconsin-Madison is committed to the promotion of minority business in the state's purchasing program.

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

The supplier/contractor may be requested to provide information about its purchases from Wisconsin certified MBEs.

A listing of certified minority businesses, as well as the services and commodities they provide, is available from the Department of Administration, Office of the Minority Business Program, 608/267-7806. To view all MBE firms go to https://wisdp.wi.gov/search.aspx select the MBE box and click search.

2.8.2Woman Owned Business (WBE)
The State of Wisconsin is committed to the promotion of Woman-Owned Businesses as outlined in 560.035, Wisconsin Statutes.
UNIVERSITY OF WISCONSINCONTRACT NO.: 18-5827-R1
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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.

2.8.3Disabled 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 WISCONSINCONTRACT NO.: 18-5827-R1
MADISON, WISCONSIN 53715-1218PAGE 6 OF 30

SECTION #3: RFB PROCESS INSTRUCTIONS

3.1 Clarifications and/or Revisions through Designated Contact:

All communications and/or questions in regard to this request should be in writing and must reference the bid number. Bidders are encouraged to e-mail written questions to the Agent with the bid number in the subject line. Verbal questions, when permitted, must be directed to the Agent.

If a Bidder discovers any significant ambiguity, error, conflict, discrepancy, omission or other deficiency in this RFB, they have five (5) business days after the bid issue date and time to notify, in writing, the Agent at the address shown below of such error and request modification or clarification of the RFB document.

ADMINISTRATIVE:

Janet Bresnahan UW Purchasing 21 N Park St, Suite 6101 Madison, WI 53715-1218 E-mail: janet.bresnahan@wisc.edu

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, supplements or revisions will be posted on http://vendornet.state.wi.us) and publicnotices.wi.gov.

Any contact with University employees concerning this RFB are prohibited, except as authorized by the RFB manager during the period from date of release of the RFB until the intent to award is released. Contacting anyone other than the Designated Contact(s) above may disqualify your RFB.

3.2 Applicable Dates:

Date

October 9, 2017

October 16, 2017

October 26, 2017 -- 2:00 PM CDT

Event

Date of Issue of the RFB

Written questions due

RFB Due Date (Local Madison Time)

3.3Contract Term
It is the intent of the University to start the resulting Contract upon successful negotiations. The intial term of the contract shall be effective on the contract execution date and shall run for one year from that date, with an option to renew for two additional one‑year periods.

This contract shall automatically be extended into its second and third years unless the Contract Administrator is notified in writing by the Contractor; or the Contractor is notified by the Contract Administrator in writing 90 calendar days prior to expiration of the initial and/or succeeding contract term(s).

3.4Oral Presentations, Product Demonstrations and Site Visits
The University, at its sole discretion, may require oral presentations, review of service and/or vendor location site visits to validate information submitted with the bids. Failure of a bidder to conduct a presentation on the date scheduled or allow an on-site/vendor site visit may result in rejection of the bid. These events cannot be used as an opportunity to alter bids submitted.

3.5 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

UNIVERSITY OF WISCONSINCONTRACT NO.: 18-5827-R1
MADISON, WISCONSIN 53715-1218PAGE 7 OF 30

Wisconsin Public Disclosure Law (refer to Standard Terms and Conditions, Section 27.0). A copy of the form needed to designate portions of your submission as proprietary can be found at: http://vendornet.state.wi.us/vendornet/doaforms/doa-3027.doc

3.6Reasonable Accommodations:
The University will provide reasonable accommodations, including the provision of informational material in an alternative format, for qualified individuals with disabilities upon request.
3.7Appeals Process:
Any protest of the University's solicitation or intent to award must be based on an alleged violation of the Wisconsin State Statute or a provision of a Wisconsin Administrative Code.

No later than five working days after the date of solicitation or the notice of intent to award is issued by the University, written notice of intent to protest must be received by:

The Office of the Chancellor The University of Wisconsin-Madison 500 Lincoln Drive Madison, Wisconsin 53706 with a copy to:

Director of Purchasing Services University of Wisconsin-Madison 21 N Park St, Suite 6101 Madison WI 53715-1218

The complete protest must be received by the Chancellor and the Director of Purchasing Services no later than ten working days after the date of solicitation or the intent to award is issued. The protest must be in writing. Protesters must make their protests as specific as possible and must specifically identify the Wisconsin State Statute and/or State of Wisconsin Administrative Code provision(s) allegedly violated.

The decision of the University regarding the protest may be appealed to the Secretary of the Department of Administration within five working days after denial by the University, with a copy of such appeal filed with the University.

