REQUEST FOR PROPOSAL

FOR SELECTION OF CONTRACTOR

For

INSTALLATION AND OPERATION OF SNACK VENDING MACHINES and

OTHER SNACK SERVICES

At

TEXAS STATE TECHNICAL COLLEGE HARLINGEN

RFP No.: CP- 007-15 SNACK VENDING MACHINE SERVICES

Proposal Submittal Deadline: April 9, 2015 at 3:00 p.m. CST

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TABLE OF CONTENTS

Section Number and Title: Page Number: 1. Introduction ..................................................................................................................... 3

1.1 Description of Texas State Technical College Harlingen ……. ............................. 3 1.2 Objectives of RFP ................................................................................................. 3 1.3 Background Information ........................................................................................ 3

2. Notice to Proposers ........................................................................................................ 4 2.1 General Information ............................................................................................... 4 2.2 Submittal Deadline ................................................................................................ 4 2.3 College Contact Person ........................................................................................ 4 2.4 Inquiries and Interpretations .................................................................................. 5 2.5 Type of Agreement ................................................................................................ 5 2.6 Public Information .................................................................................................. 5 2.7 Proposal Selection Process ............................................................................... 5-6 2.8 Criteria for Selection ........................................................................................... 6-7 2.9 Proposer's Acceptance of Evaluation Methodology .............................................. 7 2.10 Solicitation for Proposal and Proposal Preparation Costs ..................................... 7 2.11 Key Events Schedule ............................................................................................ 8 2.12 Historically Underutilized Businesses .................................................................... 8

3. Proposal Requirements .................................................................................................. 9 3.1 General Instructions .............................................................................................. 9 3.2 Preparation and Submittal Instructions............................................................. 9-11 3.3 Terms and Conditions ......................................................................................... 11 3.4 Submittal Checklist .............................................................................................. 11

4. General Terms and Conditions ............................................................................... 12-15 5. Specifications ................................................................................................................ 16

5.1 General ................................................................................................................ 16 5.2 Specifications and Scope of Work ...................................................................... 16 5.3 Subcontractors .................................................................................................... 17 5.4 References ......................................................................................................... 17 5.5 General Responsibilities ...................................................................................... 17 5.6 Proposal Requirements .................................................................................. 17-18 5.7 Specific Duties Required ................................................................................ 18-19 5.8 Exclusivity Privileges ........................................................................................... 19

6. Execution of Offer .................................................................................................... 20-23 7. Pricing and Delivery Schedule ..................................................................................... 24 8. Proposer General Questionnaire………………………………………….……………25-28 9. Addenda Checklist ........................................................................................................ 29 Appendix One ........................................................................................................... 30-41 Sample Agreement Appendix Two ................................................................................................................ 42 Map of Texas State Technical College Harlingen Campus Appendix Three ............................................................................................................. 43

Declaration of Subcontracting Opportunities Appendix Four ............................................................................................................... 44

List of Buildings Where Vending Machines Will Be

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SECTION 1

INTRODUCTION 1.1 Description of Texas State Technical College Harlingen

Texas State Technical College Harlingen (“the College” or “TSTC”) was established in 1967, and is supported by the state of Texas. Enrollment at Texas State Technical College has shown a steady growth over the years with the Fall 2009 semester enrolling over 6,500 students in day and evening courses. There are approximately 500 full-time and part-time faculty and staff employed.

1.2 Objectives of RFP

The College desires to contract with a qualified and experienced company to (a) install, operate and maintain Snack vending machines and related equipment at specified locations at TSTC. College requests interested companies to submit proposals to contract with College to provide vending machine services under the terms and conditions set forth in this RFP. The College expects to enter into a contract with the selected Proposer for a term of up to three (3) years; option to extend the contract for two (2) additional one (1) year period. A sample Agreement is attached to this RFP as Appendix One. The College encourages but shall not require Proposers to submit proposals that include an offer to provide ALL of the services solicited in this RFP; however, the College will accept and consider proposals to provide less than all of those services. The College may at its discretion accept all or any part of any proposal, subject to the negotiation and execution of an Agreement between the parties. The College is seeking to contract with a qualified and experienced company that can provide (1) high quality Snack vending machine services on the campus at prices that are competitive with local vendors in the Rio Grande Valley area; (2) a variety of Snack offerings; (3) prompt and professional operation and maintenance of the Snack vending machines and all related equipment; and (4) financial compensation to be paid to College in consideration for exclusive rights to operate Snack vending machines on campus.

A Map of Texas State Technical College Harlingen campus is attached to this RFP as Appendix Two for purposes of reference. Vending machine locations may be not be changed except by prior written authorization from College.

1.3 Background Information

The College is equipped to place vending machines in 24 current locations on the campus, with additional machines added in the upcoming buildings that will be constructed. The buildings are in constant use by students, faculty, and staff. Each machine will be stocked with various brands as determined by the College and the vendor.

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SECTION 2

NOTICE TO PROPOSERS

2.1 General Information

The College is accepting competitive sealed proposals from qualified and experienced vendors (collectively, “Proposer”) that desire to enter into a contract with the College to provide Snack vending machine products and services in accordance with the terms, conditions, requirements and specifications set forth in this Request for Proposal, RFP No. CP-007-15 SNACK VENDING MACHINE SERVICES (this “RFP”). This RFP provides sufficient information for Proposer to prepare and submit a proposal for consideration by the College. Proposer is encouraged to submit a proposal offering the maximum benefit to College in terms of (1) services to College’s faculty, students, staff and visitors (2) total overall consideration to College, and (3) project management expertise. Proposer is encouraged to offer educational, state and local government and any other available discounts as part of its proposal. By submitting a proposal, Proposer certifies that it understands this RFP and has full knowledge of the scope, nature, quality, and quantity of the work to be performed, the detailed requirements of the services to be provided, and the conditions under which the services are to be performed. Proposer also certifies that it understands that all costs relating to preparing and responding to this RFP will be the sole responsibility of Proposer. PROPOSER IS CAUTIONED TO READ THE INFORMATION CONTAINED IN THIS RFP CAREFULLY AND TO SUBMIT A COMPLETE RESPONSE TO ALL REQUIREMENTS, SPECIFICATIONS AND QUESTIONS AS DIRECTED.

2.2 Submittal Deadline

RFP must be received no later than Thursday, April 9, 2015 @ 3:00 p.m. at the Purchasing Office located at the Service Support Center. Proposals received after deadline will not be considered.

2.3 College Contacts

Any questions or concerns regarding this Request for Proposal shall be directed in writing, preferably via e-mail, to:

Carmen N. Perez Buyer I

Texas State Technical College Harlingen Purchasing Department

1902 N. Loop 499 Harlingen, Texas 78550

carmen.perez@harlingen.tstc.edu

College specifically requests that Proposers restrict all contact and questions regarding this RFP to the above-named individual.

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2.4 Inquiries and Interpretations

The College may in its sole discretion respond in writing to written inquiries concerning this RFP and transmit its response as an Addendum to all parties recorded by the College as having received a copy of this RFP. College will consider written questions until March25, 2015 the RFP from potential Proposers that are received on or before the Written Questions Due Date specified in Section 2.11. Only the College’s responses that are made by formal written Addenda shall be binding on College. Verbal and other written interpretations or clarifications shall be without legal effect. All Addenda issued by the College prior to the Submittal Deadline are incorporated as part of this RFP for all purposes. Proposer shall be required to consider and acknowledge receipt of each Addendum as specified in this Section. Proposer must acknowledge all Addenda by completing, signing and returning the Addenda if issued. The Addenda(s) must be received prior to the Submittal Deadline or accompany the Proposer’s proposal. Any interested party that receives this RFP by means other than directly from the College is responsible for notifying the College that it has an RFP package, and shall provide to the College such party’s name, address, telephone number, e-mail address, and FAX number, in the event that College issues Addenda to this RFP.

2.5 Type of Agreement

The successful Proposer (“Successful Proposer”) selected by the College in accordance with the requirements and specifications set forth in this RFP will be required to enter into a contract with the College in the form of the agreement attached to this RFP as Appendix One (the “Agreement”) or, in the sole discretion of the College, terms and conditions substantially similar to those contained in the Agreement. The Agreement, if any, resulting from this RFP shall have a term of up to three (3) years with the option to extend the contract for two (2) additional one (1) year period.

