Exclusive Healthier Beverage Contract

expired opportunity(Expired)
From: Duval County Public Schools(School)
11-18/LM

Basic Details

started - 21 Sep, 2021 (about 2 years ago)

Start Date

21 Sep, 2021 (about 2 years ago)
due - 31 Oct, 2022 (17 months ago)

Due Date

31 Oct, 2022 (17 months ago)
Bid Notification

Type

Bid Notification
11-18/LM

Identifier

11-18/LM
Duval County Public Schools

Customer / Agency

Duval County Public Schools
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CONSENT TO ASSIGNMENT AND ASSUMPTION AGREEMENT To enable Bottling Group, LLC, A Delaware limited liability company authorized to transact business in Florida (assigner), and PepsiCo Beverage Sales, LLC, a Delaware limited liability company authorized to transact business in Florida (Assignee), to effectuate a certain transaction between them relating in part to that certain contract with The School Board of Duval County, Florida (the District) for Exclusive Healthier Beverage Contract RFP No. 011-18/LM awarded on October 2, 2018 (the Duval Contract), the parties enter into this Consent to Assignment and Assumption Agreement (the Consent Agreement). 1. Capitalized terms not defined herein, if any, shall have the meaning ascribed to them in the Duval! Contract. A copy of the Duval Contract is available upon request to the Districts Procurement Department. The Effective Date of this Consent Agreement is December 26, 2021. 2. The District Consents to that certain Assignment and Assumption
Agreement as of the Effective Date (the Assignment Date) between Assigner and Assignee attached hereto and incorporated herein by this reference as Exhibit A (the Assignment), which consent is subject to and conditioned on the following: a. This Consent Agreement shall not be deemed to constitute any amendment or waiver of the Districts rights or obligations under the Duval Contract except as may be expressly set forth herein; b. There shall not have occurred any default, termination or interruption to the provision of the services required to be provided (whether such performance is delivered by Assignor or Assignee) pursuant to the Duval Contract; c. Assigner and Assignee have prorated between themselves all District payments for the Duval Contract, it being understood that the District's first payment from Assignee commences as of the Effective Date; d. Assignee shall timely submit to the District all documents necessary to establish Assignee as a vendor in the Districts accounts payable system (including but not limited to, a copy of this fully executed Consent Agreement, Buyers executed ITS W-9 form and District vendor application form, and Buyers evidence of insurance required by the Duval Contract); and e. Except as set forth in the assignment, neither Assignor nor Assignee have assigned to any other party any of Assignors or Assignees respective rights, title, or interest in the Duval Contract. 3. Assignor and Assignee (and each person signing on their behalf) each represent and warrant to the District that each has full authority to execute this Consent Agreement without the further consent or approval by of any party. 4. The following is provided for notices to be given under the Duval Contract: To the District: With copy to: The School Board of Duval County, Florida Office of General Counsel Attn: Dr. Diana Greene, Superintendent c/o 1701 Prudential Drive, Room 340 1701 Prudential Drive, 6 Floor Jacksonville, Florida 32207 Jacksonville, Florida 32207 To Assignee: PepsiCo Beverage Sales, LLC Attn: PBNA PGT Legal Entity 700 Anderson Hill Rd. Purchase, NY 10577 Notwithstanding the foregoing, as of the Effective Date, the parties agree that all communications relating to the day-to-day activities shall be exchanged between the respective representatives of the District and Assignee as set forth below. Each party's representative shall coordinate communications and processes as needed for the purposes of conducting the services set forth in the Duval Contract, as well as the process for routine or administrative communications. The Districts representative for the day-to-day activities shall be: Duval County Public Schools Attn: Paul Soares, Assistant Superintendent of Operations 1701 Prudential Dr. Jacksonville, FL 32207 (904) 390-2008 soaresp@duvalschools.org . By their execution below, Assigner and Assignee each agree to indemnify and hold harmless the District against any claims, demands, losses, liabilities, and expenses of any kind or nature, including attorneys fees and costs, incurred or arising by reason of breach or violation of any of their respective representations or covenants set forth herein. . The District acknowledges and agrees that Assignee is only purchasing ceriain assets of the Assignor, including the Duval Contract. Assigner and Assignee represent and warrant to the District that any claim, demand, loss, liability or expense of any kind or nature (collectively a Liability) arising from the Duval Contract occurring on or before the Assignment Date is the obligation of the Assignor (Assignors Liability). . This Consent Agreement is the entire agreement of the parties regarding modifications of the Duval Contract provided herein, supersedes all prior agreements and understandings regarding such subject matter, may be modified only by a writing executed by the party against whom the modification is sought to be enforced and shall bind and benefit the parties and their respective successors, legal representatives and assigns. The Duval Contract is ratified and confirmed in full force and effect in accordance with its terms, as amended hereby. In the event 2 of any conflict between the Duval Contract and this Consent Agreement, the provisions of this Consent Agreement shall control. - 8. This Consent Agreement may be executed in counterpart and facsimile signature, the counterpart and facsimiles of which, when taken together, shall be deemed to constitute an entire and original document. The parties agree that the Districts signature below satisfies any requirement for the Districts signature in Exhibit A. THE SCHOOL BOARD OF DUVAL COUNTY, FLORIDA Dr. Diana Greene Superintendent of Schools and Ex-Officio Secretary to the Board 1 Willie, Chairman Form Approved: Approved by the Board on January 10, 2021 By: Wo Office of General Counsel Bottling Group, LLC PepsiCo Beverage Sales, LLC eee EXHIBITA @) reps BEVERAGES COMPANY 2021 peer rape AM 8 he] 02 November 26, 2021 Re: Notice of Assignment Dce Ouval County Schools Free Goods, South, 3771616 1701 Prudentiat Or Jacksonville FL 32207-8182 nm At Peps! Beverages Company (PBC), were enhancing our digital capabilities to Improve the way we conduct business with you. To ensure our current processes sync with our new digital tools, we're Introducing a new legal entity PepsiCo Beverage Sales, LLC, a subsidiary of PepsiCo, Inc. and an affiliate of Bottling Group, LLC, effective Dacember 26, 20224 (the Effective Date). if your existing beverage sales agreement Is with Bottling Group, LLC, you are hereby notified that as of the Effective Data, Bottling Group, LLC assigns its Interests under its current Beverage Sales Agreement and any ancitlary documents with you (the Agreement) to PepsiCo Beverage Sales, LLC. PepsiCo Beverage Sales, LLC agreas to perform all of the abligations and assume all Habilitles of Bottling Group, LLC under the Agreement. Changing legal entities Is a fairly common action across Industries. We will continue to conduct business with you under PepsiCo Beverage Sales, LLC, os Peps! Beverages Company (PSC). There will be no operational changes in the day-to-day ordering, sales, and dalivery of PepsiCo products. Additionally, and there will be no change to Pepsi's Credit Terms or your account manager as a result of this internal entity reorganization. wt What actions are required? To comply with state taxation and revenue laws, this change In legal entity may require you to submit a new = Certificate form by December 26, 2021, in order for PBC to grant tax exemption to your Exemption/Resale Tax business(es). Inthe weeks ahead, a PBNA Representative will contact you directly, via emall and/or direct phone call, if a td new Exemption/Resale Tax Certificate form or Multi-State Exemption form is required from your business(es). Please be advised that failure to provide a completed Exemption/Resale Tax Certificate form by December 26, 2021, would require us to change your exemption status resulting in taxes to be incurred on every purchase going forward. We are committed to supporting all PBNA custamers through this change, with more information forthcoming in the near future. In the meantime, please contact us direct via email at PBNAPGTCustomerSupport@pepsice.com fer assistance. As always, thank you for your business and continued suppert. Sincerely, Pawn Southerton Vice President, PBC Controller January 10, 2022, Regular Board Meeting Title 28. CONTRACT ASSIGNMENT - EXCLUSIVE HEALTHIER BEVERAGE CONTRACT RFP NO. 11-18/LM Recommendation That the Duval County School Board approve the assignment of the Exclusive Healthier Beverage Contract RFP No. 11-18/LM from Bottling Group, LLC, to PepsiCo Beverage Sales, LLC. That the Duval County School Board authorize the Board Chairman or Vice Chairman and Superintendent to execute the contract amendment upon form approval by the Office of General Counsel. Description Our district received notification from Pepsi Beverages Company on December 1, 2021 of a proposed assignment of their beverage contract with our district. Specifically, assignment of the Exclusive Healthier Beverage Contract RFP No. 11-18/LM from the Bottling Group, LLC to a new legal entity called PepsiCo Beverages Sales, LLC The Exclusive Healthier Beverage Contract is in its first renewal period (November 1, 2021 through October 31, 2022). The contract has two remaining one-year renewals. Gap Analysis Approval of this contract assignment is required per contract requirements in RFP No. 11- 18/LM in order for the assignment to be authorized. Previous Outcomes Approval of assignments is needed to support daily district support requirements. Expected Outcomes Approval of this assignment and continued beverage contract support at our schools. Strategic Plan Goals and Principles DCPS will provide a culture and climate that improves academic, social, and emotional development. Financial Impact No financial impact. Contact Paul Soares, Assistant Superintendent, Operations, 904-390-2008 Attachments 1. Pepsi Consent to Assignment FIRST RENEWAL/AMENDMENT OF THE EXCLUSIVE HEALTHIER BEVERAGE AGREEMENT WITNESSETH WHEREAS, the District issued RFP No. 011-18/LM Exclusive Healthier Beverage Contract" dated April 9, 2018, and Addendum No. 1 dated April 23, 2018 in order to obtain an exclusive healthier beverage agreement with a beverage company; and WHEREAS, after free and open competition, Contractor has submitted a proposal in response to the RFP issued by the District for its consideration for the right to develop and carry out a program for the sale of its beverage products in all of the Locations (as defined in section 2.1 of the RFP) owned or operated by the District. WHEREAS, the Contractor was selected as the best responsive and responsible provider by the District, and the District wishes to grant to Contractor, and Contractor desires to obtain the exclusive rights to: (i) to offer Products (as defined in section 3.1 of the RFP) for sale or sampling at the Locations, and (ii) to market and promote their Products generally at the Locations; and WHEREAS, the District was vested with the authority to grant to Contractor the exclusive promotional advertising and beverage availability rights described within the RFP with respect to buildings and grounds in the District, The Exclusive Healthier Beverage Agreement was dated effective November 1, 2018, and was made by and between Bottling Group, LLC, a Delaware ited liability company authorized to transact business in Florida, and having its local offices at 5829 Pepsi Place, Jacksonville, FL 32216, FEIN 13-4042452 (the Contractor), and The School Board of Duval County, Florida, a body politic and corporate, having its principal place of business at 1701 Prudential Drive, Jacksonville, Florida 32207 (the District). NOW, THEREFORE, for the value recited herein and other valuable consideration including the promises herein contained, the sufficiency of which is agreed to by the parties, and further the parties hereto agree as follows: ARTICLE | - AMENDMENT - RENEWAL 2.1 The term of this Agreement, including any potential renewals, is set forth in Section 1.4 of the RFP, unless mutually extended or sooner terminated as provided herein. 