3.8Method of Bid:
Bidder must submit a net unit price for each service and volume specified. Prices should be quoted in the Excel spreadsheet provided as link to Attachment C. Prices listed should be in US dollars unless otherwise indicated.
3.9Method of Award:
Award(s) shall be made on the basis of the lowest overall cost for tests, which is judged to be in the best interest of the University. The University reserves the right to make more than one award if determined to result in the best quality and availability of the services. Bids that state the University shall guarantee orders of a specific quantity or dollar amount will be disqualified.

For University Imports: See Section 5.3

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.
UNIVERSITY OF WISCONSINCONTRACT NO.: 18-5827-R1
MADISON, WISCONSIN 53715-1218PAGE 8 OF 30

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".)

4.1Bidder Information:
Bidder must complete the attached Vendor Information Form (Attachment D) to identify designated contact people, to provide information regarding the size of the bidder’s company, and other information as requested. All sections of this form must be completed.
4.2Bidder Experience:
Bidder company or its principals must be in the business of providing the requested service and must have done so for the past two years.
4.3Client List/References:
Bidder must supply with their bid a client list of three (3) firms to which similar services have been provided during the past three (3) years to a comparable sized institution or company (see Attachment E). 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.
4.4Fair Price Analysis:
Purchases made under this contract may require further fair price analysis. Bidders should identify on the Bidder Response Sheet the type of documentation they will provide (i.e. published price list, list of previous buyers, etc.) to allow the University to complete this analysis. The awarded Bidder will be required to provide this documentation prior to the order being issued.
4.5Minimum Order:
Bids that require any minimum order quantity or dollar amount may be disqualified.
4.6Debarment:
Federal Executive Order (E.O.) 12549 “Debarment“ requires that all contractors receiving individual awards, using federal funds, and all subrecipients certify that the organization and its principals are not debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded by any Federal department or agency from doing business with the Federal Government. By signing this document you certify that your organization and its principals are not debarred. Failure to comply or attempts to edit this language may disqualify your bid. Information on debarment is available at the following websites: www.sam.gov and https://acquisition.gov/far/index.html see section 52.209-6.
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SECTION #5: PERFORMANCE AND CONTRACT REQUIREMENTS

5.1Firm Prices and Discounts:
Pricing for this bid is in two categories. The first category is for specific items listed on Itemized Bid List. The second category is for non-listed, related items from manufacturer's catalog or item list.
5.1.1Specific Items Listed on Itemized Bid List:
5.1.1.1Prices must remain firm for the initial contract term. Prices established may be lowered due to general market conditions or negotiations between the Contractor and the University.

5.1.1.2 Price increase requests proposed after the initial Contract term must be received by Purchasing in writing thirty 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. An acceptance of the price list change will be in the form of an amendment to the contract.

5.1.1.3 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.

5.1.2Non-Listed, Related Items:
5.1.2.1The University requests that all non-listed, related items available from the manufacturer be made available at a single percentage discount from the manufacturer's catalog or price list identified by the bidder on the Itemized Bid List.

5.1.2.2 Percentage discount(s) for non-listed, related items must remain firm during the initial and each succeeding Contract term; or may be renegotiated by the University and the Contractor.

5.2Delivery of Results:
It is expected that all data reports will be sent electronically and no shipping charges will be added to the prices quoted in Attachment C or added to any invoice.
5.3Location where Services will be Performed:
Indicate on the Bidder Response Sheet in which cities and countries the services will be performed?
5.4Foreign Vendors
The University will consider working with foreign Contractors and/or permitting samples to be sent by US companies to foreign countries for services. However, the cost of shipping samples to foreign countries including, but not limited to, courier services, export related documentation and expenses, and potential custom delays, may be considered in the bid award.

Following award of the contract, samples may not be processed in any city other than those listed in the Bidder Response Sheet and/or documented in the Contact, without prior written approval by the University. On a transactional basis the University reserves the right not to ship samples to foreign countries at its discretion.

5.5Timeliness of Delivery:
Delivery of data reports is desired as soon as possible after receipt of an order. State on the Bidder Response Sheet when delivery can be made. Timeliness of delivery may be used in evaluation for bid award.

The Contractor is required to notify the ordering department of any back order, discontinuation of services, or other delays in shipping within two working days of receipt of order or release against existing order(s).