2.6 Public Information

The College considers all information, documentation, and other materials requested to be submitted in response to this RFP to be of a non-confidential and non-proprietary nature and, therefore, shall be subject to public disclosure under the Texas Public Information Act (Texas Government Code, Chapter 552.001, et seq.) after the award of a contract under this RFP. Proposer is hereby notified that the College strictly adheres to all statutes, court decisions, and opinions of the Texas Attorney General related to the disclosure of public information.

2.7 Proposal Selection Process

College will select the Successful Proposal (as defined in Section 2.8) by using the competitive sealed proposal process described in this Section 2.7. Proposals will be opened publicly to identify the name of each Proposer submitting a proposal. After the opening of the proposals and upon completion of the initial review and evaluation of the proposals submitted, College may invite one or more selected Proposers to participate in oral presentations. Each proposal will be afforded security sufficient to preclude disclosure of the contents prior to selection of the Successful Proposal. The selection of the Successful Proposal may be made by the College on the basis of the proposals initially submitted, without discussion, clarification or modification. In the alternative, selection of the Successful Proposal may be made by the College on the basis of negotiation with

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any of the Proposers. The College shall not disclose any information derived from the proposals submitted by competing Proposers in conducting such discussions. At the College's sole option and discretion, the College may discuss and negotiate all elements of the proposals submitted by selected Proposers within a specified competitive range. For purposes of negotiation, a competitive range of acceptable or potentially acceptable proposals may be established comprising the highest rated proposals. Further action on proposals not included within the competitive range will be deferred pending the selection of the Successful Proposal; provided, however, the College reserves the right to include additional proposals in the competitive range if deemed to be in the best interests of the College. After submission of a proposal but before final selection of the Successful Proposal is made, the College may permit a Proposer to revise its proposal in order to obtain the Proposer's best final offer. The College will provide each Proposer within the competitive range with an equal opportunity for discussion and revision of its proposal. The College is not bound to accept the most financially attractive proposal if that proposal is not the most advantageous to the College as determined by the College. The College is most interested in the proposal that provides the best value to the College. The College reserves the right to (a) reject any and all proposals and re-solicit proposals, or (b) reject any and all proposals and temporarily or permanently abandon the procurement, if deemed to be in the best interests of the College.

2.8 Criteria for Selection

The successful proposal(s) (collectively, the “Successful Proposal”) will be the proposal(s) submitted in response to this RFP before the Submittal Deadline that is the most advantageous to the College, and its students, faculty, and staff. Proposals will be evaluated by an evaluation team from the College. The evaluation of proposals and the selection of the Successful Proposal will be based on the information provided by Proposer in its proposal, including without limitation responses to the Proposer General Questionnaire (ref. Section 8). The College may give consideration to additional information and comments submitted by a Proposer, if the College deems such information relevant and useful. Only proposals that are timely received from financially responsible organizations or individuals (as determined in the discretion of the College) that are presently engaged in the business of Snack vending machine services, and that have the capability to provide quality service shall be considered for selection by the College. The College will expect to have the right to visit and inspect any Proposer’s current facilities and observe its service operations and to interview representatives of any Proposer during the evaluation process prior to the award of any Agreement. The factors to be considered by College’s evaluation team in evaluating proposals and selecting the Successful Proposer(s), will be those factors (the “Evaluation Criteria”) identified below:

1. The soundness of the Proposer’s approach to providing Snack vending machine service

and the other Snack-related services described in this RFP to the TSTC on-campus community.

2. Proposer’s demonstrated competence and experience with Snack vending machines and other Snack products and Snack supply services, including the quality of references from past and present customers of Proposer.

3. Proposer’s understanding of new developments in the business and technology of Snack vending machine services, Snack products and Snack supply services, as well as other related services and products that may be beneficial to the College.

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4. The qualifications, education, and experience of the team members listed by Proposer to conduct and supervise its Snack vending machine operations at the College.

5. Proposer’s experience performing the requested Snack vending machine services and Snack supply services on the premises of other complex institutions, especially institutions of higher education.

6. The range and quality of services to be provided by Proposer to the College’s faculty, students, and staff, including the Proposer’s demonstrated success in and emphasis on customer service.

7. The overall financial compensation to be paid to College by Proposer in consideration for the privilege of operating Snack vending machines on campus, including but not limited to Royalty payments from vending machine sales.

8. Facility and Capital Improvement considerations to be provided by the Proposer.

9. Proposer’s demonstrated capability and financial resources to perform the required operations within the time periods projected.

10. Proposer’s agreement to cooperate with the college, to install and maintain card readers in high traffic areas.

11. Proposer’s responses to the questions and requests for information in Sections 5, 6, 7, and 8 of this RFP.

The final value assigned to each Proposer's proposal shall be the sum of the average of values assigned by the College's evaluators with regard to each evaluation category.

2.9 Proposer’s Acceptance of Evaluation Methodology

Submission of a proposal indicates Proposer's acceptance of [a] the Proposal Selection Process (ref. Section 2.7), [b] the Criteria for Selection (ref. Section 2.8), [c] the Specifications (ref. Section 5), [d] the terms and conditions of the Agreement (ref. Appendix One), and (e) all other requirements and specifications set forth in this RFP. Submission of a proposal also indicates Proposer's recognition and acceptance that some subjective judgments must be made by the College during this RFP process.

2.10 Solicitation for Proposal and Proposal Preparation Costs

Proposer understands and agrees that (1) this RFP is a solicitation for proposal and the College has made no representation written, oral or implied, that one or more contracts with the College will be awarded under this RFP; and (2) any cost incurred by Proposer in connection with activities related to responding to this RFP shall be at the sole risk and responsibility of Proposer.

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2.11 Key Events Schedule Issue RFP March 10, 2015 Deadline for questions March 25, 2015 Submittal of Addendum March 27, 2015 Proposal Submittal Deadline April 9, 2015 at 3:00 p.m. Est. Owner Award and Contract April 17, 2015 Tentative Date Service Will Begin May 26, 2015

2.12 Historically Underutilized Businesses

College has reviewed this RFP in accordance with Chapter 1, Texas Administrative Code, Section 111.13 (a), and has determined that subcontracting opportunities are NOT probable under this RFP. Accordingly, Proposer will not be obligated to make a formal representation in its proposal concerning HUBs. See Appendix Three, Declaration of Subcontracting Opportunities.

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SECTION 3

PROPOSAL REQUIREMENTS 3.1 General Instructions

1. Proposer should carefully read the information contained herein and submit a complete response to all requirements and questions as directed. 2. Proposals and any other information submitted by Proposer in response to this RFP shall become the property of the College. 3. The College will not provide compensation to any Proposer for any expenses incurred by the Proposer for proposal preparation or for any demonstration or oral presentations that may be made by Proposer for the College, unless otherwise expressly stated. Proposer submits its proposal at its own risk and expense. 4 Proposals that (i) are qualified with conditional clauses, (ii) alter, modify or revise this RFP in any way or (iii) contain irregularities of any kind, are subject to disqualification by the College, at its option. 5. Proposals should be prepared simply and economically, providing a straightforward, concise description of the Proposer's ability to meet the requirements and specifications of this RFP. Proposals should emphasize completeness, clarity of content, and responsiveness to the requirements and specifications of this RFP.

6. The College makes no warranty or guarantee that an award will be made as a result of this RFP. The College reserves the right to accept or reject any or all proposals, waive any formalities or minor technical inconsistencies and delete any requirement or specification from this RFP or the Agreement when deemed to be in the College's best interest. The College reserves the right to seek clarification of any item contained in the Proposer’s proposal prior to final selection. Such clarification may be made verbally or in writing at the College’s discretion. Representations made by Proposer within its proposal will be binding on Proposer. The College will not be bound to act by any previous communication or response submitted by Proposer, other than this RFP. 7. An entity wishing to submit a “No Response” is requested to return the Execution of Offer (ref. Section 6) to the College before the Submittal Deadline. The returned Execution of Offer form should indicate the responding entity’s name and should include the words “No Response” in the top right-hand corner of the Execution of Offer form. All forms should be completed accordingly. 8. Any proposal that fails to comply with the requirements contained in this RFP may be rejected by College at its discretion.