2.2 The initial term commenced on November 1, 2018 and expires on October 31, 2021 (the "Term). 2.3 This amendment will approve the first renewal year which commences on November 1, 2021 and expires on October 31, 2022. 24 Paragraph 3.9.B of RFP No. 011-18/LM Exclusive Healthier Beverage Contract concerning the establishment and process of a petty cash fund is deleted in it's entirety and replaced with the following language: The contractor shall establish a Free Vend Coupon program (in lieu of the petty cash fund) to provide a means of refunding funds lost in beverage contract provided vending machines to students. The process shall be as detailed in Free Vend Coupon Program - Attachment A to this Amendment Renewal document. 2.5. The contractors revenue compensation to the district on an annual basis would be adjusted to following amounts as detailed below; Partnership Funding $42,000.00 Scoreboard Funding $5,000.00 Free Goods $9,500.00 Gatorade Sideline Kit $5,000.00 Vending Commission rate 45% Case Rebate rate $1 per case IN WITNESS WHEREOF, the undersigned have caused this Amendment to be duly executed as of the date first above written. BOTTLING GROUP, LLC THE SCHOOL BOARD OF DUVAL COUNTY, FLORIDA By: beth Andersen, Chairman iana Greene, Superintendent of Schools and Ex-Officio Secretary to the Board Form Approved: By. WSs Approved by Board on September 7, 2021 Office of General Counsel ATTACHMENT A FREE VEND COUPON PROGRAM HOW THE FREE VEND COUPON WORKS A coupon is given by the Pepsi account to a consumer who has lost money on a Pepsi vending machine. Consumer should be directed to use the coupon on a designated vending machine that has the coupon capability enabled. Consumer inserts the coupon through the bill validator on the designated vending machine and receives a free vend of Pepsi product. This will eliminate the need for a cash refund to consumers that lost money in a Pepsi vendor. FREE VEND COUPON BENEFITS Using a free vendor coupon eliminates the need to have a Pepsi petty cash account at the schools. Coupons can be handed out (preferred option) or mailed. Drivers will not need to stop by to replenish a refund bank with petty cash fund. Eliminates the risk of theft or trade loss. LOCATION PROCESS As accounts are identified and approved to use coupons on their Pepsi vending machine the FSR will need to work with the Delivery, MEM and Settlement departments to implement the process. FSR will need to notify the Delivery Supervisor of the account that will have the coupon capability added MEM will need to program Bill Validators on the assets to accept coupon (MEI equipment only) Determine a start amount of coupons to be given for the use as refunds at the account and get them from the Cashier. Cashier should be given the account name, COF, Asset #, contact person and phone number for tracking purposes. Location cashier will need to track the following using the Free Vend Coupon Tracker. Track the customer and assets whose bill validators have been enabled to accept coupons. Track the number of coupons given to each customer. Track the number of coupons on hand at the location to be issued out to customers. Coupons are to be tracked daily that come in from and FSV route in order to send back out to the customer. - When coupons come in through the cash room the Cashier will need to make sure to process the coupon accordingly. - Tag eeshiet will remove coupons and update the daily tracker on the coupons pulled. - The coupon will be returned to the delivery supervisor. - The delivery supervisor will give the coupons to the driver to return to the account for continued use. CUSTOMER PROCESS - When a customer agrees to use the free vendor coupon as a replacement for cash refunds. The customer will want to make sure to track coupons appropriately. - FSR will work with the customer to decide on the number of coupons to have on hand. - Pepsi will need to have a contact person(s), phone number and location where the coupons will be maintained. - Customer will need to ensure coupons are maintained in a secured location. - The contact person(s) will need to track all coupons given out to the consumer using the Vendor Coupon Tracker which will be supplied to them by the FSR. - The customer should keep the trackers on file and be willing to supply Pepsi with a copy if requested. - The Pepsi driver will return used coupons to the customer's contact on next scheduled service date after a coupon is used. - [f the customer is in need of additional coupons, they will need to speak with the Pepsi Representative. September 7, 2021, Regular Board Meeting Title 24. RENEWAL - EXCLUSIVE HEALTHIER BEVERAGE CONTRACT RFP NO. 11-18/LM Recommendation That the Duval County School Board approve Renewal of the Exclusive Healthier Beverage Contract, RFP No. 11-18/LM to Pepsi Beverage Co., for the first option year of November 1, 2021 until October 31, 2022. That the Duval County School Board authorize the Chairman or Vice Chairman, and the Superintendent, to execute the Renewal Amendment upon form approval by the Office of General Counsel. That the Duval County School Board delegate authority to the Superintendent or her designee to renew the contract for subsequent annual periods provided the terms and conditions are essentially the same and remain favorable to the school district. There are two (2) potential one (1) year renewals remaining. Description Pepsi Beverage Co. was the highest ranked proposer in a Request For Proposals (RFP) and was awarded the beverage contract back in 2018 for a three-year base period that ends this coming October 31, 2021. This beverage contract grants exclusive beverage serving and advertising rights to Pepsi Beverage Co. within our school vending machine, food service, and concession stand operations. Since the beverage contract generates substantial annual revenue from beverage sales on school campuses, the contract also requires Pepsi to share that revenue with the district at predetermined amounts and rates over the life of the contract. While in the pursuit of sales, Pepsi also remains committed to fully support the USDA Smart Snacks in School Beverage Guidelines. Pepsi claims they made an optimistic valuation of the beverage contract prior to award and have also experienced reduced sales due to COVID-19s impact on schools. To compensate for lower valuation and less sales, Pepsi has reduced their annual revenue proposal by 24%, which is predominantly a reduction in donated product, as a condition of renewal. Pepsi has also stated that our district has their best and final offer, so we would reasonably expect the same or less on any new proposal from Pepsi. Pepsis projected annual revenue for this coming renewal year still exceeds Coca-Colas proposed revenue from Coke's RFP proposal three years ago. Coca-Colas former revenue proposal was before COVID-19 and its subsequent negative impact on enrollments and beverage sales. We would expect Coca-Cola to offer the same or less on any new proposal for a new RFP. Based upon the aforementioned details, we would not expect to obtain higher value proposals from either Pepsi or Coke on a new RFP solicitation at this time. As a result, we are recommending this one year renewal, versus issuing a new RFP. If sales improve sufficiently in this coming contract year, then we may elect to rebid for the 2022-23 contract year versus renewing. Gap Analysis Beverage products and vending machines are required to ensure access to beverages for our students and also to provide beverages for our school lunch programs. This beverage contract provides a source of supply for those beverage products while also providing much needed revenue for various district requirements. Previous Outcomes Pepsi has performed satisfactorily during the previous three year base period of this contract. Expected Outcomes We expect to obtain satisfactory service and support under this contract renewal with Pepsi Beverage Co.. Strategic Plan Goals and Principles DCPS will be fiscally transparent and communicate quarterly regarding the Sales Surtax. Financial Impact For the coming 2021-22 Beverage Contract Year (e.g., 1 Nov 21 31 Oct 21), we are projected to receive $232K in total revenue under this first option year renewal. Last years total revenue received was $305K. This represents a 24% reduction equal to $74K. The majority portion of the reduced revenue is in donated product allocation which was reduced from $59K down to $14.5K per year. Fund Function Area Commitment Item 3000 New Revenue 10144 Pepsi 0000 Revenue 3495 Other Misc. Local Revenue Contact Paul Soares, Assistant Superintendent, Operations, 904-390-2008 Attachments 1. First renewal - Pepsi DCSB Agreement 2021-2022 081421 EXCLUSIVE HEALTHIER BEVERAGE AGREEMENT This Exclusive Healthier Beverage Agreement (the Agreement is dated effective November 1, 2018, and is made by and between Bottling Group, LLC, a Delaware limited liability company authorized to transact business in Florida, and having its local offices at 5829 Pepsi Place, Jacksonville, FL 32216, FEIN 13-4042452 (the Contractor), and The School Board of Duval County, Florida, a body politic and corporate, having its principal place of business at 1701 Prudential Drive, Jacksonville, Florida 32207 (the District). WITNESSETH WHEREAS, the District issued RFP No. 011-18/LM Exclusive Healthier Beverage Contract dated April 9, 2018, and Addendum No. 1 dated April 23, 2018, a copy of which is attached hereto as Attachment A and incorporated by reference (collectively, the RFP), in order to obtain an exclusive healthier beverage agreement with a beverage company; and WHEREAS, after free and open competition, Contractor has submitted a proposal in response to the RFP issued by the District for its consideration for the right to develop and carry out a program for the sale of its beverage products in all of the Locations (as defined in section 2.1 of the RFP) owned or operated by the District, a copy of which proposal, as negotiated by the parties, is attached hereto as Attachment B and incorporated herein by this reference (the Proposal); and WHEREAS, the Contractor was selected as the best responsive and responsible provider by the District, and the District wishes to grant to Contractor, and Contractor desires to obtain the exclusive rights to: (i) to offer Products (as defined in section 3.1 of the RFP) for sale or sampling at the Locations, and (ii) to market and promote their Products generally at the Locations; and WHEREAS, the District is vested with the authority to grant to Contractor the exclusive promotional advertising and beverage availability rights described herein with respect to buildings and grounds in the District; NOW, THEREFORE, for the value recited herein and other valuable consideration including the promises herein contained, the sufficiency of which is agreed to by the parties, and further the parties hereto agree as follows: ARTICLE | - SCOPE OF SERVICES AND DEFINITIONS 1.1 The recitals set forth above are true and correct and are incorporated into this Agreement by this reference. 