1260023072a.pdf

23072a.docx/T11hm (continued)

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Contract Award Notification

Title : Group 12600 – Diagnostic Imaging Equipment (Statewide)

Classification Code(s):

Award Number : 23072 (Replaces Award 21862)

Contract Period : November 10, 2017 through November 9, 2022

Bid Opening Date : July 27, 2017

Date of Issue : November 10, 2017

Specification Reference : As Incorporated In The Solicitation

Contractor Information : Appears on Page 2 of this Award

Address Inquiries To:

State Agencies & Vendors Political Subdivisions & Others

Name :

Title :

Phone :

E-mail :

Heather Moore Contract Management Specialist 518-473-5019 heather.moore@ogs.ny.gov

Procurement Services Customer Services

Phone :

E-mail :

518-474-6717 customer.services@ogs.ny.gov

Procurement Services values your input.

Complete and return "Contract Performance Report" at end of document.

Description

NOTICE: THIS CONTRACT AWARD NOTIFICATION CONTAINS A SUBSET OF INFORMATION FROM

THE SOLICITATION. CONTRACTS RESULTING FROM SOLICITATION 23072 HAVE BEEN EXECUTED

BY CONTRACT AWARD LETTER. THE CONTRACT AWARD LETTER SETS FORTH THE ORDER OF

PRECEDENCE FOR THE TERMS AND CONDITIONS OF THE EXECUTED CONTRACTS. COMPLETE

CONTRACT DETAILS INCLUDING TERMS AND CONDITIONS CAN BE FOUND IN THE (REVISED)

SOLICITATION DOCUMENT DATED JUNE 30, 2017.

These contracts shall provide Authorized Users a selection of diagnostic imaging equipment, accessories, and service to be used in State Hospitals, Correctional Facilities, State Agencies, State Colleges, Public Schools, and other public buildings. Product categories include CT Scanners, Open and Closed MRI, Digital Mammography, X-Ray Image Intensifier (XRII), C-Arm, PET-CT, PET/MRI, (CR) and and Digital Radiography, Fluoroscopy, General, Portable, and Cardiac Ultrasound, Cardiovascular - Interventional Radiography, Bone Densitometer, RIS/PACS, ECG and EKG, Dental Diagnostic Imaging Equipment, Optical Imaging, and related accessories and services for all categories. Authorized contract users should contact the Contract Management Specialist named herein with any questions.

https://www.ogs.ny.gov/purchase/spg/awards/1260023072Can.htm

GROUP 12600 – Diagnostic Imaging Equipment AWARD PAGE 2

CONTRACT # CONTRACTOR FED.IDENT. # NYS VENDOR ID#

PC67948

SB Alpha Medical Equipment of NY, Inc. 113073896 1000005851

PC67950 Carestream Health, Inc. 208190334 1100006573

PC67952 Hitachi Healthcare Americas Corporation 341619915 1100006572

PC67954 Olympus America INC. 112416961 1000024164

PC67955 Philips Healthcare a division of Philips North America LLC 133429115 1000013122

Category

Product Category Contractor Manufacturer

1 Computed Tomography/CT Scanners & Related Accessories & Services

• Hitachi Healthcare Americas Corporation

Hitachi Healthcare

2 Magnetic Resonance Imager MRI: (Open and Closed) & Related Accessories & Services

• Hitachi Healthcare Americas Corporation

Hitachi Healthcare

3 Mammography (Digital) & Related Accessories & Services

4 X-Ray Image Intensifier (XRII), C-Arm & Related Accessories & Services

5 Proton Emission Tomography (PET-CT Scanner) & Related Accessories & Services

6 PET/MRI & Related

7 Computed Radiology (CR) and Digital Radiography & Related Accessories & Services

• Alpha Medical Equipment of NY, Inc.

• Carestream Health, Inc.

Shimadzu Carestream Health

8 Fluoroscopy & Related

• Alpha Medical Equipment of NY, Inc. Shimadzu

9 Ultrasound: (General, Portable, and Cardiac) & Related Accessories & Services

• Carestream Health, Inc.

• Philips Healthcare a division of Philips

North America LLC

Carestream Health Philips Healthcare

10 Cardiovascular- Interventional Radiography & Related

• Alpha Medical Equipment of NY, Inc.

Shimadzu

11 Bone Densitometer & Related

12 Radiographic Imaging Information Technology/Radiographic Information Systems(RIS/PACS) & Related Accessories & Services

• Carestream Health, Inc. Carestream Health

13 Electrocardiography Equipment (ECG or EKG) & Related

14 Dental Diagnostic Imaging Equipment & Related

15 Optical Imaging & Related

• Olympus America Inc. Olympus

GROUP 12600 – Diagnostic Imaging Equipment AWARD PAGE 3

16 Miscellaneous:

This category includes items and services that can be used in diagnostic imaging, but they must be directly related to diagnostic imaging equipment.

This category is not intended for general computer equipment.

Tablets, laptops and desktop computers, are excluded from the scope of this contract, unless loaded with specific software to interface with equipment on this contract.

For complete Contractor information and Pricing information for this Award, please see the Contractor Information page located on the OGS Website at:

Cash Discount, If Shown, Should be Given Special Attention.

INVOICES MUST BE SENT DIRECTLY TO THE ORDERING AGENCY FOR PAYMENT.

(See "INVOICING AND PAYMENT" in this document.)

