Terms and Conditions


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FORM OF BID RFQ #: 63140

Due: Wednesday July 1, 2015 at 2 PM CT

Title: Research Grade Fluorescence Inverted Microscope Vendor Name: Address:

Total System Bid Price F.O.B. Installed: ________________________ If any item offered is restricted for export to any country please identify the item and provide the Department of Commerce Export Control Classification Number __________________________________________________ Delivery Date:

_____________________

Payment Terms:

_______________________

Cost For One Year Service Contract: REFERENCES #1 Name

#2 Name

Firm

Firm

Phone #

Phone #

#3 Name Firm Phone # Authorized Signature: Name Printed or Typed: Telephone Number: Date:

_______________________________

Federal Employment Identification Number: NOTE:

Bids may not be considered complete unless this form is completed, signed, and returned with your offer. Bidders must have a current vendor application on file in order to receive an award resulting from this RFQ: http://www.purchasing.iastate.edu/vendors/process.html

Copies of the specifications and other contract documents are on file in the Purchasing Department, Administrative Services Building, Iowa State University and are available for public inspection. A set of such documents may be obtained from the Purchasing Department, 3616 Administrative Services Building, Iowa State University, Ames, Iowa 50011-3616, or on-line at: http://www.purchasing.iastate.edu/vendors/

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SECTION I SPECIFICATIONS Iowa State University seeks bids to provide a research grade inverted fluorescence microscope for the Physics Department. The research field is experimental biophysics. And the instrument will be used for imaging of weak to medium range of fluorescence signals. In general, the samples are fixed and immuno-stained cells or live cells expressing fluorescence proteins. The cell-substratum interaction is also of great research interest. The microscope should also be able to perform phase contrast and RICM imaging. Long-term live cell imaging (up to 24 hours) will also be performed using the microscope, therefore auto-adjustment of focus during time-lapse imaging is needed. The microscope will be used for 3-D reconstruction imaging and multi-channel imaging as well. Note: Thermal & CO2 control is NOT under consideration for this microscope bid. Demonstration of the microscope system(s), if elected by ISU, needs to be performed during July 10-16, 2015. Systems offered should have the following minimum specifications (or equivalent/similar): □ □ □ □ □ □ □ □ □ □ □

Microscope Stand Motorized stage with precise XYZ control that is controlled and programmable from the microscope software Z-drive Operation Flat Left Imager Nosepiece 6 position motorized w/Auto-Focus Beam Combiner module UV/VIS for Auto-Focus (if applicable to model offered) 1-position tube lens mount, fixed Side photo port control 60N L/R 100 3 positions (if applicable to model offered) Mirror Insert VIS for base slider Binocular Tube 45/23 Eyepiece PL 10x/23 Br foc, equivalent or similar (2) Docking-Station Dust Cover

□ □ □ □

Transmitted Light Illumination: Illuminated Carrier Tilt Back Interface f/ 0.55 Motorized Condenser & Shutter Condenser Long working Distance 0.55 H/DIC/Ph 6 position Motorized Illuminator microLED

□ □ □ □

Epi-Fluorescence Illumination Components: Fluorescence /HD Light Train Manual Fluorescence shutter, Internal Reflector Turret 6 position Motorized X-Cite 120LED System

□ □ □ □ □ □

Fluorescence Cubes and Filter Sets: Fluorescence Reflector Module EC P&C, similar or equivalent (5) Fluorescence Filter Set HE GFP shift free Fluorescence Filter Set HE YFP shift free Fluorescence Filter Set Cy3 shift free Fluorescence Filter Set Dylight 594 shift free Fluorescence Filter Set Cy5 shift free

□ □ □

RICM (reflection interference contrast microscopy) Accessories Reflector Module DIC/Pol ACR P&C shift free for reflected light Diaphragm Slider Fluorescence attenuator, Discrete insert, Manual

□ □ □ □

Objectives: 10×, 20×, 40×, 100×Oil; Phase contrast imaging for 10×, 20× and 40×; RICM imaging for 100×Oil lens and other lenses. Equivalent or similar to the following lenses: EC Plan-Neofluar 10x/0.30 Ph1 WD=5.2 M27 EC Plan-Neofluar 20x/0.50 Ph2 WD=2 M27 EC Plan-Neofluar 40x/0.75 Ph2 D=0.71 M27 Plan-APOCHROMAT 100x/1.4 Oil DIC

