Standard RFP Terms and Conditions

Standard RFP Terms and Conditions

Columbia University

Standard RFP Terms and Conditions

By submitting its proposal, Proposer agrees to Columbia's standard RFP terms and conditions, which are set forth below.

1.Definitions

The following definitions apply to this Request for Proposal (RFP) and services to be performed under this RFP:

a.“Columbia” shall mean Columbia University.

b.“Proposer” (“Vendor,” “Contractor”) shall mean the company/firm submitting a proposal or the company/firm finally selected under this process.

2.Questions Received Prior to Opening of Proposals

All questions should be in writing and directed to the Purchasing Office. Two types of questions generally arise. One may be answered by directing the questioner to a specific section of the RFP. Other questions may be more complex and may require a written amendment to the RFP. The Purchasing Office will make that decision.

3.Changes and Addenda

If an addendum is issued prior to the date proposals are due, it will be provided to all that were mailed a copy of the RFP. If an addendum is issued after proposals have been received and/or after a short list has been developed, the addendum may be provided only to those who submitted proposals or only to those on the short list, in the sole discretion of Columbia. Columbia reserves the right to change the RFP schedule and to issue addenda. Columbia also reserves the right to cancel or reissue the RFP or to make corrections or amendments to the RFP due to errors or changes identified by Columbia or suggested by a proposer, and to otherwise modify the terms of the RFP at any time in its sole discretion

4.Withdrawal and/or Modification of Proposal

Proposers may withdraw a proposal which has been submitted at any time up to the proposal due date. A proposer may submit a modified proposal to replace all or any portion of a previously submitted proposal up to the proposal due date. Columbia will only consider the latest version of the proposal.

5.Columbia Not Responsible for Preparation Costs

Columbia is not liable for any cost incurred by the proposer in the preparation, submittal, presentation, or evaluation of any proposal. Columbia does not assume any liability for any pre-contract activity and/or costs incurred by proposers responding to this RFP.

6.Disclosure of Proposal Contents / Use of Ideas

Proposal information is not considered confidential or proprietary. Trade secrets and other proprietary data contained in proposals may be held confidential if the proposer requests, in writing, that the Purchasing Office does so, and if the Purchasing Office agrees, in writing, to do so. Material considered confidential by the proposer must be clearly identified. Such confidential/proprietary information must be easily separable from the non-confidential sections of the proposal. Marking the entire proposal as proprietary will be neither accepted nor honored. Notwithstanding any of the foregoing, Columbia reserves the right to use any of the ideas presented in any reply, proposal, discussion, negotiations or presentation related to the RFP.

7.Subcontractors

If a proposer intends to use subcontractor(s), the proposer must identify in its proposal the names of the subcontractors and the portions of the work the subcontractors will perform.

8.Conflict of Interest

If the proposer (the firm) or any individual working on the contract has a possible conflict of interest, proposer shall include in its proposal a statement indicating the nature of the conflict. Columbia reserves the right to cancel the award if, in its sole discretion, any interest disclosed from any source could give the appearance of a conflict or cause speculation as to the objectivity of the program to be developed by the proposer. Columbia’s determination regarding any questions of conflict of interest shall be final.

9.Authorized Signature

An individual authorized to bind the proposer to the provisions of the RFP must sign all proposals. Proposals must remain open and valid for at least ninety (90) days from the opening date, unless another time period is specified in the RFP.

10.References

Columbia may consult references familiar with the proposer regarding its prior operations and projects, financial resources, reputation, performance, or other matters. Submission of a proposal shall constitute permission for Columbia to make such inquiries and authorization to third parties to respond thereto.

11.Evaluation Procedures and Techniques/Negotiation

  1. Columbia may use a variety of procedures and techniques in

evaluating proposals and proposers, including but not limited to creating a short list of proposers, using upset levels, banding, comparative pairing, and price conversion techniques, requesting Best and Final Offers, conducting discussions, oral interviews and presentations, site visits, and negotiations, checking references, determining financial capability, and performing reevaluations of proposals as necessary. Through use of any procedure or technique, Columbia may limit the number of proposals to one or more that it will continue to consider. Columbia reserves the right to reject any proposal that does not meet prerequisites or minimum requirements or which scores below average on any of the criteria.

  1. Columbia may elect to initiate contract negotiations with one or more

proposer including negotiation of costs/price(s) and any other issue or term and condition, including modifying any requirement in the RFP. The option of whether or not to initiate contract negotiations rests solely with Columbia. No proposer shall have any rights against Columbia arising from such negotiations. The proposers will be responsible for their travel and per diem expenses, required for any presentations, discussions, and/or negotiations.

  1. Columbia reserves the right to make an award without further

discussion of the proposals submitted; there may be no best and final offer procedure. Interviews and negotiations may be conducted with one or more of the proposers, but there shall be no obligation to receive further information from any proposer. Therefore each initial offer should contain the proposer’s best terms from a cost or price and technical standpoint.

12.Taxes and Costs

Columbia is not responsible for and will not pay local, state, or federal taxes. All costs associated with the contract must be stated in U.S currency. By submitting a proposal, proposer certifies that the prices proposed have been arrived at independently, without consultation, communication or agreement for the purpose of restricting competition as to any matter relating to such prices with any other proposer or competitor.

