CTR009560-A1_GDC005_RSI009560_Contract_Rev_V1__1_.pdf

STATE OF OHIO

DEPARTMENT OF ADMINISTRATIVE SERVICES

GENERAL SERVICES DIVISION

OFFICE OF PROCUREMENT SERVICES

4200 SURFACE ROAD, COLUMBUS, OH 43228-1395

MANDATORY USE CONTRACT FOR: MEDICAL AND INDUSTRIAL GASES

CONTRACT No.: RSI009560

CONTRACT ID: 9560

EFFECTIVE DATES: 5/1/2023 to 4/30/2025 *Renewal through 4/30/2027

SUPPLIER: Airgas USA, LLC

The Department of Administrative Services has accepted bids submitted in response to Invitation to Bid No.

SRC0000004807. The evaluation of the bid response(s) has been completed. The bidder(s) listed herein have been determined to be the lowest responsive and responsible bidder(s) and have been awarded a contract for the items(s) listed. The respective bid response, including the Instructions to Bidders and Standard Terms and Conditions, special contract terms & conditions, any bid addenda, specifications, pricing schedules and any attachments incorporated by reference and accepted by DAS become a part of this Requirements Contract.

This Requirements Contract is effective beginning and ending on the dates noted above unless, prior to the expiration date, the Contract is renewed, terminated or cancelled in accordance with the Contract Terms and Conditions.

CONTRACT RENEWAL. This Contract may be renewed after the ending date of the Contract solely at the discretion of the Contracting Agency for a period of one month. Any further renewals will be by mutual agreement between the Contractor and the Contracting Agency for any number of times and for any period of time. The cumulative time of all mutual renewals may not exceed 04/30/27 unless the Contracting Agency determines that additional renewal is necessary.

This Requirements Contract is available to all State Agencies, State institutions of higher education and properly registered members of the Cooperative Purchasing Program of the Department of Administrative Services, as applicable.

Agencies are eligible to make purchases of the listed supplies and/or services in any amount and at any time as determined by the agency. The State makes no representation or guarantee that agencies will purchase the volume of supplies and/or services as advertised in the Invitation to Bid.

This Requirements Contract and any Amendments thereto are available from the OhioBuys public portal at the following address:

https://supplier-emarketplace.ohio.gov/page.aspx/en/usr/login?ReturnUrl=%2fpage.aspx%2fen%2fbuy%2fhomepage

Signed:

Kathleen C. Madden, Director Date

*Denotes 24 month renewal per Amendment 2.

1 - SPECIFICATIONS AND REQUIREMENTS

1.1. SCOPE:

1.1.1. The purpose of this contract is to provide compressed medical, industrial and specialty gases and liquids for the State of Ohio.

1.2. APPLICABLE DOCUMENTS

1.2.1. The latest revisions of the following documents shall apply

1.2.1.1. OSHA, 29 CFR 1910 Subpart H

1.2.1.2. OSHA, 29 CFR 1910 Subchapter C (Hazardous Material Regulations)

1.2.1.3. FDA, Regulations for Medical Oxygen (USP XXII)

1.3. GENERAL

1.3.1. The Contractor shall provide all necessary cylinders, equipment and supplies required to dispense, not limited to those specified herein.

1.3.2. Contractor must have the ability to deliver throughout the State of Ohio.

1.3.3. The Contractor shall be responsible for maintaining all related cylinders, equipment and supplies stipulated herein, in non-leaking, good working conditions, at no additional charge.

1.3.4. The State recognizes that cylinder sizes/capacities vary according to manufacturer as such Bidder should offer the cylinder type and capacity within + 15% of the State’s requested capacity. Failure of Bidders to offer comparable cylinder sizes within the + 15% of the requested capacity on the pricing pages, may result in the Bidder being deemed not responsive.

1.3.5. Acetylene quantity may vary due to filling conditions and will be provided on a cubic foot basis.

1.3.6. Routine deliveries shall be accepted Monday through Friday from 8:00 a.m. to 4:00 p.m., except state holidays, at the designated locations. Customer shall advise Contractor of special restrictions at least 24 hours in advance of delivery.

