REQUEST FOR PROPOSALS
PRIME SUPPLY – RETAIL DISTRIBUTION
Related To
THE BROCKPORT AUXILIARY SERVICE CORPORATION
THE COLLEGE AT BROCKPORT
STATE UNIVERSITY OF NEW YORK
Campus Visit:
January 29, 2014 at 10:00 AM
Deadline for Submissions:
February 27, 2014 at 4:00 PM
Authorized Contact:
Tyler Wallis, Assistant Manager
Harrison Hall
The College at Brockport
Brockport, NY 14420
Tel 585-395-5798 / Fax 585-395-5919
E-mail: tyler.wallis@basc1.org
Request For Proposals - Prime Supply Retail Distribution
TABLE OF CONTENTS
INSTRUCTIONS TO PROPOSERS............................................................................................................. 1
1.
2.
3.
4.
5.
6.
7.
8.
9.
INTRODUCTION.............................................................................................................................. 1
IMPORTANT DATES, ADDRESSES AND CONTACT INFORMATION ............................................ 2
GENERAL PROPOSAL REQUIREMENTS ...................................................................................... 4
CONTENTS OF TECHNICAL AND FINANCIAL PROPOSAL ........................................................... 6
MODIFYING YOUR PROPOSAL...................................................................................................... 8
WITHDRAWING YOUR PROPOSAL ............................................................................................... 8
PROPOSAL EVALUATION .............................................................................................................. 9
RESERVATION OF RIGHTS.......................................................................................................... 10
GENERAL PROPOSAL CONDITIONS ........................................................................................... 11
EXHIBIT A COLLEGE AND CORPORATION DESCRIPTIONS ................................................................ 1
EXHIBIT B FOOD SERVICE LOCATIONS ................................................................................................ 1
EXHIBIT C SCHEDULE OF OPERATIONS ............................................................................................... 1
EXHIBIT D COLLEGE CALENDAR........................................................................................................... 1
EXHIBIT E ACCOUNTING PROCEDURES ............................................................................................... 1
EXHIBIT F DELIVERY PROCEDURES ..................................................................................................... 1
FORM 1 – PROPOSER QUESTIONNAIRE ................................................................................................ 1
FORM 2A – ITEM | STOCK UNIT | SPECIFICATIONS & PRICING ....................................................... 1
FORM 2B – ITEM/STOCK UNIT AVAILABILITY .................................................................................... 2
FORM 3 – SUMMARY OF FINANCIAL PROPOSAL .................................................................................. 1
FORM 4 – CONTRACT TEMPLATE ........................................................................................................... 1
SECTION 1 – DEFINITIONS ...................................................................................................................... 1
SECTION 2 – TERM ................................................................................................................................... 2
SECTION 3 – SCOPE OF SERVICES - GENERAL .................................................................................... 2
SECTION 4 – INSURANCE ........................................................................................................................ 2
SECTION 5 – ASSUMPTION OF RISK AND INDEMNIFICATION; WAIVER............................................... 4
SECTION 6 – CONTRACTOR’S INDEPENDENT STATUS ........................................................................ 5
SECTION 7 – SUBCONTRACTORS .......................................................................................................... 6
SECTION 8 – USE OF NAME; ADVERTISING, DISPLAYS ........................................................................ 6
SECTION 9 – TERMINATION .................................................................................................................... 6
SECTION 10 – COMPLIANCE WITH LAW ................................................................................................. 7
SECTION 11 – PERIOD OF LIMITATION ................................................................................................... 7
SECTION 12 – SUNY RELATED ENTITY REQUIREMENTS ..................................................................... 7
SECTION 13 – CONTRACT DOCUMENTS ................................................................................................ 8
SECTION 14 – REPRESENTATIONS AND WARRANTIES........................................................................ 8
SECTION 15 – MISCELLANEOUS ............................................................................................................. 8
APPENDIX I
STANDARD CONTRACT CLAUSES ............................................................................... 13
Request For Proposals - Prime Supply Retail Distribution
Request For Proposals - Prime Supply Retail Distribution
INSTRUCTIONS TO PROPOSERS
1.
INTRODUCTION
1.1. General. This Request for Proposals (“RFP”) is issued by the Brockport Auxiliary Service
Corporation, a New York not-for-profit corporation with office located at 350 New Campus Drive,
Brockport, New York 14420 (“Corporation” or “BASC”)). In this RFP references to “we”, “us” or
“our” mean the Corporation, and references to “you” or “your” mean each and every respondent to
this RFP.
1.2. Objective. Our objective is to select a Prime Retail Distributor for the Corporation. Our goal is to
partner with a firm that will help BASC form a more strategic approach to supply chain
management.
1.2.1. While no commitment to volume shall be implied in this RFP, the recent BASC purchasing
volume has been greater than $200,000 per fiscal year. This volume is anticipated to
continue.
1.2.2. It is expected that the winning vendor will enter into a written agreement with the
Corporation setting forth the terms and conditions of the services to be provided (the
“Contract”).
1.2.3. We are looking for a relationship that will distinguish itself by providing high value and
satisfaction and be viewed as successful by both parties as well as the College at Brockport,
State University of New York, (the “College”) community. We will favorably consider proposals
that reflect the characteristics of the College and consider its particular needs.
1.3. Term of Contract. We anticipate that the term of the Supply Contract will be three (3) years with
two (2) renewal options each of one (1) year.
1.4. Exhibits. The following Exhibits are attached and are hereby incorporated into this RFP:
Exhibit A – Description of College and Corporation
Exhibit B – Food Service Locations
Exhibit C – Schedule of Operations for College Cafeteria
Exhibit D – College Calendar
Exhibit E – Accounting Procedures
Exhibit F – Delivery Procedures
You must meet all of the requirements of Sections 2 through 4 below (“Requirements”) on or before
the Proposal Due Date and Time listed in Section 2.1.
We reserve the right to determine that you have substantially met the Requirements and/or to ask
for additional information.
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2. IMPORTANT DATES, ADDRESSES AND CONTACT INFORMATION
2.1. Important Dates
Event
Date
Release of RFP
January 13, 2014
Campus Visit
January 29, 2014 – 10 AM
Question Submission Deadline
February 3, 2014
Projected Date of Response to Questions
February 10, 2014
Proposal Due Date and Time
February 27, 2014 – 4 PM
Projected Date of Contractor Selection
March 6, 2014
Desired Start of Contract
March 17, 2014
2.2. Campus and Proposer Site Visit.
2.2.1. Attendance at the Campus Visit prior to submission of proposals is expected and strongly
encouraged. Please arrange your firm’s Campus Visit by contacting Ms. Betty Drennen at
(585) 395-2497; betty.drennen@basc1.org. Your attendance should also be confirmed
at least 24 hours in advance of the meeting.
2.2.2. One purpose of the Campus Visit is for you to see the campus and ask questions about
the scope of the supply contract and the conditions under which it is to be performed. Your
investigation of the existing conditions and the scope of the supply contract is crucial. Your
proposed performance of the supply contract represents a binding obligation and you will be
responsible for any obligations you may have with respect to this RFP or to the supply
Contract, if awarded to you.
2.2.3. Interested Proposers should arrange to meet at Brockway Hall located on Residence Drive
on the College Campus no later than 10:00 AM ET.
2.2.4. All vehicles parking on campus must have a parking pass. These passes may be picked up
at the Raye H. Conrad Welcome Center located at the corner of New Campus and
Commencement Drives. Please plan accordingly.
2.2.5. Presentation of proposals to BASC shall be done at a conference, scheduled for that
purpose using the process described above.
2.2.6. Proposers will be expected to arrange a visit to their site by members of the BASC
evaluation team.
2.3. Contact with Corporation and Questions.
2.3.1. You must direct all your communications regarding this RFP to the following authorized
contact (the “Authorized Contact”), unless this RFP specifically provides otherwise. Do not
contact anyone else at the Corporation, the College or SUNY.
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2.3.2. The Authorized Contact is:
Tyler Wallis, Assistant Manager
Harrison Hall
The College at Brockport
Brockport, NY 14420
Tel 585-395-5798 / Fax 585-395-5919
E-mail: tyler.wallis@basc1.org
2.3.3. If you have any questions about this RFP, including requests for interpretation or
correction, send them to us before submitting your proposal. Send all questions, in writing,
and by the Question Submission Deadline listed in Section 2.1, to the Authorized Contact.
2.3.4. Any questions or requests for clarification should be by email communication prior to the
Proposal Due Date and Time listed in Section 2.1 and will be shared with all respondents to
this RFP. We will respond to your questions and issue any clarifications and amendments to
the RFP, as we may deem necessary, in the form of written Addenda to this RFP. We will
send each such Addendum to all respondents to this RFP by mail, e-mail, facsimile or
courier. We are not responsible if you fail to receive an Addendum.
2.3.5. All Addenda are a part of this RFP, and are binding on you whether or not you receive
them. We encourage you to verify with the Authorized Contact that you have received all
Addenda before submitting your proposal. Only answers, clarifications and amendments
we give in a written Addendum are binding on us. We are not responsible for the
accuracy of information given orally.
2.4. Submission of Proposal.
2.4.1. Proposals are to be prepared according to the instructions in Sections 3 - 6 and
submitted in both electronic format (Word, Excel, PDF) and in hardcopy, preferably bound.
2.4.2. We must receive your proposal on or before the Proposal Due Date and Time listed in
Section 2.1 at the following address:
Brockport Auxiliary Service Corporation
The College at Brockport
350 New Campus Drive (mailed)
Brockway Hall (delivered)
Brockport, New York 14420
Attn: Betty Drennen, Executive Administrative Assistant
2.4.3. You are solely responsible for ensuring that your proposal arrives on time at the proper
location.
2.4.4. We will not accept faxed proposals.
2.4.5. There will be no public meeting for the opening of proposal documents.
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Request For Proposals - Prime Supply Retail Distribution
3. GENERAL PROPOSAL REQUIREMENTS
3.1. Prepare and submit one original and two (2) complete copies of your proposal. Include in your
submission the following materials, completed, and with all required signatures and attachments:







Technical and Financial Proposal with the information listed in Section 4
Form 1 – Proposer Questionnaire and Certification of Proposal
Form 2A – Item | Stock Unit | Pricing
Form 2B – Item/Stock Unit Availability
Form 3 – Summary of Financial Proposal
This RFP document
Any Addenda
Do not sign Form 4 (Contract Template) at this time.
3.2. Mark clearly all information submitted in your proposal with the Section and Subsection number to
which it is responsive.
3.3. Make sure that the information in your proposal is consistent throughout.
3.4. If you think that any of the information in your proposal is a trade secret or is proprietary, or if you
are required to keep certain information confidential because of a prior contract, you must submit
this information in a separate sealed envelope marked “CONFIDENTIAL PORTIONS OF
PROPOSAL.” We will not consider any request that an entire proposal be kept confidential.
Similarly, pricing information, discounts, makes, model and catalog numbers of goods offered,
terms of delivery and terms of payment are not considered proprietary and you must not
designate them as such. To the extent permitted by law, we will deny public access to information
submitted as described in this paragraph. If you fail to follow these instructions, we will not be
responsible for the confidentiality of the information.
3.5. Indicate on Form 1, Item 22 any deviations from this RFP. Do not make changes to the
RFP documents themselves.
3.5.1. Unless you indicate otherwise on Form 1, Item 22, we will assume that you agree to
the proposed terms and conditions set forth in this RFP. We reserve the right to
accept or reject any changes you suggest.
3.6. Include all discounts, incentives or other financial considerations in your financial proposal, even if
not specifically mentioned in this RFP.
3.7. All pricing is to be done on a “COST PLUS” vendor mark-up for each item. Vendor mark-up
defined for this request for proposal means, a single fixed percentage to remain in effect for the
length of the Contract.
3.8. We define “base cost” as: your F.O.B. cost, plus freight on any given items from its point of origin
to your dock.
3.9. Payment will be made by BASC to your company within thirty (30) days of BASC’s receipt of the
proper invoice therefor. Invoices must contain the ordering unit number, list each fee item
separately, and include sufficient detail for each line item to enable BASC to verify the calculation
thereof. Payment will be refused on unsigned invoices. BASC will consider shorter terms of
payment of invoices or direct payment electronically where there are discounts or incentives for
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Request For Proposals - Prime Supply Retail Distribution
such payments.