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□ □

Imaging System: 3 Megapixel digital camera (Equivalent or similar to Axiocam 503 mono) C-Mount Adapter

□ □ □

Computer and Software: Computer (please provide configurations and quote as separate line item) Monitor 24" or bigger Operating and Analysis Software (microscope/camera control: light source shutter, camera, stage and imaging modes should be synchronized and controlled by the software; multi-channel imaging; Time-lapse imaging; 3-D Reconstruction imaging/Z-Stack; Measurement; Tiles &Positions; Autofocus)



Optical Table: 30”x36” vibration isolation table suitable for use with microscope and applications stated Mounting Kit



Provide complete literature including technical specifications for all components offered. Offers will be evaluated on the ability of the systems offered to meet the requirements stated above as well as the information returned by bidders in response to the requests for additional information. See section 2.15. A demonstration of your system may be required prior to making a final award. Any questions concerning this bid should be directed to purchasing agent, Yi Wu, at 515-294-1857 or [email protected]. Specifications provided by ISU and/or mention of a particular product or brand are intended to reflect the level of quality and performance required to meet the University’s research objectives and is not intended to restrict competition.

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SECTION II ISU STANDARD TERMS AND CONDITIONS Submittal Instructions 2.1

Literature All offers must include complete literature describing your offer and providing all relevant technical specifications. Any offer which does not include literature as requested may be considered non-compliant based on an inability to properly evaluate your offer. 2.1.1

New Equipment Unless otherwise stated, this bid (offer) request is for new equipment.

2.1.2

Offer Transmittal Unless otherwise specified responses to this quotation request can be sent via FAX to 515-294-9606 or via E-Mail to [email protected]. If you choose to send offers electronically you must also send any supporting literature or product technical sheets as well. ISU prefers electronic bid responses if possible.

2.2

Bid Format Indicate the net cost by line item. Do not list educational, quantity or other discounts separately.

2.3

References All offers shall include three references currently using equipment of the type being offered. At a minimum, the name of a contact person and a telephone number shall be provided. ISU may solicit references independently for equipment procurements where a specific application is deemed important.

2.4

Utility Requirements Bidders must specify all utility requirements essential to the operation of the equipment offered. These shall include, but are not limited to: electricity, compressed air, water, natural gas, etc.

2.5

Physical Dimensions 2.5.1

Indicate the physical dimensions and weight of the largest piece of hardware offered or the minimum size doorway which will accommodate entrance.

2.5.2

Specify any floor load requirements.

2.5.3

Specify the minimum working area required for efficient use of the equipment offered.

2.6

Environmental Requirements List all environmental requirements essential to the operation of the equipment offered. These should include, but are not limited to: temperature range, relative humidity, lighting requirements, etc.

2.7

Service

2.8

2.7.1

All offers shall include current service rates for travel, labor and per diem.

2.7.2

All offers shall specify the location of the field service representative(s) responsible for this account.

2.7.3

Specify the parts depot location from which orders for Iowa State University would be shipped.

2.7.4

State the current price for a one (1) year warranty extension contract.

Service Training The University may be interested in obtaining service training for a University employee. Please indicate your willingness to permit enrollment of an ISU employee in your service school, the cost of training, the duration of the school, the location, and the next scheduled date.

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2.9

Service Equipment In the event the University elects to acquire the service training referenced in the preceding paragraph, the trained technician will need test equipment to perform the service function. Please list the essential test equipment items.

2.10

Statement of Current Manufacture In submitting this response, the vendor warrants that the items offered are new and represent the most recent model currently being sold, unless demo or used equipment is offered as an alternate, and clearly identified as such, see subsection 2.11 and 2.12

2.11

Used or Demo Equipment Bidders are encouraged to offer used or demo equipment as an alternate. All such offers must include a description of the items offered. A statement relative to the condition of the item(s), and the warranty available, any order for used or demo equipment will be conditional, subject to acceptance upon inspection by University personnel.

2.12

Alternate Bids or Offers An item(s) which deviate(s) from the specifications as stated in Section (I) may be offered as an alternate(s). Any such items must be clearly marked as "alternate". Iowa State University and/or its appointed designee will be the sole authority in determining whether an alternate item(s) will be considered as comparable to and/or compatible with the specifications of this bid request.

