Dental RFQ FINAL.pdf

RFQ # 24-07026/02030-RFQ-01

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REQUEST FOR QUOTE

NUMBER 24-07026/02030-RFQ-01

For

DENTAL LABORATORY SERVICES

Offered By:

DEKALB PUBLIC HEALTH

Release Date: May 17, 2024

Due Date: Wednesday, June 17, 2024

5:00 p.m., EST

ISSUING OFFICER: Addrenna Latham, GCPM Addrenna.Latham@dph.ga.gov

(404) 508-7758 mailto:Addrenna.Latham@dph.ga.gov

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TABLE OF CONTENTS

Page

INSTRUCTIONS

OVERVIEW

DEFINITIONS OF TERMS

SCOPE OF WORK

SUBMISSION REQUIREMENTS

EVALUATION

TERMS AND CONDITIONS

Exhibit A - Certificate of Insurance

Exhibit B – Standard Contract for Professional Services

Exhibit C – Statement of Corporation Resolution

Exhibit D - Consolidated Certificate Regarding Lobbying; Debarment, Suspension and Other

Responsibility Matters; And Drug-Free, Workplace Requirements …………………………….25

Exhibit E – Contractor Affidavit…………………… ........………………………………………27

Exhibit F - Cost Proposal Form

Exhibit G – Reference and Clients List .............…………………………………………………29

Exhibit H – Submission Coversheet ………………………………………………………

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INSTRUCTIONS

Submission Information

To be considered, a proposal must be received by Wednesday, June 17, 2024, 5:00 p.m., EST via email to: dph-dcbohpurchasing@dph.ga.gov. For the email subject, use “RFQ Response – Dental Laboratory

Services.” Proposals received after this date and time will not be accepted.

Proposers are encouraged not to wait until the last minute to submit their proposals as unforeseen technical issues can create unforeseen challenges to submitting proposals by the due date and time required.

Responses should be submitted in document file (PDF) format. Use caution in creating electronic files. If

DeKalb Public Health (“DKPH”) is unable to open an electronic file due to a virus or because the file has become corrupted, the proposer’s response may be considered incomplete and disqualified from further consideration.

Cost Proposal

All proposals must contain all pricing information relative to performing Dental Laboratory Services as described in this RFQ.

The Proposers pricing must be submitted on the Cost Proposal Form included in this solicitation. Cost

Proposals must be submitted as a separate document titled, “Cost Proposal – Dental Laboratory Services, (Company’s Name).”

Virtual Vendor’s Conference

A Virtual Vendor’s Conference to address any questions or concerns from the vendor community will be held on Thursday, May 30, 2024, at 2:00PM EST. Registration for the vendor conference should remit no later than Wednesday, May 29, 2024, 5:00PM EST. Email your attendance request to addrenna.latham@dph.ga.gov. Attendance of the conference is optional. Your email subject line should reflect, “VENDOR REGISTRATION – DENTAL LABORATORY SERVICES.” You are welcome to forward your questions with your registration.

Answers to all vendor questions will post online in the “Additional Info” section of the RFQ no later than close of business June 4, 2024.

Restrictions on Communicating with DKPH Staff

From the issue date of this RFQ until the final award is announced (or the RFQ is officially cancelled), Proposers are not allowed to communicate with any DKPH staff regarding this solicitation except through the Issuing Officer named herein. Prohibited communication includes all contact or interaction, including but not limited to, telephonic communications, emails, faxes, letters, or personal meetings, such as lunch, entertainment, or otherwise. DKPH reserves the right to reject the response of any Proposer violating this provision.

mailto:dph-dcbohpurchasing@dph.ga.gov mailto:addrenna.latham@dph.ga.gov

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1.1 OVERVIEW

DeKalb Public Health (DKPH) provides preventive, routine, and urgent dental care services to ensure oral health to its clients. DKPH is seeking a qualified dental laboratory to provide high-quality workmanship in the fabrication of fixed and removable dentures, partials, crowns, bridges, and other dental services listed on the cost proposal form.

DEFINITION OF TERMS

▪ DKPH – DeKalb Public Health

▪ Offeror or Proposer – person or entity submitting a response to this Request for Quote

▪ RFQ – Request for Quote is a process wherein a competitive procurement method is used to solicit bids for the supply of goods or services. The objective of the solicitation is to identify a supplier who can provide the required specifications at the lowest possible cost.

▪ Contractor, Supplier, or Vendor – person or entity selling and/or providing goods or services.

2.1 SCOPE OF WORK

1. Contractor will provide the fabrication of complete dentures, partial dentures, crowns, bridges, repairs, relining, and other dental services as needed.

2. Contractor must be in business to provide services described in this solicitation with at least seven (7) years of experience for each type of service identified herein.

3. Contractor will provide a ten (10) day turnaround service time for crown and bridge services unless the parties agree to extend the turnaround time as appropriate. No extension shall exceed fourteen (14) calendar days.

4. Contractor will provide a ten (10) day denture repair turnaround service time unless agreement is made to extend the turnaround time as appropriate. No extension shall exceed fourteen (14) calendar days.

5. Any question(s) pertaining to appropriateness of design or impression quality, requires the

Contractor to consult with the dentist at the clinic site directly for resolution.