5.6Additional Services:
Additional related services may be added to this Contract at the discretion of Purchasing. Prices shall be consistent with the Contract prices for like services currently included in the Contract. Contractor should promptly notify Purchasing of new or discontinued services.
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5.7Invoicing Requirements:
5.7.1Invoices for Purchase Orders:

Contractor must agree that all invoices and purchasing card charges shall reflect the discounts and net prices established for the 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 At the discretion of Purchasing, invoices not reflecting the correct discount or net prices may be short paid or disputed.

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.

5.7.2Purchasing Card:
Order confirmation shall contain the same detail as listed in Section 5.6.1 and should be sent to the address given at the time of the order is placed. Any fees charged for use of the University’s purchasing card program are not allowed.

5.8 Payment Terms

Payment will not be made until the item/service is determined to meet all specifications and has been accepted by the University of Wisconsin-Madison. The University will pay the Contractor Net 30 days as accepted by the University.

5.9Training:
If requested, Contractor must provide personnel with instructions on set-up and operation of the items at no charge to the customer. Training requirements will be negotiated with the Contractor if not specified in the bid specifications.
5.10Insurance:
The Contractor shall maintain insurance levels as required in Standard Terms and Conditions, Section 22.0. A certificate of insurance must be provided upon award and provided on an annual basis throughout the term of the Contract.

The Contractor shall add: “The Board of Regents of the University of Wisconsin System, its officers, employees and agents” as an ‘additional insured’ under the commercial general and automobile liability policies. The certificate holder shall be listed as the University of Wisconsin-System Administration or System campus for their respective purchases.

5.11 Material Transfer Agreement

During the term of the Contract the Contractor may be required to sign a Material Transfer Agreement (MTA) for some of the compounds submitted for analysis. A sample of the University’s MTA is provided as Attachment H. If awarded the contract and an MTA is required, Contractor will be required to sign the attached MTA, which will be completed to describe the materials and the scope of use.

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5.12Performance Meetings
The Account Representative and/or Contract Administrator must be available to meet as required with the University's Contract Administrator to evaluate contract implementation and performance and to identify continuous improvement.
5.13Subcontracting:
5.13.1Any Contract resulting from this bid shall not be, in whole or in part, subcontracted, assigned, or otherwise transferred to any Subcontractor without prior written approval by Purchasing. Upon request Contractor must provide Subcontractor’s complete contact information including EIN# (TIN#, SS#) and signed W-9 form.

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

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

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

5.14Activity Reports:
Contractor should be able to report on an annual basis all items/services purchased against this contract during the designated report period, including but not limited to:

· 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 proposal

· prices per the Contract

5.15Contract Termination
5.15.1The University may terminate the Contract at any time, without cause, by providing thirty days written notice to the Contractor. If the Contract is so terminated, the University is liable only for payments for products provided or services performed, to the extent that any actual direct costs have been incurred by the Contractor pursuant to fulfilling the contract. The University will be obligated to pay such expenses 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 of such failure and demand that the same be remedied within thirty 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: delayed services, inaccurate or inconsistent results or failure to provide any of the Terms, Conditions or Specifications.

5.15.3 If at any time the Contractor 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 Standard Terms and Conditions, Section 22.0, 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

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other rights of whatsoever nature that it may have at law or in equity, 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.

5.16Other Eligible Purchasers:
U.W. System campuses, State of Wisconsin agencies, and Wisconsin municipalities may desire to purchase from this contract.

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.

5.17Record and Audit
The Contractor shall establish, maintain, report as needed, and submit upon request records of all transactions conducted under the contract. All records must be kept in accordance with generally accepted accounting procedures. All procedures must be in accordance with federal, State of Wisconsin and local ordinances.

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

5.18Entire Contract
A contract will be awarded based on the criteria established in this Request for Bid, including attachments and any amendments issued. The RFB, the bid response, and written communications incorporated into the contract constitute the entire contract between the parties. The hierarchy of documents in descending order for resolution is as follows:
A.Contract Award Letter
B.Original Request Bid Number 18-5827-R1, dated October 9, 2017 including amendments/attachments
C.Bidder response to RFB.
D.Official Purchase Order (when applicable)

Any other terms and conditions provided by the Bidder with the bid or for future transactions against this contract, including but not limited to click on agreements accepted by the Customer; shrink wrapped agreements; or terms submitted with quotations, order acknowledgements, or invoices; will be considered null and void and will not be enforceable by the Contractor unless agreed to in a written amendment signed by the University Purchasing Department. Any exceptions to this RFB should be submitted with your response and alternative language proposed. 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 bid response as an attachment. 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. A Word copy of this exceptions document must be submitted with your electronic bid response.

