ORACLE CLOUD UNIVERSAL CREDITS

"CONTRACT TERMS AND CONDITIONS\n\n1. The State of New Hampshire, acting through the Division of Procurement and Support Services, engages the firm or individual (\"the Vendor\") to\nperform the services and/or sale of goods, described in the attached State documents, if any, and the Vendor\u2019s bid or quotation, both of which are\nincorporated herein by reference.\n\n2. COMPLIANCE BY VENDOR WITH LAWS AND REGULATIONS. In connection with the performance of this agreement, the Vendor shall\ncomply with all statutes, laws, regulations, and orders of federal, state, county or municipal authorities which shall impose any obligation or duty\nupon the Vendor, including, but not limited to civil rights and equal opportunity laws.\n\n3. TERM. The contract, and all obligations of the parties thereunder, shall become effective on a specified date and shall be completed in their\nentirety prior to a specified date. Any work undertaken by the Vendor prior to the effective date shall be at his

sole risk and, in the event that the\ncontract shall not become effective, the State shall be under no obligation to reimburse the Vendor for any such work.\n\n4. CONTRACT PRICE. The contract price, a payment schedule and a maximum limitation of price shall be as specified by the bid invitation and\nthe Vendor\u2019s bid. All payments shall be conditioned upon receipt, and approval by the State, of appropriate vouchers and upon satisfactory\nperformance by the Vendor, as determined by the State. The payment by the State of the Contract Price shall constitute complete reimbursement to\nthe Vendor for all expenses of any nature incurred by the Vendor in the performance by the Vendor and complete payment for the Services. The State\nshall have no other liability to the Vendor.\n\n5. DELIVERY. If the vendor fails to furnish items and/or services in accordance with all requirements, including delivery, the state may re-purchase\nsimilar items from any other source without competitive bidding, and the original vendor may be liable to the state for any excess costs. Ifa vendor\nis unable to complete delivery by the date specified, he must contact the using agency. However, the agency is not required to accept a delay to the\noriginal delivery date. All deliveries are subject to inspection and receiving procedure rules as established by the State of New Hampshire. Deliveries\nare not considered accepted until compliance with these rules has been established. State personnel signatures on shipping documents shall signify\nonly the receipt of shipments. All deliveries shall be FOB Destination.\n\n6. INVOICING. All invoices must list Order Number, Unit and Extension Prices and discounts allowed. A separate invoice shall be submitted for\neach order. Unless otherwise noted on the invitation to bid or purchase order, payment will not be due until thirty (30) days after all services have\nbeen completed, or all items have been delivered, inspected and accepted or the invoice has been received at the agency business office, whichever is\nlater.\n\n7. PERSONNEL.\n\n7.1. The Vendor shall disclose in writing the names of all owners (5% or more), directors, officers, employees, agents or subcontractors who are also\nofficials or employees of the State of New Hampshire. Any change in this information shall be reported in writing within fifteen (15) days of their\noccurrence.\n\n7.2. The person signing this agreement on behalf of the State, or his or her delegee (\"Contracting Officer\") shall be the State\u2019s representative for\npurposes of this agreement. In the event of any dispute concerning the interpretation of this agreement, the Contracting Officer\u2019s decision shall be\nfinal.\n\n8. EVENT OF DEFAULT; REMEDIES.\n\n8.1. Any one or more ofthe following acts or omissions of the Vendor shall constitute an event of default hereunder (\"Events of Default\"):\n\n8.1.1. failure to deliver the goods or services satisfactorily or on schedule; or\n\n8.1.2. failure to submit any report required hereunder; or\n\n8.1.3. failure to perform any of the other covenants and conditions of this agreement.