HomeMy WebLinkAboutParticipating Addendum 3PARTICIPATING ADDENDUM
NATIONAL ASSOCIATION OF STATE PROCUREMENT OFFICIALS
(NASPO) State of OKLAHOMA
Under authority of
Contract t;SW60300, Automated External Defibrillators. Related Equipment and Supplies
between the State of Florida and Philips Medical Systems
1. SCOPE:
The State of Florida, Department of Management Services (the "Department") is atr'hotzed b,y S_
287_ 42U 6), Florida Statutes, to evaluate contracts arid, wherk determined in writing to be cost-effective.
and in the best interest of the State, to enter into an agreement authorizing all Eligible Users (as that phrase
is defined in Rule 60A-1.005. FL Admin. Code) to make ptxchases from such contracts.
The Department hereby grants all Eligible Users permission to mire purchases under National Association
of State Procurement Officials (NASPO) ; State of Oklahoma Contract #SW60300 entitled 'Automated
[xternal Defibrillators, Related Equipment and Supplies' subject to the terms contained in this Participating
Addendum (the "Participating Addendum"),
2. CHANGES:
2a) PUR. 1000 Form: The Oepartmerit of lvlanagenient Services Purchasing Form PUR 1000 is hereby
incorporated into end made part of the Participating Addendum as "Attachment A" hereto. is there is a
conflict between the terms and conditions provided in this Par! atirg Addendum and the PUR 1000, the
terms provided in the Participating Addendum shall control.
`Jc-te. Exception to PUR. 1000 agreed upon between State of Florida and vendor is as follows: PUR 1000
Section 4,, Price Changes App1icabte only to Term Contracts, Item 6, Best Pricing Offer. is hereby deleted
arid shall„noel to this Participating Adderldt.on.
2b) Termination for Mutual Convenience: The Customer and Contractor may terminate the Contract in
whole or in part at the mutual convenience of both parties, Termination for Mutual Convenience shall be in
r:riting signed by both parties to the Contract. and shall take e fe 1 on Me later of the two dates it is signed
by both parties. This provsion in no way detracts or limits the State's ability to unilaterally terminate the
Contract, in who a or part at its own convenience. The Contractor shall not famish any product after the
date the Termination for lwfutuai Convenience is signed by both parties, except as r cessary to complete
the continued portion of the Contra, if any. The Contractor shall not be entitled to recover any
cancellation charges or lost profits.
2c) Effective Date; The Participating Addendum shall become effe rive on the last date signed below end
shalt retrain effective as long es Contract #SW 0300 is in effect, including contract being extended and/or
renewed. unless terminated earlier pursuant to Florida law or as provided in the Partidpating Addendum or
the PUR 1000. Therefore. as withii the control of the parties, the parties agree that the terra of this
Participating Addendum will continue for its stated term, whether as part of an extension or renewal of the
current contract.
2d) Orders: to order to procure products hereunder, buyers shaf issue purchase orders referencing this
Participating Addendum or use of a credit card. Buyers are responsible for reviewinc the terms and
conditions of this Participatg Addendum and Contract 4SW603 0 referenced above. Neither the
Department nor NASPO 1 Ok home. are a party to any purchase order issued hereunder.
2e) MyFlorii;aMart tPface (MFMP) Transact.iion Fee: The State of Florida has instituted
MyFloridaMarketPtace, a statewide eProcure-rent System ("System"). Pursuant to section 287,057(23)
Pa 1re
F.S.. all payments shall be assessed a Transaction Fee of one percent (1,0%), which the Contractor shall
pay to the State. unless exempt purs-uant to 60A-1.032, F.A.C.
For payments within the State accounting system {FLAIR or its successor), the Transaction Fee shalt, when
possible, be automatically deducted from payments to the Contractor. If automatic deduction is not
possible. the Contractor shall pay the 'Transaction Fee pursuant to Rule 60A-1.031(2). F.A.C. By
submiss-on of these reports and corresponding payments, Contractor certifies their correctness. At such
reports. and Payments shall r subject to audit by the State or its designee.
Contractor shalt receive a credit for any Transaction Fee paid by the Contractor for the purchase of array
itern(s) if such item(s) are returned to the Contractor through no faun?, act, or omission of the Contractor.
Notwithstanding the foregoing, a Tray;,action Fee is non-refundable when an item is rejected or returned, or
declined, due to the Contractor's failure to perform or comply with specifications or requirements of the
agreenneni.
Failure to comply with these requirements shall constitute grounds for declaring the Contractor in default
and recov ring re -procurement costs from the Contractor n addition to all outstanding fees.
CONTRACTORS DELINQUENT IN PAVING TRANSACTION FEES SHALL BE EXCLUDED FROM
CONDUCTING FUTURE BUSINESS WITH THE STATE.
The Department reserves the tight to further revise the collection and reporting requirements in conjunction
with alterations to the System.
