7360022802Rider_Deviations_PRB02.xlsx
XLSX spreadsheet 28 KB Posted
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This document is a deviation template for New York State's IT Umbrella Contract (Award 22802), administered by the NYS Office of General Services Procurement Services Group. The template is designed for use by contractors responding to manufacturer-based RFQs under this umbrella contract, allowing them to propose deviations from standard contract terms and conditions while working with authorized users of the state contract vehicle.
The document provides a structured framework for contractors to request modifications to contract terms, specifically referencing Appendix B, Section 28 of the underlying contract which governs how additional or alternative terms may be incorporated into authorized user agreements. The template includes provisions that prohibit deviations conflicting with core contract provisions including standard New York State contract clauses, termination rights, security requirements, indemnification terms, liability limitations across different service lots (software, hardware, cloud services, and implementation), insurance requirements, and NYS net pricing structures. The template contains 50 numbered rows for contractors to document specific deviations, including document references, section numbers, page numbers, and detailed explanations of proposed changes, with the understanding that authorized users retain discretion to accept or reject proposed modifications based on overall transaction favorability.
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AppB, Section 28
| For convenience, the below language is a direct reflection of Contract language available here: | Appendix B, Section 28 |
| Appendix B, Section 28 - MODIFICATION OF CONTRACT TERMS / ADDITIONAL OR ALTERNATIVE TERMS AND CONDITIONS IN AN AUTHORIZED USER AGREEMENT. | |
| a. The terms and conditions set forth in the Contract shall govern all transactions by Authorized Users under this Contract. The Contract may be modified or amended only upon mutual written agreement of the Commissioner and Contractor. | |
| b. Additional or Alternative Terms and Conditions in an Authorized User Agreement. |
A Contractor can propose additional or alternative terms and conditions for a specific Authorized User transaction only in the response to an Authorized User RFQ. A Contractor cannot require an Authorized User to agree to additional or alternative terms and conditions as a condition to the Contractor submitting a response to an Authorized User RFQ.
Additional or alternative terms and conditions may, in the discretion of the Authorized User, be allowed as part of a Contractor’s response to an Authorized User RFQ and incorporated into the Authorized User Agreement provided that all of the following conditions are met:
(i) The Contractor identifies where such additional or alternative terms and conditions may be found in Contractor’s response to the Authorized User RFQ; and
(ii) The Authorized User determines that the inclusion of such additional or alternative terms and conditions results in a transaction which is, on an overall basis, more favorable to the Authorized User than if the transaction did not include such additional or alternative terms and conditions; and
(iii) The Authorized User accepts such additional or alternative terms and conditions.
| c. Notwithstanding subparagraph b above, no additional or alternative term and condition shall be valid or binding on the Authorized User to the extent that such additional or alternative term and condition is less favorable to the Authorized User than, or conflicts with, any of the following provisions: All provisions of Appendix A (Standard Clauses for New York State Contracts); Appendix B sections 47 (Termination), 56 (Security), 61 (Indemnification), 62 (Indemnification Relating to Infringement), 63 (Limitation of Liability for Lot 1 - Software and Lot 2 - Hardware), 63A (Limitation of Liability for Lot 4 - Implementation) 63B (Limitation of Liability for Lot 3 - Cloud); the sections of the Contract entitled Contractor’s Obligation for Reseller Participation, Performance of Services, Contractor Responsibility for Subcontractors, Lot 3 – Cloud Specific Terms and Conditions; Security; Contractor Portable Devices; the Contract insurance requirements; and the NYS Net Pricing on the Contract. |
| d. No additional or alternative terms and conditions may be incorporated by the Contractor into an Authorized User Agreement by unilaterally affixing them to the Product upon delivery (including, but not limited to, attachment or inclusion of standard pre-printed order forms, product literature, “shrink wrap” terms accompanying software upon delivery, or other documents) or by incorporating such terms and conditions onto order forms, purchase orders or other documents forwarded by the Contractor for payment, notwithstanding Authorized User’s subsequent acceptance of Product, or that Authorized User has subsequently processed such document for approval or payment. |
| e. Nothing herein shall be deemed to prohibit a Contractor from offering an Authorized User better and more advantageous pricing and terms and conditions during the term of an Authorized User Agreement. |
NYS Office of General Services Procurement Services Group 73600 - Award 22802 IT Umbrella Contract - Manufacturer Based RFQ RFQ Deviation Template &A Page &P of &N
September 2022 https://www.ogs.ny.gov/purchase/snt/awardnotes/7360022802AppendixB_PRB02.pdf Deviation
| Deviation |
| Bidder Name |
| Contact Person Name |
| Contact Person E-mail |
After reviewing Appendix B, Section 28, list any deviations to the terms and conditions of the Contract or this RFQ using the format below. Please be clear with any deviations and list the document and section number to which it refers. All deviations shall be submitted on this worksheet only. All deviations must be submitted with the response to the RFQ.
Submissions that contain material changes to the terms and conditions and requirements set forth throughout the Contract and this RFQ may be disqualified as non-responsive.
A reminder,and in accordance with Appendix B, Section 28, any proposed deviation cannot conflict with any of the following provisions: All provisions of Appendix A (Standard Clauses for New York State Contracts); Appendix B sections 47 (Termination), 56 (Security), 61 (Indemnification), 62 (Indemnification Relating to Infringement), 63 (Limitation of Liability for Lot 1 - Software and Lot 2 - Hardware), 63A (Limitation of Liability for Lot 4 - Implementation) 63B (Limitation of Liability for Lot 3 - Cloud); the sections of the Contract entitled Contractor’s Obligation for Reseller Participation, Performance of Services, Contractor Responsibility for Subcontractors, Lot 3 – Cloud Specific Terms and Conditions; Security; Contractor Portable Devices; the Contract insurance requirements; and the NYS Net Pricing on the Contract.
Authorized User retains the right to request clarification and additional documentation regarding the proposed deviation(s) and/or risk assessment.
# Document Name Document Section (Name or Number) Page Number Comment / Question / Deviation / Risk AU USE
BIDDER NAME
| 1 | 0 |
| 2 | 0 |
| 3 | 0 |
| 4 | 0 |
| 5 | 0 |
| 6 | 0 |
| 7 | 0 |
| 8 | 0 |
| 9 | 0 |
| 10 | 0 |
| 11 | 0 |
| 12 | 0 |
| 13 | 0 |
| 14 | 0 |
| 15 | 0 |
| 16 | 0 |
| 17 | 0 |
| 18 | 0 |
| 19 | 0 |
| 20 | 0 |
| 21 | 0 |
| 22 | 0 |
| 23 | 0 |
| 24 | 0 |
| 25 | 0 |
| 26 | 0 |
| 27 | 0 |
| 28 | 0 |
| 29 | 0 |
| 30 | 0 |
| 31 | 0 |
| 32 | 0 |
| 33 | 0 |
| 34 | 0 |
| 35 | 0 |
| 36 | 0 |
| 37 | 0 |
| 38 | 0 |
| 39 | 0 |
| 40 | 0 |
| 41 | 0 |
| 42 | 0 |
| 43 | 0 |
| 44 | 0 |
| 45 | 0 |
| 46 | 0 |
| 47 | 0 |
| 48 | 0 |
| 49 | 0 |
| 50 | 0 |
NYS Office of General Services Procurement Services Group 73600 - Award 22802 IT Umbrella Contract - Manufacturer Based RFQ RFQ Deviation Template &A Page &P of &N&S
September 2022
File details come from the government source that posted it. Updated .