\n\n8.2. Upon the occurrence of any Event of Default, the State may take any one, or more, or all, of the following actions:\n\n8.2.1. give the Vendor a written notice specifying the Event of Default and requiring it to be remedied within, in the absence of a greater or lesser\nspecification of time, thirty (30) days from the date of the notice; and if the Event of Default is not timely remedied, terminate this agreement,\neffective two (2) days after giving the Vendor notice of termination; and\n\n8.2.2. give the Vendor a written notice specifying the Event of Default and suspending all payments to be made under this agreement and ordering\nthat the portion ofthe Contract Price, which would otherwise accrue to the Vendor during the period from the date of such notice until such time as\nthe State determines that the Vendor has cured the Event of Default, shall never be paid to the Vendor; and\n\n8.2.3. set off against any other obligation the State may owe to the Vendor any damages the State suffers by reason of any Event of Default; and\n8.2.4. treat the agreement as breached and pursue any of its remedies at law or in equity, or both.\n\n9. WAIVER OF BREACH. No failure by the State to enforce any provisions hereof after any Event of Default shall be deemed a waiver of its\nrights with regard to that Event, or any subsequent Event. No express failure of any Event of Default shall be deemed a waiver of any provision\nhereof. No such failure or waiver shall be deemed a waiver of the right of the State to enforce each and all of the provisions hereof upon any further\nor other default on the part of the Vendor.\n\n10. VENDOR\u2019S RELATION TO THE STATE. In the performance of this agreement the Vendor is in all respects an independent contractor, and\nis neither an agent nor an employee of the State. Neither the Vendor nor any of its officers, employees, agents or members shall have authority to\nbind the State nor are they entitled to any of the benefits, workmen\u2019s compensation or emoluments provided by the State to its employees.\n\n11. ASSIGNMENT AND SUBCONTRACTS. The Vendor shall not assign, or otherwise transfer any interest in this agreement without the prior\nwritten consent ofthe State. No work required by this contract shall be subcontracted without the prior written consent of the State.\n\nContractor Initials\nDate\n" "12. INDEMNIFICATION. The contractor shall defend, indemnify and hold harmless the State, its officers and employees, from and against any\nand all losses suffered by the State, its officers and employees, and any and all claims, liabilities or penalties asserted against the State, its officers\nand employees, by or on behalf of any person, on account of, based on, resulting from, arising out of (or which may be claimed to arise out of) the\nacts or omissions of the Vendor. Notwithstanding the foregoing, nothing herein contained shall be deemed to constitute a waiver of the sovereign\nimmunity ofthe State, which immunity is hereby reserved to the State. This covenant shall survive the termination of this agreement.\n\n12.1 PATENT PROTECTION. The seller agrees to indemnify and defend the State of New Hampshire from all claims and losses resulting from\n\nalleged and actual patent infringements and further agrees to hold the State of New Hampshire harmless from any liability arising under RSA 382-\nA:2-312(3). (Uniform Commercial Code).\n\n13. TOXIC SUBSTANCES. In compliance with RSA 277-A Toxic Substances in the Workplace known as the Workers Right to Know Act, the\nvendor shall provide Safety Data Sheets (277-A:4 Safety Data Sheets) for all products covered by said law.\n\n14. NOTICE. Any notice by a party hereto to the other party shall be deemed to have been duly delivered or given at the time of mailing by certified\nmail, postage prepaid, in a United States Post Office addressed to the parties at the addresses given below.\n\n15. AMENDMENT. This agreement may be amended, waived or discharged only by an instrument in writing signed by the parties hereto.\n\n16. CONSTRUCTION OF AGREEMENT AND TERMS. This agreement shall be construed in accordance with the laws of the State of New\nHampshire, and is binding upon and inures to the benefit of the parties and their respective successors and assigns.\n\n17. ADDITIONAL PROVISIONS. The additional provisions (ifany) have been set forth as Exhibit \"A\" hereto.\n\n18. ENTIRE AGREEMENT. This agreement, which may be executed in a number of counterparts, each of which shall be deemed an original,\nconstitutes the entire agreement and understanding between the parties, and supersedes all prior agreements and understandings relating hereto.