3.10. The Corporation is exempt from the payment of any federal, state and local sales and use taxes.
Do not include these taxes when proposing prices for goods or services to be purchased by the
Corporation.
3.11. Sign your proposal. Your proposal must be completed in the legal name of your company and
must be signed by an authorized person.
3.12. Your proposal should offer your best and final terms. We reserve the right to award a contract on
the basis of your submitted proposal without further discussion. Do not include ideas or concepts
in your proposal that you are not prepared to implement should you be awarded the Contract.
3.13. Seal your proposal. The sealed envelope must clearly state: (i) your company’s name and
address, (ii) the title of this RFP, and (iii) the date and time the proposal is due.
3.14. By signing and submitting your proposal, you affirm that you have read this RFP, including but
not limited to the Contract (Form 4), accept its terms, and are able and willing to sign the
Contract if your proposal is selected, subject only to any changes negotiated and agreed to by
both of us. The issuance of a letter of intent to award or similar document does not require or
commit us to enter into the Contract with you until all terms and conditions are negotiated and
acceptable to us. In the event of any inconsistencies between your proposal and the RFP, the
language of the RFP will control unless we have specifically agreed in writing to accept the
terms from the proposal.
3.15.
There will be no public meeting for the opening of proposal documents.
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4. CONTENTS OF TECHNICAL AND FINANCIAL PROPOSAL
All Proposers must respond to Section 4.1. Additional information is required depending on what
services are included in your proposal(s). You must also fill out the portion of Form 3 applicable to your
proposal(s).
4.1. Your proposal must include the following information:
4.1.1. Company Profile. Provide the following:
4.1.1.1. A brief history of your company’s presence in the industry, especially as it relates to
the higher education market, including revenue levels, number of current accounts,
years in business, and number and make-up of staff.
4.1.1.2. Evidence that your company has a minimum of three (3) years of successful business
experience performing comparable services to those under this RFP. Provide a list of
your company’s current corporate and educational clients. For those clients in the
Monroe county area, include the following information:
Name and address of the company
Name and title of client contact
Telephone number of client contact
Period of service
Revenue level for each account
4.1.1.3.
Former clients: Provide a list of companies where your company’s services
have been terminated (either by your company or by the client) within the past three
years. For those companies in the Monroe county area, include the following
information:
Name and address of the company
Name and title of client contact
Telephone number of client contact
Date and reason for termination
4.1.1.4.
Evidence of your company’s financial viability. We would prefer to receive copies of
your company’s audited financial statements for the past two (2) fiscal years. If audited
statements are not available, provide copies of your company’s two most recent tax
returns or compiled financial statements by an independent certified public accountant.
4.1.1.5.
A description of any citations or other legal or regulatory actions against your
company by a local or state health department or other agency regarding food safety,
workplace safety or related issues in the past three years.
4.1.1.6.
Indemnification: Enclosed in Form 4 (Contract) Section 4 you will find the
Corporation Indemnification and Insurance Specifications. It is very important that you
understand that the successful proposer will be required to comply with these
requirements and submit a Certificate of Liability Insurance as proof of having the
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Request For Proposals - Prime Supply Retail Distribution
required coverage and indemnification. You will also be required to name each of BASC,
the College and the State of New York as additional insureds on the Certificate of Liability
Insurance.
4.1.2. Quality Assurance. Include a plan to provide quality assurance with respect to all aspects of
the Retail distribution supply operations with descriptions of:
4.1.2.1. The process by which food quality would be addressed for all food provided by your
company;
4.1.2.2. Your company’s internal quality assurance program, including samples of any
inspection/quality audit forms used as part of any district, regional, or corporate
visitations;
4.1.2.3. Follow up procedures for customer complaints;
4.1.2.4. Seller warrants that all food items furnished shall be free from defects and that all food
items shall be wholesome and sufficient for the purposes intended.
4.1.2.5. Keeping and Safety: Include a brief description of your training in food safety and the
measures you take to ensure that proper temperatures are maintained during the
complete delivery process of all temperature-sensitive products. The Corporation
reserves the right to inspect all incoming products. Products and services not meeting
our specifications may be rejected in part or in whole. In the case of rejection it will
remain the vendor’s responsibility to provide us with the specified products by 9:00AM
the following morning.
4.1.2.6. Product Recalls: Provide a description of your company’s plan in terms of
communication to the Corporation and removal of recalled products.
4.1.2.7. Disaster Plan: Provide a description of your company’s disaster plan in terms of
maintaining normally scheduled delivery to the Corporation.
4.1.2.8. A plan for ongoing as well as periodic customer service monitoring;
4.1.2.9. Audits: BASC reserves the right to perform a minimum of one (1) pricing audit per
year. We will audit selected purchases which will include ten to twenty high volume
items. These audits should last no longer than two (2) hours each. We will confirm
specific location, dates and times two (2) weeks prior to each audit.
4.1.3. Sustainability Program: Include a brief description of your Sustainability Program. The
BASC Sustainability program is included with the packet.
4.1.4. Purchase Summary: If your proposal will contain volume-based discounts, we will require a
periodic aggregate purchasing summary to include total purchases and dollar volume
broken down by commodity category made during BASC’s fiscal year (June 1st to May
31st).
4.1.5. Rebates: BASC relies on rebates from manufacturers to keep the cost of products as low as
possible. We require the distributor, on a quarterly basis, to provide a system of identifying
any and all forms of income offered from manufacturers for the purpose of lowering the cost
of products to BASC Dining Services. This reduction in product cost would then be paid to
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BASC Dining Services in the form of a rebate check, on a quarterly basis, along with a
complete listing of all manufacturers involved. Failure to comply with this requirement may
terminate this Prime Supplier agreement.
4.1.6. On-line Capabilities: BASC requires information regarding the availability of on-line ordering
and on-line price updates to our CBORD FSS system. If other on-line capabilities are
available, include information about them.
4.1.7. Special Orders: Provide your company’s definition of a “Special Order”, as it pertains to
orders from BASC including any change in the mark-up percentage, if applicable.
4.1.8. Substitution: Provide your company’s policy in regards to substitution of products when
original orders cannot be filled.
4.1.9. Support Services. Describe your company’s resources, systems and plans in each of the
following areas:




Marketing, merchandising and promotions
Nutrition
Customer satisfaction
Other resources, systems and plans you believe will be of value
4.1.10. Value Added Services: Please list and describe any unique programs or services that you
feel will enhance your company’s over-all proposal. This may include any topic not already
required in our request for proposal.
4.1.11. Additional Information. Provide any other information you believe will be helpful to the
Selection Committee in evaluating your proposal
5. MODIFYING YOUR PROPOSAL
You may submit a modified proposal to replace a submitted proposal up until the Proposal
Due Date and Time. It is your responsibility to ensure that any modified proposal is clearly
marked as such on the outer envelope. Submit your entire proposal again, as modified. We
will open only the latest timely submitted proposal.
6. WITHDRAWING YOUR PROPOSAL
6.1. Your submission of a proposal is a binding offer to provide goods and/or financial remuneration
and/or to perform services for BASC. This offer will remain in effect for 180 calendar days after the
Proposal Due Date (the “offer period”), unless you withdraw your proposal pursuant to Section 6.2
below. Any request to withdraw your proposal must be made in writing to the Authorized Contact.
6.2. You may withdraw your proposal at any time before the Proposal Due Date.
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Request For Proposals - Prime Supply Retail Distribution
7. PROPOSAL EVALUATION
7.1. This is a request for proposals and not a bid process. Therefore, we have the discretion to evaluate
the qualitative as well as financial aspects of each proposal and make a selection based on what
we consider to be in the best interests of the Corporation and the College.
7.2. We will appoint a Selection Committee consisting of a minimum of three persons. The Selection
Committee may appoint one or more consultants to advise on specific issues arising during the
proposal evaluation process. The Selection Committee will evaluate those proposals that meet the
Requirements. Once the Selection Committee has completed its evaluation, it will make a
recommendation to the Executive Director and Controller of the Corporation. The Executive
Director will make the final determination regarding award of the Contract.
7.3. Proposers will be notified by mail concerning the evaluation process results.
7.4. The criteria on which each proposal meeting the Requirements will be evaluated, and the weights
assigned to them, are as follows:
Qualifications and References
20 %
Customer Service & Quality of
Products & Services Proposed
30 %
Financial Proposal
50 %
TOTAL
100 %
7.5. We reserve the following rights:
7.5.1. to interview and/or visit each proposer or a short list of proposers;
7.5.2. to negotiate with proposers as necessary in our best interests. We may negotiate with
proposers concurrently or sequentially. If we invite you to negotiate with us, this does not give
you any rights regarding the RFP or any guarantee for the ultimate award of the Contract;
7.5.3. to rescore proposals after interviews, site visits, and/or negotiations;
7.5.4. to award the Contract to a proposer other than the proposer or proposers offering the lowest
overall cost or the greatest financial return to us; and
7.5.5. to decide tie proposals in our sole discretion and best interest.
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8. RESERVATION OF RIGHTS
Notwithstanding anything to the contrary in this RFP, we reserve the right to:
8.1. reject any and all proposals;
8.2. reject your proposal if:
8.2.1. you do not meet all of the Requirements;
8.2.2. you misstate, mislead or conceal any material fact in your proposal, or in subsequent
submissions, whether oral or written;
8.2.3. it is not in compliance with law;
8.2.4. it contains variations from the terms and conditions of the RFP or the
Contract, or is otherwise not responsive to our requirements;
8.2.5. any part of it is conditional; or
8.2.6. it contains conflicting information.
8.3. reject your proposal if you communicate with someone other than the Authorized Contact about the
Contract, unless that communication is specifically permitted by this RFP. If you are awarded the
Contract and we discover a violation after such award, we have the right to immediately terminate
the Contract.
8.4. amend, withdraw or re-issue this RFP: (i) before the Campus Visit, with written notice to all
respondents who requested and/or were sent an RFP or (ii) after the Campus Visit, with written
notice only to those respondents who attended the Campus Visit;
8.5. waive or modify minor irregularities in your proposal;
8.6. visit one or more of your clients and/or former clients for referral and recommendation purposes;
8.7. change any of the scheduled or projected dates of this RFP;
8.8. request additional information, representations, samples, and demonstrations from you;
8.9. use any, some, or all ideas submitted in your proposal unless such ideas are protected by
proprietary rights and you declare this pursuant to Section 3.4 above.
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9. GENERAL PROPOSAL CONDITIONS
9.1. This RFP and the Contract are governed by the laws of the State of New York, without regard to
principles of conflicts of law.
9.2. The Contract will be a requirements contract, and any prior year sales data provided to you is for
information purposes only, and is not a guarantee. The sales actually earned by the company
awarded the Contract may be less or more than in prior years. If less, we will not be liable to the
company for damages or lost profits because of this.
9.3. You may not make public announcements or news releases regarding this RFP, the Contract or
any subsequent contract without our prior written approval.
9.4. You may not use the name or any trademark, service mark, or other proprietary mark or logo of the
Corporation, the College, SUNY or any constituent college of SUNY without our or SUNY’s prior
written approval, as the case may be.
9.5. You are responsible for all costs associated with the preparation, transmittal, and presentation of
your proposal.
9.6. At our request and at your cost, you must timely remove any samples you provided to us. We won’t
be responsible for any samples that are destroyed or damaged while in our custody. If samples
aren’t removed within thirty (30) calendar days after we send you a written notice, they will be
considered abandoned. Expenses incurred in their disposal will be charged to you.
9.7. We will not be bound by any oral or written information released prior to the date of release of this
RFP. After its release, we will be bound only by this RFP, any Addenda, and the Contract.
9.8. The information provided in this RFP is summary in nature and has been prepared without audit or
verification. We make no representations or warranties of any kind, either expressed or implied,
with respect to this information.
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EXHIBIT A
COLLEGE AND CORPORATION DESCRIPTIONS
Overview
Founded in 1835, The College at Brockport is a public, comprehensive four-year college, committed to
student success through fostering innovative thinkers and leaders who are assets in the classroom and the
workplace. Our 464-acre campus has 66 buildings occupying about one-quarter of the campus, with rolling
grassy fields and wooded land. Brockport, NY is a small college town of 8,100 residents located on the
historic Erie Canal. Located in Greater Rochester (Monroe County), the campus is 16 miles from
downtown, 45 miles east of Buffalo, NY.