2.13

In submitting this offer, the bidder agrees not to use the results as a part of any commercial advertising without prior approval of ISU.

2.14

Evaluation Criteria Offers must include all equipment, supplies and services being offered. No consideration will be given for goods or services offered but not included in the written response to this RFP/RFQ.

2.15

Evaluation The evaluation of RFP's will be based upon, but not limited to, the following criteria: • Ability to meet technical specifications (Section I, and 2.16). •Delivery and installation dates. •Ability to provide satisfactory references. •Ability to provide and the quality of the publication list demonstrating the success of offering(s) in an academic environment in regards to required research applications. •Warranty •Responsiveness to RFP terms and conditions. •Payment terms •Cost ISU reserves the right to award a contract not based on price alone but on the offer which best meets the University’s requirements based on the criteria above and section 2.16 below.

2.16

Demonstration / Review of Literature ISU will evaluate technical merit based not only on those specifications stated in Section I, but also on demonstrations if requested, and, or, literature submitted with offers. ISU reserves the right to wave minor differences in the stated specifications, if through demonstration, and, or, review of the literature submitted an offered product is found to be substantially compliant, and its’ purchase would be in the University’s best interest.

2.17

Delivery 2.17.1

Delivery must be accurately quoted as it may be a consideration in making an award.

2.17.2

Any order resulting from this RFQ/RFP must be shipped complete. No partial shipments will be accepted.

2.18

Specifications Provided The specifications provided in this RFP may be linked to a particular product or brand are not intended to restrict competition, but rather serve as a reference to quality and performance levels desired.

2.19

Exceptions 2.19.1

Vendors will list any and all exceptions to Iowa State University's specifications, terms and conditions on a separate sheet labeled "Exceptions". This sheet should be attached behind 5

page 1, "Form of Bid". By not including any "Exceptions", vendor agrees to comply with the terms and conditions stated in this documents.

2.20

2.19.2

The terms and conditions of this bid constitute the exclusive agreement between the parties. The terms and conditions cannot be changed without prior written consent of both parties.

2.19.3

Preprinted Vendor's Terms and Conditions Iowa State University takes exception to any preprinted terms and conditions appearing on vendor's forms associated with this bid solicitation, as well as, any preprinted terms and conditions appearing on subsequent order confirmations and invoices, should vendor receive an order, based on this bid solicitation.

Proposal or Bid Obligations and Formation of Contract The contents of the request for quotation (RFQ) or proposal (RFP), the Bidders response and any clarification thereto submitted by the successful Bidder shall become part of the contractual obligation and incorporated by reference into the ensuing contract.

Business Terms and Conditions 2.21

Warranty 2.21.1

The bidder shall unconditionally warrant the product as being free from defect and capable of performing to the requirements of this offer when operated by ISU within the parameters specified in the manufacturer's specifications. Within one (1) year from final acceptance of said equipment, the bidder shall correct all errors subsequently discovered in the design not due to the fault and negligence of ISU and without charge to ISU.

2.21.2

Vendor expressly warrants that all goods supplied hereunder shall be merchantable in accordance with the Uniform Commercial Code and Iowa Code sections 554.2101 through 554.2725.

2.21.3

Attempts to avoid warranties of merchantability, fitness for a particular purpose and all other express and implied warranties by use of preprinted terms appearing on vendor's forms will be deemed of no effect, and vendor so agrees by responding to this bid solicitation. Vendors are hereby notified and agree that any express wording that waives the above warranties will be grounds for rejection of vendor's bid. Warranties may be considered in the bid evaluation process.

2.22

Remedies Upon Default In any case where the vendor has failed to deliver or has delivered nonconforming goods or services, ISU shall provide a Cure Notice. If after notice the vendor continues to be in default, ISU may procure goods or services and substitution from another source and charge the difference between the contracted price and the market price to the defaulting vendor. ISU Purchasing will assess a five percent (5%) administration fee for any adjustments or credits made as compensation for the vendor’s failure to perform. The Attorney General shall be requested to make collection from the defaulting vendor.

2.23

Shipping FOB: Destination, Installed, or as stated below.