1.2 Capitalized terms used but not defined herein shall have the meanings defined in the RFP. 1.3 The Contractor shall perform all services, jobs, duties, and functions, including the provision of Products described in the RFP at the Locations described in the RFP, and in accordance with the staffing and product plan in the Proposal (collectively defined herein as the Services). If any services, functions or responsibilities not specifically described in this Agreement are necessary for the proper performance and provision of the Services, they shall be deemed to be implied by and included within the scope of the Services to the same extent and in the same manner as if specifically described in this Agreement. The Contractor shall be responsible for providing the loaned equipment (as described in Article III), supplies, personnel (including management, employees, and training), and other resources as necessary to provide the Services. 1 ARTICLE Il - TERM AND RENEWAL 2.1 The term of this Agreement, including any potential renewals, is set forth in Section 1.4 of the RFP, unless mutually extended or sooner terminated as provided herein. 2.2 The initial term commences on November 1, 2018 through October 31, 2021 (the Term). Each twelve-month period beginning with the first day of the Term shall be referred to herein as Year. ARTICLE Ill - EXCLUSIVITY AND EQUIPMENT 3.1 Exclusivity. Products are to be offered as set forth in Section 3.1 of the RFP, as specifically identified by the Contractor in its Proposal. Exclusivity is granted to Contractor as expressly set forth in Section 3.2 of the RFP; eor constructed by the District after the date of this Agreement. Contractor shall install Equipment at its sole expense, except where otherwise prescribed by law. Contractor shall have the right to place full trademark panels on all sides of its Equipment. The District shall not permit the operation of any other equipment used for the sale of Beverages at the Locations without the prior written consent of Contractor. District agrees that the Equipment shall be exclusively used to display and merchandise the Products, and the District shall not use the Equipment to display, stock, advertise, sell or maintain any other products (including on the exterior of the Equipment). 3.4 Contractor or one of its subsidiaries or affiliates shall retain ownership in and title to all Equipment. 335) The Equipment may not be removed from the Locations without Contractor's written consent, and the District agrees not to encumber the Equipment in any manner or permit other equipment to be attached thereto except as authorized by Contractor in writing. The Contractor shall not take any action that creates any lien or encumbrance against the Districts real property. Upon expiration or termination of this Agreement, District shall allow Contractor to pick up all Equipment and the parties shall work together to coordinate a pick-up schedule. 3.6 Contractor will provide, at no charge to the District, preventative maintenance and 2 service to the Equipment. The Contractor shall use commercially reasonable efforts to ensure that no vending machine is out of service for more than 24 hours from the time of notification by any District employee of a malfunction. 3.7 Contractor shall be responsible for collecting, for its own account, all cash monies from the Equipment and for all related accounting for all cash monies collected therefrom. District agrees to provide reasonable assistance to Contractor in apprehending and prosecuting vandals. Contractor shall not be obligated to pay Commissions on documented revenue losses resulting from vandalism or theft of Product with respect to any Vending Machines. ARTICLE IV - CONSIDERATION; PRODUCT PRICING In consideration of the exclusive rights granted in this Agreement and provided the District is not in an uncured breach of this Agreement, Contractor shall provide to the District the following: 4.1 Annual Sponsorship Fees. In each of Years 1 through 3, Contractor shall provide District with an annual sponsorship fee in the amount Thirty Five Thousand and No/100 US Dollars ($35,000.00), not to exceed three consecutive payments (the Annual Sponsorship Fees). The Annual Sponsorship Fee will be paid to District within sixty (60) days after the end of each applicable Year. 4.2 Rebate. Contractor will pay District a rebate of One Dollar ($1.00) for each standard physical case of bottle/can direct delivery Product purchased and paid for by the District or its foodservice operator for sale at the cafeterias at the Locations during the Term (Rebates). The Rebates shall be paid quarterly, in arrears, within sixty (60) days of the end of each applicable three- month period in which the Rebate was earned, and will be based on Contractor's case sales records. Supporting documentation of the Contractor's case sales records will be provided with payment. Rebates shall not be earned for sales of Products through Contractor's full service vending machines or booster sales. 4.3 Scoreboard Funding. In each of Years 1 through 3, Contractor shall provide District with annual scoreboard funds in the amount of Twenty Thousand and No/100 US Dollars ($20,000.00), not to exceed three consecutive payments (the Annual Scoreboard Funding) for the purchase, installation, repairs, and maintenance for those locations having scoreboards, at District's expense (Scoreboards). The Annual Scoreboard Funding will be paid to District within sixty (60) days after the commencement of each applicable Year; provided that with respect to Year 1, payment will be made within 60 days of the latter or execution of this Agreement or commencement of Year 1. The Annual Scoreboard Funds are earned throughout the Year in which they are paid. In the event Contractor terminates this Agreement due to the District's failure to cure a breach hereof (after the Contractor provides the District written notice of the breach and affords the District 45 days to cure), the unearned Annual Scoreboard Funding will be repaid to Contractor pursuant to the terms of Section 5.3 herein. During the Term and upon expiration or termination of this Agreement, District shall retain ownership of the Scoreboards and shall be responsible for the purchase, installation, maintenance and repair of the Scoreboards. 4.4 Commissions. Contractor shall pay the District commissions on full-service Beverage vending sales as a percentage of the actual cash (cash in bag or CIB) collected by Contractor from the Vending Machines placed at the Locations, less any applicable government imposed taxes/fees/deposits, as applicable (Commissions). Such Commissions shall be based on the rates and initial vend prices as set forth on pages 38 through 41 of the Proposal and shall be calculated as follows: (CIB applicable taxes/fees/deposits) * Commission Rate = Commission due Changes in pricing shall occur no more frequently than annually upon Contractor's thirty (30) day prior written notice to District, and in accordance with section 3.3 of the RFP. a. Commissions Payment. Contractor shall provide monthly reports to the District concerning the actual collections of commissions within thirty (30) days of the end of each 4- week accounting period established by Contractor (Financial Period), such reports will detail any deductions for government imposed taxes/fees/deposits. The Contractor shall remit the collected commissions to the District on a quarterly basis. Such quarterly payment of collected commissions shall be due within sixty (60) days of the end of each quarter. The term quarter or quarterly will mean a consecutive period of approximately 3 months coinciding with Contractor's Financial Periods. District agrees that it is responsible for reviewing such reports and that any claim or dispute relating to the Commissions must be brought by District in writing within one (1) year of the date such Commissions payment is due. b. Change to Commission Rate/Formula. After prior written notice to the District, and upon the District's approval (which shall not be unreasonably withheld), the Contractor may change the Commission Rate and/or its formula/method for calculating Commissions so long as any such Commission Rate adjustment or formula adjustment does not result in a material change to the Commissions due to be paid to the District with respect to the same sales of Products. c. Vend Price. Section 3.3 Pricing of the RFP is stricken in its entirety and replaced with the following: Pricing of product shall be mutually agreed upon during the negotiation of the final terms and conditions. The Contractor shall include an in icing proposal for every product to be offered. The Contractor will be allowed to increase product pricing after the first Year of the Agreement provided there is mutual agreement with the District, which shall not be unreasonably withheld. However, price increases shall be governed by prevailing market conditions and in no instance shall be greater than any increase experience in similar markets within the State of Florida. 4.5 Complimentary Products. Each Year, Contractor shall provide District with complimentary Products of District's choosing according to page 49 of the Proposal worth up to a value of $54,000.00 annually. The parties understand and agree that the District requests the complimentary Products shall be delivered to each Location no later than October 31 annually, subject to the District submitting requests with reasonable advance notice. 4.6 Student Fee. Each Year, Contractor will pay District a Student Fee in the amount of Twenty-Seven Cents ($0.27) for each student enrolled at a school at the District (based on the fall semester student 20-day count) (the Student Fee). The Student Fee will be payable each fall within sixty (60) days after District provides Contractor with a letter certifying the number of students enrolled in the District and will be earned over the Year in which it is paid. In the event Contractor terminates this Agreement due to the District's failure to cure a breach hereof (after the Contractor provides the District written notice of the breach and affords the District 45 days to cure), the unearned Student Fees will be repaid to Contractor pursuant to the terms of Section 5.3 herein. 4.7 Gatorade Sideline Kit Fund. Each Year throughout the Term, Contractor will provide Gatorade Sideline Kit(s) to District upon request, with a value not to exceed Six Thousand and No/100 US Dollars ($6,000.00) District acknowledges and agrees that any unused portion of the value of the Gatorade Sideline Kit(s) in any Year shall not be carried over to the subsequent Year or be redeemed for cash. During the Term and upon expiration or termination of this Agreement, District shall retain ownership of the Gatorade Sideline Kits provided under this Agreement. 4.8 Except as set forth in this Article IV, and as may otherwise be added from pages 46 through 48 of Contractor's Proposal, no other financial consideration or funding of any kind shall be provided by Contractor. ARTICLE V - TERMINATION 5.1 This Agreement may be terminated by District as set forth in section 14.0(Cause) of the RFP. The following paragraph is added to 14.0: This Agreement may be terminated for cause by the Contractor in the event that the District, either willfully or unintentionally violates any of the provisions of the Agreement, and fails to cure following 45 days written notice from Contractor to the District stating the deficiencies. The first of three paragraphs in Section 14.1 (Convenience) of the RFP is deleted in its entirety and replaced with the following: The District reserves the right to terminate this Agreement at any time and for any reason, upon giving Contractor written notice on or before August 1 of each Year, with such termination date to be effective as 11:59 p.m. of the following September 30 (the annual anniversary of this Agreement). 5.2 If any of the material terms of this Agreement, including but not limited to the exclusive rights to sell any one or more of the Products, are prohibited or limited during the Term of this Agreement as a result of a final judicial opinion or governmental regulation for any other reason (including but not limited to beverage tax, package size or product restriction), then Contractor and District will negotiate in good faith to reduce Contractors ongoing financial support under the Agreement to neutralize any negative impact such change has on the economics of the original Agreement. If District and Contractor are not able, within ninety (90) days of such prohibition or restriction, to agree on an equitable amendment to the Agreement, Contractor shall have the right to terminate the Agreement upon thirty (30) days notice to the District and neither party shall have any further liability to the other party as a result of Contractor's termination (including without limitation, any obligation of the Contractor to remit further consideration under Section 4 and any obligation of the District to repay to the Contractor any payments previously remitted by the Contractor to the District). 