AGENCIES SHOULD NOTIFY PROCUREMENT SERVICES PROMPTLY IF THE CONTRACTOR FAILS TO

MEET DELIVERY OR OTHER TERMS OF THIS CONTRACT. PRODUCTS OR SERVICES WHICH DO NOT

COMPLY WITH THE SPECIFICATIONS OR ARE OTHERWISE UNSATISFACTORY TO THE AGENCY

SHOULD ALSO BE REPORTED TO PROCUREMENT SERVICES.

SMALL, MINORITY AND WOMEN-OWNED BUSINESSES:

The letters SB listed under the Contract Number indicate the Contractor is a NYS small business. Additionally, the letters MBE and WBE indicate the Contractor is a Minority-owned Business Enterprise and/or Woman-owned Business Enterprise.

RECYCLED, REMANUFACTURED AND ENERGY EFFICIENT PRODUCTS:

New York State supports and encourages contractors to use recycled, remanufactured or, energy efficient and “energy star” products. If one of the following codes appears as a suffix in the Award Number or is noted under the individual Contract Number(s) in this Contract Award Notification, please look at the individual awarded items for more information on products meeting the suffix description.

RS,RP,RA Recycled RM Remanufactured SW Solid Waste Impact EE Energy Efficient E* EPA Energy Star ES Environmentally Sensitive

NOTE TO AUTHORIZED USERS:

When placing Purchase Orders under the Contract(s), the Authorized User should be familiar with and follow the terms and conditions governing its use which usually appears at the end of this document. The Authorized User is accountable and responsible for compliance with the requirements of public procurement processes. The Authorized User must periodically sample the results of its procurements to determine its compliance. In sampling its procurements, an Authorized User should test for reasonableness of results to ensure that such results can withstand public scrutiny.

GROUP 12600 – Diagnostic Imaging Equipment AWARD PAGE 4

The Authorized User, when purchasing from OGS Contracts, should hold the Contractor accountable for Contract compliance and meeting the Contract terms, conditions, specifications, and other requirements. Also, in recognition of market fluctuations over time, Authorized Users are encouraged to seek improved pricing whenever possible.

Authorized Users have the responsibility to document purchases, particularly when using OGS multiple award Contracts for the same or similar product(s)/service(s), which should include:

• a statement of need and associated requirements,

• a summary of the Contract alternatives considered for the purchase,

• the reason(s) supporting the resulting purchase (e.g., show the basis for the selection among multiple

Contracts at the time of purchase was the most practical and economical alternative and was in the best interests of the State).

CONFLICT OF TERMS:

The list of documents below address clarifications agreed to by the Contractor and the Office of General Services (OGS) and resolved by the parties and set forth herein in an order of precedence for the Contract Award. The documents listed below were included in Solicitation #23072 or provided by the Contractor. Unless otherwise set forth in the procurement or Contract documents, conflicts among documents shall be resolved in the following order of precedence:

1. Appendix A (January 2014), Standard Clauses for NYS Contracts (previously provided);

2. Contract Award Letter

3. Revisions and Clarifications to Bid Specifications dated 06/07/2017 and 06/30/2017 (previously provided);

4. Solicitation #23072 (revised 06/30/2017) including all Appendices and Attachments referenced therein

(previously provided);

5. Appendix B (April 2016)

6. Contractor’s Bid Price Lists as published by OGS; and

7. Contractor’s Bid

OVERVIEW:

This Solicitation is issued by the New York State (NYS) Office of General Services (OGS), Procurement Services for diagnostic imaging equipment as specified herein for all Authorized Users statewide. This is a non-competitive Solicitation intended to result in multiple centralized contracts. Periodic recruitment will be at the discretion of OGS. The term of this award will be five (5) years with the option to extend up to two (2) additional years. Contract awards will be made to all responsive and responsible Bidders who meet minimum qualifications and offer reasonable, not to exceed prices as determined by OGS. Bidder must be a manufacturer or an authorized reseller/distributor of a manufacturer for the products they are offering under this Solicitation. This will be a statewide award covering a broad range of diagnostic imaging equipment that will be utilized in medical environments. Authorized users are encouraged to obtain multiple quotes and purchase from contractors who offer products and pricing that best meet their needs.

ESTIMATED QUANTITIES:

All quantities or dollar values listed within this Contract are estimates. No specific quantities or volumes are represented or guaranteed and the State provides no guarantee of individual Authorized User participation. The Contractor(s) must furnish all quantities or dollar values actually ordered. The anticipated dollar value of the award for this Solicitation, based on historical purchases under previous awards was approximately $7M to $10M annually. The individual value of each resultant Contract is indeterminate and will depend upon the number of Contracts issued and the competitiveness of the pricing offered. Authorized Users will be encouraged to purchase from Contractors who offer the Products and pricing that best meets their needs in the most practical and economical manner. See Appendix B, §28, Estimated/Specific Quantity Contracts and §25, Participation in Centralized Contracts.

GROUP 12600 – Diagnostic Imaging Equipment AWARD PAGE 5

Numerous factors could cause the actual value of the Contract to vary substantially from the historical value. Such factors include, but are not limited to, the following:

• The Contract is a nonexclusive Contract;

• There is no guarantee of volume to be purchased, nor is there any guarantee that demand will continue in any manner consistent with previous purchases;

• The individual value of the Contract is indeterminate and will depend upon actual Authorized User demand, and actual quantities ordered during the Contract period; and,

• The State reserves the right to terminate the Contract for cause or convenience prior to the end of the term pursuant to the terms and conditions of the Contract.