6. The Contractor must pick up the request for service(s) from the T.O. Vinson Health Center.

Once the service is complete, the finished product must be returned to T.O. Vinson Health

Center located at 440 Winn Way, Decatur, GA 30030.

7. The Contractor’s office must be located within an approximate 50-mile radius of T.O. Vinson

Health Center, 440 Winn Way, Decatur, GA 30030.

8. The Contractor shall have a local representative available for consultations.

9. Proposals submitted without a delivery time or turnaround time for each service listed will not be considered for evaluation.

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3.1 SUBMISSION REQUIREMENTS

Proposal submission must reference each Section below.

Section 1- Company Qualifications and Experience

a) Provide a brief narrative describing the history of your company. Include how long your company has been in business, volume of clients, number of employees and relevant services provided. The Proposer’s full-time business must be the provision of dental laboratory services.

b) Provide resumes, background information and experience of employees who will be assigned onsite, key management and other operational/technical staff who will be assigned to provide the services outlined in this solicitation. Include memberships and/or representation at dental prosthodontic organizations, dental laboratory associations, prosthetic continuing education courses and/or advanced technology degrees and accreditation.

c) If applicable, provide the Proposer’s parent company office address, telephone number, fax number and contact persons(s). Note all off-site locations that will be performing a major part of the services outlined in your response. Provide the office address, telephone number, fax number, and contact person for all off-site locations.

d) Detail your experience in providing each service outlined in the Scope of Work. Give specific, relevant examples of prior projects of similar scope and nature.

Section 2 - Quality/Method of Performance

a) Describe how your company will perform the proposed services identified in the Scope of

Work/Specifications of this solicitation. Provide sufficient detail to convey to the evaluation committee your knowledge of the subjects and skills necessary to perform the services requested.

b) Provide examples of work in the form of photographs.

c) Provide details on current and innovative technology that will be used in the performance of services and identify the benefits to DKPH.

d) Describe your company’s quality assurance program regarding the proposed services identified in the Scope of Work.

e) Provide your company’s current timelines for the various processes and turnaround time for each service requested in this RFQ.

f) Identify any specific laboratory services that cannot be directly provided by the Proposer

• For every service that cannot be directly provided by the Proposer, identify the subcontractor that will provide the service to include the subcontractors address, contact number, brief company history and the specific service the subcontractor will provide.

Section 3 – Cost

Provide your cost on the DKPH cost proposal form, attached as Exhibit F.

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4.1 EVALUATION

The DKPH evaluation committee will evaluate each proposal properly submitted in accordance with the instructions of this solicitation and within the timeframe specified.

DKPH, at its sole discretion, determines the criteria and process whereby proposals are evaluated and awarded. No damages shall be recoverable by any challenger as a result of the determinations or decisions by DKPH.

Contract award(s) will be made to the Contractor(s) that submits the proposal considered most advantageous to DKPH based on the process and the evaluation criteria set forth below.

Proposals that are deemed to be responsive will be submitted to the evaluation committee for review. Proposals that are deemed to be non-responsive will not be evaluated or considered for award. Proposals that do not contain pricing information will not be considered for an award.

DKPH reserves the right to evaluate proposals on the non-price related criteria only. Proposals that do not meet at least 70% of the non-price criteria may not have price evaluated as a criterion.

Proposals will be evaluated on the following criteria:

Criteria Possible Points

Company Qualifications and Experience 40

Quality/Method of Performance 40

Cost 70

Total 150

4.2 Method of Award

Award of this contract will be awarded to the most responsive, responsible Bidder(s). If a Bidder fails to submit an offer for all items on the cost proposal form its offer may be rejected.

5.1 Price

The pricing proposed by the Bidder shall be fixed for the duration of the contract award period.

5.2 Warranty

A. Type of Warranty Coverage Required

Bidder(s) shall warrant the products and/ or services against faulty labor and/or defective material for no less than ninety (90) calendar days after the date of acceptance by DeKalb Public Health.

This warranty requirement shall remain in effect for the full period identified above; regardless of whether the Bidder is under contract with DeKalb Public Health at the time of defect. Any payment by DeKalb Public Health on behalf of the goods or services received from the Bidder does not constitute a waiver of these warranty provisions.

B. Correcting Defects Covered Under Warranty

Bidder(s) shall be responsible for promptly correcting any deficiency, at no cost to DeKalb Public

Health within seven (7) calendar days after DeKalb Public Health notifies the Bidder of such deficiency in writing. If the Bidder fails to honor the warranty and/or fails to correct or replace the

Dental Laboratory Services Page 7 of 30 defective work items within the period specified, DeKalb Public Health may at its discretion, notify the Bidder, in writing, that the Bidder may be subject to contractual default if the corrections or replacements are not completed to the satisfaction of the DeKalb Public Health within five (5) calendar days of receipt of the notice. If the Bidder fails to satisfy the warranty within the period specified in the notice, the DeKalb Public Health may (a) place the Bidder in default of its contract, and/or (b) procure the products or services from another Bidder and charge the awarded Bidder for any additional costs incurred by DeKalb Public Health for the work or items invoiced.