13.Non-Endorsement

As a result of the selection of a proposer to supply products and/or services to Columbia, Columbia is neither endorsing nor suggesting that the proposer’s product or service is the best or only solution. The proposer agrees to make no reference to Columbia in any literature, promotional material, brochures, sales presentation or the like without the express written consent of Columbia.

  1. Acceptance of RFP Terms and Conditions

By submission of its proposal, the proposer agrees that the proposal is predicated upon the acceptance of all the terms and conditions stated in the Request for Proposal, unless specifically excepted by the proposer in its proposal. Part or all of the RFP and the successful proposal may be incorporated into the Contract, and Columbia may adopt all or any part of a proposer’s proposal.

  1. Acceptance of Standard Contract Terms and Conditions

The proposer will be expected to enter into an agreement with Columbia which is substantially the same as the contract included with this RFP. In no event is a proposer to submit its own standard contract terms and conditions as a response to this RFP. If a proposer objects to any of the provisions of Columbia’s standard contract, it must identify in the proposal any clauses which are unacceptable and the reasons or problems and propose alternatives. The foregoing should not be interpreted to prohibit either party from proposing additional contract terms and conditions during negotiation of the final contract.

  1. Most Advantageous Proposal

Columbia reserves the right to award the contract to other than the proposer presenting the lowest price. The contract(s) resulting from this solicitation will be awarded to the proposer(s) whose proposal(s) Columbia believes will be the most advantageous to Columbia. The release of the RFP does not compel Columbia to purchase or to make an award. Columbia shall not be obligated in any manner to any proposer whatsoever until a written agreement has been duly executed relating to an approved proposal.

  1. Multiple Contract Awards

Columbia reserves the right to award multiple contracts for the products, work and/or services that are the subject matter of this proposal and proposer(s) are hereby given notice that they may not be Columbia’s only contractor or proposer for such products, work and/or services.

  1. Right to Renew and Extend Contract

If this is a proposal for a contract for a term of years, Columbia reserves the right to renew and/or extend the contract term for additional three (3) year terms, upon terms and conditions negotiated between Columbia and the successful proposer(s).

  1. Rights of Columbia
  1. Columbia reserves all its rights at law and equity including the unqualified right, at any time and at its sole and absolute discretion, to reject any and all proposals, to waive defects or irregularities in proposals received, to seek clarification of proposals, to request additional information, to request any or all proposers to make a presentation, to undertake discussions and modifications with one or more proposer, or to negotiate an agreement with any proposer or third person who, at any time, subsequent to the deadline for submissions to this RFP, may express an interest in the subject matter hereof, to terminate further participation in the proposal process by a proposer or to proceed with any proposal or modified proposal, which in its judgment will, under all circumstances, best serve Columbia’s interest. Columbia has the discretion to disqualify a proposal for failure to satisfy one or more mandatory requirement and to apply a proposer prerequisite or qualification criteria as a screen. Columbia may, but shall not be obliged to, consider incomplete proposals or to request or accept additional material or information. The holding of any discussions with any proposer shall not constitute selection of a proposal, and a proposal may be selected with or without discussions. No proposer shall have any rights against Columbia arising from the contents of this RFP, the receipt of proposals, or the incorporation in or rejection of information contained in any proposal or in any other documents. Failure to comply with any policy, procedure or guideline does not invalidate the RFP, a proposal or bid, or the award of any contract and no liability shall exist for such failure.
  1. Columbia makes no representations, warranties, or guarantees that the information contained herein is accurate, complete, or timely or that such information accurately represents the conditions that would be encountered in pursuing the work or at the site(s) of work now or in the future. The furnishing of such information by Columbia shall not create or be deemed to create any obligation or liability upon it for any reason whatsoever and each proposer, by submitting its proposal, expressly agrees that it has not relied upon the foregoing information, and that it shall not hold Columbia liable or responsible therefor in any manner whatsoever. Accordingly, nothing contained herein and no representation, statement or promise, of Columbia, its directors, officers, agents, representatives, or employees, oral or in writing, shall impair or limit the effect of the warranties of the proposer required by this Request for Proposal and that is shall not hold Columbia liable or responsible therefor in any manner whatsoever.
  1. At any time and from time to time after the opening of the Proposals, Columbia may give oral or written notice to one or more proposers to furnish additional information relating to its proposal and/or qualifications to perform the services contained in the RFP, or to meet with designated representatives of Columbia. The giving of such notice shall not be construed as an acceptance of a proposer’s proposal.
  1. Neither the Trustees of Columbia, nor any of them, nor any

officer, agent or employee thereof shall be charged personally with any liability by a proposer or another or held liable to a proposer or another under any term or provision of this RFP or any statements made herein or because of the submission or attempted submission of a response hereto or otherwise.

  1. Ownership of Documents

All materials submitted in response to this request become the property of Columbia. Selection or rejection of a response does not affect this right. All copyright of materials produced under any contract or subcontract awarded as a result of this RFP shall be retained by Columbia. All forms of documents and data generated as a result of this contract are owned by and shall be delivered to Columbia at the direction of the Purchasing Director. During the period of performance, the information may not be disclosed to third parties, except as expressly provided in the contract, without the written permission of the Purchasing Director.

CU/RFP Standard RFP Terms and Conditions 1 of 76/2000

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