5.3 If the Agreement is terminated for convenience by the District as set forth in Section 14.1 (Convenience) of the RFP following the Contractors payment of any Annual Sponsorship Fee, the District will provide Contractor with a reimbursement of any unearned Annual Sponsorship Fee paid by Contractor to the District which remains unearned as of the time of termination for convenience. The amount of such reimbursement shall be determined by multiplying the total amount paid in the Year during which such termination for convenience occurs by a fraction, the numerator of which is the number of months remaining in such Year at the time of such termination for convenience and the denominator of which is twelve. 5.4 If the Agreement is terminated for cause by Contractor (after Contractor provides the 5 District written notice of the breach and 45 days to cure pursuant to the provision of this Agreement), the District shall, without prejudice to any other right or remedy available to Contractor, provide Contractor with a reimbursement of any unearned funding paid by Contractor to the District which remains unearned as of the time of termination. With respect to annual payments (e.g., Annual Sponsorship fees, Scoreboard Funding, and the Student Fee), the amount of such reimbursement shall be determined by multiplying the total amount paid in the Year during which such termination occurs by a fraction, the numerator of which is the number of months remaining in such Year at the time of such termination or limitation and the denominator of which is twelve. ARTICLE VI - NOTICES; MEETINGS AND REPORTS 6.1 The parties agree that all communications relating to the day-to-day activities shall be exchanged between the respective representatives of the District's Service Contract Support (904- 390-2279) and the Contractor, which representatives shall be designated by the parties, in writing, promptly upon commencement of the Services. 6.2 Pursuant to section 16.7.14 of the RFP, Contractors address for notices is: If to Contractor: With copy to: Bottling Group, LLC (Pepsi Beverage Company) Pepsi Beverages Company Attn: Key Account Development Manager Attn: Law Department 5829 Pepsi Place 1111 Westchester Avenue Jacksonville, Florida 32216 White Plains, NY 10604 Phone: (352) 376-8276 ARTICLE VII - MISCELLANEOUS tA The parties agree that the complete contract documents include the following: This Agreement, the RFP in Attachment A, and the Proposal in Attachment B. In the event of a conflict or ambiguity among the contract documents, then precedence shall be given in the order set forth in section 16.7.16 of the RFP. 7.2 In the event the Proposal contained exceptions to the RFP, then the exceptions are all stricken in their entirety and void unless the District affirmatively evidenced its written acceptance of these exceptions in this Agreement. 7.3 This Agreement may be executed via facsimile and in one or more counterparts, each of which will be deemed an original and all such counterparts taken together will constitute one and the same instrument. 74 The parties acknowledge that the District is a tax exempt entity. Notwithstanding the foregoing, District acknowledges and agrees that neither Contractor nor its affiliates shall be responsible for any taxes payable, fees or other tax liability incurred by the District in connection with any fees payable by Contractor under this Agreement. Except for the taxes set forth in the calculation of the Commission payment in section 4.4 above, the Contractor acknowledges and agrees that the District shall not be responsible for any taxes payable, fees, or other tax liability incurred by the Contractor under this Agreement. The District shall not impose upon the Contractor common area maintenance fees, taxes or other charges based on Contractor's occupation of the District's space allocated to Contractor's Equipment. 7.5 Insurance. Section 19.0 in the RFP is deleted and replaced with the language in Attachment C attached hereto. IN WITNESS WHEREOF, the undersigned have caused this Agreement to be duly executed as of the date first above written. BOTTLING GROUP. LLC By: 7 t* _ ag Name: Hause Mo des THE SCHOOL Bi F DUVAL COUNTY, FLORID. A Dr. Diana Greene, D. Wright, mae Superintendent of Schools and Ex-Officio Secretary to the Board Form Approved: By: Office of General Counsel ATTACHMENT A RFP NO. 011-18/LM AND ADDENDUM NO. 1 ATTACHMENT B PROPOSAL ATTACHMENT C INSURANCE REQUIREMENTS 19.0 INSURANCE REQUIREMENTS: A. Without limiting any of the other obligations or liabilities of the Contractor, the Contractor shall, at its sole expense, procure, maintain and keep in force the amounts and types of insurance conforming to the minimum requirements set forth herein. Except as may be otherwise expressly specified in this section, the insurance shall commence at or prior to the execution of the Agreement by the District and shall be maintained in force throughout the term of the Agreement. ds Workers Compensation/Employers Liability: The Workers Compensation and Employers Liability insurance provided by the Contractor shall conform to the requirements set forth herein. a. The Contractor insurance, or self-insurance, shall cover the Contractor (and to the extent its Subcontractors and Sub-subcontractors are not otherwise insured, its Subcontractors and Sub-subcontractors) for those sources of liability which would be covered by the latest edition of the standard Workers Compensation policy, as filed for use in the State of Florida by the National Council on Compensation Insurance (NCCI), without any restrictive endorsements other than the Florida Employers Liability Coverage Endorsement (NCCI Form WC 09 03), those which are required by the State of Florida, or any restrictive NCCI endorsements which, under an NCCI filing, must be attached to the policy (i.e., mandatory endorsements). In addition to coverage for the Florida Workers Compensation Act, where appropriate, coverage shall be included for the Federal Employers Liability Act and any other applicable federal or state law. b. The policy must be endorsed to waive, or for self-insurance the Contractor hereby agrees to waive, the insurers right to subrogate against the District, and its members, officials, officers and employees in the manner which would result from the attachment of the NCCI Waiver of Our Right to Recover from Others Endorsement (Advisory Form WC 00 03 13) with the District, and its members, officials, officers and employees scheduled thereon. Cc. Subject to the restrictions of coverage found in the standard Workers Compensation policy, there shall be no maximum limit on the amount of coverage for liability imposed by the Florida Workers Compensation Act or any other coverage customarily insured under Part One of the standard Workers Compensation policy. The minimum amount of coverage for those coverages customarily insured under Part Two of the standard Workers Compensation policy (inclusive of any amounts provided by an umbrella or excess policy) shall not be less than: $1,000,000 Each Accident $1,000,000 Disease - Each Employee $1,000,000 Disease - Policy Limit d. The Contractor may be relieved of providing Workers Compensation coverage provided an exemption form is submitted from the State of Florida Division of Workers Compensation stating the 10 Contractor is exempt from the insurance requirement under F.S. 440. 2. Commercial General Liability. The Commercial General Liability Insurance provided by the Contractor shall conform to the requirements hereinafter set forth: a. The Contractor's insurance shall cover those sources of liability which would be covered by the latest occurrence form edition of the standard Commercial General Liability Coverage Form (ISO Form CG 00 01) as filed for use in the State of Florida by the Insurance Services Office (ISO) with endorsements which, under an ISO filing, must be attached to the policy (i.e., mandatory endorsements) and those described below which would apply to the Services contemplated under the Agreement. 1) The coverage may not include restrictive endorsements which exclude coverage for liability arising out of: Sexual molestation, Sexual abuse or Sexual misconduct. 2) The coverage may include restrictive endorsements which exclude coverage for liability arising out of: Mold, fungus, or bacteria Terrorism Silica, asbestos or lead. b. The minimum limits to be maintained by the Contractor (inclusive of any amounts provided by an umbrella or excess policy) shall not be less than: $1,000,000 General Aggregate $1,000,000 Products/Completed Operations Aggregate $1,000,000 Personal and Advertising Injury $1,000,000 Each Occurrence c. The Contractor shall include the School Board of Duval County, Florida, and its members, officials, officers and employees as additi insureds on the Commercial General Liability coverage. d. The Contractor shall pay on behalf of the School Board of Duval County, Florida, or its member, official, officer or employee any such deductible or self-insured retention applicable to the Contractors policies and a claim against the School Board of Duval County, Florida, or its member, official, officer or employee for which the School Board of Duval County, Florida or its member, official, officer or employee is included as an additional insured. 3. Business Auto Liability. The automobile liability insurance provided by the Contractor shall conform to the requirements hereinafter set forth: The Contractor's insurance shall cover the Contractor for those sources of liability which would be covered by Section Il of the latest occurrence edition of the standard Business Auto Coverage Form (ISO Form CA 00 01) as filed for use in the State of Florida by ISO with endorsements, under an ISO filing, must be attached to the policy (i.e., mandatory endorsements). Coverage shall include all owned, non-owned and hired autos used in connection with the Agreement. 11 B. a. The School Board of Duval County, Florida, and its members, officials, officers and employees shall be included as additional insureds. b. The minimum limits to be maintained by the Contractor (inclusive of any amounts provided by an umbrella or excess policy) shall not be less than: $1,000,000 Each Occurrence - Bodily Injury and Property Damage Combined EVIDENCE OF INSURANCE. Except as may be otherwise expressly specified in this section, the insurance shall commence at or prior to the execution of the Agreement by the District and shall be maintained in force throughout the term of the Agreement. The Contractor shall provide evidence of such insurance in the following manner: 1. As evidence of compliance with the required Workers Compensation and Employer's Liability, Commercial General Liability, Business Auto Liability, the Contractor shall furnish the District with a fully completed satisfactory Certificate of Insurance such as a standard ACORD Certificate of Liability Insurance (ACORD Form 25) or other evidence satisfactory to the District, signed by an authorized representative of the insurer(s) providing the coverage. The Certificate of Insurance, or other evidence, shall verify that Workers Compensation/Employers Liability contains a waiver of subrogation in favor of the School Board of Duval County, Florida, identify the Agreement, and provide that the Contractor or Contractor's representative shall provide District no less than thirty (30) days written notice prior to cancellation. 