Enrollment (Fall 2013)
 Undergraduate enrollment: 7,090
 Graduate enrollment: 1,038
The Brockport Auxiliary Service Corporation (“BASC”) is a New York not-for-profit and 501(c)(3)
corporation located on the campus of the College. BASC is contracted by the College to provide and
manage dining services, the bookstore, catering services, laundry services, parking and transportation
services, vending services, ATM's, events and conferences, campus ID services, and debit card program.
Description of the food service area
BASC Dining Services provides students with a great culinary experience with a focus on wellness,
facilities, and service all at an incredible value. BASC Dining Services have consistently received top
marks and we rank among the top of all SUNY schools.
Our focus is on:




outstanding food
facilities
value
wellness
BASC really listens to what students want. Our nine dining locations on campus provide lots of meal plan
options and hours of operation designed to meet students' lifestyles. From 7 am until 1 am, students
have a place to dine on campus.
Exhibit A - Page 1 of 2
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Exhibit A - Page 2 of 2
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EXHIBIT B
FOOD SERVICE LOCATIONS
VENUE NAME
REGULAR HOURS
Aerie Cafe
Mon – Thurs 8:30 am - 11 pm
Friday
8:30 am - 2 pm
Sunday
5 - 10 pm
Eagle’s Nest
Daily
9 am - 1 am
Hartwell
Mon - Thurs
Friday
7:45 am - 6:30 pm
7:45 am - 1:30 pm
Jitterbugs Cafe
Mon - Thurs
Friday
7:45 am - 9:30 pm
7:45 am - 3 pm
Kinetic Kafe
Mon - Thurs
Friday
7:30 am - 6 pm
7:30 am - 3 pm
Union Square
Mon - Thurs
Friday
7:30 am - 6 pm
7:30 am - 3 pm
Exhibit B - Page 1 of 2
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Exhibit B - Page 2 of 2
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EXHIBIT C
SCHEDULE OF OPERATIONS
The hours listed are those currently in effect are given as an example.
1. FULL SCHEDULE
Locations operate at Regular Hours (Exhibit B) during the Fall and Spring Semesters
2. LIMITED SCHEDULE
Locations operate under shortened hours, some locations may close.
Note: During certain times of the year, delivery changes will be necessary based on
changes to our hours of operation.
3. REGISTRATION SCHEDULE
Residential locations operate under shortened hours, some locations may close.
Note: During certain times of the year, delivery changes will be necessary based on
changes to our hours of operation.
4. SUMMER SCHEDULE
Residential Locations are closed, except as scheduled events may require them to open.
Union Square operates on a limited basis
Note: During certain times of the year, delivery changes will be necessary based on
changes to our hours of operation.
Exhibit C - Page 1 of 2
Request For Proposals - Prime Supply Retail Distribution
Exhibit C - Page 2 of 2
Request For Proposals - Prime Supply Retail Distribution
EXHIBIT D
COLLEGE CALENDAR
Fall Semester 2013
August 23, 2013, Friday
Welcome Weekend Begins
August 26, 2013, Monday, 8 AM
Instruction Begins
September 2, 2013, Monday
Labor Day (1)
September 3, 2013, Tuesday, 5 PM
Add Period Ends
September 13, 2013, Friday, 5 PM
Late Add Period Ends
September 17, 2013, Tuesday
Constitution Day; Class in Session
September 24, 2013, Tuesday, 5 PM
Full Semester Course Drop Period Ends(2)
October 12, 2013, Saturday, 5 PM
Mid-Term (1st Quarter Ends)
October 14 & 15, 2013, Monday & Tuesday
Mid-Semester Break (1)
October 14, 2013, Monday, 4 PM
Student Progress Evaluations Due in Registrar’s Office
October 16, 2013, Wednesday, 8 AM
Instruction Resumes
November 1, 2013, Friday, 5 PM
Deadline to Withdraw without
Department Chair Permission
November 27, 2013, Wednesday
Thanksgiving Recess Begins (1)
November 29, 2013, Friday 5 PM
Withdraw Period Ends
December 2, 2013, Monday, 8 AM
Instruction Resumes
December 7, 2013, Saturday, 5 PM
Regular Course Schedule Ends (3) (2nd Quarter Ends)
December 9, 2013, Monday, 8 AM
Final Exam Period Begins
December 14, 2013, Saturday, 5 PM
Final Exam Period Ends (Semester Ends)
December 20, 2013, Friday, 4 PM
Grades Due From Faculty
Spring Semester 2014
January 24, 2014, Friday
Welcome Weekend Begins
January 27, 2014, Monday, 8 AM
Instruction Begins
February 3, 2014, Monday, 5 PM
Add Period Ends
February 14, 2014, Friday, 5 PM
Late Add Period Ends
February 24, 2014, Monday, 5 PM
Full Semester Course Drop Period Ends(2)
March 15, 2014, Saturday, 5 PM
Spring Recess Begins (1) Mid-Term (3rd Quarter Ends)
March 17, 2014, Monday, 4 PM
Student Progress Evaluations Due in Registrar’s Office
March 24, 2014, Monday, 8 AM
Instruction Resumes
Exhibit D - Page 1 of 2
Request For Proposals - Prime Supply Retail Distribution
Spring Semester 2014
April 9, 2014, Wednesday, 9 AM – 5 PM
Scholars Day (1) Classes not in session to allow students to
attend sessions.
April 9, 2014, Wednesday, 5 PM – 11 PM
Classes in Session
April 11, 2014, Friday, 5 PM
Deadline to Withdraw without Department Chair Permission
April 11, 2014, Friday, 3 PM
Honors & Awards Ceremony
May 2, 2014, Friday 5 PM
Withdraw Period Ends
May 10, 2014, Saturday, 5 PM
Regular Course Schedule Ends (3) (4th Quarter Ends)
May 12, 2014, Monday, 8 AM
Final Exam Period Begins
May 17, 2014, Saturday, 5 PM
Final Exam Period Ends (Semester Ends)
May 17, 2014, Saturday
Commencement
May 23, 2014, Friday, 4 PM
Grades Due From Faculty
M.W.F. Classes (from 8:00 AM to 3:20 PM) are 50 minutes in length with 15 minutes between classes.
T.R. Classes (from 8:00 AM to 4:30 PM) are 75 minutes in length with 15 minutes between classes.
(1) Classes Suspended
(2) See the Schedule of Classes for Refund Schedule and Quarter Course Drop Schedule
(3) According to the College Policy, no examinations may be given during the last week of classes
Under section 224-A of the Education Law of the State of New York, absence from class for religious beliefs is
excused, and the opportunity to make up work is provided.
Exhibit D - Page 2 of 2
Request For Proposals - Prime Supply Retail Distribution
EXHIBIT E
ACCOUNTING PROCEDURES
1.
Proposer shall provide BASC with a weekly statement of BASC Account Activity to each
unit/account and a Consolidated Weekly statement of activity to Dining Services. Statements can
be submitted to BASC electronically or by paper copy.
2.
BASC prefers that orders be placed electronically. Electronic feedback of all orders (including
outages or shortages) must be sent to ordering contact within twenty-four (24) hours of order
placement.
3.
Proposers will be obligated to provide retail distribution market advisories to the Dining Service
Executive Chef. These advisories are to be sent as conditions require.
4.
Surcharges for delivery or fuel shall not be added to any invoice, unless those surcharges were
specified in the Summary of Financial Proposal (FORM 3).
5.
BASC will require Proposer’s assistance with building any new product lists in the current
accounting software system.
6.
BASC is open to and encourages Proposers to include a proposal for incentive or pre- or early
payments.
Exhibit E - Page 1 of 2
Request For Proposals - Prime Supply Retail Distribution
Exhibit E - Page 2 of 2
Request For Proposals - Prime Supply Retail Distribution
EXHIBIT F
DELIVERY PROCEDURES
Delivery Points. BASC has ten serving units on campus with six points of delivery. Each serving unit
should be invoiced as a separate account. Our serving units and delivery points are ranked in priority and
delivery sequence as follows:
DELIVERY POINTS
SERVING UNITS/ACCOUNTS
Seymour College Union
Union Square
Jitterbugs
Hartwell
Harrison Hall
Eagle’s Nest
Trax
Tuttle North
Kinetic Kafé / Aerie Café
Eagle Snax
Concessions
Delivery Frequency.
o
When units are operating at Full Schedule delivery frequency will be two (2) times per week, on -
o
delivery days will be: beginning of the week (Mon or Tue) and end of the week (Thu or Fri)
o
Occasional deliveries may be requested for other days/ times.
Notification Requirements.
o
BASC requires notification if delivery will be more than two (2) hours outside of delivery window.
o
Stock clerk or management on duty at each Delivery Point must be notified upon arrival (deliveries
cannot be validated by staff that do not have the titles of stock clerk or management).
o
Contractor and drivers must immediately notify BASC of any accidents or vehicle malfunctions that
occur either on or off campus. Additionally, any expenses incurred as a result will become the full
responsibility of the Contractor.
Delivery Requirements. The following is a list of requirements for delivery to BASC dining outlets. This list
is not intended to be all-inclusive, but more a general set of items that must be followed:
o
All units must be delivered between the hours of 8:00 AM and 2:00 PM.
o
Delivery vehicles cannot be left running during unit deliveries, except where refrigeration must be
maintained and proper safety and security precautions have been taken.
Exhibit F - Page 1 of 2
Request For Proposals - Prime Supply Retail Distribution
Delivery Procedures (continued)
o
All deliveries must be transported to storage rooms or walk-in units by Contractor. Deliveries will be
checked by the stock person. In the event this employee is unavailable, then management can
check in or appoint another hourly employee (in the event stock person is absent) to check in
delivery.
o
BASC reserves the right to inspect at any time the interior cleanliness of Contractor’s storage trailer
or delivery truck.
o
BASC requires Contractor to provide all drivers with appropriate personal safety and delivery
equipment.
o
BASC requires two (2) copies of shipping/invoice documents to be provided at time of delivery.
o
All shipping manifest/invoices require two (2) signatures (Driver and management or stock clerk
personnel). Deliveries are not valid without both signatures.
o
Initials of both driver and manager/stock clerk must be placed by each item adjustment on all
shipping manifests/invoices, as applicable (i.e. substituted items, quantities, prices, etc.).
Exhibit F - Page 2 of 2
Request For Proposals - Prime Supply Retail Distribution
FORM 1 – PROPOSER QUESTIONNAIRE
IDENTIFICATION OF PROPOSER
1. Full Name of Proposer (exactly as it appears in organizing document)
2. Identification Numbers
a . F ederal EI N #
b . DUNS #
c. NYS Vendor ID #
3. D/B/As and other names used by Proposer
4. Website Address
5. Address of primary place of business
6. Principal NYS address (if other than #5)
7. Primary Contact
Phone
Title
Fax
Email
STRUCTURE OF PROPOSER
9. Date of Incorporation/Formation
8. Check appropriate organization structure
⃞ Corporation*
⃞ Limited Liability Company (LLC)*
⃞ General Partnership
10. State of Incorporation/Formation*
⃞ Limited Liability Partnership
⃞ Sole Proprietorship
⃞ Other (describe)
* If Proposer is a corporation or LLC not incorporated/formed in NYS, provide a copy of authorization to do business in NYS.
11. List all principal owners, officers, directors and key employees (attach additional pages if necessary):
Name
Title
Mailing Address
12. Primary business activity
13. Number of years’ experience in work of type covered by this RFP
⃞ Yes
14. Do you pay prevailing wages?
Form 1 - Page 1 of 4
⃞ No
Request For Proposals - Prime Supply Retail Distribution
PROPOSER’S ACTIVITIES
15. Has Proposer ever been refused the award of a contract on which it was the low bidder in competitive bidding?
⃞ Yes
⃞ No
16. Has Proposer ever sued or been sued regarding payment or performance obligations in a contract?
⃞ Yes
⃞ No
17. Has Proposer ever had a contract suspended or terminated for cause prior to the completion of its term?
⃞ Yes
⃞ No
18. Are there any liens filed against Proposer?
⃞ Yes
⃞ No
19. Are any actions or proceedings pending in New York State or in any other jurisdiction against Proposer, or any of its
⃞ Yes
⃞ No
⃞ Yes
⃞ No
⃞ Yes
⃞ No
⃞ Yes
⃞ No
⃞ Yes
⃞ No
directors, officers, managers, partners, or other principals?
