Common use of Reasonableness of Price Clause in Contracts

Reasonableness of Price. Contractor must demonstrate to OGS’ satisfaction that the NYS Net Price offered in Attachment 5 – Price List Modifications for each Product offered in a Contract Price List modification request is equal to or better than pricing offered to other Government Entities. OGS reserves the right to conduct additional research and request additional information to verify the information provided and/or assess the reasonableness of pricing. If verification shows that pricing is incorrect, a Product may not be offered on Contract. If reasonableness of pricing is not demonstrated to OGS’s satisfaction, Products may not be offered on Contract. Acceptable documentation of reasonableness of price includes any of the following: NYS Contract: • Contract must have been approved and executed (submit entire agreement) • NYS contract price list must be the most currently approved or the price list in effect at contract expiration • NYS Contract price list must be included with all Contract Price List modification requests Federal Contract: • Contract must have been approved and executed (submit entire agreement) • Federal contract price list must be the most currently approved or the price list in effect at contract expiration • Federal contract price list must be included with all Contract Price List modification requests Other US Government Entity Contract (state, local, county, etc.) • Contract must have been approved and executed (submit entire agreement) • Other US government entity contract price list must be the most currently approved or the price list in effect at contract expiration • Other US government entity contract price list must be included with all Contract Price List modification requests Paid invoices from US Government Entities: • Paid invoices of Products from the same Lot(s) offered under Contract • Sufficient information must be included on the invoice to identify the qualifying Lot Product(s) including the following: o US Government Entity o Description of Qualifying Lot Product(s) o Manufacturer Part Number (SKU) o Net price of each qualifying item • All paid invoices must be included with all Contract Price List modification requests 1. Type of Documentation provided for reasonableness of price (NYS Contract, Federal Contract, etc.); 2. Contract or Invoice Number for the documentation provided for reasonableness of price; and 3. Net Contract or Invoice Price as indicated in the documentation provided for reasonableness of price.

Reasonableness of Price. Contractor must An Authorized User will be required to demonstrate reasonableness of price for each project as part of the evaluation prior to OGS’ satisfaction the execution of an Authorized User Agreement. The OGS Centralized Contract includes a NYS Contract pricelist, which was assessed to determine that the NYS Net Price “Not-to-Exceed” hourly rates offered in Attachment 5 – Price List Modifications for each Product offered in a Contract Price List modification request is equal to New York State are at or better than pricing below the Not-To-Exceed hourly rates offered to other Government Entitiescustomers. The Contractor acknowledges that any mini-bid under this Centralized Contract which includes pricing in excess of the maximum Not-To-Exceed hourly rate shall be rejected by the Authorized User. In accordance with Appendix B, section 32, Purchase Orders, OGS reserves encourages an Authorized User to negotiate for better pricing than is listed on the right to conduct additional research Price list, as the total hourly rates established by OGS Centralized Contracts are Not-to-Exceed total hourly rates. An Authorized User must follow the internal procurement guidelines of their organization and request additional information to verify obtain all required control agency approvals when purchasing from OGS Centralized Contracts. When provided for in the information provided Mini-Bid and resultant Authorized User Agreement, an Authorized User may reimburse travel expenses. All rules and regulations associated with this travel can be found at xxxx://xxx.xxxxx.xx.xx/agencies/travel/travel.htm. In no case will any travel reimbursement be paid that exceeds these rates. All travel will be paid only as part of a deliverable specified within the Authorized User Agreement and must be billed with that associated Invoice with receipts attached. The Contractor shall receive prior approval from the Authorized User for any travel that occurs during the term of an Authorized User Agreement. Parking fees and/or assess the reasonableness of pricing. If verification shows that pricing is incorrect, a Product parking tickets may not be offered on Contractpaid by an Authorized User. If reasonableness of pricing is not demonstrated to OGS’s satisfactionUnless otherwise specified in writing by the Authorized User, Products may a vehicle will not be offered on Contractprovided by Authorized User to the Contractor for travel. Acceptable documentation Therefore, the Contractor will be responsible for ensuring that the Contractor has access to an appropriate vehicle (e.g., personal vehicle or rental vehicle) or common carrier with which to carry out any necessary travel. For the Contractor to obtain