2, As evidence of the required Additional Insured status for the District on the Commercial General Liability insurance, the Contractor shall furnish the District with: a. A fully completed satisfactory Certificate of Insurance, and a copy of the actual additional insured endorsement as issued on the policy, signed by an authorized representative of the insurer(s) verifying inclusion of the School Board of Duval County, Florida and its members, officials, officers and employees as Additional Insureds in the Commercial General Liability coverage. Blanket endorsements are acceptable. 3. Until such time as the insurance is no longer required to be maintained by the Contractor as set forth in the Agreement, the Contractor shall provide the District with renewal or replacement evidence of the insurance in the manner heretofore described no less than thirty (30) days before the expiration or termination of the insurance for which previous evidence of insurance has been provided. INSURERS QUALIFICATIONS/REQUIREMENTS: 1. Insurers providing the insurance required by the Agreement for the Contractor must either be: a. Authorized by a subsisting certificate of authority issued by the State of Florida to transact insurance in the State of Florida, or 12 b. ble surplus lines insurer under Florida Statutes. (Except with respect to coverage for the liability imposed by the Florida Workers Compensation Act). 2. In addition, each such insurer shall have and maintain throughout the period for which coverage is required, a Bests Rating of A- or better and a Financial Size Category of VII or better according to A. M. Best Company. 3. lf, during the period when an insurer is providing the insurance required by the Agreement, an insurer shall fail to comply with the foregoing minimum requirements, as soon as the Contractor has knowledge of any such failure; the Contractor shall immediately replace the insurance provided by the insurer with an insurer meeting these requirements. Until the Contractor has replaced the unacceptable insurer with an insurer acceptable to the District, the Contractor shall be in default of the Agreement. D. Primary and Non-Contributory. The insurance provided by the Contractor pursuant to the Agreement shall apply on a primary basis to, and shall not require contribution from, any other insurance or self-insurance maintained by the School Board of Duval County, Florida, and its member, official, officer or employee. E. Additional Remedy. Compliance with the insurance requirements of the Agreement shall not limit the liability of the, Contractor or its Subcontractors or Sub- subcontractors, employees or agents to the District or others. Any remedy provided to the School Board of Duval County, Florida, or its members, officials, officers or employees by the insurance shall be in addition to and not in lieu of any other remedy available under the Agreement or otherwise. F. District Approval: Neither approval by the District nor failure to disapprove the insurance furnished by the Contractor shall relieve the Contractor of the Contractor's full responsibility to provide the insurance as required by the Agreement. 13 October 2, 2018, Regular Board Meeting Title 21. EXCLUSIVE HEALTHIER BEVERAGE CONTRACT RFP NO. 11-18/LM Recommendation That the Duval County School Board approve award of the Exclusive Healthier Beverage Contract, RFP No. 11-18/LM to the highest ranked proposer, Bottling Group, LLC, for the base period of November 1, 2018 until October 31, 2021. That the Duval County School Board authorize the Chairman or Vice Chairman, and the Superintendent, to execute the agreement upon form approval by the Office of General Counsel. That the Duval County School Board delegate authority to the Superintendent or his designee to renew the contract for subsequent annual periods provided the terms and conditions are essentially the same and remain favorable to the school district. There are three (3) potential one (1) year renewals. Description This contract grants exclusive beverage serving and advertising rights to the recommended contract vendor, Bottling Group, LLC, (Pepsi), within our school vending machine, food service, and concession stand operations. This Request for Proposal was responded to by two beverage companies, Bottling Group, LLC (Pepsi) and Coca-Cola Beverages FL, LLC. Both proposals were scored per the established criteria within the RFP based upon on the merits contained within each proposal. Bottling Group, LLC, (Pepsi) was the highest ranked proposal and is being recommended for award. Both companies provided a guaranteed, revenue stream, however, Pepsi's non-commission guaranteed revenue stream exceeded Coca-Colas by $31,000 over the entire 6 year life of the contract. When guaranteed and sales dependent revenues/commissions are combined, then Pepsi exceeds Coca-Colas total projected revenue by $636,740 over six years. This assumes that Pepsi attains same beverage sales volume as reported for the last completed school year (e.g., 2016-17). If we adjust Pepsi's proposal to assume a 16% sales growth in sales volume over the life of the contract to be comparable with Coca-Colas proposal, then Pepsi's total revenue growth would exceed Coca-Cola's by $821,265 over the six year period. Pepsi provided a commission rate of 50% for vending machine sales while Coca-Cola provided a 20% commission rate for the same sales. This means Pepsi will provide 50% of the sale proceeds to our District for vending machine sales versus Coca-Colas 20%. Pepsi also offered $1 rebate per case for food service case sales while Coca-Cola offered no rebate for food service case sales. As a result, our district benefits much greater financially from vending machine and food service case sales under Pepsis proposal versus Coca-Colas. Coca-Cola also raised prices on their 20 oz. products to the $1.75 to $2.00 range while Pepsi kept their pricing at $1.50 for their 20 oz, products. Lastly, both vendors are committed to fully support the USDA Smart Snacks in School Beverage Guidelines. Gap Analysis Beverage products and vending machines are required to ensure access to beverages for our students and also to provide beverages for our school lunch programs. This beverage contract provides a source of supply for those beverage products while also providing much needed revenue for various district and school requirements. The beverage contract has provided funding for secondary sports programs, scoreboard repairs, music and art needs, food service (a pro-rated share required by regulation), and other basic school and Superintendent funding needs. Previous Outcomes This is a new contract award to Bottling Group, LLC. Pepsi did perform satisfactorily on their last beverage contract with our district that lasted from October 1, 2000 until September 30, 2010. They lost the contract to Coca-Cola in 2010 in that RFP process. Expected Outcomes We expect to obtain satisfactory service and support under this new contract award with Bottling Group, LLC (Pepsi). Strategic Plan Goal Ensure Effective, Equitable, & Efficient Use of Resources Aligned to Improved Student Outcomes Financial Impact For the coming 2018-19 Beverage Contract Year (e.g., 1 Nov 18 31 Oct 19), we are projected to receive $361K in total value under the new Pepsi proposal. Our current Beverage Contract would have provided approximately $315K in total value for the 2018-19 contract year. The new contract represents a 14.6% increase in revenue or $46K more for the coming 2018-19 Contract Year. Contact Donald Nelson, Assistant Superintendent, Operations, 904-390-2008 Paul Soares, Executive Director, Design and Construction, 904-390-2498 Attachments 1. Duval Beverage Sales Agreement 18 Sept 2018 final EVALUATION SUMMARY Ranking Proposer Available Points Points Attained Percentage 1 Pepsi Beverage Co. 575 416 72.35% 2 Coca-Cola Beverages Fl, LLC 575 310 53.91% Award Recommendation Page 1 of 2 RFP 011-18/LM, Exclusive Healthier Beverage Contract Addendum No. 1 ADDENDUM NO. 1 Information only www.duvalschools.org/purchasing Issue Date: April 23, 2018 Phone: 904-858-4859 Buyer: Louis Mitchum Bid Number: RFP No. 011-18/LM Bid Title: EXCLUSIVE HEALTHIER BEVERAGE CONTRACT Term of Bid: The initial contract will be for a period of three (3) years from the date of award. The contract will then be renewable for three (3) additional one (1) periods, for a total of 6 years with the consent and agreement of both parties. Opening: Thursday, May 3, 2018, 2:00 p.m. (EDT). Bids received prior to this date and time will be opened in the Conference Room, and may not be withdrawn for 120 days after opening. All bids received after the specified date and time will be returned unopened. Purpose: To answer questions received. Question: Section 3-8 A. The Contractor shall pay to each school (or as otherwise designated) the guaranteed Student Access Fees in four (4) equal payments at times to be agreed upon Would the district consider an annual payment to the district as opposed to producing 160+ individual payments? Answer: We would prefer payments to the district, vice to individual schools. Coca-Cola provided district checks only, not to schools. Question: Section 3-14 A #4 Scoreboard panel advertising Whose cost? Answer: The cost would be borne by the contractor, but there is no specific requirement to advertise on scoreboards if the contractor elected not to do so. Question: Section 10 COMPLIMENTARY PRODUCT: Each proposal shall include information regarding annual donations to be provided to each school as complimentary product. A minimum of 100 cases per high school, 50 cases per middle school, and 25 cases per elementary school will be provided per contract year. The main district building will receive 100 cases. Administrative buildings will receive 25 cases per year. Unless specifically requested otherwise by a specific building principal, the product mix will favor more popular brands/flavors over less popular brands/flavors. Is this negotiable or a requirement? Answer: The soda allocations are a requirement. eile re http://www.duvalschools.org/purchasing http://www.duvalschools.org/dcps Page 2 of 2 RFP 011-18/LM, Exclusive Healthier Beverage Contract Addendum No. 1 Question: Section 14.1 In the event of the Districts termination of the Agreement, the District (in its sole election) may also require the Contractor to provide the transition assistance as set forth in Section 14.6 of this RFP. There is no Section 14.6 in the RFP. Answer: The parties understand and agree that the Contractor shall in no event have the reciprocal right to terminate the Agreement; it being understood that the Districts payments to the Contractor forms the consideration for the Districts termination for convenience not being available to Contractor. In the event of the Districts termination of the Agreement, the District (in its sole election) may also require the Contractor to provide the transition assistance as set forth in Section 14.6 of this RFP. This should read Section 14.5 of this RFP. Question: Section 3-4 H. The Contractor shall supply coolers and special events trailers for all special events where the Contractors products are sold This would be on an as available basis? Answer: Do not think we envisioned having the contractor provide coolers and trailers for every sports event year round (i.e., soccer, baseball games). So this requirement could be negotiable and subject to equipment availability. RFP No. 11-18/LM Exclusive Healthier Beverage Contract REQUEST FOR PROPOSALS (RFP) RFP NO. 11-18/LM EXCLUSIVE HEALTHIER BEVERAGE CONTRACT RFP Release Date: April 9, 2018 Deadline for Written Questions: April 20, 2018 Proposals Opened: May 3, 2018 Committee Evaluation: May 15, 2018 Board Award: July, 2018 Contract Begins: October 1, 2018 DUVAL COUNTY PUBLIC SCHOOLS Purchasing Services Department 1701 Prudential Drive, Room 322 Jacksonville, Florida 32219 sm re Page 1 of 49 RFP No. 11-18/LM Exclusive Healthier Beverage Contract ATTACHMENT A Duval County Public Schools www.duvalschools.org 1701 Prudential Drive PHONE: (904) 390-2000 Jacksonville, FL 32207 TDD: (904) 390-2898 Purchasing Services PH: (904) 858-4848 1701 Prudential Drive, RM 322 FAX: (904) 858-4868 Jacksonville, FL 