20. Within the past 5 years, has Proposer, any officer, director, manager, partner, other principal, or owner of a more
than ten percent (10%) interest in Proposer:
a. been in arrears or default to Corporation, College, SUNY, any local, state or federal authority, or any entity
affiliated
with any of them, with respect to a debt, contract, or taxes
b. been declared not responsible or disqualified by Corporation, College, SUNY or with respect to any local,
state, or federal government contract
c. been indicted, convicted, received a judgment against them or a grant of immunity for any business-related
conduct constituting a crime under local, state or federal law, including but not limited to fraud, extortion,
price-fixing, bid collusion or any crime related to truthfulness and/or business conduct
21. Within the past 5 years, has Proposer, any officer, director, manager, partner, other principal, or owner of a more
than ten percent (10%) interest in Proposer been issued a citation, notice, or violation order, for violations of:
a. federal, state or local health laws, rules or regulations, including but not limited to OSHA, New York State
labor law, and the New York State Health Code
b.
federal, state or local environmental laws
⃞ Yes
⃞ No
c.
unemployment insurance or workers’ compensation coverage or claim requirements
⃞ Yes
⃞ No
d.
Employee Retirement Income Security Act (ERISA)
⃞ Yes
⃞ No
e.
federal, state or local human rights laws
⃞ Yes
⃞ No
f. civil rights laws
⃞ Yes
⃞ No
g.
federal Immigration and Naturalization Services (INS) and Alienage laws
⃞ Yes
⃞ No
h.
federal or state security laws
⃞ Yes
⃞ No
⃞ Yes
⃞ No
i. charity or consumer laws
If you answered “Yes” to any of the above questions, list the question number below and provide a detailed explanation. Attach additional
sheets if needed.
Question Number
Explanation
Form 1 - Page 2 of 4
Request For Proposals - Prime Supply Retail Distribution
DEVIATIONS FROM RFP
22 Does your Proposal contain any deviations from the terms and conditions set forth in the RFP, including the form
.
⃞ Yes
⃞ No
Contract? If “Yes”, list the Section and Subsection number below and describe the deviation or cross reference an
explanation in your Proposal. Attach additional sheets if needed.
Section & Subsection #
Deviation
PROPOSER’S REPRESENTATIONS AND WARRANTIES
Proposer represents and warrants as follows (check the boxes):
⃞
Proposer has carefully examined all parts of this RFP and any Addenda, and understands them.
⃞
Proposer will execute a contract in the form of the model Contract that is part of this RFP (subject to any amendments
agreed in writing), if its Proposal is accepted by Corporation, and will faithfully perform all the terms and conditions of the
⃞
Contract. will fully comply with any and all laws, orders, or regulations of any federal, state or local authority or agency insofar
Proposer
as any of the same affect the execution and performance of the Contract and will notify Corporation promptly in writing of any
such law that may be promulgated at any time during the course of performance of the Contract which may affect the
⃞
Contract. will comply with all applicable Equal Employment Opportunity and Affirmative Action programs and will ensure that all
Proposer
subcontracts entered into for the purposes of the Contract will contain provisions binding the subcontractor to compliance with
these programs.
⃞
This Proposal has been developed independently, without the involvement of any other vendor responding to this RFP or any
Corporation or SUNY officer or employee, and it is in all respects fair, and has been made without collusion or fraud.
⃞
No public, Corporation, or SUNY officer or employee, or person whose salary is payable in whole or in part, directly or
indirectly, from the New York State Treasury, is directly or indirectly interested in this Proposal or the Contract, the
services to which it relates, or in any portion of the profits of the Contract.
⃞
This Proposal and the representations contained in it, and the execution and submission of Proposal, have each been duly and
validly authorized by all necessary action of Proposer’s governing body.
INDIVIDUAL COMPLETING THIS QUESTIONNAIRE
Printed Name
Title
Signature
Date
Form 1 - Page 3 of 4
Request For Proposals - Prime Supply Retail Distribution
CERTIFICATION OF PROPOSAL
STATE OF
) SS:
COUNTY OF
CERTIFICATION:
I hereby certify, under penalty of perjury, that:
*
I am knowledgeable about the submitting company’s (“Proposer”) business and operations;
*
I have read and understand all of the information submitted in the Proposal, including the Proposer
Questionnaire and any attached pages, and find it to be true, accurate and complete;
*
I understand that the Corporation will rely on the information in the Proposal when determining whether
or not to award the Contract to the Proposer;
*
I understand that I have a duty to notify the Corporation of any material change to the responses given
in the Proposer Questionnaire; and
*
The submission of the Proposal and my execution of it have each been duly and validly authorized by
all necessary action of the Proposer’s governing body.
PROPOSER:
Full Legal Name
BY:
Printed Name
Title
Signature
Date
Sworn to before me this _________ day of __________________, 20__
______________________________________
Notary Public
Form 1 - Page 4 of 4
STAMP
Request For Proposals - Prime Supply Retail Distribution
Instructions: Use this form is to provide pricing information. Indicate if any of the packs can be split.
FORM 2A – ITEM | STOCK UNIT | SPECIFICATIONS & PRICING
UPC
Pack Unit
Size
Can be
split
(Yes/No)
722252301307
BOX
2.4 oz
2620077016
BOX
2.125 oz
1000980080007
Label
Product Description
CLIFBAR
CLIFBAR CHOCCHP PEANUT CRUNCH
CON AGRA
DAVID`S TUBES SUNFLOWER SEEDS
CASE
1.8 oz
FERRERO
NUTELLA 2 GO DIP & STICKS
n/a
CASE
16 oz
F'REAL
MILKSHAKE
n/a
CASE
16 oz
F'REAL
SMOOTHIE
16000335301
BOX
1.5 oz
GENERAL MILLS
NATURE VALLEY OATS&HONEY GRAN
34000440009
BOX
1.5 oz
HERSHEY
REESE PEANUT BUTTER CUP
18627272403
BOX
1.76 oz
KEEBLER
KASHI GO LEAN CRNCHY CHOC
38000581700
BOX
2 pk
KEEBLER
KELG 2PK S`MORES POPTART
38000359484
BOX
1.3 oz
KEEBLER
NUTRI-GRAIN STRAWBERRY BAR
29000075696
BOX
1.75 oz
KRAFT
PEANUT PLANTER SALTED TUBES
29000075689
BOX
1.5oz
KRAFT
PEANUT PLANTER CASHEW
40000524311
BOX
1.86 oz
M & M MARS
SNICKERS BAR
1004000045745
CASE
8 oz
M & M MARS
PEG BAG M & M SNACK MIX MILK
1004000045764
CASE
8 oz
M & M MARS
PEG BAG M & M SNACK MIX PEANUT
40000011606
BOX
2.17 oz
M & M MARS
SKITTLES ORIGINAL
9742193925
BOX
60 g
NESTLE
PROTEIN PLUS CHOCOLATE
185889000386
BOX
1.23 oz
PEELED SNACKS
PEELED SNACKS ORGANIC APPLE
1004082201196
CASE
4.56 oz
SABRA MEDITERRANEAN FOODS
SABRA TOGO PRETZ PLAIN
1004082201195
CASE
4.56 oz
SABRA MEDITERRANEAN FOODS
2081005101050
CASE
7 oz
71720305089
BOX
100 ct
TOOTSIE ROLL
SABRA TOGO PRETZ PLAIN
HUMMUS
SUNDIA PERFECT PEACH CHUNKS
CUP
TOOTSIE POPS
22000114884
BOX
.811 oz
WM. WRIGLEY COMPANY
ORBIT WINTERMINT
SUNDIA TRUE FRUIT
Form 2 - Page 1 of 6
Price
Extended
Request For Proposals - Prime Supply Retail Distribution
Instructions: Use this form is to provide availability information. Indicate where similar products would be substituted.
FORM 2B – ITEM/STOCK UNIT AVAILABILITY
UPC
1089132500117
891325001076
891325001090
1005100013736
1081955301006
1081955301001
1081955301007
1081955301004
722252302601
7222522600448
7222522600417
722252301406
722252301307
722252301802
722252300904
722252165305
722252302007
722252301208
722252361097
722252141217
722252141224
722252200693
722252204103
722252203304
722252203106
722252203403
722252200679
14054321288
14054331270
14054331324
13964078982
2620077014
2620077016
Brand-Label
Description
Pack
AWAKE CORP
AWAKE CORP
AWAKE CORP
CAMPBELLS
CHERRYPHARM
CHERRYPHARM
CHERRYPHARM
CHERRYPHARM
CLIFBAR
CLIFBAR
CLIFBAR
CLIFBAR
CLIFBAR
CLIFBAR
CLIFBAR
CLIFBAR
CLIFBAR
CLIFBAR
CLIFBAR
CLIFBAR
CLIFBAR
CLIFBAR
CLIFBAR
CLIFBAR
CLIFBAR
CLIFBAR
CLIFBAR
COCA COLA COMPANY
COCA COLA COMPANY
COCA COLA COMPANY
COLD COW - OMNI
CON AGRA
CON AGRA
AWAKE C - TOP DISPLAY
AWAKE CAFF MILK CHOCOLATE
AWAKE CHOCOLATE & CARAMEL
CAMPBELL TOMATO SOUP AT HAND
CHERIBUNDI BLACK TEA REFRESH
CHERIBUNDI BLUEBERRY REFRESH
CHERIBUNDI CHERRY GREEN TEA
CHERIBUNDI POMEGRANATE REFRESH
CLIFBAR BLUEBERRY CRISP
CLIFBAR BUILDER CHOCOLATE MINT
CLIFBAR BUILDER CHOCOLATE P.B.
CLIFBAR CARROT CAKE
CLIFBAR CHOCCHP PEANUT CRUNCH
CLIFBAR CHOCOLATE BROWNIE
CLIFBAR CHOCOLATE CHIP
CLIFBAR COCONUT CHOCOLATE CHIP
CLIFBAR COOL MINT CHOCOLATE
CLIFBAR CRUNCHY PEANUTBUTTER
CLIFBAR WHITE CHOCOLATE
KIT`S ORGANIC CASHEW BAR
KIT`S ORGANIC CHOCOLATE ALMOND
LUNA BAR CHOCOLATE DIPPED
LUNA BAR CHOCOLATE PEPPERMINT
LUNA BAR LEMON ZEST
LUNA BAR NUTZ OVER CHOC
LUNA BAR S`MORES
LUNA BAR WHITE CHOC MACADAMIA
ODWALLA BANANA NUT BAR
ODWALLA STRAWBERRY POM BAR
ODWALLA SUPER PROTEIN BAR
MILKSHAKE STRAWBERRY COLD COW
DAVID`S TUBES SUNFLOWER SEEDS
DAVID`S TUBES SUNFLOWER SEEDS
CASE
BOX
BOX
CASE
CASE
CASE
CASE
CASE
BOX
BOX
BOX
BOX
BOX
BOX
BOX
BOX
BOX
BOX
BOX
BOX
BOX
BOX
BOX
BOX
BOX
BOX
BOX
BOX
BOX
BOX
CASE
BOX
BOX
Form 2 - Page 2 of 6
unit
size
1.55 oz
1.55 oz
1.55 oz
10.75 oz
16.9 oz
16.9 oz
16.9 oz
16.9 oz
2.4 oz
2.4 oz
2.4 oz
2.4 oz
2.4 oz
2.4 oz.
2.4 oz
2.4 oz
2.4 oz.
2.4 oz
2.4 oz
1.62 oz
1.69 oz
1.7 oz
1.7 oz
1.69 oz
1.69 oz
1.69 oz
1.7 oz
2 oz.
2 oz
2 oz.