• Contract pricing that is lower than anticipated could result in a higher quantity of purchases by

Authorized Users than anticipated.

• Contract pricing that is higher than anticipated could result in a lower quantity of purchases by

Authorized Users than anticipated.

Contractor acknowledges the foregoing and agrees that actual good faith purchasing volumes during the term of the Contract could vary substantially from the estimates/historical values provided in this Contract.

DEFINITIONS:

Capitalized terms used in the Solicitation shall be defined in accordance with Appendix B, Definitions, or as below.

Term Definition Accessories Any nonexpendable piece of equipment which has been fixed in place or attached to equipment & instruments, but which may be severed or removed without impairing the piece removed or affecting the basic function of the object.

Bundled Multiple Products combined for sale as a single Product offering with a single SKU number. See also “Product Bundle” below.

Business Day Monday through Friday from 8:00 AM – 5:00 PM ET, excluding NY State holidays and Federal holidays.

Category Discount Refers to the discount offered to all products in the category Contract Price List A list of Products approved by OGS that contains the Net Prices for

Authorized Users.

Contractor Shall refer to a vendor which has been awarded a Statewide Contract to provide products and services under this Solicitation.

Equipment Major Products that are not expendable except through depreciation or wear and tear and which, although they may be fixed or positioned in prescribed places, do not lose their identity or become integral parts of other Products or installations.

Form, Function, and Utility Shall refer to the minimum essential requirements that will meet an Authorized User’s needs for a Product and/or for an order. These requirements are defined by the Authorized User. Requirements may include quality, quantity, delivery terms, packaging, performance standards, and compatibility, among others.

Government Entity An entity at the federal, state, county, or city level.

Installation The placement and/or assembly of Product(s), after which they are ready for use. See Section 5.3.3 Public Works for exclusions.

List Price Shall mean a basic published/verifiable or advertised price, often subject to discount. See also “Verifiable Price List” below.

Manufacturer A person or business entity that creates, makes, processes, or fabricates a Product or something of value, which changes a raw material or commodity from one form to another, or creates a new Product or commodity.

GROUP 12600 – Diagnostic Imaging Equipment AWARD PAGE 6

MWBE Shall refer to a business certified with the New York State Empire State Development (ESD) as a Minority and/or Women-Owned Business Enterprise.

N/A A common abbreviation for “not applicable” or “not available”, used to indicate when information in a certain field on a table is not provided, either because it does not apply to a particular case in question or because it is not available.

Net Price Shall refer to the price extended to New York State after all discounts, rebates, etc. have been allowed. All prices are FOB destination and include all customs, duties, and charges to any destination in New York State.

NYS Holidays Refers to the legal holidays for State Employees in the Classified Service of the Executive Branch, as more particularly specified on the website of the NYS Department of Civil Service. This includes the following: New Year’s Day; Martin Luther King Day; Washington’s Birthday (observed);

Memorial Day; Independence Day; Labor Day; Columbus Day; Veteran’s Day; Thanksgiving Day; and Christmas Day.

NYS Vendor File Shall refer to a centralized repository to maintain timely and reliable information on all Contractors registered to do business with the State.

The Office of the State Comptroller’s Bureau of State Expenditures created the Vendor Management Unit (VMU) to manage this file.

NYS Vendor ID Shall refer to the ten-character identifier issued by New York State when a vendor is registered with the NYS Vendor File.

Periodic Recruitment Is a process whereby OGS, at any time and in its best interest, reserves the right to open the procurement to additional Bidders under the same terms and conditions as the original solicitation.

Preferred Source Program Shall refer to the special social and economic goals set by New York State in State Finance Law § 162 that require a governmental entity purchase select Products from designated organizations when the Products meet the “form, function and utility” requirements of the governmental entity. Under State Finance Law § 163, purchases of Products from Preferred Sources are given the highest priority and are exempt from the competitive bidding requirements. The New York State Preferred Sources include: The Correctional Industries Program of the Department of Corrections and Community Supervision (“Corcraft”); New York State Preferred Source Program for People Who Are Blind (“NYSPSP”); and the New York State Industries for the Disabled (“NYSID”). These requirements apply to state agencies, political subdivisions and public benefit corporations (including most public authorities).

Preventive Maintenance (PM) Planned activities undertaken to retain equipment or instruments in a serviceable condition; including scheduled inspection, testing, servicing, and classification as to serviceability, repairs, rebuilding, and reclamation.

Procurement Services Shall refer to a business unit of OGS, formerly known as New York State Procurement (“NYSPro”) and Procurement Services Group (“PSG”).

Product Bundle Multiple Products combined for sale as a single Product offering with a single SKU number. In the instance where a Product Bundle is comprised of Products by multiple Manufacturers, the Product Bundle can only be offered for sale under the Manufacturer/brand-name having the largest portion of the cost of the Product Bundle based on the Manufacturer’s list price for the Product Bundle components.

Remedial Maintenance Activities undertaken only in response to a failure or breakdown of equipment or instruments which results in a loss of production.

GROUP 12600 – Diagnostic Imaging Equipment AWARD PAGE 7

Reseller/Distributor/Authorized Dealer

Is a company or individual (merchant) that purchases goods with the intention of selling them rather than consuming or using them. Terms are used interchangeably throughout the Solicitation.

Service Agreement A legally binding agreement between a customer and a Contractor that details the level and quality of service to be provided. Sometimes called a Service Agreement, Service Contract, or a Maintenance Agreement, offer prolonged warranties in addition to the standard warranty.