\n\nContractor Initials\nDate\n" "BID INVITATION FOR ORACLE CLOUD UNIVERSAL CREDITS\n\nPURPOSE:\n\nThe purpose of this bid invitation is to establish a contract in the form of a purchase order, for supplying the State of New Hampshire\nwith the item indicated in the \u201cOffer\u201d section of this bid invitation, in accordance with the requirements of this bid invitation and any\nresulting order. This shall be a one-time order with delivery required to the location indicated in the F.O.B. section of this bid\ninvitation.\n\nINSTRUCTIONS TO VENDOR:\n\nRead the entire bid invitation prior to filling it out. Complete the pricing information in the \u201cOffer\u201d section (detailed information on\nhow to fill out the pricing information can be found in the \u201cOffer\u201d section); complete the \u201cVendor Contact Information\u201d section; and\nfinally, fill out, and sign page 1 of the bid invitation.\n\nBID SUBMITTAL:\n\nAll bids shall be submitted on this form, or an exact copy shall be typed or clearly printed in ink and shall be received on or before the\ndate and time specified on page 1 of this bid under \u201cBid closing\u201d. Interested parties may submit a bid to the State of New Hampshire\nBureau of Purchase and Property by email to NH.Purchasins@DAS.NH.Gov. All bids shall be clearly marked with bid number,\ndate due and purchasing agent\u2019s name.\n\nIF YOU ARE EXPERIENCING DIFFICULTIES EMAILING YOUR BID OR YOU WISH TO VERIFY THAT YOUR BID\nRESPONSE HAS BEEN RECEIVED, PLEASE CALL (603) 271-2201.\n\nBID INOUIRIES:\n\nAny questions, clarifications, and/or requested changes shall be submitted by an individual authorized to commit their organization to\nthe Terms and Conditions of this bid and shall be received in writing at the Bureau of Purchase and Property no later than 4:00 PM on\nthe date listed in the timeline below. Questions shall not be submitted to anyone other than the Purchasing Agent or his/her\nrepresentative. Bidders that submit questions verbally or in writing to any other State entity or State personnel shall be found in\nviolation of this part and may be found non-compliant.\n\nQuestions shall be submitted by email to Corrine Tatro at Corrine.E.Tatro@DAS.NH.Gov.\n\nSubmissions shall clearly identify the bid Number, the Vendor\u2019s name and address and the name of the person submitting the\nquestion.\n\nBID DUE DATE:\n\nAll bid submissions shall be received at the Bureau of Purchase and Property no later than the date and time shown on the transmittal\nletter of this bid. Submissions received after the date and time specified shall be marked as \u201cLate\u201d and shall not be considered in the\nevaluation process.\n\nAll bid submissions shall be treated as firm offers to remain valid for acceptance for a period of one hundred eighty (180) days from\nthe bid due date. The transmittal of a vendor\u2019s response or bid submission to any State agency or office other than the Department of\nAdministrative Services (DAS), Bureau of Purchase and Property may be grounds for disqualification.\n\nADDENDA:\n\nIn the event it becomes necessary to add to or revise any part of this bid prior to the scheduled submittal date, the NH Bureau of\nPurchase and Property shall post on our web site any Addenda. Before your submission and periodically prior to the RFB closing,\ncheck the site for any addenda or other materials that may have been issued affecting the bid. The web site address is\nhttps://das.nh.gov/Purchasing/vendorresources.aspx.\n\nTIMELINE:\nThe timeline below is provided as a general guideline and is subject to change. Unless stated otherwise, consider the dates below a\n\u201cno later than\u201d date.\n\n3/26/2024 Bid Solicitation distributed on or by\n3/29/2024 Last day for questions, clarifications, and/or requested changes to bid\n4/3/2024 10:30 AM (EST) Bid Closing\n\nGOVERNING TERMS AND CONDITIONS:\nA responding bid that has been completed and signed by your representative shall constitute your company\u2019s acceptance of all State of\nNew Hampshire terms and conditions and shall legally obligate your company to these terms and conditions.\n\nContractor Initials\nDate\n" "A signed response further signifies that from the time the bid is published (bid solicitation date and time) until a contract is awarded,\nno bidder shall offer or give, directly or indirectly, any gift, expense reimbursement, or honorarium, as defined by RSA 15-B, to any\nelected official, public official, public employee, constitutional official, or family member of any such official or employee who shall\nselect, evaluate, or award the RFB.