15.5 oz
2.125 oz
2.125 oz
Available
(yes/no)
Similar Product Substitute
Request For Proposals - Prime Supply Retail Distribution
FORM 2B – ITEM/STOCK UNIT AVAILABILITY
UPC
2620077015
7027120639
7027120378
7027120131
7027120641
26200141558
26200141541
26200117058
705105811550
1000980080007
n/a
n/a
3680017761
3680017762
16000335400
16000335301
16000335509
34000246007
34000440009
34000530021
857313001992
1088810901001
1088810901002
1088810901006
1088810906001
1088810906002
1088810901010
1088810901005
1088810901011
17082015419
1708248540
1708200402
1708248541
1708289581
1708248543
Brand-Label
Description
Pack
CON AGRA
CON AGRA
CON AGRA
CON AGRA
CON AGRA
CON AGRA
CON AGRA
CON AGRA
EVERYOUNG NATURAL FOODS
FERRERO
F'REAL
F'REAL
FULL CIRCLE
FULL CIRCLE
GENERAL MILLS
GENERAL MILLS
GENERAL MILLS
HERSHEY
HERSHEY
HERSHEY
HOMEFREE
HOSTESS
HOSTESS
HOSTESS
HOSTESS
HOSTESS
HOSTESS
HOSTESS
HOSTESS
JACK LINK`S SNACKS
JACK LINK`S SNACKS
JACK LINK`S SNACKS
JACK LINK`S SNACKS
JACK LINK`S SNACKS
JACK LINK`S SNACKS
DAVID`S TUBES SUNFLOWER SEEDS
PEG BAG PRETZEL BRAIDS HONEY
PEG BAG PRETZEL NUGGETS PEANUT
PEG BAG PRETZEL PIECES HON MUST
PEG BAG PRETZEL STICKS ULTRA THIN
SLIM JIM DARE HABANERO-REALLY
SLIM JIM DARE JALAPENO- FREAKIN
SLIM JIM GIANT
BADASS COOKIE OATMEAL
NUTELLA 2 GO DIP & STICKS
MILKSHAKE
SMOOTHIE
FULL CIRCLE FRUIT STRIP
FULL CIRCLE WILDBERRY FRUIT
NATURE VALLEY OATS & DARK CHOC
NATURE VALLEY OATS&HONEY GRAN
NATURE VALLEY P.B. GRANOLA
KIT KAT
REESE PEANUT BUTTER CUP
TWIZZLERS STRAWBERRY
COOKIE MINI MIXED SINGLES
CUPCAKE CHOCOLATE 2 CT HOSTESS
DING DONG CHOCOLATE 2 CT
HO HO CHOCOLATE 3 CT HOSTESS
PIE APPLE HOSTESS
PIE CHERRY HOSTESS
TWINKIES 2 CT HOSTESS
ZINGER CHOCOLATE 3 CT HOSTESS
ZINGER VANILLA 3 CT HOSTESS
JACK LINKS ORIGINAL BEEF BITES
JACK LINKS ORIGINAL BEEF JERKY
JACK LINKS ORIGINAL STEAKS
JACK LINKS PEPPERED BEEF JERKY
JACK LINKS SASQUATCH ORIGINAL
JACK LINKS SWEET & HOT BEEF JERKY
BOX
CASE
CASE
CASE
CASE
BOX
BOX
BOX
BOX
CASE
CASE
CASE
CASE
CASE
BOX
BOX
BOX
BOX
BOX
BOX
CASE
BOX
BOX
BOX
BOX
BOX
BOX
BOX
BOX
CASE
BOX
BOX
BOX
BOX
BOX
Form 2 - Page 3 of 6
unit
size
2.125 oz
3.5 oz
2.5 oz
3.5 oz
3.5 oz
.97 oz
.97 oz
.97 oz
3 oz
1.8 oz
16 oz
16 oz
disco
disco
1.5 oz
1.5 oz
1.5 oz
1.5 oz
1.5 oz
2.5 oz
1.1 oz
3.17 oz
2.89 oz
3 oz
4.5 oz
4.5 oz
2.7 oz
3.81 oz
3.81 oz
3.25 oz
1.5 oz
1 oz
1.5 oz
2.2 oz
1.5 oz
Available
(yes/no)
Similar Product Substitute
Request For Proposals - Prime Supply Retail Distribution
FORM 2B – ITEM/STOCK UNIT AVAILABILITY
UPC
1708201543
1708248542
1708200274
18627272403
18627270409
38000311307
38000317309
38000581700
38000356483
38000357480
38000358487
38000359484
3800091867
3800091876
3800091873
38000291869
38000291883
29000075689
29000075665
29000075696
40000522089
40000012320
40000502654
40000012313
40000522065
1004000045757
1004000045745
1004000045764
40000011606
40000524311
40000353911
1085643500159
28000131791
97421050806
97421020304
Brand-Label
Description
Pack
JACK LINK`S SNACKS
JACK LINK`S SNACKS
JACK LINK`S SNACKS
KEEBLER
KEEBLER
KEEBLER
KEEBLER
KEEBLER
KEEBLER
KEEBLER
KEEBLER
KEEBLER
KEEBLER
KEEBLER
KEEBLER
KEEBLER
KEEBLER
KRAFT
KRAFT
KRAFT
M & M MARS
M & M MARS
M & M MARS
M & M MARS
M & M MARS
M & M MARS
M & M MARS
M & M MARS
M & M MARS
M & M MARS
M & M MARS
MEDITERRANEAN SNAKC FOODS
NESTLE
NESTLE
NESTLE
JACK LINKS TERIYAKI BEEF BITES
JACK LINKS TERIYAKI BEEF JERKY
JACK LINKS TERIYAKI STEAKS
KASHI GO LEAN CRNCHY CHOC
KASHI GO LEAN CRNCHY CHOC
KELG 2PK BROWN SUGAR CINN POP
KELG 2PK FROSTED STRAWBERRY
KELG 2PK S`MORES POPTART
NUTRI-GRAIN APPLE CINNAMON BAR
NUTRI-GRAIN BLUEBERRY BAR
NUTRI-GRAIN RASPBERRY BAR
NUTRI-GRAIN STRAWBERRY BAR
SPECIAL K NOURISH BAR CRAN
SPECIAL K NOURISH BAR DARK
SPECIAL K NOURISH BAR LEMON
SPECIAL K PROTEIN BAR
SPECIAL K PROTEIN BAR DOUBLE
PEANUT PLANTER CASHEW
PEANUT PLANTER HONEY ROASTED
PEANUT PLANTER SALTED TUBES
3 MUSKETEERS BAR
M & M PEANUT
M & M PRETZEL
M&M MILK CHOCOLATE
MILKY WAY BAR
PEG BAG M & M SNACK MIX DARK
PEG BAG M & M SNACK MIX MILK
PEG BAG M & M SNACK MIX PEANUT
SKITTLES ORIGINAL
SNICKERS BAR
TWIX CARAMEL BAR
BAKED LENTIL CHIP SEA SALT 1OZ
NESTLE CRUNCH BAR
POWERBAR PEANUTBUTTER
POWERBAR VANILLA CRISP
CASE
BOX
BOX
BOX
BOX
BOX
BOX
BOX
BOX
BOX
BOX
BOX
BOX
BOX
BOX
BOX
BOX
BOX
BOX
BOX
BOX
BOX
BOX
BOX
BOX
CASE
CASE
CASE
BOX
BOX
BOX
CASE
BOX
BOX
BOX
Form 2 - Page 4 of 6
unit
size
3.25 oz
1.5 oz
1 oz
1.76 oz
1.59 oz
2 pk
2 pk
2 pk
1.3 oz
1.3 oz
1.3 oz
1.3 oz
1.58 oz
1.58 oz
1.58 oz
1.59 oz
1.59 oz
1.5oz
1.75 oz
1.75 oz
1.92 oz
1.74 oz.
1.14 oz.
1.69 oz.
1.84 oz
8 oz
8 oz
8 oz
2.17 oz.
1.86 oz
1.79 oz
disco
1.55 oz
2.29 oz
2.29 oz
Available
(yes/no)
Similar Product Substitute
Request For Proposals - Prime Supply Retail Distribution
FORM 2B – ITEM/STOCK UNIT AVAILABILITY
UPC
9742193925
9742193925
97421558777
28000877439
817582256004
817582252006
1003120000171
1003120000172
14113912648
14113913324
14113913348
185889000386
185889000188
1003000031550
1003000031552
79788434620
79788434720
79788434820
79788434520
858411003116
858411003086
858411003093
858411003109
858411003574
858411003130
858411003567
858411003123
1004082234158
1004082201199
1004082201196
1004082201195
1071174701124
1071174701194
1071174701138
1071174701144
Brand-Label
Description
Pack
NESTLE
NESTLE
NESTLE
NESTLE
NEXT BY NATURE
NEXT BY NATURE
OCEAN SPRAY
OCEAN SPRAY
PARAMOUNT FARMS
PARAMOUNT FARMS
PARAMOUNT FARMS
PEELED SNACKS
PEELED SNACKS
PEPSICO FOODSERVICE
PEPSICO FOODSERVICE
PRAIRIE CITY BAKERY
PRAIRIE CITY BAKERY
PRAIRIE CITY BAKERY
PRAIRIE CITY BAKERY
RICKLAND ORCHARDS
RICKLAND ORCHARDS
RICKLAND ORCHARDS
RICKLAND ORCHARDS
RICKLAND ORCHARDS
RICKLAND ORCHARDS
RICKLAND ORCHARDS
RICKLAND ORCHARDS
SABRA MEDITERRANEAN FOODS
SABRA MEDITERRANEAN FOODS
SABRA MEDITERRANEAN FOODS
SABRA MEDITERRANEAN FOODS
SHEILA G`S BRITTLE
SHEILA G`S BRITTLE
SHEILA G`S BRITTLE
SHEILA G`S BRITTLE
PROTEIN PLUS CHOCOLATE
PROTEIN PLUS COOKIES & CREAM
PROTEIN PLUS VANILLA
SKINNY COW MILK CHOC DREAMY
PEG DARK CHOCOLATE BANANA 3 OZ
PEG DARK CHOCOLATE CHERRIES 3
CRAISINS TRAIL MIX CRAN &
CRAISINS TRAIL MIX FRUIT & NUT
PISTACHIOS TUBES ROAST/SALTED
PISTACHIOS TUBES SALT & PEPPER
PISTACHIOS TUBES SWEET CHILI
PEELED SNACKS ORGANIC APPLE
PEELED SNACKS ORGANIC MANGO
QUAKER CUPS OATMEAL APPLE
QUAKER CUPS OATMEAL SUMMER
DONUT HOLE BLUEBERRY PRAIRIE
DONUT HOLE CHERRY PRAIRIE CITY
DONUT HOLE CHOCOLATE PRAIRIE
DONUT HOLE OLD FASHIONED PRAIRIE
GREEK YOGURT BAR APPLE & HONEY
GREEK YOGURT BAR BLUEBERRY ACAI
GREEK YOGURT BAR CHERRY ALMOND
GREEK YOGURT BAR CRANBERRY
GREEK YOGURT BAR DK CH PEANUT
GREEK YOGURT BAR ORCHARD PEACH
GREEK YOGURT BAR STRAWBERRRY
GREEK YOGURT BAR TOASTED
SABRA TO GO SALSA & TOSTITO`S
SABRA TOGO PRETZ GARLIC HUMMUS
SABRA TOGO PRETZ PLAIN
SABRA TOGO PRETZ PLAIN HUMMUS
BROWNIE BRITTLE CHOCOLATE CHIP
BROWNIE BRITTLE MINT CHOCOLATE
BROWNIE BRITTLE SALTED CARAMEL
BROWNIE BRITTLE TOFFEE CRUNCH
BOX
BOX
BOX
BOX
CASE
CASE
CASE
CASE
BOX
BOX
BOX
BOX
BOX
CASE
CASE
CASE
CASE
CASE
CASE
BOX
BOX
BOX
BOX
BOX
BOX
BOX
BOX
CASE
CASE
CASE
CASE
CASE
CASE
CASE
CASE
Form 2 - Page 5 of 6
unit
size
60 g
60 g
60 g
1 oz
disco
disco
6 oz
6 oz
1.5 oz
1.25 oz
1.25 oz
1.23 oz
1.4 oz
2.64 oz
2.46 oz
5 oz
5 oz
5 oz
5 oz
40 g
40 g
40 g
40 g
40 g
40 g
40 g
40 g
4.1 oz
4.56 oz
4.56 oz
4.56 oz
4 oz
4 oz
4 oz
4 oz
Available
(yes/no)
Similar Product Substitute
Request For Proposals - Prime Supply Retail Distribution
FORM 2B – ITEM/STOCK UNIT AVAILABILITY
UPC
1071550612004
1071550612005
1071550612006
2081005101052
2081005101050
2081005101053
2081225101048
71720305089
22000114891
22000114853
22000114860
22000114846
22000114884
40000011514
Brand-Label
Description
Pack
STEUBEN FOODS
STEUBEN FOODS
STEUBEN FOODS
SUNDIA TRUE FRUIT
SUNDIA TRUE FRUIT
SUNDIA TRUE FRUIT
SUNDIA TRUE FRUIT
TOOTSIE ROLL
WM. WRIGLEY COMPANY
WM. WRIGLEY COMPANY
WM. WRIGLEY COMPANY
WM. WRIGLEY COMPANY
WM. WRIGLEY COMPANY
WM. WRIGLEY COMPANY
MILK SHAKERS CHOC FUDGE BROWNIE
MILK SHAKERS STRAWBERRIES &
MILK SHAKERS VANILLA
SUNDIA CHERRY FRUIT MEDLEY CUP
SUNDIA PERFECT PEACH CHUNKS CUP
SUNDIA PURELY PINEAPPLE CUP
SUNDIA RUBY RED GRAPEFRUIT CUP
TOOTSIE POPS
ORBIT BUBBLEMINT
ORBIT CINNAMINT
ORBIT PEPPERMINT
ORBIT SPEARMINT
ORBIT WINTERMINT
STARBURST ORIGINAL
CASE
CASE
CASE
CASE
CASE
CASE
CASE
BOX
BOX
BOX
BOX
BOX
BOX
BOX
Form 2 - Page 6 of 6
unit
size
12 oz
12 oz
12 oz
7 oz
7 oz
7 oz
7 oz
100 ct
.811 oz
.811 oz
.811 oz
.811 oz
.811 oz
2.07 oz
Available
(yes/no)
Similar Product Substitute
Request For Proposals - Prime Supply Retail Distribution
FORM 3 – SUMMARY OF FINANCIAL PROPOSAL
Name of Proposer
Prepare and include in this section a financial summary, addressing the following points:
Pricing.