SDVOB Shall refer to a NYS-certified Service-Disabled Veteran-Owned Business

Vendor Shall refer to any business entity who submits a response to this Solicitation, can be either before or after execution of a Contract.

SCOPE:

This is a discount from pricelist Contract providing for diagnostic imaging equipment to State hospitals, Correctional Facilities, State Agencies, State Colleges, and other eligible Authorized Users. This award is not intended to be a mechanism to obtain stand-alone equipment and products such as computers and peripherals.

Products shall be of commercial/institutional grade. Authorized Users are encouraged to purchase from Contractors who offer products and pricing that best meets their needs. Installation is not part of this Contract.

Product categories are as follows:

1. Computed Tomography/CT Scanners &

Related Accessories & Services

• Multislice up to 64 slice

• Multislice more than 64 slice

• Dual Energy

• Dose reporting software (in accordance with Section

1.2.1 Exclusions)

• Dose reduction software/hardware (in accordance with

Section 1.2.1 Exclusions)

• Injector

• Extended Warranty

• Preventive Maintenance

• Service Contract, Including Regulatory and Quality

Compliance

2. Magnetic Resonance Imager MRI: (Open and Closed) & Related Accessories & Services

• High Field

• Low Field

• Various MRI coils (head, neck, extremity, foot/ankle, knee, wrist, shoulder, neurovascular

• MRI/MRA/MRV software and hardware Capabilities (in accordance with Section 1.2.1 Exclusions)

• Extended Warranty

• Preventive Maintenance

• Service Contract, Including Regulatory and Quality

Compliance

3. Mammography (Digital) & Related

Accessories & Services

• 2D and 3D capabilities

• Tomosynthesis

• Workstation

• Accessories

• Extended Warranty

• Preventive Maintenance

• Service Contract, Including Regulatory and Quality

Compliance

4. X-Ray Image Intensifier (XRII), C-Arm &

Related Accessories & Services

• C-Arm: compact, multipurpose, high end

• C-Arm Tables (height adjustable and/ or integrated to

C-Arm)

• Extended Warranty

• Preventive Maintenance

• Service Contract, Including Regulatory and Quality

Compliance

GROUP 12600 – Diagnostic Imaging Equipment AWARD PAGE 8

5. Proton Emission Tomography (PET-CT Scanner) & Related Accessories & Services

• PET/CT

• Multislice CT scanner

• Reconstruction software and hardware

(workstation) (in accordance with Section 1.2.1 Exclusions)

• Extended Warranty

• Preventive Maintenance

• Service Contract, Including Regulatory and

Quality Compliance

6. PET/MRI & Related Accessories &

Services

• 3T MRI scanner

• PET Scanner

• Various MRI coils (head, neck, extremity, foot/ankle, knee, wrist, shoulder, neurovascular

• 3D reconstruction workstation hardware and software

(in accordance with Section 1.2.1 Exclusions)

• Injector

• Extended Warranty

• Preventive Maintenance

• Service Contract, Including Regulatory and Quality

Compliance

7. Computed Radiology (CR) and Digital

Radiography & Related Accessories & Services

• DICOM capabilities

• RIS Modality Worklist

• Single/dual detector

• twin robotic x-ray

• Accessories

• Extended Warranty

• Preventive Maintenance

• Service Contract, Including Regulatory and Quality

Compliance

8. Fluoroscopy & Related Accessories &

Services

• Tables

• Accessories

• Extended Warranty

• Preventive Maintenance

• Service Contract, Including Regulatory and Quality

Compliance

9. Ultrasound: (General, Portable, and

Cardiac) & Related Accessories & Services

• Various probes (large, medium, small, MSK, body, vascular)

• DICOM

• Modality Worklist

• 2D

• 3D

• 4D

• Doppler

• ECHO Package

• Extended Warranty

• Preventive Maintenance

GROUP 12600 – Diagnostic Imaging Equipment AWARD PAGE 9

10. Cardiovascular- Interventional Radiography & Related Accessories & Services

• DICOM capabilities

• RIS Modality Worklist

• Accessories

• Flat Panel technology

• Injector

• Vascular package

• Digital Subtraction capabilities

• Multiview screen boom to include hemodynamic display

• Intercom system

• Extended Warranty

• Preventive Maintenance

• Service Contract, Including Regulatory and Quality

Compliance

11. Bone Densitometer & Related

Accessories & Services

• Accessories

• Extended Warranty

• Preventive Maintenance

• Service Contract, Including Regulatory and Quality

Compliance

12. Radiographic Imaging Information

Technology/Radiographic Information Systems (RIS/PACS) & Related Accessories & Services

• Voice dictation integration

• DICOM

• Multimodality capabilities

• Accepts cine loops

• Accepts color doppler

• Extended Warranty

• Preventive Maintenance

• Service Contract, Including Regulatory and Quality

Compliance

13. Electrocardiography Equipment (ECG or

EKG) & Related Accessories & Services

• Accessories

• Extended Warranty

• Preventive Maintenance

• Service Contract, Including Regulatory and Quality

Compliance

14. Dental Diagnostic Imaging Equipment &

Related Accessories & Services

• Cone-beam Computed Tomography; for dentomaxillofacial applications

• Cephalometric x-ray unit, analog (film)

• Cephalometric x-ray unit, direct digital receptor

• Intraoral dental x-ray unit, analog (film)

• Intraoral digital receptors, direct digital receptor

• Intraoral digital receptors, indirect digital receptor

(storage phosphors)