reimbursement for the use of reasonableness a rental vehicle, such use must be justified as the most cost-effective mode of price includes any transportation under the circumstances (including consideration of the following: NYS Contract: • Contract most effective use of time). The Contractor shall provide evidence of three (3) written or telephone price quotes, and the paid invoice must have been approved detail the type of vehicle rented, miles traveled, license plate number, and executed time of pickup and return. The Contractor is responsible for keeping adequate records to substantiate any claims for reimbursement, by personnel for travel in performance of the services. Except as provided in section 6.10 Travel, Meals and Lodging, payments will only be made based on Deliverables outlined within the Authorized User Agreement. Any invoice not related directly to a completed deliverable will be rejected. Any charge included on the invoice without backup documentation as specified in the Authorized User Agreement (submit entire agreement) • NYS contract price list must be the most currently approved or the price list in effect at contract expiration • NYS Contract price list must be included with all Contract Price List modification requests Federal Contract: • Contract must have been approved and executed (submit entire agreement) • Federal contract price list must be the most currently approved or the price list in effect at contract expiration • Federal contract price list must be included with all Contract Price List modification requests Other US Government Entity Contract (state, local, countytravel receipts, etc.) • Contract must have been approved and executed (submit entire agreement) • Other US government entity contract price list may be removed. Any outstanding charges un-invoiced or removed from the invoice must be submitted/resubmitted within 120 Calendar days or may not be reimbursed. Each Deliverable may contain a retainage allotment as specified within the most currently approved Authorized User Agreement. Each invoice is to include a detailed and itemized list of all retainage withholds that are in place since the activation of the Authorized User Agreement. Payment schedule shall be based on the final Authorized User Agreement as negotiated by the Authorized User and Contractor. Payment is only to be made after the deliverable within the Authorized User Agreement is accepted by the Authorized User. A Contractor is encouraged to submit no more than one invoice per month. Invoices must include cumulative retainage holdback. Invoices submitted to an Authorized User must include backup documentation as defined in the negotiated Authorized User Agreement. If the Authorized User does not have a dispute resolution policy, please refer to OSC or OGS dispute resolution policy for guidance in creating a policy. In the price list event the Contractor has any disputes with the Authorized User, the Contractor shall so notify the Authorized User in effect at contract expiration • Other US government entity contract price list writing. If either party notifies the other of such dispute, the other party shall then make good faith efforts to solve the problem or settle the dispute amicably, including meeting with the party’s representatives to attempt diligently to reach a satisfactory result through negotiation. In the event that the Contractor and the Authorized User are unable to resolve a conflict through negotiation, then both parties will comply with the Authorized User’s stated dispute resolution policy which must be included with all Contract Price List modification requests Paid invoices from US Government Entities: • Paid invoices as part of Products the Authorized User Agreement. If the conflict is still unresolved, please refer to section 4.2.1.II.A.3 for guidance. All Contractor responses to Authorized User Mini-Bids must remain open and valid for at least 60 days from the same Lot(s) offered under Contract • Sufficient information must Mini-Bid opening date, unless the time for awarding the Authorized User Agreement is extended by mutual consent of the Authorized User and the Contractor. A Contractor’s Mini-Bid response shall continue to remain an effective offer, firm and irrevocable, subsequent to such 60 day period until either tentative award of the Authorized User Agreement by the Authorized User is made or withdrawal of the Contractor response in writing by the Contractor. Tentative award of the Authorized User Agreement shall consist of written notice to that effect by an Authorized User to a successful Contractor, who shall thereupon be included on the invoice obligated to identify the qualifying Lot Product(s) including the following: o US Government Entity o Description of Qualifying Lot Product(s) o Manufacturer Part Number (SKU) o Net price of each qualifying item • All paid invoices must be included with all Contract Price List modification requests 1. Type of Documentation provided for reasonableness of price (NYS Contract, Federal Contract, etcexecute a formal Authorized User Agreement.); 2. Contract or Invoice Number for the documentation provided for reasonableness of price; and 3. Net Contract or Invoice Price as indicated in the documentation provided for reasonableness of price.