2.24

2.23.1

All orders shipped to ISU via common carrier, will be declared at their exact value and fully insured. Insurance which is based on a payout per pound of weight is not acceptable. All order acknowledgments must include confirmation of a fully insured shipment.

2.23.2

This term may only be taken exception to by vendors bidding delivery as F.O.B. Installed or F.O.B. Destination.

Installation 2.24.1

All offers must include installation by a fully qualified field service engineer with prior experience installing equipment similar to that offered in your offers. 6

2.24.2

Installation shall commence not later than 20 days after delivery and shall be completed no later than 30 days after delivery.

2.25

Computer Software Updates or additions to software which improve the performance or capabilities of the unit will be provided at no charge to the University, if such updates or additions become available during the initial warranty period.

2.26

Acceptance Testing Subsequent to completion of installation of equipment, ISU shall perform an acceptance test to verify equipment performance in accordance with the Specification which is attached hereto. Upon successful completion of acceptance testing, ISU shall provide Seller with written notification of acceptance. Title to said equipment shall remain with Seller until receipt of written acceptance from ISU.

2.27

Immunity From Liability Every person who is a party to this agreement is hereby notified and agrees that ISU is immune from liability and suit for or from vendor's activities involving third parties and arising from this contract.

2.28

Indemnification 2.28.1 Contractor shall defend, indemnify and hold harmless the “State of Iowa”, the “Board of Regents, State of Iowa”, and “Iowa State University”, its agents and employees from and against all claims, damages, losses and expenses, including but not limited to attorneys' fees, arising out of or resulting from (A) the material non-performance, non-compliance or breach with the terms and obligations of this Agreement or (B) bodily injury, sickness, disease, or death, or to injury to or destruction of tangible property, including the loss of use resulting there from caused in whole or in part by any negligent act or omission of the Contractor or Subcontractor, or anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable, regardless of whether or not is caused in part by a party indemnified hereunder. Such obligation shall not be construed to negate, abridge, or otherwise reduce any other right or obligation of indemnity, which would otherwise exist as to any party or person. 2.28.2 In any and all claims against Iowa State University, the State of Iowa, or the Board of Regents, State of Iowa, or any of these parties’ employees, agents, successors, and assigns, by any employee of the Contractor or its Subcontractors, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable, the Contractor’s indemnification obligation shall not be limited in any way by any definition or boundary on the amount or type of damages, compensation or benefits payable by or for the Contractor or any Subcontractor under worker's compensation, disability benefits or other employee benefit acts.

2.29

Termination/Rejection All goods which are rejected for nonconformity with the terms and conditions of this agreement are rejected at vendor's expense and shall be returned at vendor's risk of loss and expense. Buyer reserves the right to terminate for non-conformity.

2.30

Termination -- Non-appropriation of Funds Notwithstanding any other provisions of this contract, if funds anticipated for the continued fulfillment of this contract are at any time not forthcoming or insufficient, either through the failure of the Iowa Legislature or the Federal government to provide funds or alteration of the program under which funds were provided, then ISU shall have the right to terminate this contract without penalty by giving not less than thirty (30) days written notice documenting the lack of funding. Unless otherwise agreed to, the contract shall become null and void on the last day of the fiscal year for which appropriations were received.

2.31

Laws Terms and provisions of this proposal and any contract resulting from this proposal shall be construed in accordance with the laws of the State of Iowa, and any and all litigation or actions commenced in connection with this proposal or contracts resulting from this proposal shall be instituted in the appropriate courts in the State of Iowa.

2.32

Nondiscrimination – Vendor shall not discriminate against any employee or applicant for employment because of race, color, religion, sexual orientation, gender identification, marital status, national origin, sex, age, or physical or mental disability, or status as a US veteran. Company shall take affirmative 7

action to ensure that applicants are employed and that the employees are treated during employment without regard to their race, creed, color, religion, national origin, sex, age, or physical or mental disability or status as a Vietnam-era/disabled veteran, except where it relates to a bona fide occupational qualification. Such action shall include but not be limited to the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or terminations; rates of pay or other forms of compensation; and selection for training, including apprenticeship. If applicable to this agreement, Company shall comply with the provisions of Federal Executive Order 11246 as amended by Executive Order 11375, as supplemented by regulations of 41 CFR part 60. In the event of Company’s non-compliance with this section or with any of the aforesaid regulations, this contract may be canceled, terminated or suspended in whole or in part, without penalty to the Board of Regents, State of Iowa, the University, or the State of Iowa, and Company may be declared ineligible for further contracts with Board of Regents, State of Iowa, institutions. 2.33