32207 Request for Proposals (RFP) Required Response Form Exclusive Healthier Beverage Contract RFP No. 11-18/LM This response must be submitted to Duval County Public Schools, Purchasing Services, 1701 Prudential Drive, Room 322, Jacksonville, FL 32207, no later than 2:00 p.m. EDT on May 3, 2018 and plainly marked RFP No.11-18/LM. Responses are due and will be opened at this time. Responses received after 2:00 p.m. EDT on the date due will not be considered. Proposal Certification I hereby certify that I am submitting the following information as my company's response and understand that by virtue of executing and returning with this response this REQUIRED RESPONSE FORM, I further certify full, complete, and unconditional acceptance of the contents of all pages, inclusive of this Request for Proposal, and all appendices/attachments and the contents of any Addendum released hereto. VENDOR (firm name): STREET ADDRESS: CITY & STATE: PRINT NAME OF AUTHORIZED REPRESENTATIVE SIGNATURE OF AUTHORIZED REPRESENTATIVE: TITLE DATE: CONTACT PERSON: CONTACT PERSON'S ADDRESS: TELEPHONE: FAX: TOLL FREE: INTERNET E-MAIL ADDRESS: INTERNET URL: VENDOR TAXPAYER IDENTIFICATION NUMBER: NOTE: Entries must be completed in ink or typewritten. An original manual signature is required. Anti-Collusion Statement / Public Domain I, the undersigned vendor have not divulged, discussed, or compared this proposal with any other vendors and have not colluded with any other vendor in the preparation of this proposal in order to gain an unfair advantage in the award of this proposal. I acknowledge that all information contained herein is part of the public domain as defined in the Public Records Act, Chapter 119, F.S. eile re http://www.duvalschools.org/dcps http://www.duvalschools.or/#g Page 2 of 49 RFP No. 11-18/LM Exclusive Healthier Beverage Contract ITEMS TO BE RETURNED WITH PROPOSAL: 1. Required Response Form Attachment A Page 1 of 49 2. Office of Economic Opportunity Proposed Schedule of Participation- Attachment B Note: In accordance with section 5.3, please submit proposal as follows: 1. One (1) manually signed original 2. Two (2) photocopies of original 3. Seven (7) USB Flash Drives in .pdf format Proposals to be delivered to: 1701 Prudential Drive, RM 322 Jacksonville, Florida 32207 Page 3 of 49 RFP No. 11-18/LM Exclusive Healthier Beverage Contract DUVAL COUNTY PUBLIC SCHOOLS RFP Exclusive Healthier Beverage Contact RFP N0. 11-18/LM INDEX 1.0 Introduction 2.0 Scope of Services 3.0 General Specifications 4.0 Ex Parte Communication 5.0 Preparation and Submission Requirements 6.0 Familiarity With District and Additional Information 7.0 Time Schedule 8.0 Districts Rights and Reservations 9.0 Information to be included with the submitted proposals 10.0 Complimentary Products 11.0 Response Format 12.0 Evaluation Criteria 13.0 Proposal Evaluation Process 14.0 Cancellation of Award/Termination 15.0 Default 16.0 Legal Requirements 17.0 Federal and State Tax 18.0 Conflict of Interest 19.0 Insurance Requirements 20.0 Indemnification/Hold Harmless Agreement 21.0 Public Records Law 22.0 Permits and Licenses 23.0 Public Entity Crimes 24.0 Assignment of Contract and/or Payment 25.0 Agreement 26.0 Dispute 27.0 Disclaimer 28.0 Office of Economic Opportunity (OEO) Encouragement 29.0 Labor, Workmanship, and School Security Page 4 of 49 RFP No. 11-18/LM Exclusive Healthier Beverage Contract ATTACHMENTS: A. Required Response Form Page 1 of 49 B. Office of Economic Opportunity Proposed Schedule of Participation EXHIBITS: 1. Member Evaluation Worksheet 2. Composite Federal Forms 3. DCPS Scoreboards Page 5 of 49 RFP No. 11-18/LM Exclusive Healthier Beverage Contract DUVAL COUNTY PUBLIC SCHOOLS RFP: EXCLUSIVE HEALTHIER BEVERAGE RFP No. 11-18/LM 1.0 INTRODUCTION 1.1 Purpose and Background This is a Request for Proposals (RFP) for an agreement between Duval County Public Schools (DCPS) and a beverage company for exclusive healthier beverage sales and distribution rights and exclusive advertising/marketing rights in all DCPS schools and departments. The exclusive contract resulting from this RFP process DOES include beverage sales in student dining areas/cafeterias or in dining areas operated by the DCPSs Food Service Management Company (FSMC). 1.2 General Information about District Schools: The District and its governing board were created pursuant to Section 4, Article IX of the Constitution of the State of Florida. The District is an independent taxing and reporting entity managed, controlled, operated, administered, and supervised by the Districts school officials. The Board consists of seven elected officials responsible for the adoption of policies, which govern the operation of the District. The Superintendent of Schools is responsible for the administration and management of the schools within the applicable parameters of state and federal laws and regulations, State Board of Education Rules, and School Board policies. The Superintendent is also specifically delegated the responsibility of maintaining a uniform system of records and accounts in the District. The District is coterminous with Duval County, which covers 850 square miles and operates 171 facilities, including administrative areas, elementary schools, middle schools, high schools and specialized schools. The District serves approximately 128,000 students (the student population changes annually). It is the second largest employer in Jacksonville with approximately 11,800 full time staff (approximately 8,300 teachers) at 99 elementary schools, 3 grades K-6 schools, 2 grades K-8 schools, 24 middle schools, 2 grades 6-12 schools, 19 high schools, 6 exceptional student centers, 1 virtual school, 7 alternative schools, 33 charter schools, and additional administrative facilities. 1.3 Award: All proposals will be evaluated in accordance with the evaluation criteria specified in this document. Based on the proposals received, the Board may elect to proceed based on any of the following options, but will not necessarily be limited only to these options: (1) Award to the best initial proposal without any further discussion or negotiation; (2) Negotiate with the highest ranked firm or firms; (3) Allow top ranked firms to make oral presentations; or (4) Allow any firms considered in the competitive range to provide a best and final offer followed by negotiations and award to the firm offering the best offer. Proposers are advised to provide a competitive offer with the initial proposal since the District reserves the right to award the contract based on initial proposals without further discussion or negotiation. Page 6 of 49 RFP No. 11-18/LM Exclusive Healthier Beverage Contract The proposal most advantageous to the Board, at its sole discretion, will be selected. The Board reserves the right to negotiate out unacceptable clauses or restrictions incorporated within an otherwise acceptable proposal. In the event that a mutually acceptable contract between the Board and the selected Proposer cannot be successfully negotiated and executed, the Board reserves the right to discontinue negotiations with such Proposer and to negotiate and execute a contract with the next highest ranked Proposer. 1.4 Contract Term: The initial contract will be for a period of three (3) years from the date of award. The contract will then be renewable for three (3) additional one (1) periods, for a total of 6 years with the consent and agreement of both parties, under the same terms and conditions as the original contract, unless otherwise mutually agreed upon. It is anticipated that a recommendation for award will be brought before the Board at a regularly scheduled meeting on July 3, 2018. 2.0 SCOPE OF SERVICES: The purpose of this solicitation is to obtain an exclusive contract for beverage products for DCPS. The resulting contract will encompass product sales in vending machines on school campuses and administrative buildings, as well as product for concession stands and other outdoor sales locations. The contract INCLUDES sales to the FSMC for distributions in student dining facilities, cafeterias of food services areas on school campuses or administrative facilities, except where specifically noted otherwise with this specification. Additional case volume and vending machines sales will be realized through additional avenues including athletic events, performance events, academic programs, open houses, parent nights, carnivals, fundraisers, and performing Arts programs events. Also, DCPS offers a full range of after school and weekend programs. Example include: classes, activities, summer camps, and extended day programs. Beverages purchased for school meal programs will be delivered directly to schools. Currently, the Food Services program serves approximately $14,000 worth of a la carte meals per day on average. Yearly Volume for 2016/17 Cafeteria Volume = 19,061 cases Vending Volume = 13,216 cases Yearly Volume FOR 2015/16 Cafeteria Volume = 22,429 cases Vending Volume = 15,515 cases It is DCPS intent to comply fully with the rules and regulations regarding the National School Lunch Program. Nothing in this RFP or in the resulting contract shall be interpreted or construed in such a manner as to jeopardize DCPS participation in this program. Page 7 of 49 RFP No. 11-18/LM Exclusive Healthier Beverage Contract 2.1 Participating Schools and Administrative Offices within the District: Duval County Public Schools JACKSONVILLE, FLORIDA 32219 Sch. No. FACILITY Enrollment Net Square Feet STREET ADDRESS ACRES 3006 Rutherford, Mattie V. Alternative 77 40,118 1514 HUBBARD STREET 2 3012 West Riverside Elementary 318 37,092 2801 HERSCHEL STREET 2 3014 Grand Park Career Center 99 31,202 2335 W 18TH STREET 4 3015 Brentwood Elementary 309 57,846 3750 SPRINGFIELD BOULEVARD 3 3016 Ortega Elementary 342 33,993 4010 BALTIC STREET 3 3018 Central Riverside Elementary 360 55,482 2555 GILMORE STREET 5 3019 Upson, Ruth N. Elementary 452 53,884 1090 DANCY STREET 4 3020 Fishweir Elementary 449 44,013 3977 HERSCHEL STREET 4 3021 Morgan, Annie R. Elementary 374 52,194 964 ST CLAIR STREET 8 3025 Kirby-Smith Middle 861 199,726 2034 HUBBARD STREET 14 3027 GRASP Academy (Old Justina Road ES #215) 335 44,537 3101 JUSTINA ROAD 10 3028 Oak Hill Academy (old #210) 177 76,214 6910 DAUGHTRY BOULEVARD S 11 3029 Bridge to Success West Jacksonville (OldWestJaxES #143) 725 43,397 2115 COMMONWEALTH AVENUE 4 3030 Loretto Elementary 1,033 104,114 3900 LORETTO ROAD 28 Page 8 of 49 RFP No. 11-18/LM Exclusive Healthier Beverage Contract 3031 Landon Middle 758 114,660 1819 THACKER AVENUE 10 3032 Marine Science Education Center 39 13,510 1347 PALMER AVENUE 2 3033 Lee, Robert E. Senior High 1,913 218,140 1200 S MCDUFF AVENUE 15 3035 Jackson, Andrew Senior High 451 161,314 3816 MAIN STREET 19 3037 Kite, Henry F. Elementary 221 36,332 9430 LEM TURNER ROAD 5 3038 Baldwin Junior Senior High 1,208 113,942 291 MILL STREET 21 3045 Dinsmore Elementary 513 63,944 7126 CIVIC CLUB ROAD 14 3046 Arlington Elementary 237 33,179 1201 UNIVERSITY BOULEVARD 7 3048 Jefferson, Thomas Elementary 517 56,144 8233 NEVADA STREET 10 3051 Whitehouse Elementary 467 70,704 11160 GENERAL AVENUE 7 3058 Brown, Richard L. Gifted & Talented (Old #148) 350 73,449 1535 MILNOR AVENUE 16 3059 Garden City Elementary 421 54,506 2814 DUNN AVENUE 18 3062 Oceanway Middle 954 139,143 143 OCEANWAY AVENUE 22 3063 Fletcher, Duncan U. Middle 1,358 151,113 2000 N 3RD STREET 22 3064 Hogan-Spring Glen Elementary 352 48,271 6736 BEACH BOULEVARD 20 3065 Atlantic Beach Elementary 473 46,400 298 SHERRY DRIVE 10 3066 Dupont, Alfred I. Middle 826 139,062 2710 DUPONT AVENUE 17 3068 Venetia Elementary 448 46,434 4300 TIMUQUANA ROAD 16 3069 Lake Shore Middle 1,213 129,479 2519 BAYVIEW AVENUE 24 Page 9 of 49 RFP No. 11-18/LM Exclusive Healthier Beverage Contract 3070 North Shore Elementary (K-6 16-17) 694 154,113 5701 SILVER PLAZA 13 3071 Hendricks Avenue Elementary 680 77,811 3400 HENDRICKS AVENUE 24 3072 Spring Park Elementary 467 50,976 2250 SPRING PARK ROAD 14 3073 Love, John Elementary 208 38,494 1531 WINTHROP STREET 4 3074 Lake Forest Elementary 378 75,262 901 KENNARD