3.2 Preparation and Submittal Instructions 1. Execution of Offer

Proposer must complete, sign, and return the attached Execution of Offer (ref. Section 6) as part of its proposal. The Execution of Offer must be signed by a representative of Proposer duly authorized to bind Proposer to its proposal. Any proposal received without a completed and signed Execution of Offer may be rejected by College, at its discretion.

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2. Addenda Checklist Proposer should acknowledge all addenda to this RFP (if any) by completing, signing and

returning the Addenda Checklist (ref. Section 9) as part of its proposal. Any proposal received without a completed and signed Addenda Checklist may be rejected at the discretion of College.

3. Proposer General Questionnaire

Proposals shall include answers to the questions in the Proposer General Questionnaire (ref. Section 8). Proposer shall reference the item number and repeat the question in its response. In cases where a question does not apply or if unable to respond, Proposer should refer to the item number, repeat the question, indicate N/A (Not Applicable) or N/R (No Response), as appropriate, and explain its reason for responding N/A or N/R.

4. Page Size, Binders and Dividers

Proposals shall be typed on letter size (8 1/2” x 11”) paper and shall be submitted in a binder or binders. Preprinted material should be referenced in the proposal and included as labeled attachments. Sections within a proposal should be divided by tabs for ease of reference.

5. Number of Copies

Proposer must submit a total of three (3) complete copies of its entire proposal, including any supplemental printed material. An original signature should appear on the Execution of Offer (ref. Section 6) of at least one (1) submitted copy of the proposal. The copy of the Proposer’s proposal bearing an original signature should be marked “original” on the front cover of the proposal.

6. Submission and Delivery Instructions

1. Proposals must be received by College on or before the Submittal Deadline (ref. Section

2.2) and shall be delivered to:

Carmen N. Perez Texas State Technical College Harlingen

Purchasing Department 1902 N. Loop 499

Harlingen, Texas 78550 carmen.perez@harlingen.tstc.edu

2. Proposer must submit all proposal materials enclosed in a sealed envelope, box, or

container. The RFP No. (Ref. Section 2.1) and the Submittal Deadline (ref. Section 2.2) should be clearly shown in the lower left-hand corner on the top surface of the container. In addition, the name and the return address of the Proposer should be clearly visible.

3. Upon Proposer’s request and at Proposer’s expense, College will return to a Proposer its

proposal received after the Submittal Deadline and properly identified. College will not consider a proposal received after the Submittal Deadline under any circumstances.

4. College will not accept proposals submitted by telephone, facsimile (“FAX”) transmission,

or Electronic Mail (“E-mail”) in response to this RFP.

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5. Proposer should include College’s full address as listed above on any materials submitted to College in conjunction with this solicitation. College shall not be responsible for late submissions due to errors in address, labeling, or delivery. Proposer is solely responsible for verifying receipt of proposals by College prior to Submittal Deadline.

7. Modification and Withdrawal

Except as otherwise provided in this RFP, no proposal may be changed, amended or modified after it has been submitted or filed in response to this RFP. However, a proposal may be withdrawn and resubmitted at any time prior to the Submittal Deadline. No proposal may be withdrawn after the Submittal Deadline without the College’s consent, which shall be based on Proposer’s submittal of a written explanation and documentation evidencing a reason acceptable to the College in its sole discretion.

8. Proposal Validity Period Each proposal must state that it will remain open and be valid for the College’s acceptance

for a minimum of 90 days after the Submittal Deadline, to allow time for evaluation, selection, and unforeseen delays. The Successful Proposal shall remain valid for the full term of any contractual arrangements resulting from this RFP.

3.3 Terms and Conditions

1. Proposer must comply with the requirements and specifications contained in this RFP including without limitation the Agreement (ref. Appendix One), the Notice to Proposer (ref. Section 2), Proposal Requirements (ref. Section 3) and Specifications (ref. Section 5). If there is a conflict among the provisions in this RFP, then the provision requiring Proposer to supply the better quality or greater quantity of products and services shall prevail, or if such conflict does not involve quality or quantity, then the interpretation of the conflicting provisions will be in the following order of precedence: 1. Specifications (ref. Section 5) 2. Agreement attached to this RFP as Appendix One.

3. Proposal Requirements (ref. Section 3) 4. Notice to Proposer (ref. Section 2)

2. By signing the Execution of Offer (ref. Section 6) and submitting a proposal, Proposer certifies that any terms, conditions, or documents attached or referenced in its Proposal shall be applicable to this procurement only to the extent that they do not conflict with the laws of the State of Texas or this RFP and that they do not impose additional requirements on College. Proposer further certifies that its submission of a proposal is evidence of Proposer's intent to enter into an agreement with College on the terms and conditions specified herein and that its proposal is not contingent upon College's acceptance or execution of any terms, conditions or documents attached to or referenced in Proposer's proposal.

3.4 Submittal Checklist

Proposer shall complete, sign, and return the following documents as a part of its proposal. If Proposer fails to return each of the following items with its proposal response, then College may reject the proposal response, at its discretion. 1. Signed and completed Execution of Offer (ref. Section 6) 2. Signed and completed Pricing and Delivery Scheduled (ref. Section 7) 3. Signed and completed Addenda Checklist (ref. Section 9) if Addenda are issued 4. Responses to Proposer General Questionnaire (ref Section 8)

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SECTION 4

GENERAL TERMS AND CONDITIONS

The terms and conditions contained in the attached Agreement (ref. Appendix One) or, in the sole discretion of the College, terms and conditions substantially similar to those contained in the Agreement, shall constitute and govern any contract or agreement that results from this RFP.

BIDDERS TERMS AND CONDITIONS ITEMS BELOW APPLY TO AND BECOME A PART OF TERMS AND CONDITIONS OF BID. ANY EXCEPTIONS THERE TO MUST BE IN WRITING. 4.1 BIDDING REQUIREMENTS 4.1.1 Bidders must comply with all rules, regulations and statutes relating to purchasing in the State of Texas in addition to the requirements of this form. 4.1.2 Bidders must price per unit shown. Unit prices shall govern in the event of extension errors. 4.1.3 Bids should be submitted on this form. Bids must be time stamped at ordering agency on or before the hour and date specified for the bid opening. 4.1.4 Late and/or unsigned bids will not be considered under any circumstances. Person signing bid must have the authority to bind the firm in a contract. 4.1.5 Quote FOB destination, freight prepaid and allowed unless otherwise stated within the specifications. 4.1.6 Bid prices are requested to be firm for TSTC acceptance for 30 days from bid opening date. "Discount from list" bids are not acceptable unless requested. Cash discounts are not considered in determining an award. Cash discounts offered will be taken if earned. 4.1.7 Bids should give Payee ID Number, full firm name and address of bidder on the face of this form. Enter in the space provided, if not shown. Additionally, firm name should appear on each continuation page of a bid, in the block provided in the upper right hand corner. The Payee ID Number is the taxpayer number assigned and used by the Comptroller of Public Accounts of Texas. If this number is not known, complete the following: Enter Federal Employer's Identification Number __________________________________________ Sole owner should also enter Social Security Number __________________________________________ 4.1.8 Bid cannot be altered or amended after opening time. Alterations made before opening time should be initialed by bidder or his authorized agent. No bid can be withdrawn after opening time without approval by TSTC based on an acceptable written reason. 4.1.9 Purchases made for State use are exempt from the State Sales tax and Federal Excise tax. Do not include tax in bid. Excise tax Exemption Certificates are available upon request.