5.3 Acceptance of Product & Service

The products and services to be provided hereunder shall be delivered to DeKalb Public Health and maintained in full compliance with the specifications and requirements set forth in this contract. If a Bidder’s product or service is determined to not meet the specifications and requirements of this contract, either prior to acceptance or upon initial inspection, the Bidder shall provide a direct replacement for the item and installation. The Bidder shall not assess any additional charge(s) for any conforming action taken by DeKalb Public Health under this clause.

5.4 Invoices

The Contractor shall submit a fully itemized invoice that references the DeKalb Public Health contract number, material descriptions, quantities, unit price(s), and service location(s).

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TERMS AND CONDITIONS

1. CONTRACT: The request for proposal invitation, terms and conditions, the specifications and the received proposal form the contract and they shall be fully part of the contract, as if thereto attached, or therein repeated. These documents represent the entire agreement between the successful vendor and DeKalb Public Health (“DKPH”) and supersede any prior discussions or negotiations, representations, or agreements, either written or oral.

Contracts, if awarded, will be awarded to responsible proposers whose proposals will be most advantageous to the DKPH, cost and other factors considered. The determination will be solely at the discretion of the DKPH.

Based upon the availability of funding and the assumption of satisfactory performance by the responder awarded the initial contract, it is the intent of the DKPH to enter into a series of four (4), one-year renewable contracts. The contract shall not bind, nor purport to bind, the DKPH for any contractual commitment in excess of the original contract period, which is anticipated to be July 1, 2024, through June 30, 2025.

In the event that DKPH exercises the right to renew, all terms, conditions, and specifications of the original contract, as amended, shall remain the same and apply during the extension period. A period not less than three years, or no more than five years, in duration. If an extension option is exercised, such shall be accomplished in writing between the contractor and DKPH’s Procurement and Contracts Division.

2. The DKPH reserves the right to reject or accept any or all proposals and to waive informalities, minor irregularities and technicalities in proposals received, whichever is deemed to be in the best interest of the DKPH, and to re-advertise.

3. The DKPH may accept any items or group of items of any proposal unless the proposer qualified his proposal by specific limitations.

4. COMPLETION: The Offeror shall read proposal carefully, complete all entries, and submit all documents or information requested. Failure to do so may result in rejection of the proposal.

5. CONTRACT RENEWAL: After the initial contract term, the DKPH reserves the right to renew the contract for four (4) additional years if the vendor and the DKPH mutually agree.

Renewing the contract would imply doing so under the same terms and conditions unless proposed changes are mutually agreed upon by both parties.

6. FUNDING: If for any fiscal year (July 1 to June 30) of this contract, DKPH for any reason, fail to appropriate funds for these services, the DKPH will notify the vendor immediately and will no longer be obligated under the contract.

7. EXCEPTIONS: Proposals meeting the requirements of this document shall be considered.

Offerors taking exception to any of the terms, conditions or offering substitutions shall state these exceptions plainly on the Exceptions Page of this document.

8. DEVIATIONS to any/all requested options in this proposal are subject to approval by

DKPH prior to any resultant award.

9. QUANTITIES: Unless otherwise noted, any quantities provided for this Request for

Proposal are estimated volume and do not represent a purchase contract quantity. DKPH reserves the right to purchase quantities that are fewer, greater, or even none for the line

Dental Laboratory Services Page 9 of 30 items presented based on needs at given times during the period of this pricing contract. The

DKPH reserves the right to not consider a proposal if a service charge, minimum dollar, or minimum quantity is applied.

10. OFFER TIMELINE: Offeror agrees to keep their offer open for acceptance by the DKPH for no less than ninety (90) days from the CSP response date and time.

11. COMPLIANCE: Under this contract, the DKPH Procurement Supervisor will have the responsibility to ensure compliance with contract requirements, such as but not limited to acceptance and inspection of equipment and services provided.

12. UNDERSTANDING: Offeror, by making his/her proposal, represents that he/she has read and understands the request for proposal.

13. PURCHASE ORDER: The DKPH limits its purchases through the use of properly approved and authorized purchase orders. The successful vendor must be able to accept purchase orders via email (preferred) or facsimile (FAX). Therefore, the purchase order number shall appear on ALL itemized invoices to ensure payment.

14. Any contract(s) or agreement(s) signed by any DKPH employee other than the District

Health Director or their designee is considered null and void.

15. INVOICING: The vendor shall submit itemized invoices within a 30-day window of service during the DKPH’s fiscal year in which the items were purchased. Invoices shall indicate the vendor contract number with the DKPH along with the DKPH contract number. Invoices shall be issued only for services provided. Payment shall not be due until the invoice(s) are submitted after delivery of service. Payments will be made within thirty (30) days of receipt of an accurate non-disputed invoice. All invoices can be mailed directly to: DKPH, Attention: Accounts Payable Department, P.O. Box 987, Decatur, Georgia 30031 and to the

Program Manager.

16. TAX EXEMPTION: DKPH, by law, is exempt from most taxes. Offeror to retain on file a copy of a tax-exempt form submitted by DKPH. Offeror is encouraged to allow for an automated tax exemption, not requiring the department buyer to request exemption. Do not include tax in your bid totals. If awarded contract, Offeror may obtain a copy of the DKPH

Tax Exemption Certificate by contacting the DKPH Purchasing Department.