STREET 10 3075 Paxon School SAS 1,497 171,623 3239 W 5TH STREET 72 3076 Southside Estates Elementary 505 75,295 9775 IVEY ROAD 36 3077 Hyde Park Elementary S 3-5 336 55,960 5300 PARK STREET 20 3078 Biltmore Elementary 290 67,179 2101 PALM AVENUE 14 3079 Ramona Elementary 396 54,228 5540 RAMONA BOULEVARD 19 3080 San Pablo Elementary 541 63,062 801 18TH AVENUE N 18 3082 Love Grove Elementary 371 71,565 2446 UNIVERSITY BOULEVARD 14 3083 San Jose Elementary 791 74,963 5805 OLD ST AUGUSTINE ROAD 25 3084 Bayview Elementary (K-6 16-17) 409 44,626 3257 LAKE SHORE BOULEVARD 8 3085 Lake Lucina Elementary 374 55,156 6527 MERRILL ROAD 16 3086 Parker, Terry Senior High 1,623 206,890 7301 PARKER SCHOOL ROAD 35 3087 Englewood Elementary 489 46,661 4359 SPRING PARK ROAD 10 3088 Stockton, John Elementary 471 47,822 4827 CARLISLE ROAD 12 3089 Woodland Acres Elementary 635 89,567 328 BOWLAN STREET 13 3090 Englewood Senior High 1,856 220,580 4412 BARNES ROAD 33 Page 10 of 49 RFP No. 11-18/LM Exclusive Healthier Beverage Contract 3091 Mathis, Sallye B. Elementary 452 66,546 3501 WINTON DRIVE 12 3093 Pinedale Elementary (K-6 16-17) 491 96,339 4229 EDISON AVENUE 12 3094 Windy Hill Elementary 569 64,440 3831 FOREST BOULEVARD 13 3095 Pearson, Rutledge H. Elementary 279 55,537 4346 ROANOKE BOULEVARD 24 3096 Ribault, Jean Senior High 1,466 210,631 3701 WINTON DRIVE 37 3097 Cedar Hills Elementary 536 50,242 6534 ISH BRANT ROAD 12 3098 Timucuan Elementary 594 71,737 5429 110TH STREET 10 3099 Highlands Elementary 464 66,491 1000 DEPAUL DRIVE 12 3106 Long Branch Elementary (3-6 2016-17) 173 46,282 3723 FRANKLIN STREET 6 3107 Anderson, Douglas Senior High 1,140 192,708 2445 SAN DIEGO ROAD 12 3116 Tillis, Sadie Elementary 477 61,199 6084 MORSE AVENUE 13 3124 Evans, Saint Clair Academy Elementary 378 58,363 5443 MONCRIEF ROAD 18 3128 Tolbert, Susie E. 3-6 429 58,707 1925 W 13TH STREET 12 3141 Axson, John Allen Elementary 583 62,369 4763 SUTTON PARK CT. 24 3142 Chaffee Trails Elementary 738 100,244 11400 SAM CARUSO WAY 20 3144 Jacksonville Beach Elementary 605 74,744 315 10TH STREET S 8 3145 Darnell-Cookman Middle/High 1,158 147,866 1701 DAVIS STREET 12 3146 Gilbert, Matthew W. Middle 433 123,054 1424 FRANKLIN STREET 12 3149 Livingston, Smart Pope Elementary 542 109,525 1128 BARBER STREET 10 Page 11 of 49 RFP No. 11-18/LM Exclusive Healthier Beverage Contract 3150 New Berlin Elementary 1,163 136,853 3613 NEW BERLIN ROAD 51.99 3152 Johnson, James Weldon Middle 999 138,235 3276 NORMAM THAGARD BLVD. 3153 Stanton College Preparatory School 1,637 156,851 1149 W 13TH STREET 20 3154 Ford, John E. K-8 660 114,060 1057 W 1ST STREET 10 3155 Northwestern Middle 499 108,795 2100 W 45TH STREET 22 3156 Butler, Eugene J. Middle YWLA/YMLA (Old #92) 528 160,940 900 ACORN STREET 16 3158 Carver, George Washington Elementary (K-6 16-17) 356 54,546 2854 45TH STREET 14 3159 Pine Forest Elementary 436 50,282 3929 GRANT ROAD 12 3160 Waterleaf Elementary 771 103,512 16 3161 Bartram Springs Elementary 976 103,371 14799 BARTRAM SPRINGS PKY. 20 3162 Daniels, R. V. 322 41,640 1951 W 15TH STREET 3 3163 Payne, Rufus E. Elementary 328 55,077 6725 HEMA ROAD 12 3164 Mount Herman Exceptional Center 150 75,760 1741 FRANCIS STREET 3 3165 Raines, William M. Senior High 1,352 215,273 3663 RAINES AVENUE 36 3166 Woodson, Carter G. Elementary 421 58,365 2334 BUTLER AVENUE 10 3169 Hull, S. A. Elementary 277 41,549 7528 HULL STREET 14 3170 Palm Avenue Exceptional Center 156 43,553 1301 W PALM AVENUE 11 3202 Reynolds Lane Elementary 346 76,109 840 REYNOLDS LANE 11 Page 12 of 49 RFP No. 11-18/LM Exclusive Healthier Beverage Contract 3203 Kings Trail Elementary 400 49,209 7401 OLD KINGS ROAD S 13 3205 Pickett Elementary 230 30,856 6305 OLD KINGS ROAD N 30 3206 Brookview Elementary 574 69,691 10450 THERESA DRIVE 15 3207 Stuart, J E B Middle 620 119,484 4815 WESCONNETT BOULEVARD 44 3208 Parkwood Heights Elementary 344 45,314 1709 LANSDOWNE DRIVE 12 3209 Holiday Hill Elementary 583 77,839 6900 ALTAMA ROAD 17 3211 Southside Middle 842 124,402 2948 KNIGHT LANE E 17 3212 Ribault, Jean Middle 733 115,760 3610 RIBAULT SCENIC DRIVE 19 3213 Arlington Middle 807 156,309 8141 LONE STAR ROAD 19 3214 Hyde Grove Elementary K-2 515 51,568 2056 LANE AVENUE S 13 3216 Davis, Jefferson Middle 847 114,587 7050 MELVIN ROAD 19 3217 Brewer, Don 3-5 527 86,243 3385 HARTSFIELD ROAD 15 3218 San Mateo Elementary 619 53,657 600 BAISDEN ROAD 28 3219 Stilwell, Joseph Middle 772 110,975 7840 BURMA ROAD 27 3220 King, Martin Luther Elementary 412 62,459 8801 LAKE PLACID DRIVE E 12 3221 Normandy Village Elementary 496 60,869 8257 HERLONG ROAD 12 3222 Greenfield Elementary 530 51,989 6343 KNIGHTS LANE N 8 3223 Fletcher, Duncan U. Senior High 2,054 202,575 700 SEAGATE AVENUE 18 3224 Wolfson, Samuel W. Senior High 795 207,964 7000 POWERS AVENUE 35 3225 Seabreeze Elementary 581 48,950 1400 SEABREEZE AVENUE 12 Page 13 of 49 RFP No. 11-18/LM Exclusive Healthier Beverage Contract 3226 Crystal Springs Elementary 1,071 145,866 1200 HAMMOND BOULEVARD 16 3227 Mayport Elementary 504 80,889 2753 SHANGRI LA DRIVE 12 3228 Merrill Road K-2 581 72,463 8239 MERRILL ROAD 10 3229 Jacksonville Heights Elementary 717 84,374 7750 TEMPEST STREET S 11 3230 Beauclerc Elementary 799 98,606 4555 CRAVEN ROAD W 13 3231 Kernan Trail Elementary 702 49,209 2281 KERNAN BOULEVARD 40 3232 Chimney Lakes Elementary 1,044 134,742 9353 STAPLES MILL 18 3233 Lone Star Elementary 565 66,025 10400 LONE STAR ROAD 13 3234 Jackson, Stonewall Elementary 263 35,311 6127 CEDAR HILLS BOULEVARD 7 3235 Fort Caroline Elementary 608 72,702 3925 ATHORE DRIVE 10 3236 Jones, Mamie Agnes Elementary 362 49,299 700 ORANGE AVENUE 16 3237 Sandalwood Senior High 2,841 309,634 2750 JOHN PROM BOULEVARD 62 3238 Fort Caroline Middle 664 98,579 3787 UNIVERSITY CLUB BOULEVARD 25 3239 Sabal Palm Elementary 980 144,731 1201 KERNAN BOULEVARD 24 3240 Arlington Heights Elementary 355 65,915 1520 SPRINKLE DRIVE 8 3241 Westside High School 1,588 190,831 5530 FIRESTONE ROAD 34 3242 Sheffield, Louis S. Elementary 788 64,799 13333 LANIER ROAD 32 3243 Gregory Drive Elementary 646 73,402 7800 GREGORY DRIVE 21 3244 Highlands Middle 816 141,089 10913 PINE ESTATES ROAD E 38 3245 Crown Point Elementary 818 121,257 3800 CROWN POINT ROAD 18 Page 14 of 49 RFP No. 11-18/LM Exclusive Healthier Beverage Contract 3246 Neptune Beach Elementary 853 117,547 1515 FLORIDA BOULEVARD 15 3247 Finegan, Joseph Elementary 406 72,696 555 WONDERWOOD DRIVE 15 3248 White, Edward H. Senior High 1,309 215,384 1700 OLD MIDDLEBURG ROAD 41 3249 Greenland Pines Elementary 799 121,233 5050 GREENLAND ROAD 20 3250 Pine Estates Elementary 278 31,949 10741 PINE ESTATES ROAD E 6 3251 Twin Lakes Elementary 849 133,649 10515 BAYMEADOWS ROAD 20 3252 Alden Road Exceptional Center 186 49,799 11780 ALDEN ROAD 20 3253 Twin Lakes Middle 1,212 209,740 8050 POINT MEADOWS DRIVE 70 3254 Mayport Middle 854 142,154 2600 MAYPORT ROAD 37 3255 Enterprise Learning Academy 842 127,963 8085 OLD MIDDLEBURG ROAD 17 3256 Landmark Middle 1,524 234,514 101 KERNAN ROAD 36 3257 Alimacini Elementary 922 136,019 2051 SAN PABLO ROAD 20 3258 Mandarin Oaks Elementary 1,047 143,091 10600 HORNETS NEST 21 3259 Mandarin Middle 1,477 225,034 5100 HOOD ROAD 36 3260 Mandarin Senior High 2,597 331,565 4831 GREENLAND ROAD 73 3262 Robinson, Andrew A. Elementary 703 124,289 101 W 12TH STREET 20 3263 Abess Park Elementary 700 118,273 12731 ABESS BOULEVARD 18 3264 Chets Creek Elementary 1,312 122,848 STREET ADDRESS 20 3265 First Coast Senior High 1,989 327,516 590 DUVAL STATION 112 3267 LaVilla School of the Arts 1,016 118,017 501 NORTH DAVIS STREET 13 3268 Atlantic Coast Senior High 2,354 302,640 9735 R.G. SKINNER PKY. 163 Page 15 of 49 RFP No. 11-18/LM Exclusive Healthier Beverage Contract 3269 Biscayne Elementary 711 82,130 11200 BISCAYNE BOULEVARD 20 3270 Oceanway Elementary (K-6 16-17) 613 81,081 12555 GILLESPIE AVENUE 20 3274 Westview- K8 1,253 166,199 5270 CONNIE JEAN RD. 46 3279 Kernan Middle 1,147 169,696 2271 SOUTH KERNAN BOULDVARD 53 3280 Peterson, Frank H. Academy 1,185 374,611 7450 WILSON BOULEVARD 80 3285 Randolph, A. Philip Academy 413 240,629 1157 GOLFAIR BOULEVARD 80 113,069 16,237,855 3,253 Note: The number of students fluctuates throughout the year due to transfers in and out of the school system. The enrollment figures here are based on 1st Quarter Enrollment for the 2017-2018 school year. Administrative office locations include the central administrative building, Schultz Center, Consolidated Services Building, King Street, Arlington Regional Center, maintenance stations, and other outlying administrative areas. Any new school or administrative facility brought into use during the term of the contract resulting from this RFP shall be included in the contract under the same terms and conditions as the original facilities listed. Charter schools within the boundaries of Duval County are NOT included as a part of any contract resulting from this RFP. DCPS does not guarantee or represent that any charter school or any current DCPS school that may be converted in whole or in part to a charter school in the future will be part of the contract. 2.2 Time of Delivery of Products It is the intention of DCPS to permit deliveries at schools and administrative sites only during regular school/business hours. Other delivery times must be coordinated and approved by the school principal, site administrator, or a designated DCPS representative. 2.2.1 Partnerships and Joint Ventures Proposals submitted as joint ventures or partnerships are permitted by this solicitation in order to make available products. Responses which propose joint ventures and/or partnerships shall bear the signatures of all parties involved. In the event two major beverage companies intend to respond jointly, they must work together and respond to the RFP accordingly with the signatures of both parties. Page 16 of 49 RFP No. 11-18/LM Exclusive Healthier Beverage Contract 3.0 GENERAL SPECIFICATIONS 3.1 Products A. The products shall be the line of all non-alcoholic beverages excluding milk products, high caffeine energy drinks, coffee, hot tea, hot chocolate. Lemonade, punch and tea prepared from mixes/concentrate that are dispensed by Food Services for adult consumption are also excluded as is water for water coolers and water from the public water supply. DCPS requires a full line of carbonated and non-carbonated beverages (including bottled waters, flavored waters, sport drinks, lemonade and iced tea) to be offered by the Contractor. This contract excludes juice, juice drinks, punch, punch drinks, milk, and milk products since they will be selected and served through the Food Service Management Contract. Preference will be given to products meeting the Alliance for a Healthier Generation school beverage guideline, (pg. 18). This shall include both pre-mix and post-mix products. Once DCPS has approved the initial product line offered by the vendor, the vendor will be allowed to add new products with prior written approval from DCPS. Should the Contractor remove a product without a suitable replacement in quality, quantity, and price, as determined by DCPS, then DCPS reserves the right to seek substitute elsewhere. B. The product line(s) to be sold at each location will be by mutual decision and agreement between DCPS and the Contractor. C. DCPS will not provide personnel to contractor for selling beverages. However, if DCPS desires to sell over-the-counter beverages at events using its own or volunteer personnel, the Contractor shall provide beverages at a cost not greater than that charged DCPS FSMC provider. For other products not currently being purchased by DCPS FSMC provider, the cost shall be no greater than prevailing wholesale pricing in the region. D. The Contractor shall provide, at no cost, any necessary dispensing equipment for either pre-mix or post-mix products, as may be requested by the school or site principal. Placement of all pre/post mix equipment shall be upon mutual agreement between the Contractor and the site administrator. E. The Contractor shall be able to meet the size (including volume) requirements of the Smart Snack Guidelines for each grade level. 