• Intraoral receptors, analog (film)

• Panoramic Dental X-ray unit, analog (film)

• Panoramic Dental X-ray unit, direct digital receptor

• Processor, automatic, dental x-ray film

• Processor, automatic, panoramic and cephalometric x-ray film

• Head restraint

• Chin rest

• Positioning devices (e.g. XCP device)

• Lead apron

• Extended Warranty

• Preventive Maintenance

GROUP 12600 – Diagnostic Imaging Equipment AWARD PAGE 10

15. Optical Imaging & Related Accessories & Services

• Near-infrared fluorescence imaging - high sensitivity charge-coupled-device (CCD) camera

• Diffuse optical tomography (DOT)

• Diffuse optical spectroscopy (DOS)

• Confocal microscopy

• Coherent anti-Stokes Raman scattering (CARS)

• Surface-weighted imaging

• Phase-array detection

• Multiphoton imaging

• Intravital microscopy

• Extended Warranty

• Preventive Maintenance

• Service Contract, Including Regulatory and Quality

Compliance

16. Miscellaneous:

This category includes items and services that can be used in diagnostic imaging, but they must be directly related to diagnostic imaging equipment. This category is not intended for general computer equipment. Tablets, laptops and desktop computers, are excluded from the scope of this contract, unless loaded with specific software to interface with equipment on this contract.

• Diagnostic displays

• Tablets (in accordance with Section 1.2.1 Exclusions)

• Shade systems

• Signs

• Bollards

• Tree guards

• Planters

• Education/Training

GROUP 12600 – Diagnostic Imaging Equipment AWARD PAGE 11

Exclusions:

The following products and/or services are specifically excluded from the scope of this Solicitation and resulting Contracts:

• Furniture

• General computer equipment

• Standalone tablets, laptops, and desktop computers, unless loaded with specific software to interface with equipment on this contract

• Printers

• Installation considered public works, as described in Section 5.3.3 Public Works

• Software, as described below o Software that is part of the diagnostic or patient monitoring equipment offered by the vendor will be allowed as part of a Product Bundle. Each Product Bundle is accompanied by a detailed breakout of every item making up the Product Bundle.

o A Product Bundle is defined as “Multiple Products combined for sale as a single Product offering (see complete definition of Product Bundle in Section 1.9 Definitions). A Product Bundle is not a selection of separate Product offerings (SKUs) that are combined together at the time of transaction.

o Software/data processing systems/components are only allowable where equipment is to be interfaced with or dedicated to a complete system for a specific manufacturer’s product line offered.

o Software offered under this Contract must: (1) be in a format that does not require any conversion by the Authorized User; (2) be available as part of the Contractor’s standard commercial offerings; and

(3) be directly related to operational functions of the Diagnostic Imaging Equipment/Instrument acquired by the Authorized User.

o Further, any software currently on the Information Technology Umbrella Contract – Distributor Based (Statewide), Group 73600 , Award 22876, Prohibited List, or any subsequent replacement contract, is excluded from purchase under this Contract, except when the software is pre-loaded on the Diagnostic Imaging Equipment/Instrument at the time of purchase; in such cases, price may not exceed the Information Technology Umbrella Contract – Distributor Based (Statewide) price, or the price on any subsequent replacement contract. The Prohibited List may be accessed on the OGS website: https://www.ogs.ny.gov/purchase/snt/awardnotes/7360022876can.htm o Additionally, operating system software shall be licensed in accordance with the terms and conditions offered on the software developer’s direct NYS software Contract, if available. License and warranty terms shall be furnished to Authorized User at the time of purchase in either hard copy or electronic form, and have not been reviewed or approved by OGS. Notwithstanding the foregoing, warranty coverage for software must start co-terminously with the product warranty period set forth in this Contract (see Appendix B). Any costs associated with this requirement shall be borne by the Contractor.

o Authorized Users may purchase Products with internet or Cloud-based capabilities, but must carefully review any associated terms and conditions prior to purchase, as such terms and conditions have not been reviewed or approved by OGS. Any costs for internet or Cloud services are not included in this Solicitation and must be procured separately following the Authorized User’s regular procurement practices.

Authorized Users may purchase Products requiring installation from any resultant Contract. However, any installation shall need to be procured separately following the Authorized User’s regular procurement procedures and taking into account any Public Works requirements found in the sections titled PRICE and PUBLIC WORKS.

PROCUREMENT INSTRUCTIONS TO AUTHORIZED USERS:

The resultant Contracts will be centralized Contracts issued under a multiple award structure. Products offered under the Contracts, pricing, and other Contract information will be posted to the OGS website and, if applicable, the awarded Contractors’ dedicated NYS websites. Authorized Users shall procure Products that best meet their form, function and utility requirements.

Before proceeding with their purchase, Authorized Users shall check the list of Preferred Source offerings and are reminded that they must comply with State Finance Law, particularly § 162, regarding commodities/services provided by preferred source suppliers.

GROUP 12600 – Diagnostic Imaging Equipment AWARD PAGE 12

Where commodities/services are not available from Preferred Source suppliers in the form, function and utility required by the Authorized User, Authorized Users shall purchase from the centralized Contracts awarded under this Solicitation. The basis for selection among multiple Contracts at the time of purchase shall be the most practical and economic alternative and shall be in the best interests of the State. Therefore, Authorized Users are strongly encouraged to obtain quotes from at least three (3) Contractors prior to issuing a Purchase Order, in order to ensure that the Authorized User is receiving the best possible pricing. The Authorized User shall document its procurement decisions in its Procurement Record.