1.3.6.1. Pick up dates and times will be agreed upon by the ordering Agency and the Contractor.

1.3.7. After each delivery and pickup, the Contractor shall provide and leave a packing slip or other similar document with the Agency contact that contains at a minimum the following:

1.3.7.1. Size, serial number and contents of each container delivered.

1.3.7.2. Size, serial number and contents of each container rejected.

1.3.7.3. Size, serial number and contents of each container ready to be returned.

1.3.7.4. Date of delivery/pickup.

1.3.7.5. Name of driver.

1.3.7.6. Signature of driver and Agency contact.

1.3.8. All compressed gas cylinders used for the packaging of gases shall be manufactured under regulations of the U.S. Department of Transportation and no gas shall be filled into a cylinder that is not properly marked to indicate that it complies with these specifications. All cylinders shall contain a positive type safety disc to meet requirements of the Department of Transportation and the Bureau of Explosives.

1.3.9. Cylinder Labeling, Identification and Certification

1.3.9.1. All cylinders shall be affixed with a label identifying contractors name/logo and address to insure the correct cylinders are returned to the Contractor.

1.3.9.2. Each cylinder must list contents and grade.

1.3.9.3. All containers/cylinders shall be marked, labeled and shipped in accordance with the nationally recognized standards and in accordance with all parts of the Code of Regulations – D.O.T. Hazardous Materials Regulations 49 CFR, Parts 171-185 in their most current versions.

1.3.10. Cylinder Fittings:

1.3.10.1. All cylinder fittings shall be in accordance with the Compressed Gas Association (CGA) standards. In the event of any modifications by the CGA to these standards the State shall be notified, in writing, 30 days prior to the delivery of any modified cylinders to allow time to obtain new cylinder regulators.

1.3.10.2. All cylinder valves shall comply with all applicable laws, rules and regulations, including but not limited to those set forth by the Compressed Gas Association and the US Department of Transportation.

1.3.10.3. All cylinders requiring metal caps shall be securely applied on delivery.

1.3.11. Customer Owned Cylinders

1.3.11.1. Contractor shall be responsible for filling State-owned cylinders in addition to Contractor-supplied cylinders. Rental/demurrage fees shall not be applied to State-owned cylinders.

1.3.11.2. The Contractor will not be allowed to change the type of gas in a cylinder or repaint the cylinder without the express written permission of the Agency end users.

1.3.11.3. All customer-owned gas cylinders must be filled and returned to the designated location with ten

(10) business days unless other arrangements are made with the Agency at the beginning of the contract.

1.3.11.4. The Contractor will notify if customer-owned cylinders are due for re-certification and the Agency will be responsible for all the costs for the re-certification. Re-certification of a customer-owned cylinder is not to take place until Contractor has written consent from the Agency.

1.3.11.5. Contractor(s)-owned cylinders will not be exchanged for Customer-owned cylinders except in the case of emergencies or written consent by the Agencies.

1.3.12. Contractor shall provide technical support both before and after product selection and throughout the term of the Contract.

1.3.13. Contractor must be able to provide emergency delivery only at the express consent of the Agency.

1.3.13.1. Emergency deliveries must be completed within 24 hours of the receipt of order.

1.3.14. Invoicing

1.3.14.1. Contractor will invoice the ordering Agency monthly. The Contractor will e-mail all invoices in PDF format to the Agency’s contact. The Contractor is responsible for invoicing for all services and products provided under the contract:

1.3.14.1.1. Dates of Service

1.3.14.1.2. Unit Price of gases/services provided and quantity of each.

1.3.14.1.3. Total Invoice Amount.

1.3.14.1.4. Contractor’s name, address, Vendor Identification Number, and address to which payment should be sent, and;

1.3.14.1.5. Purchase Order Number if Applicable.

1.3.14.1.6. Agency’s Contact Name

1.3.14.2. The ordering Agency will provide the contact for sending invoices to at the time of placing an order.

1.4. MEDICAL

1.4.1. All medical gases supplied in this contract shall be medical grade gases and these gases must be manufactured at an FDA registered facility. All medical gases must meet United States Pharmacopeia (USP) and National Fire Protection Association (NFPA) regulations.

1.4.2. Liquid Oxygen Container(s): The Contractor shall provide and maintain the following liquid oxygen container(s) as required/requested by Agency(ies).

1.4.2.1. The provided container shall have a capacity equivalent to thirty (30) or more liters of regular oxygen.

1.4.2.2. Container shall have a hook-up for a humidifier bottle.

1.4.2.3. Container shall have gauge indicating fullness of cylinder.

1.4.2.4. Container shall be on movable wheels.

1.4.2.5. Container shall be used on a main cylinder and shall have an adapter to fill small portable carry-all liquid oxygen units (stroller) specified herein.