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4.1.10 TSTC reserves the right to accept or reject all or any part of any kind, waive minor technicalities and award the bid to best serve the interests of TSTC. 4.1.11 Consistent and continued tie bidding could cause rejection of bids by TSTC and/or investigation for antitrust violations. 4.2 SPECIFICATIONS 4.2.1 Catalogs, brand names or manufacturer's references are descriptive only, and indicate type and quality desired. Bids on brands of like nature and quality will be considered unless advertised under Texas Government Code, Title 10, Subtitle D, Section 2155.067. If bidding on other than references, bid should show manufacturer, brand or trade name, and other description of product offered. If other than brand(s) specified offered, illustrations and complete description of product offered are requested to be made part of the bid. Failure to take exception to specifications or reference data will require bidder to furnish specified brand names, numbers, etc. 4.1.2 Unless otherwise specified, items shall be new and unused and of current production. 4.2.3 All vending machines will be required to come equipped with a Ground Circuit Fault Interrupter-GFCI. State Fire Marshall requires all machines have GCFI’s. 4.2.4 Samples, when requested, must be furnished free of expense to TSTC. If not destroyed in examination, they will be returned to the bidder, on request, at bidder's expense. Each sample should be marked with bidder's name and address, and requisition number. Do not enclose in or attach bid to sample. 4.2.5 Any oral statement or representation will not bind TSTC contrary to the written specifications of this Invitation for Bids (IFB). 4.2.6 Manufacturer's standard warranty shall apply unless otherwise stated in the RFP. 4.3 TIE BIDS 4.3.1 Awards will be made in accordance with Rule 1 TAC Section 113.6 (b) (3) and 113.8 (preferences). 4.4 DELIVERY 4.4.1 Show number of days required to place material in the TSTC central receiving designated location under normal conditions. Delivery days means calendar days,

unless otherwise specified. Failure to state delivery time obligates bidder to deliver in 14 calendar days. Unrealistic delivery promises may cause bid to be disregarded. 4.4.2 If delay is foreseen, vendor shall give written notice to the ordering agency. Vendor must keep the ordering agency advised at all times of status of order. Default promised delivery (without accepted reasons) or failure to meet specifications authorizes the ordering agency to purchase supplies elsewhere and charge full increase, if any, in cost and handling to defaulting vendor.

4.4.3 No substitutions permitted without written approval of TSTC. 4.3.4 Delivery shall be made during normal working hours only, unless prior written approval has been obtained from ordering agency.

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4.5 INSPECTION AND TESTS All goods will be subject to inspection and test by TSTC. Authorized ordering agency personnel shall have access to supplier's place of business for the purpose of inspecting merchandise. Tests shall be performed on samples submitted with the bid or on samples taken from regular shipment. All costs shall be borne by the vendor in the event products tested fail to meet or exceed all conditions and requirements of the specification. Goods delivered and rejected in whole or in part may, at TSTC’s option, be returned to the vendor or held for disposition at vendor's expense. Latent defects may result in revocation of acceptance.

4.6 AWARD OF CONTRACT A response to this RFP is an offer to contract based upon the terms,

conditions and specifications contained herein. Bids do not become contracts until they are accepted through an open market purchase order. The contract shall be governed, construed and interpreted under the laws of the State of Texas. The factors listed in Texas Government Code, Title 10, Subtitle D, Section 2155.074, 2155.144, 2156.007, 2157.003 shall also be considered in making an award. Any legal actions must be filed in Cameron County, Texas.

4.7 PAYMENT Vendor shall submit an itemized invoice showing TSTC’s purchase order number.

TSTC will incur no penalty for late payment if payment is made in 30 or fewer days from receipt of goods or services and an uncontested invoice. For restrictions regarding prepayment, see section 11, below.

4.8 PATENTS OR COPYRIGHTS The vendor agrees to protect TSTC from claims involving

infringement of patents or copyrights. 4.9 VENDOR ASSIGNMENTS Vendor hereby assigns to ordering agency any and all claims for

overcharges associated with this contract arising under the antitrust laws of the United States 15 U.S.C.A. Section 1, et seq. (1973), and the antitrust laws of the State of Texas, TEX. Bus. & Comm. Code Ann. Sec. 15.01, et seq. (1967). Inquiries pertaining to IFBs must give the requisition number, codes, and opening date.

4.10 BIDDER AFFIRMATION

Signing this bid with a false statement is a material breach of contract and shall void the submitted bid or any resulting contracts, and the vendor shall be removed from all bid lists.

4.10.1 The bidder has not given, offered to give, nor intends to give at any time hereafter any

economic opportunity, future employment, gift, loan, gratuity, special discount, trip, favor, or service to a public servant in connection with the submitted bid.

4.10.2 Neither the bidder nor the firm, corporation, partnership, or institution represented by the

bidder, or anyone acting for such firm, corporation or institution has violated the antitrust laws of this State or the Federal Antitrust Laws (see section 9, above), nor communicated directly or indirectly the bid made to any competitor or any other person engaged in such line of business.

4.10.3 Pursuant to Section 2155.004 Government Code the bidder has not received compensation

for participation in the preparation of the specifications for this RFP. 4.10.4 Pursuant to Section 231.006(d), Family Code (relating to child support), the bidder certifies

that the individual or business entity named in this bid is not in ineligible to receive this specified payment and acknowledges that this contract may be terminated and payment may be withheld if this certification is inaccurate.

4.10.5 Under Section 2155.004 Government Code the bidder certifies that the individual or

business entity named in this bid is not ineligible to receive the specified contract and acknowledges that this contract may be terminated and/or payment withheld if this certification is inaccurate.

4.10.6 The Contractor shall defend, indemnify, and hold harmless TSTC, all of its officers, agents

and employees from and against all claims, actions, suits, demands, proceedings, costs, damages,

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and liabilities, arising out of, connected with, or resulting from any acts or commissions of contractor or any agent, employee, subcontractor, or supplier of contractor in the execution or performance of this contract. Bidder agrees that any payments due under this will be applied towards any debt, including but not limited to delinquent taxes and child support that is owed to the State of Texas. Bidder certifies that they are in compliance with section 669.003 of the Government Code, relating to contracting with executive head of a State agency. If section 669.003 applies bidder will complete the following information in order for the bid to be evaluated:

Name of Former executive: _____________________ Name of State agency: _________________________ Date of separation from State agency:______________ Date of Employment with bidder: ________________ Bidder agrees to comply with government Code 2155.4441, pertaining to service contract use of products in the State of Texas. 4.11 Pursuant to Section 231.006©, Family Code, RFP must include names and Social Security Numbers of each person with at least 25% ownership of the business entity Submitting the bid. Attach name & social security numbers for each person. This information must be provided prior to contract award. 4.12 NOTE TO BIDDER:

Any terms and conditions attached to a RFP will not be considered unless specifically referred to on this bid form and may result in disqualification of the RFP.

4.13 DISPUTE RESOLUTION PROCESS The dispute resolution process provided for in chapter 2260 of the Texas Government Code must

be used by the ordering agency and the contractor to attempt to resolve all disputes arising under this contract.

4.14 BEST VALUE CRITERIA

The quality, availability, and adaptability of the supplies, materials, equipment, or

contractual services to the particular use required; the number and scope of conditions attached to the RFP; the ability, capacity, and skill of the bidder to perform the contract or provide the service

required; whether the bidder can perform the contract or provide the service promptly, or within the

time required, without delay or interference; the character, responsibility, integrity, reputation, and experience of the bidder;

the quality of performance of previous contracts or services; any previous or existing noncompliance by the bidder with specification requirements

relating to time of submission of specified data such as samples, models, drawings, certificates, or other information;

the sufficiency of the financial resources and ability of the bidder to perform the contract or provide the service; and the ability of the bidder to provide future maintenance, repair parts, and service for the use of the contract.

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SECTION 5

SPECIFICATIONS

5.1 General

This Section 5 sets forth the minimum Specifications for the services required by College, as well as certain requests for information to be provided by Proposer as part of its proposal. (The Proposer selected by College pursuant to this RFP is sometimes referred to in this Section as the “Contractor.”)