Using the Form 3 Attachment Excel spreadsheet, include a table to address pricing for each of the
products listed in Form 2A ( ITEM | STOCK UNIT | SPECIFICATIONS). Specify the following for each
product listed:

Minimum quantity / Pack (if any)

Important: Indicate (Yes/No) whether the pack can be delivered as a Split or Partial pack.

Price / Pack Extended Price
Availability.
Using the Form 3 Attachment Excel spreadsheet, include a table to address pricing for each of the
products listed in Form 2B ( ITEM/STOCK UNIT AVAILABILITY). Specify the following for each product
listed:

Important: Indicate (Yes/No) whether the product is available.

Similar Product Substitute – if there is a comparable product available in place of any unavailable
product, please indicate that.
Electronic copy of the spreadsheet must be submitted with your proposal.
Additional Costs & Surcharges.
Include any additional or anticipated costs or surcharges specifying the conditions where these charges
would apply (e.g., fuel, pack split charge, etc.).
Payment Terms.
Include any differences in trade credit terms with regard to discounts for shorter payment times.
Note any differences or discounts that may apply for ACH (electronic) payments.
Form 3 - Page 1 of 2
Request For Proposals - Prime Supply Retail Distribution
Form 3 - Page 2 of 2
Request For Proposals - Prime Supply Retail Distribution
FORM 4 – CONTRACT TEMPLATE
[This template contract covers all services covered by the RFP. If you are awarded a contract for
fewer than all of the services, the Corporation will modify the template accordingly.]
CONTRACT
THIS CONTRACT (the “Contract”), dated as of__________ __, 2013, is by and between
Brockport Auxiliary Service Corporation (the “Corporation” or “BASC”), a New York not-for-profit
corporation with offices located at 350 New Campus Drive, Brockport, New York 14420 and organized for
the purpose of providing certain services to and for the benefit of The College at Brockport (the “College”)
of The State University of New York (“SUNY”), and _______________________________, a _________
corporation with a principal place of business located at _______________ (the “Contractor”).
WITNESSETH:
WHEREAS, Corporation issued a Request for Proposals (“RFP”) for Retail distribution Supply
services on the College campus and related activities, as further described in Section 3 of this Contract;
WHEREAS, Contractor submitted a Proposal in response to the RFP and Corporation selected
Contractor’s Proposal; and
WHEREAS, the parties desire to enter into an agreement with respect to the delivery of Retail
distribution as proposed in Contractor’s RFP.
NOW THEREFORE, this Contract is entered into upon the following terms and conditions:
Section 1 – DEFINITIONS
When used in this Contract, the following words have the meanings set forth in this Section:
1.1
“Days” means calendar days, unless otherwise specified.
1.2
“Food Service Locations” means those Food Service locations listed on Exhibit B.
1.3
“Law” means any law, statute, rule, regulation, ordinance, code, order or other pronouncement
(including common law).
1.4
“Person” means any individual, corporation, partnership, joint venture, limited liability
company, governmental authority, unincorporated organization, proprietorship, business
organization, trust, association or other entity.
1.5
“Proposal” means information, documents and samples provided by Contractor to BASC
pursuant to the RFP.
1.6
“Services” means as defined in Section 3 of this Contract.
1.7
“State” means the State of New York.
Form 4 - Page 1 of 14
Request For Proposals - Prime Supply Retail Distribution
SECTION 2 – TERM
2.1
The term of this Contract shall be three years, beginning on [date] (the “Commencement Date”)
and ending on [date], unless otherwise terminated or extended pursuant to any of its express
provisions or other written agreement of the parties.
2.2
Corporation has two (2) successive one (1) -year renewal options. Corporation may exercise
each option in its sole discretion. If Corporation elects to renew this Contract, it will send written
notice to Contractor not less than 90 Days prior to the expiration date of this Contract or such
renewal year. Failure to notify Contractor within this time period will not constitute a waiver of
Corporation’s option to renew. Each renewal will be on the same terms and conditions as
stated in this Contract unless the parties enter into a written agreement specifically stating
otherwise.
2.3
At Corporation’s written request, Contractor shall continue to provide supply services for an
agreed-upon period beyond the termination of this Contract or any renewal term thereof on the
same terms and conditions as stated in this Contract.
SECTION 3 – SCOPE OF SERVICES - GENERAL
3.1
Scope of Services. Contractor shall provide to BASC the following services (the “Services”):
To supply the Corporation with food and convenience item products on an
as-needed basis. The primary objectives of this endeavor are to improve services,
expedite deliveries, streamline paperwork, reduce administrative costs, and contain
food costs.
The Corporation will reserve the right to utilize secondary suppliers if it is determined
by the Corporation that doing so would be in the Corporation's best interest. The
Corporation will also reserve the right to negotiate by line item, prior to any award,
and to place orders in any manner deemed by the Corporation to be in its best
interest.
3.2
Schedule. Contractor must provide deliveries to Corporation on a year-round basis on such
days and times as are set forth in the Schedule of Operations specified in Exhibit C, and
incorporated herein by this reference, or as otherwise required by Corporation from time to time.
3.3
Location. Deliveries by Contractor are to be provided at the locations and according to the
procedures specified in Exhibit F, and incorporated herein by this reference (“Delivery
Procedures”).
SECTION 4 – INSURANCE
4.1
Prior to the commencement of the work to be performed by the Contractor hereunder, the
Contractor shall file with BASC, SUNY, and the State Certificates of Insurance (“Certificates”)
evidencing compliance with all insurance requirements contained in this Contract. Such
Certificates shall be of form and substance acceptable to BASC.
4.2
Acceptance and/or approval of the Certificates by BASC does not and shall not be construed to
relieve Contractor of any obligations, responsibilities or liabilities under the Contract.
Form 4 - Page 2 of 14
Request For Proposals - Prime Supply Retail Distribution
4.3
All insurance required under this Contract shall be:
(i) obtained at the sole cost and expense of the Contractor ;
(ii) maintained with insurance carriers licensed to do business in the State of New York,
(iii) acceptable to BASC;
(iv) be primary and non-contributing to any insurance or self-insurance maintained by BASC;
and
(v) endorsed to provide written notice be given to BASC at least thirty (30) days prior to the
cancellation, non-renewal, or material alteration of such policies, which notice, evidenced by
return receipt of United States Certified Mail, shall be sent to:
Brockport Auxiliary Services Corporation
Attn: Controller
350 New Campus Drive
The College at Brockport SUNY
Brockport, New York 14420
4.4
BASC, the College, SUNY, and the State, their officers, agents, and employees, shall be listed
as additional insureds on the Certificates issued under Section 4.1 above (attached to each
Certificate shall be a copy of the General Liability Additional Insured Endorsement on Insurance
Service Office’s (ISO) form number CG 20 26 11 85) and each Certificate or underlying policy
therefor shall include a severability of interest clause with respect to gross liability protecting
each named insured as though a separate policy had been issued to each. The additional
insured requirement does not apply to Workers Compensation or Disability.
4.5
The Contractor shall be solely responsible for the payment of all deductibles and self-insured
retentions to which such policies are subject. Deductibles and self-insured retentions must be
approved by BASC; provided, however, that such approval shall not be unreasonably withheld.
4.6
The Contractor shall require that any subcontractors hired by Contractor to perform the services
under this Contract carry insurance with the same limits and provisions provided herein.
4.7
Each insurance carrier must be rated at least “A-” Class “VII” in the most recently published
Best’s Insurance Report. If, during the term of the policy, a carrier’s rating falls below “A-” Class
“VII”, the insurance must be replaced no later than the renewal date of the policy with an insurer
acceptable to BASC and rated at least “A-” Class ”VII” in the most recently published Best’s
Insurance Report.
4.8
The Contractor shall cause all insurance to be in full force and effect as of the Commencement
Date of this Contract and to remain in full force and effect throughout the term of this Contract
and as further required by this Contract. The Contractor shall not take any action, or omit to
take any action that would suspend or invalidate any of the required coverage during the period
of time such coverage is required to be in effect.
4.9
Not less than thirty (30) days prior to the expiration date or renewal date of the Certificates
evidencing insurance coverage, the Contractor shall supply BASC with updated replacement
Certificates, and amendatory endorsements.
Form 4 - Page 3 of 14
Request For Proposals - Prime Supply Retail Distribution
4.10
The Contractor, throughout the term of this Contract, or as otherwise required by this Contract,
shall obtain and maintain in full force and effect, the following insurance with limits not less than
those described below and as required by the terms of this Contract, or as required by law,
whichever is greater (limits may be provided through a combination of primary and
umbrella/excess policies):
a. Commercial General Liability Insurance. Commercial General Liability Insurance with a limit
of not less than $5,000,000 each occurrence. Such liability shall be written on the ISO
occurrence form CG 00 01, or a substitute form providing equivalent coverage and shall
cover liability arising from premises operations, independent contractors, productscompleted operations, broad form property damage, personal & advertising injury, cross
liability coverage, liability assumed in a contract (including the tort liability of another
assumed in a contract) and explosion, collapse & underground coverage. This insurance for
the additional insured shall be as broad as the coverage provided for the Contractor or other
named insured servicer. It shall apply as primary insurance on a non-contributing basis
before any other insurance or self-insurance, including any deductible, maintained by or
provided to, the additional insured.
4.11
b.
Workers Compensation, Employers Liability, and Disability Insurance. Workers
Compensation, Employers Liability, and Disability Benefits as required by the State. If
employees will be working on, near or over navigable waters, US Longshore and Harbor
Workers Compensation Act endorsement must be included.
c.
Comprehensive Business Automobile Liability Insurance. Comprehensive Business
Automobile Liability Insurance with a limit of not less than $1,000,000 each accident.
Such insurance shall cover liability arising out of any automobile including owned,
leased, hired and non-owned automobiles.
d.
Commercial Umbrella/Excess Insurance. Umbrella/excess liability insurance with limits
of not less than $4,000,000 with coverage for all additional insureds as required by this
Contract. The Umbrella/Excess policy shall supply excess limits over the General
Liability, Automobile Liability and Employer Liability limits referenced in this Agreement.