1.4.3. Portable Carry-All Liquid Oxygen Units: The Contractor shall supply as requested, portable carry-all liquid oxygen units refillable from main cylinder specified in Section V.G. at the request of Agencies.

1.4.3.1. When filled, the units shall hold four (4) hours of oxygen at two (2) liters per minute.

1.4.3.2. Units shall have a gauge to measure fullness

1.4.3.3. When filled, the units shall remain full without use for at least twenty-four (24) hours.

1.4.3.4. Units shall have a shoulder strap for carrying.

1.4.4. No-Additional-Cost Items to be provided at applicable sites/agencies:

1.4.4.1. Gauge/flow meters:

1.4.4.1.1. One (1) for each 125 CF cylinder or equivalent.

1.4.4.1.2. There (3) including turn on wrench for 24 CF cylinders or equivalent.

1.4.4.1.3. One (1) including turn on wrench for each 15 CF cylinder or equivalent.

1.4.4.2. Cylinder stands

1.4.4.2.1. Two (2) for 275 CF cylinder or equivalent.

1.4.4.2.2. One (1) for each 125 CF cylinder or equivalent.

1.4.4.2.3. Two (2) for 23 CF cylinder or equivalent.

1.4.4.3. One (1) shoulder type carrying case for each 15 CF cylinder or equivalent.

1.5. SPECIAL REQUIREMENTS:

1.5.1. Transition: If the current Contractor will discontinue providing services (e.g., contract expiration, new contractor), current Contractor will fully cooperate with the Agency to assure a smooth transition and no interruption in services for the Agency. Any such arrangements shall be reasonable.

1.5.2. Material Safety Data Sheet: The Contractor shall provide, with all initial shipments the Material Safety Data Sheet(s) of all applicable items in that shipment or at the request of the Agency. The MSDS shall verify the Contractor’s compliance with OSHA’s Hazard Communications Standard 29 CFR 1910.1200.

2 - STANDARD TERMS AND CONDITIONS

State of Ohio Standard Terms and Conditions (revised 10/18/22) will apply to this Contract.

3 - CONTRACT SPECIFIC TERMS AND CONDITIONS

3.1 - ORDER OF PRIORITY

The order of priority of the Contract will be the following: 1.) Specifications and Requirements; 2) Contract SpecificTerms and Conditions; 3) Standard Terms and Conditions.

3.2 - FIXED PRICE WITH ECONOMIC ADJUSTMENT

The contract prices(s) will remain firm for the first twelve (12) months duration of the contract. Thereafter, the Contractor may submit a request to increase their price(s) to be effective sixty (60) calendar days after acceptance by DAS. No price adjustment will be permitted prior to the effective date of the increase received by the Contractor from its suppliers, or on purchase orders that are already being processed, or on purchase orders that have been filled and are awaiting shipment. If the Contractor receives orders requiring quarterly delivery, the increase will apply to all deliveries made after the effective date of the price increase.

The price increase must be supported by a general price increase in the cost, due to increases in the cost of raw materials, labor, freight, Workers' Compensation and/or Unemployment Insurance, etc. Detailed documentation, to include a comparison list of the contract items and proposed price increases, must be submitted to support the requested increase. Supportive documentation should include, but is not limited to: copies of the old and the current price lists or similar documents which indicate the original base cost of the product to the Contractor and the corresponding increase, and/or copies of correspondence sent by the Contractor's supplier on the supplier's letterhead, which contain the above price information and explains the source of the increase in such areas as raw materials, freight, fuel or labor, etc.

Should there be a decrease in the cost of the finished product due to a general decline in the market or some other factor, the Contractor is responsible to notify DAS immediately. The price decrease adjustment will be incorporated into the contract and will be effective on all purchase orders issued after the effective date of the decrease. If the price decrease is a temporary decrease, such should be noted on the invoice. In the event that the temporary decrease is revoked, the contract pricing will be returned to the pricing in effect prior to the temporary decrease. For quarterly deliveries, any decrease will be applied to deliveries made after the effective date of the decrease. Failure to comply with this provision will be considered as a default and will be subject to the “Suspension/Termination” and the “Contract Remedies” sections of the “Standard Contract Terms and Conditions”.