5.2 Specifications and Scope of Work

The services sought by College in this RFP will include (a) the installation and operation of Snack vending machines and dispensing equipment. College expects that the products to be vended in the Snack vending machines will include: all candy bars, all other candies, all brands of chips, health packaged products, packaged crackers & cookies, cake products, all gum products, mint products, nut products, other similar products. (b) Option: the installation and operation of cold food vending machines and dispensing equipment if requested. College expects that the products to be vended in the cold food vending machines will include yogurt, sandwiches, and non-microwaveable entrees, cold fruits, or similar products. (c) College requires a minimum of two rows with healthy snack option below 300 (three hundred) calories with the ability to increase to three rows max where needed. The TSTC Wellness Center may have an unlimited amount of health snack options as requested. Contractor’s duties shall include delivery and set-up, cleaning, maintenance, and repairs of all necessary equipment. College shall furnish all utilities necessary for operation of the vending machines at no charge to Contractor. All Snack vending machines and dispensing equipment installed must be of a size specified by College and must be a new or relatively recent model. Each machine must, in College’s judgment compare favorably in appearance with the best machines available. The College reserves the right to inspect and approve all equipment installed at the College. Each vending machine installed by Contractor shall be equipped with coin changers and dollar bill reader/changers. All machines shall be installed and operated in conformity with all federal and state laws and regulations and local ordinances. The contractor will be responsible for all damages to the college property caused by the equipment or by vending personnel or for any vandalism. All products vended shall conform in all respects to local, state, and federal laws and regulations relating to the standards of food and drink and shall be suitable for human consumption in all respects. Contractor shall cooperate with College concerning student participation in the selection and monitoring of food and Snack service vendors, as required by Section 51.945, Texas Education Code. Cooperation shall include the participation in periodic meetings or forums to provide College students with a reasonable opportunity to discuss Contractor’s performance of its services. Contractor will enter into an agreement with College to install and operate Snack vending machines on College’s campus in accordance with the requirements and specifications of this RFP, including, without limitation, the terms and conditions of the Agreement (ref. Appendix One).

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5.3 Subcontractors If Proposer contemplates the use of subcontractors in the performance of any of the services

solicited under this RFP, Proposer must submit the name of any such proposed subcontractor firm, the names of that firm’s contact person, and a description of the qualifications of any such subcontractor firm. Proposer’s proposed use of subcontractors will be subject to review by College and shall be permitted only upon approval by College. The Contractor selected by College will be required to assume responsibility for the activities of all of its subcontractors.

NOTE: IF A PROPOSAL IS SUBMITTED BY A CONSORTIUM OF COMPANIES OR BY A PRIME CONTRACTOR THAT EXPECTS TO SUBCONTRACT PART OF THE SERVICES, THEN THE PROPOSAL MUST BE SIGNED BY AN AUTHORIZED OFFICER OF EACH MEMBER COMPANY IN THE CONSORTIUM OR AN AUTHORIZED OFFICER OF THE PRIME CONTRACTOR, AS APPLICABLE.

5.4 References Each Proposer must provide reference list of customers for whom Proposer has provided services

similar to those sought in this RFP, in accordance with the requirements shown in the Proposer’s General Questionnaire (ref. Section 8). Proposer acknowledges that College shall have the right to contact these references as a part of the proposal evaluation process. College may reject any proposal for failure to comply with the reference list requirements in this section.

5.5 General Responsibilities Contractor will assume full responsibility for all services offered in its proposal. The College’s

Director of Financial Services in conjunction with the College’s Purchasing Department will establish a method by which to review or audit Contractor's performance to determine sufficiency of performance and compliance with the requirements of the Agreement. The Agreement shall establish remedies for failure by Contractor to comply with the terms and conditions of the Agreement. Contractor will be totally responsible for management of the services provided under the Agreement resulting from this RFP.

5.6 Proposal Requirements

5.6.1 Demonstrated ability to provide Snack vending machine service. Proposals must describe the Proposer’s experience in the operation of Snack vending

machine services and the manner in which Proposer would operate Snack vending machines serving the College campus community.

5.6.2 Service and Maintenance Support.

Proposals must describe in detail the Proposer’s plan for scheduled and unscheduled maintenance and any other required mechanical support of Snack vending machines.

5.6.3 Number and Location of Snack vending machines on Campus. Proposals must be based upon the operation of Snack vending machines at the current 21 locations. Proposer may identify in its proposal the additional locations on the College campus, if any that Proposer would like to incorporate into its Snack vending machine service. College may, in its discretion, consider approving additional Snack vending machine locations suggested by the Contractor. College requests the option to add machines to new upcoming buildings.

5.6.4 Changes in the location or number of Snack vending machine sites. Proposals must describe the circumstances and conditions under which the Proposer would (i) initiate a request and (ii) respond to a request by College for changes in the number or the location of Snack vending machines on campus operated by the Contractor.

5.6.5 Compatibility with College’s Student Id Card System.

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Proposals must agree to cooperate with the College in the feasibility study of adding card readers.

5.6.6 Reporting Contractor will be required to provide College with sales reports that categorize sales for each individual vending machine operated by Contractor on campus. Contractor must be able to provide reports to College that allow grouping of the report information in a variety of ways, including grouping by location, vendor and type of machine. Provide sample of reports. 5.6.7 Customer Service

Contractor must provide College a toll-free service telephone number and contact person to relay service issues.

5.6.8 Payments of Royalties Contractor will be responsible for regularly collecting cash from its vending machines and paying Vending Royalty to College on a monthly basis by the 10th of every month. One complete royalty payment of all vending machines will be required on a monthly basis accompanied with proper reports. Reports should show the building name, machine number, sales and commission. Multiple payments are not desired.

5.7 Specific Duties Required

5.7.1 Snack Vending Machine Services. Contractor will provide for the installation and operation of Snack vending machine on College’s campus, including the delivery and set-up, cleaning, maintenance, and repairs of operation of Snack vending machines and all necessary related equipment, in accordance with the terms and conditions in the Agreement (ref. Appendix One) and under the following conditions:

1) Contractor’s equipment will be located only in areas identified through the College

Director of Auxiliary. 2) Contractor will be responsible for all costs related to producing, delivering, and setting-

up Contractor’s vending machine and other equipment. 3) All revenue from the vending machines operated by Contractor will be collected on a

regular schedule, at a minimum every week. 4) Contractor shall be liable for all damages resulting from acts of negligence and willful

misconduct by Contractor, or its employees or agents and for injuries to customers caused by Contractor’s equipment.

5) Contractor will be required to perform in accordance with the standards stated in its

proposal concerning response to maintenance calls on its equipment. 6) Each vending machine installed by Contractor shall be equipped with coin changers

and dollar bill changers. 7) All activities of Contractor and its employees and agents conducted on the campus of

College must comply with all applicable federal, state, and local laws and ordinances. 8) Contractor shall be responsible for timely payment of all taxes and licensing fees

associated with installation and operation of vending machine and the revenue generated from those operations.

9) Contractor shall have regular access to its equipment located on the College campus

only during the College’s regular operating hours for the building where the equipment

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is located. If Contractor requires access at other times, Contractor must obtain admittance by permission from an authorized officer of College.

10) Contractor must place a sign on each machine indicating campus location for reporting

service problems and obtaining refunds.

5.7.2 Refunds to Customers. As specified in the Agreement (ref. Appendix One), Contractor will provide cash funds to College in the amount of $30.00 for use in making refund payments to customers at campus locations specified by College. Contractor shall make additional funds available to College as required to maintain the refund payment fund at a level adequate to pay refunds to customers promptly. Contractor will supply a written form, satisfactory to College, for use a voucher for submitting refund claims. The refund claim form will include space for claimants to identify (1) the type of machine, (2) the machine location, (3) the amount of the loss, (4) a description of how the loss occurred, (5) the date of the loss, and (6) the claimant’s signature. Contractor shall absorb all money shortages that may develop due to theft, burglary, inoperable vending machines, or other cause.

5.8 Exclusivity Privileges

The Agreement, if any, resulting from this RFP shall convey to the Contractor an exclusive privilege to be the sole operator of Snack vending machines and/ or cold food vending machines on the College’s campus.