\n\nFurthermore, a signed response signifies that any terms and/or conditions that may be or have been submitted by the Vendor are\nspecifically null and void and are not a part of this bid invitation or any awarded purchase order, even if said terms and/or conditions\ncontain language to the contrary.\n\nCHAPTER ADM 600 PROCUREMENT AND PROPERTY RULES APPLY TO AND ARE MADE A PART HEREOF.\n\nNON-EXCLUSIVE CONTRACT:\n\nAny resulting Contract from this RFB will be a non-exclusive Contract. The State reserves the right, at its discretion, to retain other\nContractors to provide any of the Services or Deliverables identified under this procurement or make an award by item, part or portion\nof an item, group of items, or total Proposal.\n\nPUBLIC DISCLOSURE OF BID OR PROPOSAL SUBMISSIONS:\n\nGenerally, the full contents of any proposal (including all materials submitted in connection with it, such as attachments, exhibits,\naddenda, and vendor presentations) become public information upon completion of final contract or purchase order negotiations with\nthe selected vendor. Certain information concerning proposals, including but not limited to scoring, is generally available to the public\neven before this time, in accordance with the provisions of NH RSA 21-G:37.\n\nConfidential, commercial or financial information may be exempt from public disclosure under RSA 91-A:5, IV. Any and all\ninformation contained in or connected to a bid or proposal that a Bidder considers confidential shall be clearly designated in the\nfollowing manner:\n\nIf the Bidder considers any portion of a submission confidential, they shall provide a separate copy of the full and complete\ndocument, fully redacting those portions by blacking them out and shall note on the applicable page or pages of the document\nthat the redacted portion or portions are \u201cconfidential.\u201d Use of any other term or method, such as stating that a document or\nportion thereof is \u201cproprietary\u201d, \u201cnot for public use\u201d, or \u201cfor client\u2019s use only\u201d, is not acceptable. In addition to providing an additional\nfully redacted copy ofthe bid submission to the person listed as the point of contact on Page one (1) of this document, the identified\ninformation considered to be confidential must be accompanied by a separate letter stating the rationale for each item designated as\nconfidential. In other words, the letter must specifically state why and under what legal authority each redaction has been made.\nSubmissions which do not conform to these instructions by failing to include a redacted copy (if required), by failing to include a letter\nspecifying the rationale for each redaction, by failing to designate redactions in the manner required by these instructions, or by\nincluding redactions which are contrary to these instructions or operative law may be rejected by the State as not conforming to the\nrequirements of the bid or proposal. Marking or designating an entire proposal, attachment, or section as confidential shall neither be\naccepted nor honored by the State. Marking an entire bid, proposal, attachment or full sections thereof confidential without taking_\ninto consideration the public\u2019s right to know shall neither be accepted nor honored by the State.\n\nNotwithstanding any provision of this request for submission to the contrary, proposed pricing shall be subject to public disclosure\nREGARDLESS of whether or not marked as confidential.\n\nIf a request is made to the State by any person or entity to view or receive copies of any portion of a proposal, the State will assess\nwhat information it believes is subject to release; notify the Bidder that the request has been made; indicate what, if any, portions of\nthe proposal or related material shall be released; and notify the Bidder of the date it plans to release the materials. To halt the release\nof information by the State, a Bidder must initiate and provide to the State, prior to the date specified in the notice, a court action in\nthe Superior Court of the State of New Hampshire, at its sole expense, seeking to enjoin the release of the requested information.\n\nBy submitting a proposal, Bidders acknowledge and agree that:\ne The State may disclose any and all portions of the proposal or related materials which are not marked as confidential and/or\nwhich have not been specifically explained in the letter to the person identified as the point of contact for this RFB;\ne The State is not obligated to comply with a Bidder\u2019s designations regarding confidentiality and must conduct an independent\nanalysis to assess the confidentiality of the information submitted in your proposal; and\ne The State may, unless otherwise prohibited by court order, release the information on the date specified in the notice described\nabove without any liability to a Bidder.