17. SIGN-IN AND IDENTIFICATION BADGES: For safety purposes, all vendors will sign-in at the DKPH or administration front desk when entering a DKPH facility. All vendors will be expected to show their driver’s license or other government issued photo identification card to the employee at the front desk at the administration office.

18. FAILURE TO ABIDE BY TERMS: If at any time, a vendor fails to fulfill or abide by the terms, conditions, or specifications of the contract, or to perform by providing the items/services at the price submitted or within the specified time frame, the DKPH reserves the right, upon written notice to the vendor to cancel the contract.

19. DEFAULT: Prior to the cancellation of the contract for default, DKPH’s Procurement and

Contracts Division will advise the vendor, in writing, of their intentions, and the reasons for such intentions. The vendor will be allowed fifteen (15) days to cure the default condition.

If such condition is not cured to the satisfaction of the DKPH after that time, then the cancellation of the contract may be executed.

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20. GIFTS: Please note that a “gift to a public servant” is a Class A misdemeanor offense if the recipient is a government employee who exercises some influences in the purchasing process of the governmental body. This would certainly apply to anyone who helps establish specifications or is involved in product selection or directs a purchase.

21. INTERLOCAL AGREEMENTS, PURCHASING COOPERATIVES: The DKPH reserves the right to utilize other DKPH contracts, State of Georgia contracts, contracts awarded by other Governmental Agencies, other Boards, or cooperative agreements in lieu of any offer received, or award made as a result of this proposal, if it is in the DKPH’s best interest to do so.

22. VENUE: Both parties agree that venue for any litigation arising from this contract shall lie in DeKalb County, Georgia.

23. INSURANCE. Prior to beginning work, the successful contractor is required to furnish

Certificates of Insurance as may be required by the DKPH and described in the specifications (Exhibit A)

24. PERFORMANCE: Prospective vendor must affirmatively demonstrate responsibility through a satisfactory performance record. Each Offeror is required to submit with their proposal a list of three (3) references of organizations for which they currently or have provided products/services to within the last three (3) years. The list shall include the company/entity name, address, contact name, and telephone number.

25. PLACES OF BUSINESS: Prospective vendor may be required to furnish evidence in writing that they maintain permanent places of business and have adequate places of business and have adequate equipment, finances, and personnel to furnish the items/services offered satisfactorily and expeditiously.

26. EXCEPTIONS: Offerors taking exception to the terms and conditions or specifications of this proposal shall state these exceptions plainly on the Exception Page of the proposal document. If no exceptions are indicated on the submitted form, it will be assumed that your proposal complies with our document.

27. PRICING: Negotiation may be a part of this process. Therefore, vendors are cautioned to submit their most competitive price for their product and service the first time through on the Proposal Response forms. If the scope of the proposal and all other requirements are met initially, there may not be any need for negotiation with any vendor.

28. AWARD: It is the intention of the DKPH to establish a list of as many offerors as successfully respond to this RFQ. DKPH does not guarantee any quantities or dollar amounts relating to this proposal, as items and/or services will be purchased on an “as needed” basis with available funding. Purchases will be based upon the DKPH’s needs throughout the period covered by this proposal.

29. NOTIFICATON OF AWARD: ALL vendors properly responding on time to this proposal with all of the required documents complete, will be considered for award. The DKPH may elect to issue subsequent proposals and approve additional vendors for the same or similar items/services during the agreement period, if it is determined to be in the best interest of the

DKPH.

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30. CANCELLATION: DKPH shall have the right to cancel for default all or any part of the undelivered portion of this order/service if vendor breaches any of the terms hereof including warranties of vendor or if the vendor becomes insolvent or commits acts of bankruptcy. Such right of cancellation is in addition to and not in lieu of any other remedies, which DKPH may have in law or equity.

31. FORCE MAJEURE: If by reason of Force Majeure (unforeseeable circumstances), either party hereto shall be rendered unable wholly or in part to carry out its obligations under this agreement, then such party shall give notice and full particulars of Force Majeure in writing to the other party within a reasonable time after occurrence of the event or cause relied upon, and the obligation of the party giving such notice, so far as it is affected by such Force

Majeure, shall be suspended during the continuance of the inability then claimed, except as hereinafter provided, but for no longer period, and such party shall endeavor to remove or overcome such inability with all reasonable dispatch. The term Force Majeure as employed herein, shall mean acts of God, acts of public enemy, orders of any kind of government of the United States or the State of Georgia or any civil or military authority; insurrections;

epidemics; landslides; land sinkage; lightning; earthquakes; fires; hurricanes; storms; floods;

washouts; droughts; arrests; restraint of government and people; civil disturbances;

explosions; breakage or accidents to machinery, pipelines or canals, or other causes not reasonably within the control of the party claiming such inability.

32. ASSIGNMENT DELEGATION: No right or interest in this contract shall be assigned or delegation of any obligation made by vendor without the written permission of DKPH. Any attempted assignment or delegation by vendor shall be wholly void and totally ineffective for all purposes unless made in conformity with this paragraph.