Payment Terms 2.33.1 Payment terms will be used as a consideration in making an award. ISU standard payment terms are 5% 15 net 30 days. The Vendor must indicate the amount or percentage of any prepayment requirements. Iowa statutes require vendors to provide surety for prepayment terms. This surety may be in the form of a Performance Bond or other acceptable form of surety. 2.33.2 Terms other than those indicated above will be subject to ISU approval. If other terms are offered, they must be clearly indicated on your bid response. 2.33.3 Per Section 8A.514 of the Iowa Code, late interest may only be charged at the rate of 1% per month after 60 days.

2.34

Records for Audit The Vendor shall maintain records and documents, which sufficiently and properly document all sales to ISU and associated business activities with ISU throughout the term of the agreement for a period of at least three (3) years following the termination of the agreement or completion of any required audit, whichever is later. Records to be maintained include both financial records and service records. The Vendor shall permit the Auditor of the State of Iowa, Federal grantor agency, the Comptroller General of the United States, or any of their duly authorized representatives, or any authorized auditor or representative of the ISU, to access and examine, audit, excerpt and transcribe any directly pertinent documents, papers, electronic or optically stored and created records or other records relating to the services provided or payments made under the terms of the Agreement, wherever such records may be located. Vendor shall not impose a charge for audit or examination of such records. If an audit discloses incorrect billings or improprieties, ISU reserves the right to charge the Vendor for the cost of the audit and appropriate reimbursement.

2.35

Public Records The laws of the State of Iowa require procurement records to be made public unless exempted by the Code of Iowa.

2.36

Export Administration Regulations (EAR) Vendor will indicate in all order acknowledgements whether the item ordered is restricted under the terms of Export Administration Regulations. The notice should indicate which tier or grouping of countries are restricted, or the ECCN Citation Number related to the product. For more information on EAR regulations please visit: http://www.access.gpo.gov/bis/ear/ear_data.html

2.37

International Traffic in Arms Regulations (ITAR) Vendor will indicate in all order acknowledgements whether the item ordered is restricted under the terms of International Traffic in Arms Regulations. The notice should indicate which countries are prohibited from receiving the items procured under ITAR. For more information concerning ITAR please visit: http://www.pmddtc.state.gov/regulations_laws/itar_official.html

2.38

Insurance (Applicable if bidder’s personnel will work on University property.) 2.38.1 Vendors shall maintain until final acceptance, Comprehensive General Liability Insurance and Automobile Liability Insurance in the amount not less than One Million Dollars ($1,000,000) for injuries, including accidental death, to any one person and subject to the same limit for each person, and in an 8

amount not less than One Million Dollars ($1,000,000) on account of any one occurrence. Property damage liability insurance shall be in the amount not less than One Million Dollars ($1,000,000). 2.38.2 The vendor will present to ISU a Certificate of Insurance showing “The State of Iowa”; “The Board of Regents, State of Iowa”; and “Iowa State University of Science and Technology” as an additional insured. All policies must be written on a primary basis, non-contributory with any other insurance and/or any self-insured funds of ISU/State Board of Regents. The terms of coverage shall coincide with the dates of this Agreement at a minimum. The certificate must also contain a clause stating that such insurance shall not be modified, reduced, canceled, or terminated without the Vendor or the Vendor’s insurance agency providing ISU’s Purchasing Department or Risk Management Department with (30) days prior written notice.