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SECTION 6

EXECUTION OF OFFER

RFP NO.: CP-007-15 Snack Vending Machine Services

RE: INSTALLATION AND OPERATION OF SNACK VENDING MACHINES THIS EXECUTION OF OFFER MUST BE COMPLETED, SIGNED AND RETURNED WITH PROPOSER'S PROPOSAL. FAILURE TO COMPLETE, SIGN AND RETURN THIS EXECUTION OF OFFER WITH THE PROPOSER’S PROPOSAL WILL RESULT IN THE REJECTION OF THE PROPOSAL. 6.1 By signature hereon, Proposer represents and warrants that: 1. Proposer acknowledges and agrees that (1) this RFP is a solicitation for proposal and is not a

contract or an offer to contract; (2) the submission of a proposal by Proposer in response to this RFP will not create a contract between College and Proposer; (3) College has made no representation or warranty, written or oral, that one or more contracts with College will be awarded under this RFP; and (4) Proposer shall bear, as its sole risk and responsibility, any cost which arises from Proposer's preparation of a response to this RFP;

2. Proposer is a reputable company that is lawfully and regularly engaged in providing the

services described in the Agreement (ref. Appendix One); 3. Proposer has the necessary experience, knowledge, abilities, skills, and resources to perform

the services it offers in its proposal; 4. Proposer is aware of, is fully informed about, and is in full compliance with all applicable

federal, state and local laws, rules, regulations and ordinances; 5. Proposer understands (i) the requirements and specifications set forth in this RFP and (ii) the

terms and conditions set forth in the Agreement under which Proposer will be required to operate;

6. If selected by College, Proposer will not delegate any of its duties or responsibilities under this

RFP or the Agreement to any subcontractor, except as expressly provided in the Agreement; 7. If selected by College, Proposer will maintain all insurance coverage as required by the Agreement during the term thereof; 8. All statements, information and representations prepared and submitted in response to this RFP are current, complete, true and accurate. Proposer acknowledges that College will rely on such statements, information and representations in selecting the Contractor. If selected by College, Proposer will notify the College immediately of any material change in any matters with regard to which Proposer has made a statement or representation or provided information;

9. Proposer shall defend, indemnify, and hold harmless Texas State Technical College Harlingen, Texas State Technical College System, the State of Texas, and all of their regents, officers, agents and employees, from and against all claims, actions, suits, demands, costs (including, but not limited to reasonable attorneys' fees), damages, and liabilities, arising out of, connected with, or resulting from any acts or omissions of Proposer or any agent, employee, subcontractor, or supplier of Proposer in the execution or performance of any contract or agreement resulting from this RFP; and 10. Any payments due to Proposer under any contract or agreement resulting from this RFP will be applied to any debt, including but not limited to delinquent taxes and child support that is owed to the State of Texas.

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6.2 By signature hereon, Proposer offers and agrees to furnish the products and services more

particularly described in its proposal to College and comply with all terms, conditions, requirements and specifications set forth in this RFP.

6.3 By signature hereon, Proposer affirms that it has not given or offered to give, nor does Proposer

intend to give at any time hereafter, any economic opportunity, future employment, gift, loan, gratuity, special discount, trip, favor or service to a public servant in connection with its submitted proposal. Failure to sign this Execution of Offer, or signing with a false statement, may void the submitted proposal or any resulting contracts, and the Proposer may be removed from all proposal lists at the College.

6.4 By signature hereon, a corporate Proposer certifies that it is not currently delinquent in the payment of any Franchise Taxes due under Chapter 171, Texas Tax Code, or that the corporate Proposer is exempt from the payment of such taxes, or that the corporate Proposer is an out-of-state corporation that is not subject to the Texas Franchise Tax, whichever is applicable. A false certification shall be deemed a material breach of contract and, at College's option, may result in termination of any resulting contract.

6.5 By signature hereon, the Proposer hereby certifies that neither the Proposer nor any firm, corporation, partnership or institution represented by the Proposer, or anyone acting for such firm, corporation or institution, has violated the antitrust laws of the State of Texas, codified in Section 15.01, et seq., Texas Business and Commerce Code, or the Federal antitrust laws, nor communicated directly or indirectly the proposal made to any competitor or any other person engaged in such line of business.

6.6 By signature hereon, Proposer certifies that the individual signing this document and the documents made a part of this RFP, is authorized to sign such documents on behalf of Proposer and to bind Proposer under any agreements and other contractual arrangements that may result from the submission of Proposer’s proposal.

6.7 By signature hereon, Proposer certifies as follows:

"Under Section 231.006, Texas Family Code, relating to child support, Proposer certifies that the individual or business entity named in the Proposer's proposal is not ineligible to receive the specified contract award and acknowledges that any agreements or other contractual arrangements resulting from this RFP may be terminated if this certification is inaccurate."

6.8 By signature hereon, Proposer certifies that (i) no relationship, whether by blood, marriage,

business association, capital funding agreement or by any other such kinship or connection exists between the owner of any Proposer that is a sole proprietorship, the officers or directors of any Proposer that is a corporation, the partners of any Proposer that is a partnership, the joint ventures of any Proposer that is a joint venture or the members or managers of any Proposer that is a limited liability company, on one hand, and an employee of any College component, on the other hand, other than the relationships which have been previously disclosed to College in writing and (ii) Proposer has not been an employee of any College component within the immediate twelve (12) months prior to the Submittal Deadline. All disclosures by Proposer in connection with this certification will be subject to administrative review and approval before College enters into a contract with Proposer.

6.9 By signature hereon, Proposer affirms that no compensation has been received for its participation in the preparation of the requirements or specifications for this RFP, in accordance with Section 2155.004, Texas Government Code.

6.10 By signature hereon, Proposer certifies its compliance with all federal laws and regulations

pertaining to Equal Employment Opportunities and Affirmative Action.

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6.11 By signature hereon, Proposer represents and warrants that all products and services offered to College in response to this RFP meet or exceed all applicable safety standards established and promulgated under the Federal Occupational Safety and Health Law (Public Law 91-596) and its regulations in effect or proposed as of the date of this RFP.

6.12. Proposer shall and has disclosed, as part of its proposal, any exceptions to the certifications stated

in the Execution of Offer. All such disclosures will be subject to administrative review and approval prior to the time College makes an award or enters into any contract or agreement with Proposer.

6.13. Proposer shall complete the following information: Proposer’s FEI Number: If Proposer is a Sole Proprietorship, then SS Number: If Proposer is a Corporation, then the State of Incorporation: If Proposer is a Corporation, then Proposer’s Corporate Charter Number: NOTICE: WITH FEW EXCEPTIONS, INDIVIDUALS ARE ENTITLED ON REQUEST TO BE INFORMED

ABOUT THE INFORMATION THAT GOVERNMENTAL BODIES OF THE STATE OF TEXAS COLLECT

ABOUT SUCH INDIVIDUALS. UNDER SECTIONS 552.021 AND 552.023, TEXAS GOVERNMENT CODE, INDIVIDUALS ARE ENTITLED TO RECEIVE AND REVIEW SUCH INFORMATION. UNDER SECTION

559.004, TEXAS GOVERNMENT CODE, INDIVIDUALS ARE ENTITLED TO HAVE GOVERNMENTAL

BODIES OF THE STATE OF TEXAS CORRECT INFORMATION ABOUT SUCH INDIVIDUALS THAT IS

INCORRECT Submitted and Certified By: (Proposer’s Entity Name) (Signature of Duly Authorized Representative) (Printed Name and Title of Representative) (Date) (Street Address) (City, State, Zip Code) (Telephone Number) (FAX Number)

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Texas State Technical College Purchasing Department

1902 N. Loop 499 Harlingen, TX 78550 Fax (956) 364-5173

REQ No: CP- 007-15 Snack Vending Machine Services Bid Opening Date: April 9, 2015 @ 3: 00 pm CST

To facilitate your firm’s participation in TSTC’s bid process, we ask that you fill in the requested information below as acknowledgment that you have received the bid noted above. By doing this, we will also be able to provide notification to you of any addenda to this solicitation. A ‘No Bid’ response on this form will not preclude receipt of future invitations unless you request removal from the CMBL list by so indicating below.

Respondent: Vendor Name: Contact Person: Phone: Fax: Address:

⃞ Yes, our company does have an interest in responding.

We hereby submit a “No Bid” because:

⃞ 1. We are not interested in selling through the bid process.