Waiver of Subrogation. Contractor shall cause to be included in each of its policies insuring
against loss, damage or destruction by fire or other insured casualty a waiver of the insurer’s
right of subrogation against BASC, the College, SUNY, and the State, and each of their officers,
agents, and employees for recovery of damages under the insurance policies referenced above,
or, if such waiver is unobtainable, (i) an express agreement that such policy shall not be
invalidated if Contractor waives or has waived before the casualty, the right of recovery against
BASC, the College, SUNY, and the State, and each of their officers, agents, and employees, or
(ii) any other form of permission for the release of BASC, the College, SUNY, and the State,
and each of their officers, agents, and employees.
SECTION 5 – ASSUMPTION OF RISK AND INDEMNIFICATION; WAIVER
5.1
Contractor is solely responsible for any and all injuries to persons (including death), damage to
property, and loss, expense, inconvenience and delay, arising out of or in connection with the
performance of Retail distribution supply operations, the Services and its obligations under this
Contract, or from any act, omission or negligence of Contractor, Contractor’s directors, officers,
agents or Staff.
Form 4 - Page 4 of 14
Request For Proposals - Prime Supply Retail Distribution
5.2
Contractor agrees to indemnify, defend and hold harmless Corporation, the College, SUNY, the
State, The Dormitory Authority of the State of New York, and each trustee, director, officer,
employee, agent, successor and assign of any or all of them, from any and all actions, claims,
demands, damages, fines, losses, liabilities, judgments, liens, and expenses of any kind
(including, without limitation, court costs, attorneys’ fees and related disbursements), arising
out of or in connection with (i) the breach by Contractor of any of its agreements,
representations, warranties, covenants or obligations under this Contract, (ii) any personal
injury (including death) or damage to property resulting from negligent acts or omissions of
Contractor, (iii) the negligent acts, omissions, bad faith or intentional misconduct of Contractor,
(iv) the actual or alleged infringement or violation of any patent, copyright, trademark, service
mark, trade secret, or proprietary right, (v) bodily injury sustained by any employee of
Contractor or of Contractor’s subcontractors, franchisees or agents arising out of and in the
course of employment by Contractor or by Contractor’s subcontractor, franchisee or agent, (vi)
the performance of the Services and Retail distribution supply operations by Contractor and
Contractor’s Staff, or (vii) any claim by the Internal Revenue Service that monies, services or
other support received by Corporation pursuant to this Contract constitute taxable unrelated
business income.
5.3
Contractor hereby releases BASC, the College, SUNY, the State, The Dormitory Authority of
the State of New York, and each trustee, director, officer, employee, agent, successor and
assign of any or all of them, from any and all liability hereunder.
5.4
The provisions of this Section 5 will survive the expiration of this Contract.
5.5
EXCEPT AS OTHERWISE PROVIDED IN THIS SECTION 5 AND CONTRACTOR’S
OBLIGATIONS UNDER SECTION 5.2, IN NO EVENT WILL EITHER PARTY BE LIABLE
UNDER THIS CONTRACT FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT,
EXEMPLARY, SPECIAL, OR PUNITIVE DAMAGES.
SECTION 6 – CONTRACTOR’S INDEPENDENT STATUS
6.1.
The status of Contractor is that of an independent entity. Nothing contained in this Contract, nor
any act of the parties, will be construed as creating any partnership, joint venture, agency or
association of any kind, between any of Corporation, the College or SUNY and Contractor, nor
as making Corporation, the College or SUNY in any way responsible for the debts or losses of
Contractor.
6.2.
All personnel furnished by Contractor as required under this Contract are staff of Contractor (the
“Contractor’s Staff”), and not of Corporation, the College, SUNY, or the State, nor of any
affiliated entity, agency, department, board, authority or instrumentality of any of them and
Contractor alone is responsible for their work, their personal conduct while performing this
Contract and their direction and compensation. Nothing included in this Contract imposes any
liability or duty upon Corporation, the College, SUNY, or State to Contractor’s Staff, nor makes
Corporation, the College, SUNY, or State liable to any other Person or government for the acts,
omissions, liabilities, debts, liens, obligations or taxes of whatever nature, including but not
limited to unemployment insurance and Social Security taxes, of Contractor or Contractor’s
Staff.
Form 4 - Page 5 of 14
Request For Proposals - Prime Supply Retail Distribution
6.3.
Contractor acknowledges that for the purposes of the Immigration Reform and Control Act of
1986 (the “Act”), Contractor is an “independent contractor” as defined in the Act and its
regulations, and that Corporation is not an “employer” under the terms of the Act and its
regulations with regard to the Services and the Retail distribution supply operations. As a result,
the responsibility of complying with the provisions of the Act lie solely with Contractor.
6.3.1. Contractor expressly represents that it is aware of the requirements of the Act with
regard to the employer’s responsibility for ensuring compliance with the Act and its
regulations, and for maintaining the proper forms showing that the verification process
was completed.
6.3.2. Contractor expressly represents to Corporation Contractor’s intention to abide by the
provisions of the Act.
6.3.3. At Corporation or the College’s request, Contractor shall produce for inspection its
records evidencing Contractor’s compliance with the Act.
6.3.4. Contractor agrees that to the extent permitted by Law, Contractor will defend, indemnify
and hold harmless Corporation, the College, SUNY, and the State, and each trustee,
director, officer, employee, agent, successor and assign of any or all of them, for any
penalty which may be applied to any one or all of them as the result of the hiring by
Contractor of an unauthorized alien during the term of this Contract.
6.4.
Contractor will permit no liens whatsoever to be placed against the property of Corporation or
College and, should such liens attach, Contractor will take all steps necessary to accomplish the
prompt removal of them.
SECTION 7 – SUBCONTRACTORS
7.1.
Contractor will (a) not use any subcontractors to perform any Services without the Corporation’s prior
written consent, (b) indemnify and hold the Corporation, the College, SUNY, and the State harmless
from any payment required to be paid to any such subcontractors, (c) be liable for all acts of all
Contractor’s subcontractors, and (d) will provide additional information to BASC upon the
Corporation’s reasonable request relating to subcontractors providing Services.
SECTION 8 – USE OF NAME; ADVERTISING, DISPLAYS
8.1.
Contractor may not use the name, or any logo, mascot, seal, trademark, trade name or other
proprietary mark of Corporation, the College, SUNY or any other constituent college of SUNY, for
brand or product endorsement. Any other such use is subject to Corporation’s prior written
approval.
SECTION 9 – TERMINATION
9.1.
Termination for Cause. Corporation may terminate this Contract, effective upon written notice to
Contractor as follows:
9.1.1. If Contractor materially breaches this Contract, and (i) such breach is incapable of cure; or
(ii) being capable of cure, such breach remains uncured fifteen (15) days after Corporation
provides Contractor with written notice thereof.
Form 4 - Page 6 of 14
Request For Proposals - Prime Supply Retail Distribution
9.1.2. If Contractor: (i) becomes insolvent or admits inability to pay its debts generally as they
become due; (ii) becomes subject, voluntarily or involuntarily, to any proceeding under any
domestic or foreign bankruptcy or insolvency law, which is not fully stayed within seven (7)
business days or is not dismissed or vacated within forty-five (45) days after filing; (iii) is
dissolved or liquidated or takes any corporate action for such purpose; (iv) makes a general
assignment for the benefit of creditors; or (v) has a receiver, trustee, custodian or similar
agent appointed by order of any court of competent jurisdiction to take charge of or sell any
material portion of its property or business.
9.1.3. Termination for cause under this Section 9.1 constitutes grounds for a finding of nonresponsibility for other SUNY-affiliated contracts. Corporation’s failure to exercise any
remedy accruing upon the default of Contractor will not be deemed a waiver of or
acquiescence in any future default.
9.2. Termination For Convenience.
9.2.1.
Corporation may terminate this Contract in its best interests upon ninety (90) Days’ prior
written notice to Contractor.
9.2.2.
Contractor may terminate this Contract in its best interests upon one hundred eighty (180)
Days’ prior written notice to Corporation.
9.3. The rights of termination referred to in this Contract are not intended to be exclusive and are in
addition to any other rights available to either party in Law or in equity.
SECTION 10 – COMPLIANCE WITH LAW
10.1.
Contractor and Contractor’s Staff must comply with all applicable federal, state and local Laws
governing Retail distribution supply operations as well as all applicable Corporation, College and
SUNY rules and regulations, and must timely secure, maintain and pay for all federal, state and
local licenses, permits, certificates or other authorizations required for the proper and lawful
conduct of Retail distribution supply operations.
10.2.
Contractor is solely responsible for taxes, assessments and fees required or assessed in
connection with Retail distribution supply operations, including, but not limited to, all applicable
sales, use, excise and payroll taxes, and federal, state and local income taxes and must make
timely applications, reports and returns required in connection therewith.
SECTION 11 – PERIOD OF LIMITATION
Contractor may not bring any action against Corporation based upon any claim arising out of
this Contract unless it commences the action within six months from the date when the cause of action
accrued.
SECTION 12 – SUNY RELATED ENTITY REQUIREMENTS
Contractor acknowledges that this Contract is a subcontract of services to be provided by
Corporation to the College and SUNY, and as such, is subject to the Standard Contract Clauses set
forth in Appendix I to this Contract. Termination by SUNY of its agreement with Corporation, in whole
or in applicable part, for any reason whatsoever, will cause the simultaneous termination of this
Contract without penalty of any kind.
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Request For Proposals - Prime Supply Retail Distribution
SECTION 13 – CONTRACT DOCUMENTS
Contractor’s Proposal is attached to this Contract as Appendix II and made a part of the Contract. In
the event of any inconsistency in, or conflict between, Contractor’s Proposal and any other part of this
Contract, such other part of the Contract shall control.
SECTION 14 – REPRESENTATIONS AND WARRANTIES
14.1.
The Contractor represents and warrants to the Corporation that:
14.1.1.
it is duly organized, validly existing and in good standing as a corporation or other
entity as represented herein under the laws and regulations of its jurisdiction of
incorporation, organization or chartering;
14.1.2.
it has the full right, power and authority to enter into this Contract, to grant the rights
and licenses granted hereunder and to perform its obligations hereunder;
14.1.3.
the execution of this Contract by its representative whose signature is set forth at the
end hereof has been duly authorized by all necessary corporate action of the party;
14.1.4.
when executed and delivered by such party, this Contract will constitute the legal,
valid and binding obligation of such party, enforceable against such party in
accordance with its terms;
14.1.5.
it will furnish only qualified and competent personnel to perform the Services and
Retail distribution supply operations under this Contract and that all work will be
done in a good and workmanlike manner in accordance with commercially
reasonable industry standards for similar services and shall devote adequate
resources to meet its obligations under this Contract;
14.1.6.
it will be solely responsible for insuring that the Services provided under this
Agreement comply with BASC’s and SUNY’s requirements and the scope of
Services under this Contract;
14.1.7.
the performance of Services and the deliverables, as delivered by Contractor and
used in accordance with this Contract: (i) will not infringe, misappropriate or
otherwise violate any intellectual property rights or other rights of any third party; and
(ii) will comply with all applicable Laws.
SECTION 15 – MISCELLANEOUS
15.1.
Governing Law; Choice of Forum. This Contract is governed by the laws of the State of New
York, except where the Federal supremacy clause requires otherwise. All claims and actions
brought under or arising from this Contract must be brought either in the state and federal courts
Monroe County, New York.
15.2.
Assignment. This Contract is personal to Contractor. Contractor shall not assign or otherwise
transfer any of its rights, or subcontract, delegate or otherwise transfer any of its obligations or
performance, under this Contract, in each case whether voluntarily, involuntarily, by operation of
law or otherwise, without BASC’s prior written consent. No delegation or other transfer will relieve
Contractor of any of its obligations or performance under this Contract and any purported
assignment, delegation or transfer in violation of this Section 15.2 is void. BASC may freely assign
or otherwise transfer all or any of its rights, or delegate or otherwise transfer all or any of its
obligations or performance, under this Contract without Contractor’s consent. This Contract is
binding upon and inures to the benefit of the parties hereto and their respective permitted
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Request For Proposals - Prime Supply Retail Distribution
successors and assigns.