Terms Required by Federal Granting Agencies 2.39

Guarantee In filling this order, seller warrants and guarantees to buyer that the articles are in compliance with sections 5 and 12 of the Federal Trade Commission Act; the Fair Packaging and Labeling Act; the Federal Food, Drug and Cosmetic Act; the Consumer Product Safety Act; the Federal Insecticide, Fungicide and Rodenticide Act; the Federal Hazards and Substance Act; the Fair Labor Standards Act; the Wool Products Labeling Act; the Flammable Fabrics Act; the Occupational Safety and Health Act; and the Federal Anti-Kickback Enforcement Act; Debarment and Suspension policies (E.O.s 12549 and 12689); Contract Work Hours and Safety Standards Act (40 U.S.C. 327-333); Rights to Inventions Made Under a Contract or Agreement in accordance with 37 CFR part 401; Byrd AntiLobbying Amendment (31 U.S.C. 1352); Clean Air Act (42 U.S.C. 7401 et seq.) and the Federal Water Pollution Control Act (33 U.S.C. 1251 et seq.), as amended; Davis-Bacon Act, as amended (40 U.S.C. 276a to a-7).

2.40

All packaging, transportation and handling of hazardous materials shall be in accordance with applicable federal and state regulations including, but not limited to, the Material Safety Data Sheet provision of O.S.H.A. Hazard Communication Standard 29 CFR 1910.1200, and Iowa Administrative Code, Section 530.

2.41

Clean Air and Water Certification Vendor certifies by filling this order, that its facility(s) is not on the Environmental Protection Agency (EPA) List of Violating Facilities. Vendor will immediately notify buyer's purchasing department of the receipt of any communication indicating that any vendor's facilities are under consideration to be listed on the EPA List of Violating Facilities.

2.42

Equal Employment Opportunity -- Vendor is subject to and must comply with regulations of 41 CFR part 60.

2.43

Applicable Federal Acquisition Regulations (FAR) clauses If federal contract funds are used in whole or part on a purchase related to this solicitation, the follow FAR sections are included by reference: 52.2121; 52.212-3; 52.212-4 and 52.212-5. The applicable FAR sections can be reviewed at: https://www.acquisition.gov/far/current/pdf/FAR.pdf.

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SECTION III Sustainability Information Iowa State University is involved with several initiatives to improve sustainability. response to all sections that appear below.

Bidders must provide a

3.1 Product’s Country of Origin: State the country (or countries) of origin for the products purchased on the order. U.S. Free Trade Zone products must be listed as the country in which they were manufactured (i.e. where the free trade zone was established):  Peoples Republic of China  Taiwan (Republic of China)  Indonesia  United States  Germany  Great Brittan  France  Mexico  Japan  Other _____________________________ 3.2 Vendor’s Shipping Point: The products purchased on this order will ship from: __________________________________, _____________________________, ___________________ Country City State (USA only) Add additional shipping points if applicable.

Total Shipping Weight ________________ 3.3 Mode of Transportation to ISU from vendor’s facility: Please indicate the primary mode of transportation used for shipment (i.e. that will be used for the greater distance.) If you use an express carrier or Postal Service ISU will determine the mode):  Air freight  Ocean Surface transport  Rail  Motor Carrier  Express Carrier (i.e. Fed X, UPS, etc)  United States Postal Service. 3.4 Packaging: The product(s) on this order will be shipped in [check all that apply]:  Bio-degradable packaging  Packaging materials are made from 100% postconsumer recycled products  Packaging materials are made from corn or plant based products  Packaging Materials can be recycled  Packaging materials are non-toxic  Packaging materials are reusable  Packaging consists of virgin materials 3.5 Energy Consumption: The product or a portion of products in this order are rated for the following energy efficiency programs:     

Energy Star rated as certified by the Federal Energy Management Program Electronic Product Environmental Assessment Tool (EPEAT) Bronze Electronic Product Environmental Assessment Tool (EPEAT) Silver Electronic Product Environmental Assessment Tool (EPEAT) Gold Other Nationally or internationally recognized energy efficiency rating, Please State:____________________________________________________________________ _______________________________________________________________________



Products are not energy efficiency rated.

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3.6 Product’s Recycled Content: The product or a portion of products in this order have the following recycled material content:     

Recycled steel content: state percentage _____% Recycled plastic content: state percentage _____% Recycled rubber content: state percentage _____% Recycled wood products: state percentage _____% Other recycled content: state type and percentage: ____________________________________________________, _________%



Product(s) contain no recycled content

3.7 Product’s Green Certification: The product or a portion of products in this order have the following Green Certifications: ________________________________________________________________________________ ________________________________________________________________________________ ________________________________________________________________________________ 

Product does not have a Green Certification

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