⃞ 2. We are unable to prepare the bid in time to meet the bid due date.

⃞ 3. We do not wish to bid under the TSTC Terms and Conditions. Objections:

⃞ 4. We do not feel we can be competitive.

⃞ 5. We can/not submit bid because of: Objections:

⃞ 6. We do not wish to sell to a state agency. Objections:

⃞ 7. We do not sell the item(s) as stated on the bid document.

⃞ 8. Other: We wish to: Please indicate if you are:

⃞ Remain on the CMBL list ⃞ HUB ⃞ Interested in becoming a HUB

⃞ Be deleted from the CMBL list ⃞ Non - HUB

TSTC Bids may be downloaded at: http://www.harlingen.tstc.edu/purchasing/MainBidPage.aspx or http://esbd.cpa.state.tx.us/ Signed:

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SECTION 7

PRICING AND DELIVERY SCHEDULE Proposal of: ___________________________________ (Proposer Company Name) To: Texas State Technical College Ref.: Snack Vending Machine Services RFP No.: CP-007-15 Ladies and Gentlemen: Having carefully examined all the specifications and requirements of this RFP and any attachments thereto, the undersigned proposes to furnish the vending machine services required pursuant to the above-referenced Request for Proposal upon the terms quoted below. 7.1 Pricing for Services Offered

Proposer shall submit its proposed pricing and Monthly Royalty rates for the products described below. For products that Proposer does not propose to offer, write “NO BID” under “PRICING PROPOSED BY PROPOSER” for that particular product.

Product Description Pricing

Proposed by Proposer

PERCENTAGE OF MONTHLY GROSS SALES OF EACH PRODUCT THAT PROPOSER PROPOSES TO

INCLUDE IN THE MONTHLY ROYALTY IT PAYS DURING THE GIVEN YEAR

Year 1 Year 2 Year 3 Optional Year 4

Optional Year 5

Gum $ % % % % % Candy $ % % % % % Cracker/Granola $ % % % % % Cookies $ % % % % % Pastry $ % % % % % Chips $ % % % % % Dried Fruits $ % % % % % Nuts $ % % % % % Nutritional Bars $ % % % % % Miscellaneous $ % % % % %

7.2 Optional Services

Proposer shall provide the option of a minimum of two (2) cold food vending machines. Product Description Pricing

Proposed by Proposer

PERCENTAGE OF MONTHLY GROSS SALES OF EACH PRODUCT THAT PROPOSER PROPOSES

TO INCLUDE IN THE MONTHLY ROYALTY IT PAYS DURING THE GIVEN YEAR

Year 1 Year 2 Year 3 Optional Year 4

Optional Year 5

Fruit $ % % % % % Yogurt $ % % % % % Sandwiches $ % % % % % Non Microwaveable Entrees $ % % % % % Miscellaneous $ % % % % %

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SECTION 8

PROPOSER GENERAL QUESTIONNAIRE

Proposer shall submit a complete response to each of the items listed below. Proposer should repeat the item number and the question in its response. An answer should follow each question. In cases where a question does not apply or if unable to respond, indicate N/A (Not Applicable) or N/R (No Response), as appropriate. Briefly explain Proposer’s reason when responding N/A or N/R. 8.1 Company Profile

8.1.1 Legal Name of the Proposer’s Company: Address of Proposer’s office that would provide service under the Agreement: Number of Years in Business:

Number of Years in vending machine business: _____________ Type of Organization: Individual: _____ Partnership: _____ Corporation:

Government Agency: Other If Proposer is a partnership, list the name of each partner (attach additional pages if needed): Number of Employees: _________ Annual Sales Volume: _________

Name of Parent Corporation, if any: _______________________________ NOTE: If Proposer is a subsidiary, the College prefers to enter into a contract or agreement with the Parent Corporation or to receive written assurances of performance from the Parent Corporation.

Proposer will provide the Name and Social Security Number for each person (if any) who has at least 25% ownership interest in Proposer. (This disclosure is mandatory pursuant to Section 231.005, Texas Family Code, and will be used for the purpose of determining whether any person having a 25% or greater ownership interest in the Proposer company is more than 30 days delinquent in paying child support.)

8.12 State whether Proposer will provide a copy of its financial statements for the past two (2) years, if requested by College.

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8.1.3 Is Proposer privately owned or publicly held? Proposer shall provide a description of its management structure.

8.1.4 Is Proposer currently for sale or involved in any transaction to expand or to become

acquired by another business entity? If yes, Proposer shall explain the impact both in organizational and directional terms.

8.1.5 Proposer shall provide any details of all past or pending litigation or claims filed against Proposer that would affect Proposer’s performance under a contract with the College.

8.1.6 Does any relationship exist whether by family kinship, business association, capital funding agreement or any other such kinship, between Proposer and any employee of the College? If yes, Proposer shall explain.

8.2 Business Reputation

8.2.1 Proposer shall provide a customer reference list of no less than three (3)

organizations that College may contact and with whom Proposer (a) currently holds contracts to provide or (b) has within the last five (5) years provided, goods or services similar to those described in this RFP. College prefers that least one (1) of Proposer’s customer references should be an institution of higher education. The reference list should include company name and address, contact person, telephone number, project description, length of business relationship and background of services performed by Proposer. (Proposer acknowledges that

College may contact the customers listed as references by Proposer.) 8.2.2 Proposer shall identify the college, college, or other similar institution at which

Proposer presently operates (or most recently operated) a business requiring services that are most similar to those services that College is requesting Proposer to provide pursuant to this RFP. Proposer shall provide the following information about that institution and Proposer’s operations:

8.2.2.1 Name of the reference institution, address, phone number, and

contact person.

8.2.2.2 Enrollment of the institution (or size of customer group) served by Proposer during the most recent calendar year.

8.2.2.3 Description of the services provided to the reference institution by

Proposer. 8.2.3 Proposer shall confirm that upon College’s written request, Proposer will allow the

College to (a) visit and inspect any of Proposer’s facilities and operation sites and (b) interview employees, officers, agents and other representatives of Proposer.

8.3 Financial Considerations 8.3.1 Proposer shall provide information to assist College in assessing Proposer’s

demonstrated capability and financial resources to provide the goods or services described in this RFP.

8.3.2 Is Proposer currently in default on any loan agreement or financing agreement with

any bank, financial institution, or other entity? If yes, Proposer shall specify dates, details, circumstances and prospects for resolution.

8.3.3 Proposer shall confirm its ability to present to the College, prior to entering into an

Agreement, (a) satisfactory Certificates of Insurance evidencing all insurance

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coverage required by the terms of the Agreement, and (b) satisfactory documentation for the issuance of any Performance Bond or other type of bond required by the terms of the Agreement.

8.3.4 Proposer shall provide to College any documentation that indicates the financial

stability of Proposer. 8.3.5 If Proposer is a subsidiary corporation, Proposer shall confirm that Proposer’s

parent corporation will enter into any contract or agreement resulting from this RFP or that Proposer’s parent corporation will guarantee performance of such contract or agreement by Proposer.

8.3.6 Proposer shall confirm whether Proposer, Proposer’s parent corporation, or any

partner or principal of Proposer or Proposer’s parent corporation has ever (a) filed a voluntary petition in bankruptcy or a voluntary petition seeking reorganization or to effect a plan or other arrangement with creditors; (b) made an assignment for the benefit of creditors; (c) voluntarily suspended transaction of business, become insolvent or unable to pay its debts as they mature; or (d) applied for or consented to the appointment of any receiver or trustee for any such entity or person or of all or any substantial portion of the property of any such entity or person. If so, Proposer shall provide a detailed explanation.

8.3.7 Proposer shall provide the name, address and telephone number of Proposer’s

primary financial institution and the name, title, address and telephone number of an officer at Proposer’s primary financial institution that College may contact.

8.4 Approach to Project 8.4.1 Proposer shall provide a complete description of Proposer’s service capabilities. 8.4.2 Proposer shall provide a detailed description of the Snack vending machine service

operation that Proposer proposes to undertake on College’s campus, including any space requirements and the exterior design of Proposer’s equipment. Proposer should include if available any photographs or artist's drawings showing the concept, design, décor and colors of its Snack vending machines and any other optional equipment.