When placing Purchase Orders under the Contract(s), the Authorized User should be familiar with and follow the terms and conditions governing its use. The Authorized User is accountable and responsible for compliance with the requirements of public procurement processes. The Authorized User, when purchasing from OGS Contracts, should hold the Contractor accountable for Contract compliance and meeting the Contract terms, conditions, specifications, and other requirements. Also, in recognition of market fluctuations over time, Authorized Users are encouraged to seek improved pricing whenever possible. Authorized Users have the responsibility to document purchases which should include: statement of need and associated requirements; obtaining all necessary prior approvals; a summary of the Contract alternatives considered for the purchase; and the reason(s) supporting the resulting purchase (e.g., show that basis for the selection among multiple Contracts at the time of purchase was the most practical and economical alternative and was in the best interests of the State).

Authorized Users will issue Purchase Orders directly to the Contractor or the Contractor’s authorized Reseller (if applicable), as specified by the Contractor, and specifying any shipping/delivery requirements.

Upon Authorized User acceptance of Products itemized on the Purchase Order, Contractor will invoice Authorized User for any portion of Products accepted, and accordingly, Authorized User will arrange for payment.

Contractor shall provide itemized invoicing for all Products.

Note: Contractor must disclose any forms or other order information that Contractor will attach to orders or require to be completed with Authorized User purchases. Documents which contain additional terms or conditions must receive pre-approval by the Authorized User. Additional terms or conditions that were not pre-approved by the Authorized User or which conflict with the Contract terms and conditions are void and unenforceable at the sole discretion of the State.

Authorized Users may purchase Products requiring installation from any resultant Contract. However, any installation shall need to be procured separately following the Authorized User’s regular procurement procedures and taking into account any Public Works requirements.

OVERLAPPING CONTRACT ITEMS:

Products available under the resulting Contract may also be available from other New York State Contracts.

Authorized Users will be advised to select the most cost effective procurement alternative that meets their program requirements and to maintain a procurement record documenting the basis for this selection.

PREFERRED SOURCE PRODUCTS:

Section 162 of the State Finance Law requires that agencies, including Executive Agencies, afford first priority to the products of preferred source suppliers such as Corcraft (the marketplace name for the NYS Department of Corrections and Community Supervision, Division of Industries), New York State Preferred Source Program for People who are Blind (NYSPSP), and New York State Industries for the Disabled (NYSID), and others determined by law, when such products meet the form, function and utility of the agency. Some products in the resultant Contract(s) may be available from one or more preferred sources. An Authorized User must determine if a particular commodity or service is approved for a Preferred Source and follow the requirements of State Finance Law § 162(3) or (4)(b), respectively, before engaging the Contractor.

CONTRACT PERIOD AND EXTENSIONS:

The Contract will be in effect for a term of five (5) years. The Contract term shall commence after all necessary approvals and shall become effective upon mailing or electronic communication of the final executed documents to the Contractor (see Appendix B, Contract Creation/Execution).

GROUP 12600 – Diagnostic Imaging Equipment AWARD PAGE 13

All OGS Centralized Contracts resulting from this Solicitation shall have a co-terminus end date, including those Contracts awarded during any subsequent periodic recruitment. At the State’s option, the Contract may be extended for up to two (2) years, in increments as deemed to be in the best interest of the State. Whether the optional extensions are exercised is at the sole discretion of the State. A Contractor shall retain the right to decline a Contract extension offered under this section. Any Contract extension will be under the same terms and conditions, subject to any additional applicable statutory and policy requirements. Any extensions provided under this section shall apply in addition to any rights set forth in Appendix B, Contract Term – Extension.

SHORT TERM EXTENSION:

This section shall apply in addition to any rights set forth in Appendix B, Contract Term – Extension. In the event a replacement Contract has not been issued, any Contract let and awarded hereunder by the State may be extended unilaterally by the State for an additional period of up to 30 calendar days upon notice to the Contractor with the same terms and conditions as the original Contract and any approved modifications. With the concurrence of the Contractor, the extension may be for a period of up to 90 calendar days in lieu of 30 calendar days. However, this extension automatically terminates should a replacement Contract be issued in the interim.

PERIODIC RECRUITMENT:

This Solicitation allows for periodic recruitment of additional Contractors during the term of the Contract.

Recruitment periods are optional at the discretion of the State. Additional recruitment periods will be advertised in the NYS Contract Reporter. Contractor must register with the New York State Contract Reporter at https://www.nyscr.ny.gov in order to receive notifications regarding any periodic recruitments under this Solicitation. Bids shall be evaluated under substantially the same terms and conditions as the original Bids.

Contractor s shall also be required to submit necessary documentation for any additional applicable statutory requirements in effect at the time of the new Solicitation.

Once awarded a Contract, a Contractor may not resubmit a Bid for future consideration for Products/Services covered by the scope of the awarded Contract. In addition, if a Bid is deemed non- responsive during the initial Solicitation or any recruitment period, a Contractor cannot reapply for a future Contract until the next recruitment period.

PRICE:

Price offered shall be expressed as a discount from list price. A single minimum percentage discount is required for each Item Category. However, Contractor may offer an additional percent discount for certain items in each category. In no event can the total percent discount for any item be lower than the awarded minimum Category Discount percentage. Percent offered should be stated within two decimal places.