\n\nVENDOR CERTIFICATIONS:\nAll Vendors shall be duly registered as a vendor authorized to conduct business in the State of New Hampshire.\n\nContractor Initials\nDate\n" "e STATEOFNEW HAMPSHIRE VENDOR APPLICATION: Prior to bid award, Vendors shall have a completed Vendor\nApplication Package on file with the NH Bureau of Purchase and Property. See the following website for information on\nobtaining and filing the required forms (no fee: https://das.nh.gov/purchasing/vendorresources.aspx.\n\nVENDOR RESPONSIBILITY:\n\nThe successful Vendor shall be solely responsible for meeting all terms and conditions specified in the bid, and any resulting contract.\nIt is a prospective Vendor\u2019s responsibility to access our website to determine any bid invitation under which they wish to participate.\nIt is also the Vendor(s)\u2019s responsibility to access our website for any posted addendum.\n\nAll State of New Hampshire bid invitations and addenda to these bid invitations are advertised on our website at:\nhttps://das.nh.gov/purchasing/vendorresources.aspx.\n\nThe website is updated several times per day; it is the responsibility of the prospective Vendor(s) to access the website frequently to\nensure no bidding opportunity or addenda is overlooked.\n\nIt is the prospective Vendor\u2019s responsibility to forward a signed copy (ifthe form has a signature block) of any addenda to the Bureau\nof Purchase and Property with the bid response.\n\nIn preparation of your bid response, you shall:\ne Complete the pricing information in the \u201cOffer\u201d section; and\no You may include quote separately, but the OFFER SECTION MUST be completed for compliant acceptance.\ne Complete all other required information on your offer (if applicable); and\ne Complete the \u201cVendor Contact Information\u201d section; and\ne Complete the company information on the \u201cTransmittal Letter\u201d page, and sign under penalty of unsworn falsification in the\nspace provided on that page.\n\nWARRANTY REQUIREMENTS:\n\nSuccessful Vendor shall be required to warranty all of the equipment/item awarded to Vendor for a period of not less than one (1) year\nor the manufacturer\u2019s standard period of time, whichever is greater, from the date the items are received, inspected and accepted by\nthe State of New Hampshire. The warranty shall cover 100% of all parts, shipping, labor, travel, lodging and expenses.\n\nBID PRICES:\n\nBid prices shall be in US dollars and shall include delivery and all other costs required by this bid invitation. Special charges,\nsurcharges, or fuel charges of any kind (by whatever name) may not be added on at any time. Any and all charges shall be built into\nyour bid price at the time ofthe bid.\n\nPer Administrative Rule 606.01(e) \u201cifthere is a discrepancy between the unit price and the extension price in a response to an RFP,\nRFB or RFO, the unit price shall be binding upon the vendor\u201d.\n\nPAYMENT:\n\nPayments shall be made via ACH or Procurement Card (P-Card = Credit Card) unless otherwise specified by the state of New\nHampshire. Use the following link to enroll with the State Treasury for ACH payments: https://www.nh.gov/treasury/state-\nvendors/index.htm.\n\nINVOICING:\nInvoices shall be submitted to the corresponding State agency after completion of work.\n\nAWARD:\n\nThe award shall be made to the Vendor meeting the criteria established in this RFB and providing the lowest cost in section. The State\nreserves the right to reject any or all bids or any part thereof and add/delete items/locations to the contract. All award(s) shall be, in the form\nofa State of New Hampshire Contract in the form of a purchase order(s).\n\nSuccessful Vendor shall not be allowed to require any other type of purchase order, nor shall the successful Vendor be allowed to require\nthe filling out or signing of any other document by State of New Hampshire personnel.\n\nBID RESULTS:\nBid results may be viewed when available, once the award has been made, on our web site only at:\n\nhttps://apps.das.nh.gov/bidscontracts/bids.aspx.\n\nFor Vendors wishing to attend the bid closing: Names of the Vendors submitting responses and pricing shall be made public to the\n\nContractor Initials\nDate\n"