3.3 - TEMPORARY FUEL ADJUSTMENT

No request for a temporary fuel adjustment may be requested for the first six (6) months duration of the Contract. Thereafter, should a statewide or national increase in the cost of fuel occur, that is greater than 20% of the cost for fuel in place at the time of Contract award, the Contractor may petition DAS to increase the Contract price(s). The Contractor will be required to provide a cost breakdown of each item to indicate the portion of their product cost that is attributed to fuel. If approved, the Contractor will be permitted to adjust the price(s) by the exact amount of the fuel increase. The increase will be effective seven (7) calendar days after approval. Future requests for fuel cost adjustment will be considered in six (6) month intervals, for the duration of the Contract, under the above conditions. Should a statewide or national decrease in the cost of fuel occur, that is greater than 20% of the cost of fuel at the time of Contract award or approved increase, the Contractor will advise Procurement Services of said decrease and the Contract will be adjusted accordingly. Said decrease will become effective seven (7) calendar days after notification. Failure of the Contractor to notify Procurement Services of a decrease will be considered as a default and the Contractor will be responsible to reimburse the state for any overpayments. Said increases or decreases will be effective on all orders placed on or after the approval date of the adjustment.

https://procure.ohio.gov/static/pdf/About_Procurement/Procurement_Policies/Standard_T_C_10_15_22.pdf

3.4 - DELIVERY

Supplies will be delivered to the participating agency within 10 days after receipt of order. The delivery location will be noted on the purchase order issued by the participating agency.

3.5 - CONTRACTOR REVENUE SHARE

The Contractor must pay to the State a share of the sales transacted under this Contract as a fee to the State to cover the estimated costs the State will incur in administering this Contract and the Services offered under it (“Revenue Share”).

The Contractor must remit the Revenue Share in U.S. dollars within 30 days after the end of the quarterly reporting period. The Revenue Share that the Contractor must pay under this Contract equals ¾ of 1% of the total quarterly sales reported. The Revenue Share must be included in the prices reflected in any order and reflected in the total amount charged to the State, and the Contractor may not add a surcharge to orders under this Contract to cover the cost of the Revenue Share.

The Contractor must remit any amount due as the result of a quarterly or closeout sales report at the time the quarterly or closeout sales report is submitted to the Department of Administrative Services, Office of State Purchasing. To ensure the payment is credited properly, the Contractor must identify the payment as a “State of Ohio Revenue Share” and include this Contract number, total report amount, and reporting period covered.

Contractor will pay the Revenue Share by check remittance, both normal and overnight, credit card payment via the State’s epayment portal, or ACH payment, if approved by the State, using the instructions below

Check remittance:

Follow the remittance instructions on the required Quarterly Sales Report and Revenue Share Remittance Form at the following link, https://das.ohio.gov/revenueshareform.

Credit Card Payments:

To pay by credit card, use the following link, https://epay.das.ohio.gov/Payment, select “Revenue Share” as the payment type and follow the on-screen prompts.

ACH Payments:

If this payment method is approved by the State, the State will provide payment instructions to Contractor.

If the full amount of the Revenue Share is not paid within 30 days after the end of the applicable reporting period, the non-payment will constitute a contract debt to the State. The State may setoff any unpaid Revenue Share from any amount owed to the Contractor under this Contract and employ all other remedies available to it under Ohio law for the non-payment of the Revenue Share. Additionally, if the Contractor fails to pay the Revenue Share in a timely manner, the failure will be a breach of this Contract, and the State may terminate this Contract for cause as set forth herein and seek damages for the breach.

3.6 - CONTRACTOR QUARTERLY SALES REPORT

The Contractor must report the quarterly dollar value (in U.S. dollars and rounded to the nearest whole dollar) of the sales to Cooperative Purchasing Members under this Contract by calendar quarter (e.g. January-March, April-June, July-September and October-December). The dollar value of the sale is the price paid by the Contract user for the products and/or services listed on the purchase order or other encumbering document, as recorded by the Contractor.

To submit this quarterly sales report, the Contractor is responsible for obtaining access to Ohio|Buys and must report the quarterly dollar value of sales to Cooperative Purchasing Members to the Department of Administrative Services (DAS) via the Internet using Ohio|Buys at the following web address supplier-emarketplace.ohio.gov . If no sales occur, the Contractor must report zero. The report must be submitted no later than thirty (30) days following the completion of the reporting period.

https://das.ohio.gov/revenueshareform https://epay.das.ohio.gov/Payment

The Contractor shall also submit a close-out report within one hundred and twenty (120) days after the expiration of this Contract. The Contract expires upon the physical completion of the last outstanding task or delivery order of the Contract. The close-out report must cover all sales not shown in the final quarterly report and reconcile all errors and credits. If the Contractor reported all contract sales and reconciled all errors and credits on the final quarterly report, then the Contractor should show zero “0” sales in the close-out report.