Pricing shall be Net Pricing as specified in Appendix B Pricing and shall include “Set-In-Place installation” as follows: unloading, moving to point of use, uncrating, assembling, adjusting, connecting all services and leaving ready to operate to the full extent of its design capabilities. However, anything considered Public Works is excluded.

Delivery shall be to the specific location indicated by the Authorized User on the Purchase Order. Authorized User should clearly indicate on Purchase Order the specific location where delivery is required to be made. (For Example, Authorized Users should use terminology such as "DELIVERY TO ROOM_ _LOCATED ON:

floor," etc., on Purchase Orders).

If additional delivery charges are required for any reason, Contractor shall provide a detailed written statement of such additional delivery charges to the Authorized User, and Authorized User shall agree to such charges prior to delivery and such costs shall be prepaid by the Contractor and added to the invoice. NOTE: If it is determined the Contractor is charging excessive amounts for delivery, the State may seek reimbursement for such amounts.

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PUBLIC WORKS:

Installation work which is considered public works is excluded from purchase under this Solicitation. Historically, the New York State Bureau of Public Works has maintained that installation, maintenance, and repair of equipment attached to any wall, ceiling, or floor, or affixed by hard wiring or plumbing is public work. In contrast, installation of a piece of equipment which is portable or a “plug-in” free- standing unit would not be considered public work. Thus, this Solicitation does not authorize installation where the equipment becomes a permanent part of the building structure, or is otherwise incorporated into the fabric of the building (e.g. installation on a wall, ceiling, or floor in a fixed location, or affixed by hard-wiring or plumbing). This includes bolting or bracketing into walls, floors, or ceilings for the purpose of security, stability, or use. See Appendix B, Prevailing Wage Rates – Public Works and Building Services Contracts. For questions about whether a proposed installation constitutes public work, please contact the New York State Department of Labor’s Bureau of Public Work district office in your area.

Authorized Users may purchase Products requiring installation from any resultant Contract. However, any installation shall be procured separately following the Authorized User’s regular procurement procedures and taking into account any Public Works requirements.

PRICE UPDATES:

Contractor may update their pricelist as follows:

Commencing with the first anniversary date of the Bid opening, and semi-annually thereafter, the Contractor may update their pricelist to reflect Contractor price changes and the addition/deletion of Products.

Requests for price adjustments based on changes to the nationally published price list and addition or deletion of items shall be submitted no less than 60 days prior to the anniversary date of the Bid opening and annually thereafter. Requests from Contractor(s) for price adjustments at any other time will not be granted. Percent discount can never decrease. Contract Price Lists may be modified at other intervals at the request of OGS Procurement Services.

The Contractor shall provide OGS with one electronic copy of the updated pricing. No Price Updates will be granted to any Contractor who has outstanding Sales Reports, Proof of Insurance or any other documentation that is required under the resulting Contract.

Contractor must also submit the supporting documentation listed below with their update request:

• Manufacturer's Suggested List Price (MSLP)

• Manufacturer's Suggested Retail Price (MSRP)

• Governmental Pricelist

• Manufacturer’s Commercial Pricelist

In the event that such contracts are not available, the Contractor shall supply invoices of sales to the referenced entities with repeat business detailing the discount and FOB point.

Contractors shall be permitted to reduce their pricing any time during the Contract term.

The discount offered on any existing or new Products added to pricelists must be at least the minimum established product category discount. If existing products have an additional discount, this may not be decreased. Contractors shall submit their updated pricelist to the OGS Procurement Services Contract administrator pursuant to the requirements of this section for review and written approval prior to issuing to Authorized Users or posting to the Contractor’s dedicated New York State website. The State reserves the right to request copies of existing contracts or price lists to ensure that the prices offered to the State are reasonable and commensurate with similar purchasers.

Pricelist Format Contractor is required to submit Contract pricelist updates electronically in an unprotected Microsoft Excel (2013 or lower version) spreadsheet either on CD or thumb drive or via e-mail to the OGS Procurement Services Contract administrator. The pricelist must be dated and the format shall be consistent with the format of the Contractor’s approved Contract pricelist. The pricelist shall separately include and identify (e.g., by use of separate worksheets or by using highlighting, italics, bold and/or color fonts):

• Price increases;

• Price decreases;

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• Products being added; and

• Products being deleted.

Contractor’s Submission of Contract Updates In connection with any Contract pricelist update, OGS reserves the right to:

• Request additional information;

• Reject Contract updates;

• Remove Products from Contracts;

• Remove Products from Contract updates; and

• Request additional discounts for new or existing Products

VOLUME DISCOUNTS:

Contractor may offer volume discounts based on total dollars purchased using the thresholds listed on each Contractor’s Information Page.

ORDERING:

Purchase Orders shall be made in accordance with the terms set forth in Appendix B, Purchase Orders.

Authorized Users may submit orders over the phone, and, if available, may submit orders electronically via web-based ordering, e-mail, or facsimile at any time. Orders submitted shall be deemed received by Contractor on the date submitted.

All orders shall reference Contract number, requisition, and/or Purchase Order number (if applicable). Upon Contractor’s receipt of an order, confirmation is to be provided to the Authorized User electronically or via facsimile. Order confirmation should be sufficiently detailed, and include, at a minimum, purchase price, date of order, delivery information (if applicable), Authorized User name, and sales representative (if applicable).

MINIMUM ORDER:

There is no minimum order for this Contract.

INVOICING AND PAYMENT:

Invoicing and payment shall be made in accordance with the terms set forth in Appendix B, Contract Invoicing.