33. WAIVER: No claim or right arising out of a breach of this contract can be discharged in whole or in part by a waiver or renunciation of the claim or right unless the waiver or renunciation is supported by consideration and is in writing signed by the aggrieved.

34. INTERPRETATION PAROLE EVIDENCE: This writing is intended by the parties as a final expression of their agreement and is intended also as a complete and exclusive statement of the terms of their agreement. No course of prior dealings between the parties and no usage of the trade shall be relevant to supplementing or explaining any term used in this agreement. Acceptance or acquiescence in a course of performance rendered under this agreement shall not be relevant to determine the meaning of this agreement even though the accepting or acquiescing party has knowledge of the performance and opportunity for objection. Whenever a term defined by the Uniform Commercial Code is used in this agreement, the definition contained in the Code is to control.

35. ADVERTISING: The vendor shall not advertise or publish, without DKPH’s prior consent the fact that DKPH has entered into this contract, except to the extent necessary to comply with proper requests for information from an authorized representative of the federal, state, or local government.

36. RIGHT TO ASSURANCE: Whenever one party to this contract in good faith has reason to question the other party’s intent to perform, he/she may demand that the other party give written assurance of his/her business intent to perform. In the event that a demand is made, and no assurance is given within five (5) days, the demanding party may treat this failure as an anticipatory repudiation of the contract.

37. DISCLOSURES: By signing this proposal, a vendor affirms that he/she has not given, offered to give, nor intends to give at any time hereafter any economic opportunity, future

Dental Laboratory Services Page 12 of 30 employment, gift, loan, gratuity, special discount, trip, favor, or service to a public servant in connection with the proposal submitted. Vendor shall note any and all relationships that might be a conflict of interest and include such information with the proposal (Conflict of

Interest Questionnaire). By signing this proposal, a vendor affirms that, to the best of his/her knowledge, the proposal has been arrived at independently, and is submitted without collusion with anyone to obtain information or gain any favoritism that would in any way limit competition or give them an unfair advantage over other vendors in the award of this proposal.

38. TERMINATION OF CONTRACT: It is understood that the DKPH retains the option to terminate this Agreement for any reason at the end of each contract year without pecuniary risk or penalty or at any point during the contract term with evidence of just cause. The termination will become effective, and this Agreement shall terminate sixty (60) days prior to the end of the contract year or for just cause. The termination will become effective, and this Agreement shall terminate sixty (60) days following written notification of intent.

39. CONFIDENTIAL OR TRADE SECRETS If any of the information is confidential or a trade secret belonging to the vendor and, if release would give advantage to a competitor or vendor, that information should be filed with the proposal in a separate envelope marked

“CONFIDENTIAL – DO NOT DUPLICATE WITHOUT PERMISSION”.

Acceptance of such materials does not constitute an admission by DKPH that the materials are confidential or a trade secret. CRIMINAL RECORDS HISTORY: The vendor shall insure that all entities with which it contracts shall supply information regarding criminal records history of any employee, agent or consultant who shall be present on DKPH’s property at any time. Under no circumstances shall any entity be allowed to use employees, agents or consultants present on site who have been convicted of a felony or a crime involving sexual misconduct.

40. COMPETITIVE PROCUREMENT: This RFQ is part of a competitive procurement process which helps to serve the DKPH’s best interest. It also provides vendors with a fair opportunity for their products to be considered. The process of competitive negotiation being used in this case shall not be confused with the different process of competitive sealed bidding. The latter process is usually used where the goods or services being procured can be described precisely and price is generally the determinative factor, although it may be, and the DKPH has the flexibility it needs to negotiate with vendors to arrive at a mutually agreeable relationship.

41. LENGTH OF CONTRACT: All responses to the RFQ shall be valid for the date of DKPH approval with the possibility of four (4) additional annual renewals between the DKPH and the Vendor.

42. ACCEPTANCE: This will be a single or multi-vendor award. DKPH reserves the right to accept or reject any or all of the proposals submitted, waive minor technicalities, and accept the offer most advantageous to the DKPH. Contract, to awarded vendor, will be based on the determined “best value for the DKPH”.

43. OTHER REQUIREMENTS: The warranty, general, special terms and conditions, insurance, submittal documents and specifications as stated herein shall apply and shall not be nullified, voided or altered in any way by the inclusion of the Offeror’s pre-printed forms with this proposal or any other document submitted during delivery of product, invoicing, acknowledgement letters, emails, faxes, routing communications between the contracted

Dental Laboratory Services Page 13 of 30 parties, of subcontract employees, or third parties unless specifically acknowledged and agreed to in writing by DKPH.

44. PERFORMANCE. The responsibility for compliance with this solicitation and the subsequent contract shall be with the submitting Offeror. Awarded Offerors are expected to provide prompt service that is due under this contract including warranties. Past performance of the Offeror may be a factor in awarding future contracts.