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

The University reserves the right to negotiate contractual terms and conditions or reject the Bidder‘s response and proceed to the next qualified bidder.

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ATTACHMENT A: BIDDER RESPONSE SHEET

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

YES NO

SUBMITTAL INSTRUCTIONS
Have you included one (1) complete set of your bid and one (1) CD/DVD/Flash Drive copy?|_||_|
(only one (1) copy required if e-mailing)

1.1 Have you completed and returned all forms required? |_| |_|

2.4 What order method will you accept orders against this contract:

|_| E-mail
|_| Internet
|_| Mail
|_| Phone
|_| Other:
2.5Do you have the capability of putting the University’s specific pricing on a WEB site that is|_||_|
accessible to University Purchasers through a unique logon ID?
If yes, does your Website provide a means of on-line ordering with our specific pricing being|_||_|
applied automatically?

If yes, does your Order System accept Purchasing Cards for payment? |_| |_|

If yes, does your Order System provide a self-service means for the customer to track their|_||_|
order via Internet?
4.2Are you in the business of providing the requested services and has your company|_||_|
or its principals done so for the past two years?

4.3 Have you provided a client list? (see Attachment E) |_| |_|

4.4What type of documentation (i.e. published price list, list of previous buyers, etc.) will you
provide to assist the University in its fair price analysis?

4.5 Do you agree to no minimum order quantity or dollar amount? |_| |_|

4.6Do 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?
Firm Prices
5.1.1.1Do you agree to firm prices as stated?|_||_|

5.1.1.2 Do you agree with process and timeframe identified for accepting price increases? |_| |_|

5.1.2.2 Non-listed, Related Items: Do you agree to firm discounts as stated? |_| |_|

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5.2 Do you agree that all data reports will be sent electronically? |_| |_|

5.3Where will the services be performed? All cities and countries where they will be performed
must be listed. Add rows as necessary.

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

Will you notify ordering department of delays as stated? |_| |_|

5.7Will 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.

5.9 Will you provide instructions on set-up and operation as required? |_| |_|

5.10Will you provide insurance certificate(s) indicating coverage and agree to maintain coverage|_||_|
as required in 5.10 and will you add the following language to the insurance certificate?:
“The Board of Regents of the University of Wisconsin System, its officers, employees and
agents” are added as an ‘additional insured’ under the commercial general and automobile
liability policies on any insurance certificate provided.”
5.11Will you agree to sign the Univesity’s MTA if requested during the contract term, sample
attached as Attachment H?|_||_|

5.13 Do you agree to subcontracting terms and conditions? |_| |_|

5.14 Can you report on items purchased on this contract if requested? |_| |_|

5.16 Do you agree to extending the contract to other:

University of Wisconsin System campuses?|_||_|
State of Wisconsin Agencies?|_||_|
Wisconsin Municipalities?|_||_|
If YES, indicate whether other charges will be added and what those|_||_|
charges would be: ___________________________________________________

5.18 Have you documented exceptions in the format requested? |_| |_|

Specifications (Attachment B):

A. Can you provide one or more of the services listed? |_| |_|

B. Have you provided all required information and attachments in 1 through 7? |_| |_|

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ATTACHMENT B: SPECIFICATIONS

SCOPE:

The University of Wisconsin-Madison’s School of Pharmacy, Medicinal Chemistry Center (University) is requesting bids for the following In Vitro Pharmacology Assays. University scientists are engaged in research projects to develop new drugs in a variety of therapeutic areas. In order to advance compounds into preclinical animal studies, University investigators may need to assess the pharmacological properties of the specific compound or compounds using in vitro assays of stability, solubility etc. as listed in the Specifications below. As such, some University researchers would like to send a small number (~1-20) of small molecules of interest to the awarded vendor(s) to perform these assays in order to prioritize a smaller subset of molecules and scaffolds for future in vivo tests. Compounds will be provided to the Contractor(s) by the University Medicinal Chemistry Center on behalf of multiple laboratories on campus. Results from such assay provided by the vendor will be returned to the Medicinal Chemistry Center and used to prioritize compounds for in vivo studies of pharmacology and efficacy.

One to twenty compounds will be provided per study and an estimate of 100 compounds assayed per year. It is estimated the cost for these services will be greater than $50K per year.