If the Contractor fails to submit sales reports, falsifies reports or fails to submit sales reports in a timely manner, DAS may terminate this Contract.

3.7 - COOPERATIVE PURCHASING CONTRACT

This Contract may be utilized by Cooperative Purchasing Members. “Cooperative Purchasing Members” or “Co-op Members” are entities that qualify for participation in the State’s cooperative purchasing program under Section 125.04 of the Ohio Revised Code (“ORC”) and that have completed the steps necessary to participate in that program. They may include Ohio political subdivisions, such as counties, townships, municipal corporations, school districts, conservancy districts, township park districts, park districts created under Chapter 1545 of the ORC, regional transit authorities, regional airport authorities, regional water and sewer districts, and port authorities. They also may include any Ohio county board of elections, state institutions of higher education, private fire companies, private, nonprofit emergency medical service organizations, and chartered nonpublic schools.

If a purchase is made from this Contract by an entity that is not properly registered with the State’s Cooperative Purchasing Program, it may be a violation of law, may be contrary to the entity’s competitive bidding requirements, and will be a breach of this Contract by the Contractor. If a Cooperative Purchasing Member relies upon this Contract to issue a purchase order or other ordering document, the Cooperative Purchasing Member “steps into the shoes” of the State under this Contract. The Cooperative Purchasing Member’s order and this Contract are between the Contractor and the Cooperative Purchasing Member. The Contractor must look solely to the Cooperative Purchasing Member for performance, including payment. The Contractor agrees to hold the state of Ohio harmless with regard to Cooperative Purchasing Member’s orders and Cooperative Purchasing Member’s performance. DAS may cancel this Contract and may seek remedies if the Contractor fails to honor its obligations under an order from a Cooperative Purchasing Member.

3.8 – SECURITY

Security considerations at Agencies and Institutions could create abnormal delays or rejections of shipments(s). This could be due to a fog alert, emergency lockdown or other inclement weather conditions. Although these delays are rare they may happen several times per year at an institution.

3.9 – SPECIAL DELIVERY

Where special delivery requirements are listed for a location, those special requirements shall take precedence over standard requirements. No additional delivery charges will be allowed for special deliveries.

4 - INVITATION TO BID INSTRUCTIONS

Instructions, Terms and Conditions for Bidding that apply to the solicitation.

5 - SPECIAL INSTRUCTIONS TO BIDDERS

5.1 - EVALUATION

Bids will be evaluated in accordance with Article I-15 of the “Instructions to Bidders”. In addition, the state will: Multiply the estimated usage by unit price submitted to arrive at the estimated cost per line, then the state will total all the estimated costs per line item to arrive at the estimated total value of the contract.

https://procure.ohio.gov/pdf/OhioBuys_ITB_Instructions_to_Bidders_030921.pdf

5.2 - CONTRACT AWARD

The contract will be awarded to the lowest responsive and responsible bidder by low lot total. Low lot total will be determined by multiplying the unit cost by the estimated usage listed in the bid and then adding each of the totals together to arrive at the estimated total value of the contract. Failure to bid all items may result in the bidder being deemed not responsive.

5.3 - DESCRIPTIVE LITERATURE

The Bidder may be required to submit descriptive literature of the supplies or services being offered. If requested, the literature will be used in the evaluation process to determine the lowest responsive and responsible bidder. If not provided as part of the bid response, the Bidder must provide said literature within seven (7) calendar days after request/notification by the Office of Procurement Services to do so. Failure of the bidder to furnish descriptive literature either as part of their bid response or within the time specified herein will deem the bidder not responsive.

6- AMENDMENTS

6.1 - SUMMARY OF AMENDMENTS

Amendment Number

Effective Date Description

2 05/01/25

This amendment is issued to notify that as a result of mutual agreement between the State of Ohio and the Contractor, this contract is renewed for an additional 24 months, effective 05/01/25 through 04/30/27.

All other prices, terms and conditions remain unchanged.

1 05/20/24

This amendment is issued to update the pricelist, effective with all orders issued on or after 05/20/24.

All other prices, terms and conditions remain unchanged.