45. Any problems or discrepancies that are not covered by the above requirements should be directed to the DKPH Office of Purchasing for a determination or clarification prior to any action taken on said problem or discrepancy. If the Offeror fails to make such request, no excuse will thereafter be entertained for failure to carry out the work in a satisfactory manner. All bidders shall provide detailed explanations of any variances or exceptions the

Offeror has with any requirement or terms specified in this RFQ and shall thoroughly explain any alternate service offered. DKPH is not responsible for any costs incurred by the vendor for the preparation or distribution of this bid. Respondents or other authorized representatives are expected to fully inform themselves as to all conditions, requirements, and specifications before submitting offers. Failure to do so will be at the Offeror’s own risk. Proprietary information, if any, submitted to DKPH in response to this bid should be identified as such. Any information identified as proprietary will be handled in accordance with the provisions of the Georgia Open Records Public Information Act as it applies to such information.

46. DKPH LICENSING PROGRAM: The DKPH logo cannot be used without the expressed, written permission of the DKPH

47. PURCHASE ORDER. Proposer must accept the ordering of services via DKPH purchase order. This portion of the RFQ pertains to the offeror selected for final contract award

(“contractor”).

48. INCREASES. If deemed appropriate by the DKPH, extension period percentages of increase shall be negotiated with the contractor. If a mutual agreement cannot be reached, the DKPH reserves the right to rebid.

49. ADDITIONAL SERVICES. The DKPH reserves the right to request the contractor to provide additional services not outlined herein. In the event this occurs, compensation will be negotiated at that time.

50. COST. Unless otherwise specified herein, the contractor shall be responsible for furnishing all material, labor, facilities, equipment, and supplies necessary to perform the services required herein.

51. INDEPENDENT CONTRACTOR. The contractor represents itself to be an independent contractor offering such services to the general public and shall not represent itself or its employees to be employed by the DKPH. The sole relationship between DKPH and the contractor is as established by this contract. The contractor acknowledges responsibility for filing all returns and paying all taxes, FICA, employee fringe benefits, workers compensation, employee insurance, minimum wage requirements, overtime, etc., associated with the performance of the contractual requirements herein, and agrees to indemnify, save, and hold the DKPH, its officers, agents, and employees, harmless from and against, any and all losses, costs, attorney fees, and damage of any kind related to such matters. Upon request, the

Dental Laboratory Services Page 14 of 30 contractor shall provide DKPH evidence of compliance with these requirements.

52. COMMUNICATION ON PROJECTS. The contractor shall fully coordinate its activities in the performance of the contract with those of the DKPH. As the work of the contractor progresses, advice and information on matters covered by the contract shall be made available by the contractor to the DKPH throughout the contract period.

53. OWNERSHIP OF MATERIALS. The contractor shall agree and understand that all reports and material developed or acquired by the contractor as a direct requirement specified in the contract shall become the property of the DKPH. No reports or material prepared, as required by the contract, shall be released to the public without the prior written consent of the DKPH.

54. INDEMNIFICATION. The contractor shall understand and agree that DKPH cannot save and hold harmless and/or indemnify the contractor or employees against any liability incurred or arising as a result of any activity of the contractor or any activity of the contractor's employees related to the contractor's performance under the contract. Therefore, the contractor must acquire and maintain adequate liability insurance in the form(s) and amount(s) sufficient to protect DKPH, its agencies, its employees, its clients, and the general public against any such loss, damage and/or expense related to his/her performance under the contract. The insurance shall include an endorsement that adds DKPH as an additional insured.

The contractor shall not be responsible for any injury or damage occurring as a result of any negligent act or omission committed by DKPH or its employees.

55. CONFIDENTIAL INFORMATION. Inasmuch as under the contract the contractor may acquire confidential information, the contractor agrees to use such information only for the sole benefit of the DKPH and to keep confidential such information, as well as all information developed in the conduct of the work contracted for including information disclosed by the

DKPH to contractor or any other person engaged in the contracted work. The contractor further agrees that all data, technical information, and reports developed by contractor or any person engaged in the contracted work are the property of the DKPH and shall not be disclosed to others at any time or used for any other purpose other than for the sole benefit of the DKPH, and that upon termination of the contract, or at any other time the DKPH requests, the contractor or any other person involved in the contracted work will transmit to the DKPH any written, printed, or other materials embodying such confidential information, including all copies and excerpts thereof, given to, prepared by or for the contractor, or any other person involved in the contracted work. It is further understood and agreed that this obligation to keep such information confidential shall continue at all times beyond the completion of the contracted work. W-2 tax information would be the most sensitive file the DKPH would send to the contractor (once annually).

56. The contractor shall agree and understand that all exhibits, materials, digital files, artwork, design features and concepts developed as a result of the contract shall become the property of the DKPH, with all rights and interests for present and future publication, display, sale, copyright, or other use as deemed appropriate by the DKPH.

57. COMPLY WITH APPLICABLE LAW. The contractor must comply with all existing or future applicable laws, including but not limited to, those pertaining to soy-based ink and

Dental Laboratory Services Page 15 of 30 recycled paper.

58. NO EXCLUSIVE ARRANGEMENT. The contractor agrees and understands that the contract shall not be construed as an exclusive arrangement and further agrees that the DKPH may secure identical and/or similar services from other sources at any time in conjunction with or in replacement of the contractor's service.

59. VIOLATIONS. If the contractor is found to be in violation of this requirement or the applicable state, federal and local laws and regulations, and if the DKPH has reasonable cause to believe that the contractor has knowingly employed individuals who are not eligible to work in the United States, the DKPH shall have the right to cancel the contract Immediately without penalty or recourse and suspend or debar the contractor from doing business with the DKPH.