3.2 Exclusivity A. Exclusivity will be granted to the Contractor for distribution of carbonated, non-carbonated beverages, bottled waters, flavored waters, sport drinks, lemonade, and iced tea normally distributed by the Contractor. Concession stands will also utilize the winning contractors products, but will not be specifically required to order directly through this contract and will be subject to any applicable laws, regulations or polices with respect to the DCPS food service program. Our District acknowledges that many school concessions stand operations receive donated products from parents and boosters which are resold through concession sales to generate profits for local school programs. Except as noted above, the Contractor shall provide all products in a timely manner to keep all vending machines and concessions operating fully supplied with respect to all cans, bottles, syrups, carbonation, and all other necessary supplies to allow DCPS and the Contract to maximize sales. Page 17 of 49 RFP No. 11-18/LM Exclusive Healthier Beverage Contract B. The successful Contractor may receive exclusive beverage advertising opportunities in DCPS owned facilities and at DCPS functions to the extent outlined in the document. Exclusive advertising rights shall NOT apply to DCPS Internet website, any DCPS sponsored websites, or the television programs. DCPS reserves the right to afford advertising opportunities to any and all commercial enterprises in the event that Internet advertisement is determined to be in DCPS best interest. Principals may elect to sell advertisements in their athletic programs and yearbooks that may contain competitors products. C. DCPS will attempt to ensure the benefits described above are exclusive to the Contractor. However, these exclusive rights shall apply only with respect to District owned and controlled facilities in which the District retains control of space utilization. These exclusive rights shall NOT apply to Charter Schools. Additionally, parents/guardians may donate competitive products for classroom parties or classroom events. D. Advertising in food service areas is controlled by DCPS FSMC. However, competitors products will not be advertised in food service areas. 3.3 Pricing Pricing of products shall be mutually agreed upon during the negotiation of the final terms and conditions. The Contractor shall include an initial pricing proposal for every product to be offered. The Contractor will be allowed to increase product pricing once annually after the first year of contract provided there is mutual agreement with the District which shall not be unreasonably withheld. However, price increases shall be governed by prevailing market conditions and in no instance shall be greater than any increase experienced in similar markets within the State of Florida. 3.4 Vending Equipment A. As soon as possible, but within not more than ninety (90) days from the date of Contract award, the Contractor shall furnish vendor-owned and manufactured beverage vending machines at all agreed upon locations. By submitting a proposal, the awarded Contractor agrees to coordinate the removal of equipment with any unsuccessful Contractor. Unless otherwise agreed by DCPS, elementary schools shall have two or more machines, middle and high schools shall have no more than one machine for each 150 students, or more. The final decision on number of machines over the minimum will be at the discretion of each school principal. All vending machines shall be modern, contain current mechanical/electronic technology and will comply in all aspects, including product display and time of sale, with applicable laws, regulations or polices with respect to the DCPS food service program. All machines shall have bill changing capability, be electrically efficient, have unit sales counting capabilities and be aesthetically acceptable to DCPS. Page 18 of 49 RFP No. 11-18/LM Exclusive Healthier Beverage Contract B. New Beverage Guidelines USDA Smart Snacks in School ALLIANCE FOR A Beverage Guidelines HEALTHIER &_ t_ GENERATION CATEGORY ELEMENTARY MIDDLE HIGH PLAIN OR CARBONATED WATER Any size Any size Any size LOW FAT MILK (1%), UNFLAVORED 80z 120z 120z NON FAT MILK (SKIM), 80z $120z $120z FLAVORED OR UNFLAVORED* 100% FRUIT OR VEGETABLE JUICE 80z 120z 120z (plain or carbonated) with no added sweeteners 100% FRUIT OR VEGETABLE JUICE, 80z 120z 120z DILUTED WITH WATER (plain or carbonated) with no added sweeteners NO CALORIE BEVERAGES, FLAVORED AND/OR Not permitted Not permitted 200z CARBONATED 5 calories per 80z, or 10 calories per 200z LOW CALORIE BEVERAGES, FLAVORED AND/OR Not permitted Not permitted 120z CARBONATED 40 calories per 80z, or 60 calories per 120z including nutritionally equivalent milk alternatives as permitted by the school meal requirements. Note: Caffeinated beverages are only permitted at the High School level. For a sample list of products that meet these Guidelines, please visit: HealthierGeneration.org/productnavigator American CLINTON. FOUNDED BY: Heart FOUNDATION Association. Page 19 of 49 RFP No. 11-18/LM Exclusive Healthier Beverage Contract C. It is the sole responsibility of the Contractor to ensure compliance with these limitations through location, selection, and timers. D. Vending machines shall be quiet and not disruptive to the activities on-going on DCPS property. E. The Contractor shall be solely responsible for all damages to vending machines and all theft that occurs with the vending machines due to vandalism and or key entry. While site administrators will make every reasonable effort to assist in minimizing damage and/or loss from vandalism or theft, DCPS will bear no monetary responsibility for damage to Contractors property or loss of Contractors product. F. The purchase and installation of machines, cages, and anchoring devices and expense of installation of vending machines shall be the Contractors responsibility excluding electrical line installation. DCPS will cooperate with, and support, reasonable requests from the Contractor in this regard. The Contractor will work closely with the Maintenance and Facilities Services Department in the installation of machines. G. DCPS may reject machine signage or logos if deemed objectionable or a distraction to the activities in any DCPS facility or property. H. The Contractor shall supply coolers and special events trailers for all special events where the Contractors products are sold. I. The Contractor shall maintain the cleanliness of all vending machines. It is the responsibility of the Contractor to clean the inside and the outside of all vending machines, as well as all vending machine areas. 3.5 Vending Equipment Maintenance (Turnkey Premium Service) The Contractor shall be responsible for the maintenance and repair of all equipment it provides for use on DCPS property. DCPS will exercise prudent care in the handling and operation of any such equipment. The Contractor shall ensure that no vending machine is out of service for more than 24 hours from the time of notification by any DCPS employee of a malfunction. The Contractor shall replace machines which are chronically out of service or malfunctioning. The Contractor shall provide a local contact name and number of the individual(s) assigned responsibility for the repair and maintenance of equipment. 3.6 Electricity DCPS will furnish, at no cost to the Contractor, the necessary electricity for the operation of vending machines. A projection of the maximum annual electrical cost and maximum aggregate annual electrical consumption per machine shall be included in the proposal. DCPS will take reasonable measures to avoid power loss and to restore power if, and when, a power outage occurs. 3.7 Storage Space DCPs will not be required, without fee, to furnish any storage space for beverage products owned by the Contractor. DCPS may provide temporary storage of concession equipment after athletic or other events without charge. Informal arrangements may be agreed upon between individual site administrators and the Contractor for limited storage of product owned by the Contractor. However, the product stored shall Page 20 of 49 RFP No. 11-18/LM Exclusive Healthier Beverage Contract only be for the intended use of the site at which it is stored. Additionally, DCPS will bear no financial responsibility in the event of theft or product damage. 3.8 Fee Payment/Procedure A. The Contractor shall pay to each school (or as otherwise designated) the guaranteed Student Access Fees in four (4) equal payments at times to be agreed upon. The payments shall be subject to certain guarantees and minimums may be negotiated. Payments shall only be paid as instructed in writing by a designated DCPS representative. B. The Contractor acknowledges that the Contractor is responsible for, and is taking all risk with respect to any reduction of gross sales due to theft, fire, accident, vandalism, temporary loss of power, weather, acts of God, changes to DCPS or individual school calendars, temporary or permanent school closures, changes to school or facility construction plans, changes to the athletic or extracurricular program or schedule, changes to school boundaries or DCPS boundaries which do not reduce the number of students in the district by more than fifteen percent (15%), machine failure (refunds), other acts beyond DCPS control, and actions within DCPS control that are necessary for sound educational reasons (e.g. relocation of vending machines) and that are considered typical for large public school systems. Unless otherwise expressly agreed by all parties, no reduction in gross sales attributable to such factors shall constitute a basis for reducing or renegotiating Student Access Fees, or any other payments to DCPS. C. All machines shall have automatic sales counters that can be used for sales verification by DCPS, or its representatives. All machines in student accessible areas shall be timer controlled. Or all machines in elementary school student accessible areas and machines vending carbonated beverages in middle schools shall be timer controlled when located in areas where product sales are restricted in accordance with Commissioner of Education Rule 6-7.0411(2)(c). (Appendix _II_) School principals may not further restrict the time(s) during which products may be sold. D. The Contractor shall pay the current Prompt Payment Act interest rate in effect per annum as a late fee for all payments due under this contract that are made after the due date. This includes, but is not limited to, the Sponsorship fees, Student Access Fees, Guaranteed Commission, regular Commission payments, and Scoreboard payments. 3.9 Commission Accounting Requirements A. All financial records of the Contractor pertaining to this contract shall be made available for audit during normal working hours by DCPS or its designated auditor. B. The contractor shall provide and maintain a petty cash fund of at least $25.00 at all high schools, $15.00 at all middle schools, $10.00 at all elementary schools and $10.00 at each DCPS owned administrative facility for the purpose of making prompt refunds of money lost in the Contractors machines. The Contractor shall replenish these funds on a timely basis as defined in the final contract document. DCPS will make available one of its personnel from time to time to administer such petty cash fund as needed. However, the Contractor shall bear all responsibility with respect to such funds. DCPS will require students to sign a refund form. C. DCPS must approve the Contractors monthly report format for the purpose of tabulating and monitoring sales receipts and the making of monthly commission payments. Such reports shall be submitted to a designated DCPS representative monthly and shall include detailed sales reports by product and machine location, as well as a periodic reconciliation of the sales dollars

1701 Prudential Drive Jacksonville, FL 32207Location

Address: 1701 Prudential Drive Jacksonville, FL 32207

Country : United StatesState : Florida

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