15.3.
Severability. The terms, clauses and provisions of this Contract are intended to be severable.
Declaration of the invalidity, unenforceability, unconstitutionality, illegality or unconscionability of
any term, clause or provision will in no way defeat the effect, enforceability or validity of any other
term, clause or provision.
15.4.
Interpretation. For purposes of this Contract, (a) the words "include," "includes" and "including"
shall be deemed to be followed by the words "without limitation"; (b) the word "or" is not exclusive;
and (c) the words "herein," "hereof," "hereby," "hereto" and "hereunder" refer to this Contract as a
whole. Unless the context otherwise requires, references herein: (x) to Sections, Appendices and
Exhibits refer to the Sections of, and Appendices and Exhibits attached to, this Contract; (y) to an
agreement, instrument or other document means such agreement, instrument or other document
as amended, supplemented and modified from time to time to the extent permitted by the
provisions thereof and (z) to a statute means such statute as amended from time to time and
includes any successor legislation thereto and any regulations promulgated thereunder. This
Contract shall be construed without regard to any presumption or rule requiring construction or
interpretation against the party drafting an instrument or causing any instrument to be drafted. The
Appendices and Exhibits referred to herein shall be construed with, and as an integral part of, this
Contract to the same extent as if they were set forth verbatim herein.
15.5.
Headings and Language Interpretation. The headings used herein have been inserted for
reference only and are not substantive parts of this Contract. The use of the singular or plural form
includes the other form.
15.6.
Waiver. No waiver by any party of any of the provisions of this Contract shall be effective unless
explicitly set forth in writing and signed by the party so waiving. Except as otherwise set forth in this
Contract, no failure to exercise, or delay in exercising, any rights, remedy, power or privilege
arising from this Contract shall operate or be construed as a waiver thereof; nor shall any single or
partial exercise of any right, remedy, power or privilege hereunder preclude any other or further
exercise thereof or the exercise of any other right, remedy, power or privilege.
15.7.
Merger; Amendment. This Contract supersedes any and all other agreements, written or oral,
between the parties hereto, and constitutes the entire agreement between the parties with respect
to the subject matter hereof. Accordingly, this Contract may not be altered, amended, modified, or
otherwise changed, except by a document in writing signed by each party.
15.8.
Notices. All notices or other communications which are required or permitted pursuant to the terms
of this Contract must be in writing and must be delivered personally, by overnight courier, or by fax
machine or deposited in the United States mail, postage prepaid, registered or certified mail, to
Contractor or Corporation, as the case may be, at their respective addresses as set forth at the
beginning of this Contract, or at such other addresses as may have been specified by written
notice delivered in accordance with this Section. Such notices and other communications will be
deemed to have been given or made when so delivered or deposited. Nothing in this Section may
be deemed to be a waiver of any requirements for service as provided by Law.
15.9.
All Lawful Provisions Deemed Included. It is the intent and understanding of the parties to this
Contract that every provision of Law required to be inserted in this Contract be and is inserted in it.
If through mistake or otherwise, any required provision is not included, or is not included in correct
form, then this Contract will, upon the application of either party, promptly be amended so as to
comply strictly with the Law and without prejudice to the rights of either party.
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Request For Proposals - Prime Supply Retail Distribution
15.10. Set-off Rights. Corporation has all of its common law, equitable and statutory rights of set-off.
These rights include, but are not be limited to, Corporation’s option to withhold for the purposes of
set-off any moneys due to Contractor under this Contract up to any amounts due and owing to
Corporation with regard to this Contract, any other contract with Corporation, including any contract
for a term commencing prior to the term of this Contract, plus any amounts due and owing to
Corporation from Contractor for any other reason including, without limitation, tax delinquencies,
fee delinquencies or monetary penalties relative thereto.
15.11. Counterparts. This Contract may be executed in counterparts, each of which shall be deemed an
original, but all of which together shall be deemed to be one and the same agreement. A signed
copy of this Contract delivered by facsimile, e-mail or other means of electronic transmission shall
be deemed to have the same legal effect as delivery of an original signed copy of this Agreement.
[SIGNATURE PAGE FOLLOWS]
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Request For Proposals - Prime Supply Retail Distribution
IN WITNESS WHEREOF, the parties have signed this Contract:
CONTRACTOR:
CORPORATION:
____________________________ _____________________________
By:
_______________________ By:
Name:
Title:
Date:
________________________
Name:
Title:
Date:
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Request For Proposals - Prime Supply Retail Distribution
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Request For Proposals - Prime Supply Retail Distribution
APPENDIX I
STANDARD CONTRACT CLAUSES
The parties to the attached Contract, license, lease, amendment or other agreement of any kind (hereinafter, “the
Contract” or “this Contract”) agree to be bound by the following clauses which are hereby made a part of the
Contract (the word “Contractor” herein refers to any party other than Corporation, whether a Contractor, licensor,
licensee, lessor, lessee or any other party):
1.
WORKERS’ COMPENSATION BENEFITS. This Contract shall be void and of no force and effect unless
Contractor shall provide and maintain coverage during the life of this Contract for the benefit of such employees as
are required to be covered by the provisions of the Workers’ Compensation Law.
2.
NON DISCRIMINATION REQUIREMENTS. To the extent required by Article 15 of the Executive Law (also
known as the Human Rights Law) and all other State and Federal statutory and constitutional non-discrimination
provisions, Contractor will not discriminate against any employee or applicant for employment because of race,
creed, color, sex, national origin, sexual orientation, age, disability, genetic predisposition or carrier status, or
marital status. Furthermore, if this is a contract for the construction, alteration or repair of any public building or
public work or for the manufacture, sale or distribution of materials, equipment or supplies, and to the extent that
this Contract shall be performed within the State of New York, Contractor agrees that neither it nor its
Subcontractors shall, by reason of race, creed, color, disability, sex or national origin: (a) discriminate in hiring
against any New York State citizen who is qualified and available to perform the work; or (b) discriminate against
or intimidate any employee hired for the performance of work under this Contract. If this is a building service
contract as defined in Article 9 of the Labor Law, then Contractor agrees that neither it nor its subcontractors shall,
by reason of race, creed, color, national origin, age, sex, or disability: (a) discriminate in hiring against any New
York State citizen who is qualified and available to perform the work; or (b) discriminate against or intimidate any
employee hired for the performance of work under this Contract. Contractor is subject to fines of $50.00 per person
per day for any violation of the previous two sentences as well as possible termination of this contract and
forfeiture of all moneys due hereunder for a second or subsequent violation.
3.
WAGE AND HOURS PROVISIONS. If this is a contract for the construction, alteration, or repair of any
public building or public work, or a building service contract as defined by Article 9 of the Labor Law, neither
Contractor's employees nor the employees of its subcontractors may be required or permitted to work more than
the number of hours or days permitted by the Labor Law. Furthermore, Contractor and its subcontractors must
pay at least the prevailing wage rate and pay or provide the prevailing supplements, including the premium rates
for overtime pay, as determined by the State Labor Department in accordance with the Labor Law.
4.
NON COLLUSIVE BIDDING REQUIREMENT. If this Contract was awarded based upon the submission of
bids, Contractor affirms, under penalty of perjury, that its bid was arrived at independently and without collusion
aimed at restricting competition. Contractor further affirms that, at the time Contractor submitted its bid, an
authorized and responsible person executed and delivered to Corporation a non-collusive bidding certification on
Contractor’s behalf.
5.
INTERNATIONAL BOYCOTT PROHIBITION. If this Contract exceeds $5,000, Contractor agrees, as a
material condition of the Contract, that neither Contractor nor any substantially owned or affiliated person, firm,
partnership or corporation has participated, is participating, or shall participate in an international boycott in
violation of the Federal Export Administration Act of 1979 (50 USCA Section 2401 et seq.) or regulations
thereunder. If such Contractor, or any of the aforesaid affiliates of Contractor, is convicted or is otherwise found to
have violated said laws or regulations upon the final determination of the United States Commerce Department or
any other appropriate agency of the United States subsequent to the Contract’s execution, such Contract,
amendment or modification thereto shall be rendered forfeit and void. Contractor shall so notify Corporation within
five (5) business days of such conviction, determination or disposition of appeal.
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Request For Proposals - Prime Supply Retail Distribution
6.
RECORDS. Contractor shall establish and maintain complete and accurate books, records, documents,
accounts and other evidence directly pertinent to performance under this Contract (hereinafter, collectively, “the
Records”). The Records shall be kept for the balance of the calendar year in which they were made and for six (6)
additional years thereafter. Corporation or its authorized representative shall have access to the Records during
normal business hours at an office of Contractor within the State of New York or, if no such office is available, at a
mutually agreeable and reasonable venue within the State, for the term specified above for the purposes of
inspection, auditing and copying. Nothing contained herein shall diminish, or in any way adversely affect
Corporation’s right to discovery in any pending or future litigation.
7.
EQUAL EMPLOYMENT OPPORTUNITIES FOR MINORITIES AND WOMEN. If this Contract is: a) a
written agreement or purchase order instrument, providing for a total expenditure in excess of $25,000.00,
whereby Corporation is committed to expend or does expend funds in return for labor, services, supplies,
equipment, materials or any combination of the foregoing, to be performed for, or rendered or furnished to
Corporation or b) a written agreement in excess of $100,000.00 whereby Corporation is committed to expend or
does expend funds for the acquisition, construction, demolition, replacement, major repair or renovation of real
property and improvements thereon, then the following shall apply and by signing this Contract Contractor certifies
and affirms that it is Contractor’s equal employment opportunity policy that :
i) Contractor will not discriminate against employees or applicants for employment because of race, creed, color,
national origin, sex, age, disability or marital status, and will undertake or continue existing programs of affirmative
action to ensure that minority group members and women are afforded equal employment opportunities without
discrimination. Affirmative action shall mean recruitment, employment, job assignment, promotion, upgrading,
demotion, transfer, layoff or termination and rates of pay or other forms of compensation;
ii) at the request of Corporation, Contractor shall request each employment agency, labor union, or authorized
representative of workers with which it has a collective bargaining or other agreement or understanding, to furnish
a written statement that such employment agency, labor union or representative will not discriminate on the basis
of race, creed, color, national origin, sex, age, disability or marital status and that such union or representative will
affirmatively cooperate in the implementation of Contractor’s obligations herein; and
iii) Contractor shall state, in all solicitations or advertisements for employees, that, in the performance of the
Corporation contract, all qualified applicants will be afforded equal employment opportunities without discrimination
because of race, creed, color, national origin, sex, age, disability or marital status.
Contractor will include the provisions of “i,” “ii,” and “iii” above, in every subcontract over $25,000.00 for the
construction, demolition, replacement, major repair, renovation, planning or design of real property and
improvements thereon (the “Work”) except where the Work is for the beneficial use of Contractor. This obligation
does not apply to: a) work, goods or services unrelated to this Contract; or b) employment outside New York State.
Corporation shall consider compliance by a contractor or subcontractor with the requirements of any federal law
concerning equal employment opportunity which effectuates the purpose of this section. Corporation shall
determine whether the imposition of the requirements of the provisions hereof duplicates or conflicts with any such
federal law and if such duplication or conflict exists, Corporation shall waive the applicability this section to the
extent of such duplication or conflict.
8.
CONFLICTING TERMS. In the event of a conflict between the terms of the Contract (including any and all
attachments thereto and amendments thereof) and the terms of this Appendix, the terms of this Appendix shall
control.
9.
MACBRIDE FAIR EMPLOYMENT PRINCIPLES. In accordance with the MacBride Fair Employment
Principles (Chapter 807 of the Laws of 1992), Contractor hereby stipulates that Contractor either (a) has no
business operations in Northern Ireland, or (b) shall take lawful steps in good faith to conduct any business
operations in Northern Ireland in accordance with the MacBride Fair Employment Principles (as described in
Section 165 of the New York State Finance Law), and shall permit independent monitoring of compliance with
such principles.
10.
COMPLIANCE WITH NEW YORK STATE INFORMATION SECURITY BREACH AND NOTIFICATION
ACT. Contractor shall comply with the provisions of the New York State Information Security Breach and
Notification Act (General Business Law Section 899-aa; State Technology Law Section 208).
June 2011
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