The DKPH may also withhold up to twenty-five percent of the total amount due to the contractor.

60. AUDIT. The contractor shall agree to fully cooperate with any audit or investigation from federal, state, or local law enforcement agencies.

61. CONTRACT MODIFICATIONS: With the exception of specifically designated persons in the Office of Purchasing selected for this purpose by the DKPH, employees of the DKPH are not authorized to modify, interpret, or clarify such terms, conditions or specifications, and proposers should not rely on the presentments of employees or agents other than those with express authority to make such presentments.

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Exhibit A

CERTIFICATES OF INSURANCE

Along with the contract documents sent to DKPH for execution, Contractor shall furnish Certificates of

Insurance from companies doing business in Georgia or written evidence of self-insurance and acceptable to DKPH covering:

(a) Statutory Workers' Compensation Insurance, or proof that Contractor is not required to provide such coverage under State law. Contractor agrees to confirm that all subcontractors likewise carry statutory

Workers' Compensation Insurance, and to provide proof of such confirmation to DKPH.

(b) Professional liability insurance on the services in this contract with limit of one million dollars

($1,000,000).

(c) Comprehensive liability insurance covering all operations and automobiles;

(1) With limits of $100,000/300,000 bodily injury.

(2) With limits of $100,000 property damage.

(d) "Umbrella" or "excess" coverage cannot be used to reach limits stated in (b) and (c).

Certificates of insurance must be executed in accordance with the following provisions:

(a) Certificates to contain policy number, policy limits and policy expiration date of all policies issued in accordance with this contract;

(b) Certificates to contain the location and operations to which the insurance applies;

(c) Certificates to contain the following clause:

"Re: change or cancellation. Policy certified will not be changed or cancelled without ten (10) days prior notice to the DeKalb Public Health, as evidenced by return receipts of registered or certified letters."

(d) Certificates to contain endorsement incorporating indemnification agreement assumed by the

Contractor further agree as follows:

(1) On the front of the certificate, the certificate is to contain the following clause:

"Re: Indemnification Agreement. Contract liability is included. See Indemnification Agreement clause on the reverse side of the certificate.";

(2) Type the following indemnification agreement statement on the reverse side of the certificate:

"The Contractor shall defend, indemnify and hold harmless DKPH for claims, charges or suits that arise due to the Contractor's error, omission, negligence or acts."

(e) Contractor shall be wholly responsible for securing certificates of insurance coverage as set forth above from all subcontractors who are engaged in this work.

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Exhibit B

STANDARD CONTRACT DOCUMENT FOR PROFESSIONAL SERVICES

STATE OF GEORGIA CONTRACT NO.:

COUNTY OF DEKALB 20-0000-Co000-00

Professional Services Contract

ARTICLE 1 - CONTRACT BETWEEN

This contract is between DeKalb Public Health, legally empowered to contract pursuant to the

Georgia Health Code and hereinafter referred to as "DKPH" and

____________________________________., a

_______________________________________ located at

_________________________________________, and hereinafter referred to as the

"Contractor."

This contract, made as of this ______ day of , shall constitute the terms and conditions under which the Contractor shall provide Dental Laboratory Services on behalf of DKPH.

ARTICLE 2 - CONTRACT PERIOD

This contract shall be effective upon full execution through June 30, 2025, and shall be reviewed annually. This contract has four (4) annual renewal options, unless terminated earlier under other provisions herein.

ARTICLE 3 - DKPH AND CONTRACTOR AGREEMENTS

NOW, THEREFORE in consideration of the mutual covenants herein set forth, it is agreed by and between the parties hereto as follows:

WHEREAS DKPH desires professional Dental Laboratory Services

And

WHEREAS the Contractor has represented to DKPH that they are an organization that is willing and able to provide such services:

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The Contractor agrees to:

1. Provide Dental Laboratory Services on an as needed basis.

DKPH agrees to:

1. Comply with all reasonable requests from the Contractor that are necessary for the performance of the duties within the Scope of Work.

2. Compensate the Contractor to Article 7 - Terms of Payment.

ARTICLE 4 - CONTRACT MODIFICATION

This contract may be modified by mutual consent at any time, but no modification or alteration of this contract will be valid or effective unless such modification is made in writing and signed by both parties and affixed to this instrument.

ARTICLE 5 - CONTRACT TERMINATION

A. DKPH terminate this contract, in whole or in part, for DKPH's convenience, or because of failure of the Contractor to fulfill the obligations herein in any respect. DKPH shall terminate by delivering to the Contractor, with at least thirty (30) days’ notice, a Notice of Termination specifying the nature, extent, and effective date of termination. Contractor shall be paid for services rendered up to the date of termination. Notice shall be given in accordance with

Article 12 herein.

B. Notwithstanding the foregoing, this contract is subject to the availability of funds for DKPH to provide reimbursement for services rendered. In the event that the source of reimbursement no longer exists, then this contract shall terminate immediately upon the giving of notice of such to the Contractor, without further obligation of DKPH. The Contractor shall be paid as provided herein for services rendered up to the date of termination. Notice shall be given in accordance with Article 12 herein.