SPECIFICATIONS:

A. Bidder must be able to provide one or more of the assays listed below. The University will consider tests that are alternatives to those listed below, provided sufficient information is given to confirm the alternative is acceptable to the University. Providing pricing for any test in the Excel spread sheet linked in Attachment C. By providing pricing for anny test indicates you can perform the test as specified. Alternate tests may be quoted in Attachment C by striking through the specified test and showing the alternate test and price. Descriptions and information regarding alternative tests must be provided separately and reference the item number and name of the test is an alternate to.

1. Aqueous Solubility (pH 5.0,6.2,7.4) Assay

2. Lipophilicity, LogD7.4 Assay

3. Plasma Stability Assay

4. Microsome Stability Assay

5. S9 Stability Assay

6. Permeability (PAMPA) Assay

7. Blood Brain Barrier Permeability (BBB-PAMPA) Assay

8. Plasma Protein Binding Assay

9. Cytotoxicity (Human Hepatocytes) Assay

10. CYP Inhibition (1A2, 2B6, 2C9, 2D6, 3A4) Assay by LC-MS (single conc)

11. CYP Inhibition (1A2, 2B6, 2C9, 2D6, 3A4) Assay by LC-MS (dose response)

12. Chemical Stability

13. Method Development – to optimize sensitivity, analyte recovery and reproducibility, for University compound provided to vendor and added in vitro to neat solution, plasma, serum, or tissue lysate (5-10mg compound provided or specify amount of compound needed to develop a LC/MS method).

14. Analysis for analyte level in media, serum plasma, or lysate provided by University investigator.

15. Analysis is for analyte level in tissue provided by University investigator.

B. Bidder must address each of the following in the bid response for each test quoted. Attachments requested must be attached to your bid responses.

1. Specify amount of compound (or a typical range) needed per study

2. Describe content and format of data report (Excel, Word, PDF, etc) provided

3. Provide a mock (but complete) data report for evaluation as an attachment to your bid response

4. Specify amount of time (or a typical range) from receipt of compounds to sending the final data report.

5. Specify that a written description of the protocols used for a compound(s), suitable for investigators to use in grant applications or publications, will be provided.

6. Written reports detailing experimental methods and results to be provided for all studies.

7. Provide information on the warranty that comes with the quoted services.

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ATTACHMENT C: ITEMIZED BID LIST

For bids to be considered pricing must be submitted on this attachment and the Excel spreadsheet linked in this attachment.

Click here for spreadsheet

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ATTACHMENT D: VENDOR INFORMATION FORM

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

1. Company and Contact Information

Company Name:

Company Website

Contact for questions regarding this Bid Name:

Telephone:

Fax

Email

Contract Renewals / Problems Name:

Telephone:

Fax

Email

Sales Representative Name:

Telephone:

Fax

Email

Ordering / Expediting Name:

Telephone:

Fax

Email

Returns Name:

Telephone:

Fax

Email

Invoice Information Name:

Telephone:

Fax

Email

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

Name:

Address:

City/State/Zip:

Telephone:

Fax

Email

Supplier Diversity Reporting (see Section 2.8) Name:

Address:

City/State/Zip:

Telephone:

Fax

Email

UNIVERSITY OF WISCONSINCONTRACT NO.: 18-5827-R1
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VENDOR INFORMATION FORM CONT.

2.In accordance with Wisconsin Statutes 560.035, 560.0335 and 560.036, indicate below if you are a Wisconsin certified Minority Business Enterprise (MBE), Work Center (WC), Disabled Veteran-Owned Business (DVB) or Woman-owned Business Enterprise (WBE) (see websites:
https://wisdp.wi.gov/Home.aspx or http://stateuseprogram.wi.gov/section.asp?linkid=1424&locid=65).
____ Minority (MBE)____ Work Center (WC)____Disabled Veteran-Owned Business (DVB)
____ Woman Owned Business Enterprise (WBE)___ Not applicable
(If no answer is indicated above, we will assume that you are none of the above when making the award.)

3. Pursuant to Public Law 95-507, indicate which of the following classifications apply to your organization. All vendors are considered Large Business unless otherwise indicated (see website: www.sba.gov/). (Check √ all that apply.)

____________ LARGE BUSINESS (LG)
____________ SMALL BUSINESS (SB)
____________ VETERAN OWNED SMALL BUSINESS (VOSB)
____________ SERVICE DISABLED VETERAN OWNED SMALL BUSINESS (SDVOSB)
____________ HISTORICALLY UNDER UTILIZED BUSINESS ZONE (HUBZONE)
____________ SMALL DISADVANTAGED BUSINESS (SDB)
____________ WOMAN-OWNED SMALL BUSINESS (WOSB)

4. AMERICAN MADE: Wisconsin Statutes…

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