The Contractor is required to provide the Authorized User with one invoice for each Purchase Order at the time of delivery. The invoice must include detailed line item information to allow Authorized Users to verify that pricing at point of receipt matches the Contract price on the original date of order. At a minimum, the following fields must be included on each invoice:

• Contractor Name

• Contractor Billing Address

• Contractor Federal ID Number

• NYS Vendor ID Number

• Account Number

• NYS Contract Number

• Name of Authorized User indicated on the Purchase Order

• NYS Agency Unit ID (if applicable)

• Authorized User’s Purchase Order Number

• Order Date

• Invoice Date

• Invoice Number

• Invoice Amount

• Product Descriptions

• Unit Price

• Quantity

• Unit of Measure

• Dates of Service (if applicable)

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Cost centers or branch offices within an Authorized User may require separate invoicing as specified by each Authorized User. The Contractor's billing system shall be flexible enough to meet the needs of varying ordering systems in use by different Authorized Users. Visit the following link for further guidance for vendors on invoicing:

https://bsc.ogs.ny.gov/content/vendor-information.

PRODUCT DELIVERY:

Delivery of all Contract Products shall be made in accordance with Appendix B, Product Delivery and Shipping/Receipt of Product. If there is a discrepancy between the purchase order and what is listed on the contract, it is the contractor’s obligation to seek clarification from the ordering agency and, if applicable, from the Office of General Services.Delivery shall be expressed in number of calendar days required to make delivery after receipt of a purchase order. Product is required as soon as possible.

Authorized Users may have certain security requirements for delivery, including schools, hospitals, or correctional facilities. Authorized Users with such requirements shall specify such requirements on the Purchase Order. Contractor shall be responsible for following all specified requirements.

SPECIAL HANDLING:

Contractor will provide information on “special handling”, including what constitutes special handling, and the terms, conditions, and pricing which will apply when it is required. The Authorized User must be informed of the special handling prior to delivery and agree in writing to the additional terms. Installation work which is considered public works is excluded from purchase under this Solicitation. (Please see Section 5.3.3, Public Works).

PRODUCT RETURNS AND EXCHANGES:

In addition to the provisions of Appendix B, Title and Risk of Loss, Product Substitution, and Rejected Product, Products returned or exchanged due to quality problems, duplicated shipments, outdated Product, incorrect Product shipped, Contractor errors otherwise not specified, or Products returned or exchanged due to Authorized User errors, shall be replaced with specified Products or the Authorized User shall be credited or refunded for the full purchase price.

Products shall be replaced within 10 business days of written notification to the Contractor of the Authorized User’s intent to return or exchange the Product. Contractor can charge only a restocking fee for Product returned or exchanged due to Authorized User error that is determined not to be suitable for resale; the restocking fee cannot exceed the Net Price of the returned or exchanged Product.

Any credit or refund shall be applied against the next bill/invoice submitted by the Contractor to the Authorized User. If no credit or refund, or only a partial credit or refund, is made in such fashion, the Contractor shall pay to the Authorized User the amount of such credit or refund or portion thereof still outstanding, within 30 calendar days of demand.

UNANTICIPATED EXCESSIVE PURCHASE:

The State reserves the right to negotiate lower pricing, or to advertise for Bids, for any unanticipated excessive purchase.

CONTRACT ADMINISTRATION:

The Contractor shall provide Customer Service employees who are knowledgeable and responsive to Authorized User needs and who can effectively service the Contract. Contractor shall also provide an Emergency Contact in the event of an emergency occurring after business hours or on weekend/holidays.

Contractor shall provide a dedicated Contract Administrator to support the updating and management of the Contract on a timely basis. Contractor must notify OGS within five Business Days if its Contract Administrator, Emergency Contact, or Customer Service employees change, and provide an interim contact person until the position is filled. Changes shall be submitted electronically via e-mail to the OGS Contract Management Specialist.

NYS FINANCIAL SYSTEM (SFS):

New York State is currently operating on an Enterprise Resource Planning (ERP) system, Oracle PeopleSoft software, referred to as the Statewide Financial System (SFS). SFS is currently on PeopleSoft Financials version

9.2. SFS supports requisition-to-payment processing and financial management functions.

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The State is also implementing an eProcurement application that supports the requisitioning process for State Agencies to procure Products in SFS. This application provides catalog capabilities. Contractors with Centralized Contracts have the ability to provide a “hosted” or “punch- out” catalog that integrates with SFS and is available to Authorized Users via a centralized eMarketplace website. Additional information may be found at:

https://nyspro.ogs.ny.gov/content/nys-emarketplace-1

There are no fees required for a Contractor’s participation in the catalog site development or management. Upon completion and activation of an on-line catalog, State Agencies will process their orders through the SFS functionality and other Authorized Users can access the catalog site to fulfill orders directly.

The State is also implementing the PeopleSoft Inventory module in the near future to track inventory items within the item master table. Further information regarding business processes, interfaces, and file layouts may be found at: www.sfs.ny.gov and http://www.osc.state.ny.us/agencies/guide/MyWebHelp/.

WEB-BASED ORDERING:

The State encourages the Contractor (and any approved Resellers) to establish and maintain a dedicated NYS website specifically for the resulting Contract that has a web-based ordering system with the capability of receiving electronic orders from over 5,000 Authorized Users via the internet. The web- based ordering system shall have full order inquiry capabilities and shall acknowledge receipt of an Authorized User’s order.