2t r'1_r•-nuel Appropriation Funds: T� re following statement is required pursuant to section 287,0582, F.S.:
"The Slate of Florida's performance and obligation to pay under this Participating Addendum is contingent
upon an annual appropriation by the Legislature." The Department acknowledges that the costs incurred
by it in administering this Participating Adde;tcum are fully funded by the transaction fee provided for under
Paragraph 2d above. The Contractor shall comply with sec.tions 11.062, ES: and 216.347, F S. prohibiting
the use of funds to lobby the L.egislature;. Judiciary or State agencies.
2g) Compliance with Laws: The Contractor shaft comply with all laws, rules, codes, ordinar s. and
licensing requirements that are applicable to the conduct of its business, including those of federal. State,
and Local agencies having jurisdiction and authority. By way of non -exhaustive example, Chapter 287 of the
Florida Statutes and Chapter 60A-1 of the Florida Administrative Code govern the Contract. By way of
further eon -exhaustive exar: le, the Contractor .shall comply with section 247A(e) of the Immigration and
Nationalization Act, the Americans with Disab:tities Act. and all prohibitions against discrimination on the
basis of race, rrsi:gion, sex, creed, national origin; handicap, marital status, or veteran's status. Violation of
such taws shall be grounds for Contract termination.
2h) Conflict: In the event any of the terms herein ctotf5ct with the terms of the Contract, the terms of this
Agreement .shall control. Alt other terms of the Contract remain in full force and effect. Contractor' 'waives
and releases any and all claims for additional compensation arising out of or reiatng to this Agreement.
2i) Other Einfple Users: If any additional ordinance, rule, or other local governmental authority requires
additional contract language before an Eligible Use can make a purchase from the contract referenced
above, in lieu of this Participating Addendu - the Ettgllle User is responsible for signing a separate
Participating Addendum with the Contractor.
3, pfilM_ BLCQNTACT:
The primary contact for the State of Florida for this Participating Addendum is as follows:
Name: Barbara Carter. Purchasing Analyst
Agency: Department of Management Services, Division of State Purchasing
P:.ce 2 of
Address: 4050 Esplanade Way, Suite 360, Tallahassee, FL 323 99-r0950
Telephone: 850-4 7-6592
Fax; 850-414-0 e22
E-mail: Barb.Carter@olms-rnyfloride.cor:t
The primary contact for the Contractor fer this Participating Addendum is as follows:
Name: An M. Rr senleaf, Contracts Administrator
Agency: Philips Medical Systems
Address: 2301 Fifth Avenue, t=200, Seattle. 'NA 98121
Telephone: 206-664-5113
Fax: 205-66 -5001
E-mail: y_r senlezf@philips_co tt
4. CONTRACT NUMBER:
Ott purchase orders issued by purchasing entities within thtt. State of Florida shall include contract nurnr.Qer
SW60300. Unless otherwise provided by Efrrrida Law_ statute, rule or this Participating Addendum, the
Department will not implement any additional restrictions on any Eligible User to purchase off this
Participating .Addend/um. State Agencies will not be, tequrad to submit a PUR 7102, Alternate Cowed
Source form. for purchases relatevd to this Participating Addendum,
5. ACCESS TO THIS PARTICIPATING ADDENDUM:
The Oopariment agrees that is shalt make :his Participating Addendum available to art fungible Users as a
state-erde contracting vehicle optroi to he used at the discretion of Eligible Users, including, without
Iin ration. placement on the t.4yFloridaMarketPlace website, accessible to all Eligible Users.
6, P,4iSC E.................
This Agreement and the State of Oklahoma. solicitation documents, together with its exhibits, set forth the
entire agreement between the parties with respect to the subject matte; of all previous communications.
representations or agreements, whether oral or written, with respect to the subject matter hereof. Terms
and conditions inconsistent with, contrary or in acdlt on to the terms and conditions of this Agreement and
associated exhibits, shall not be added to this Agreement. by any subsequent purchase order or otherwise
and any such attempts to add or incorporate such terms and conditions are he eby rejected. The terms and
conditions of this Agreement and its exhibits shall prevail and govern in the case of any such inconsistent or
additional terms.
IN wtTNEsS WHEREOF, the parties have executed this Addendum as of the date of execution by
both parties below,
STATE OF FLORIDA,
peed. o ' aria e +:�'t //•e Aces... Contractor: PHILIPS MEDICAL SYSTEMS
1
By: h4II G'�'� ` '� _ By e"->"e53 , �..
Name VT t1 ' Name: Anita Rioters
,.
1 ��
T€tie:, A f e4111. /.. );KETtr,X f t' rt _�(,¢:tfiitrl�ltie:
Date:q'2"1 M' /
Manager, Businese ::peratiOne
Date: 4/21/06
:cage 3 0'
Approved as to Form and Legality,
Offic i5f ie General Council:
Signature
to-i t
Enclosure: Attachment A, PUR 1000 Form
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