ARTICLE 6 - CONTRACT SUSPENSION

DKPH reserves the right to suspend the contract in whole or in part under this provision, if it appears to DKPH, in its sole discretion, that the Contractor is failing to comply with any one or more of the following: (1) the quality of service; (2) the specified completion schedule of

Contractor's duties required under this contract; (3) the documentation requirements for proof of reimbursable expenses prior to payment thereof; or (4) the programmatic performance or service deliverables set forth herein. DKPH will send written notice to the Contractor, as notification of the DKPH's action under this Article, specifying the nature of the non-compliance and the actions necessary to correct the non-compliance. Contractor will immediately discontinue services and

Dental Laboratory Services Page 19 of 30 will have ten (10) calendar days from receipt of such notice to cure, remedy or correct the non-compliance to DKPH's satisfaction. Contractor will receive no payment for services rendered during the suspension period. If DKPH, in its sole discretion, is satisfied with Contractor's response, DKPH may lift the suspension of the contract, and both parties will resume full performance under the contract. If the Contractor does not provide a satisfactory response to

DKPH within the ten (10) day period, then this contract shall immediately terminate without further obligation by DKPH. Contractor shall be paid up to the date of suspension.

ARTICLE 7 - TERMS OF PAYMENT

In accordance with the Contractor’s completed and accepted “Cost Proposal” attached as Exhibit

F, the total amount of the contract shall not exceed $________________. Assuming satisfactory performance, payments will be made by DKPH to the Contractor upon receipt and acceptance of an invoice from the Contractor.

ARTICLE 8 - PUBLICITY

Any publicity given to the program or services provided herein, including, but not limited to, notices, information pamphlets, press releases, research, reports, signs, and similar public notices prepared by or for the Contractor, shall not identify DKPH as a sponsoring agency without prior approval by DKPH's managing programmatic division/office. In addition, the Contractor shall not display DKPH's name or logo in any manner, including, but not limited to, display on

Contractor's letterhead or physical plant, without the prior written authorization of DKPH.

ARTICLE 9 - NON-DISCRIMINATION

A. Non-discrimination in Employment Practices: The Contractor agrees to comply with Federal and State laws, rules and regulations and the Rules and Regulations of the State Personnel

Board if applicable relative to non-discrimination in employment practices because of political affiliation, religion, race, color, sex, handicap, age, or national origin.

B. Non-discrimination in Client/Client Service Practices: The Contractor agrees to comply with

Federal and State laws, rules and regulations relative to non-discrimination in client and client service practices because of political affiliation, religion, race, color, sex, handicap, age, or national origin.

C. Compliance with Applicable Provisions of the Americans with Disabilities Act: The Contractor agrees to comply with all applicable provisions of the Americans with Disabilities Act (ADA) and any relevant federal and state laws, rules and regulations regarding employment practices toward individuals with disabilities and the availability/accessibility of programs, activities, or services for clients with disabilities.

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ARTICLE 10- INDEPENDENT CONTRACTOR

The relationship between DKPH and the Contractor shall be that of owner and independent

Contractor. Nothing contained in this contract shall be construed to constitute the Contractor or any of its employees, agents, or subcontractors as a partner, employee, or agent of DKPH.

ARTICLE 11 - NOTICE

All notices and other communications required or permitted under this contract shall be in writing and shall be deemed given when delivered personally or five days after being sent by registered mail, postage prepaid and addressed as follows:

DKPH: Dianne McWethy Contractor: _______________________ Dianne.McWethy@dph.ga.gov _____________________________ Division Director, Administration _____________________________

DeKalb Public Health _____________________________ 445 Winn Way, Room 577 _____________________________ Decatur, Georgia 30030 _____________________________

(404) 508-7842

ARTICLE 12 - GEORGIA LAWS GOVERN

This contract shall be governed by, construed, and enforced in accordance with the laws of the

State of Georgia. The Contractor certifies that it is not currently engaged in a boycott of the nation of Israel, and that it will not engage in such a boycott for the duration of this contract as defined in O.C.G.A. § 50-5-85.

ARTICLE 13 - VENUE

This contract shall be deemed to have been made and performed in DeKalb County, Georgia.

For the purposes of venue, all suits or causes of action arising out of this contract shall be brought in the courts of DeKalb County, Georgia.

ARTICLE 14 - SOLE AGREEMENT

This contract constitutes the sole agreement between the parties. No representation, oral or written not incorporated herein shall be binding upon the parties.

ARTICLE 15 - RECORDS

The Contractor shall keep and maintain appropriate accounts and financial records pertaining to costs incurred on this contract in a manner consistent with applicable Federal, State or Local agencies regulations. The Contractor shall make these records available for audit as may be required by appropriate Federal, State, or Local agencies, statutes, and regulations. Such records shall be held for a retention period of three (3) years from the date of the last payment or until any pending litigations, claims, or audit findings are resolved.

mailto:Dianne.McWethy@dph.ga.gov

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ARTICLE 16 - CERTIFICATION REGARDING LOBBYING, DEBARMENT, SUSPENSION &

DRUG-FREE WORKPLACE

The Contractor certifies compliance with certification requirements less than 34 CFR Part 82 and

85 by signing Exhibit D…