8.4.3 Proposer shall provide information to assist College in assessing the soundness of

Proposer’s approach to the project. 8.4.4 Proposer shall describe in the Royalty, Fees, and Implementation Schedule (ref.

Section 7) its preliminary work plan and schedule including key dates for all preparatory steps and the start date for operations on campus. Proposer’s preliminary work plan should include:

(i) Identification of tasks to be performed and goods and services to be provided (ii) Time frames to perform the identified tasks (iii) Implementation strategy

8.4.5 Proposer shall include as part of its preliminary work plan in the Royalty, Fees, and

Implementation Schedule an estimate of the Proposer's earliest possible commencement date for service operations following the complete execution of an Agreement pursuant to this RFP.

8.4.6 Proposer shall provide details regarding (a) any special services, product

characteristics, or other benefits related to the products and services solicited in

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this RFP that are offered by Proposer to the College and (b) any other unique advantages to be gained by the College from contracting with Proposer.

8.5 Quality Assurance 8.5.1 Describe Proposer's service support philosophy, how the philosophy is carried out,

and how Proposer measures its success in maintaining this philosophy. 8.5.2 Provide an explanation of the methods Proposer will use to ensure consistent

operation of its equipment on a day-to-day basis. 8.6 General Information 8.6.1 Provide information to assist College in assessing Proposer’s demonstrated

competence and experience in vending machine services, generally. 8.6.2 Proposer shall confirm that Proposer has read and understands the sample

Agreement attached to this RFP, and that Proposer will agree to provide Snack vending machine services and other Snack supply services on the college’s campus in accordance with the terms and conditions of the Agreement.

8.6.3 Proposer should describe any difficulties that Proposer anticipates in providing

vending machine services and related services on the College campus, and how Proposer plans to manage those difficulties. Proposer should describe any assistance that Proposer will require from College.

8.6.4 Does Proposer have a contingency plan or disaster recovery plan in the event of a disaster? If so, then Proposer shall provide a copy of the plan with its proposal.

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SECTION 9

ADDENDA CHECKLIST Proposal of: ___________________________________ (Proposer’s Company Name) To: Texas State Technical College Harlingen RE: INSTALLATION AND OPERATION OF SNACK VENDING MACHINES

RFP No.: CP-007-15 Snack Vending Machine Services Ladies and Gentlemen:

Receipt is hereby acknowledged of the following addenda to this RFP (initial if applicable).

No. 1 _____ No. 2 _____ No. 3 _____ No. 4 _____ No. 5 _____

Respectfully submitted, By: (Signature of Duly Authorized Representative) Name: Title:

Date:

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APPENDIX ONE to

Request for Proposal - No. CP-007-15 Snack Vending Machine Services

SAMPLE

AGREEMENT This Agreement is made and entered into effective ______________, 2015, between Texas State Technical College Harlingen ("TSTC"), an institution of higher education of the State of Texas, and _________________________ ("Company"), a ___________________ corporation.

RECITALS

(A) College desires that certain products and services be made available on the College campus (“Campus”) for the benefit and convenience of its students, faculty and staff by means of vending machines; and

(B) Contractor represents that it has the knowledge, ability, equipment, and personnel properly to

conduct vending machine operations on the Campus, and College in reliance on such assurance is willing to contract in such capacity on the terms and agreements expressed below.

TERMS AND CONDITIONS

THEREFORE, in consideration of the mutual benefits and the covenants herein the parties agree as follows:

Section 1 TERM AND EXTENSION

The term of this Agreement (the “Term”) commences on the Effective Date and expires on______________,

unless earlier terminated as provided in Section 10. The Term of this Agreement may be extended for two (2)

additional one (1) year period by written agreement of College and Contractor.

Section 2

CONTRACTOR’S OBLIGATIONS

2.1 Commencement of Vending Services. As of the effective date of this Agreement, Contractor shall commence vending machine operations on Campus for the sale of beverage and snack products, under the terms and conditions hereof. Contractor shall perform and conduct, in accordance with all requirements of this Agreement, the installation and operation of vending machines dispensing those products listed in Section 7 (the “Products”) at the locations on the Campus listed in Appendix Four. The Contractor may change the locations at which it is authorized to operate vending machines no sooner than 30 days after obtaining written authorization from College. Contractor shall install and operate its vending machines and conduct all its operations on Campus in conformity with all applicable federal and state laws, rules and regulations, local ordinances, and College Rules. For purposes of this Agreement, "College Rules" means both (i) the Rules and Regulations of the Board of Regents of Texas State Technical System, (ii) the Administrative Rules of Texas State Technical College System; and (iii) the institutional rules and regulations and policies of the College.

2.2 Royalty to College. In consideration for the vending rights granted to Contractor under this

Agreement, Contractor shall pay to College, as a royalty, the percentages of gross receipts (before exclusion of sales tax) of the amount per unit sold or other basis as indicated in Section 7.1 (the

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“Royalty”). Contractor shall submit its Royalty payments and related reports for vending machine operations in accordance with the requirements stated in Section 7 of this Agreement. If it becomes desirable to add other lines of Products to be vended by Contractor during the Term of this Agreement, then the location and type of the vending machines, kinds and sales prices of such snacks and food and royalty rates thereon shall be negotiated between Contractor and College or his or her delegate.

2.3 Type of Vending Machines. The vending machines operated on Campus by Contractor must be

new or like-new models, must contain coin changers and dollar bill reader/changers, and must be of a size and type acceptable to College. College and Contractor agree to cooperate in implementing a gradual phase-in of vending machines with debit card reader capability, at a rate to be mutually agreed upon between College and Contractor. Initially debit readers will be required in top ten high traffic buildings as requested by campus within the first year of service. Contractor can propose to offer more debit card readers within the first year of service or proceeding years.

2.4 Products Vended. Contractor will maintain fresh Products in its vending machines and will ensure

that all Products vended shall conform in all respects to local, state, and federal laws and regulations relating to the standards of food and drink and shall be suitable for human consumption in all respects. Contractor will identify its packaged perishable items by means of coded markings and will deliver to College in writing, from time-to-time as they may be revised, the most current explanatory “keys” required to read Contractor’s coding system for perishables.

2.5 Prices for Products. Contractor will not increase the prices charged for Products sold in its vending

machines on Campus above the sales prices for the corresponding Products specified for each year during the term, College and Contractor may, by mutual written agreement, adjust the sales prices for any Product or Products sold on Contractor’s vending machines on Campus.

2.6 On-Call Service. Contractor will provide on-call maintenance and repair service for its machines.

Contractor will make available to College a toll-free telephone number for service calls, and will respond on-site to calls within four hours between 7:30 AM and 5:30 PM, Monday through Friday, and within 24 hours during weekends. Contractor will keep at least one on-duty supervisor available from 8:00 AM to 5:00 PM each day that College is open, and at least one on-call supervisor available at other times. Contractor's representatives may enter the Campus at reasonable times to install, repair, supply, and remove its machines.

2.7 Maintaining Machines. Contractor shall service all its vending machines and related equipment as

often as is necessary to keep the machines and equipment properly supplied and in good working order. Contractor will maintain a program of regular preventive maintenance and replacement of worn, damaged, or malfunctioning machines. College may require Contractor to replace machines that cannot be returned to service within four working days of the service call. Replacement machines will be of a type and condition at least equal to the machines that are replaced. Contractor will keep its vending machines neat and sanitary. Contractor will clean all spills that occur while filling, cleaning, or maintaining its machines, clean the front of each machine each time Contractor restocks or services it, and remove packaging and waste from the Campus after each service call. Contractor shall cooperate with College to promptly remedy any sanitary problems related to Contractor’s machines.

2.8 Inspecting and Restocking Machines. Contractor will inspect and restock its machines at least

once or twice a week as necessary, Monday through Friday, between 7:30 AM and 5:30 PM, unless College directs otherwise. Contractor shall offer for sale only those Products that College has approved as to brand and size. Contractor will not alter the range of Products, brands, or sizes it offers for sale in vending machines without written permission from College, which shall not be unreasonably withheld. In the event that the parties agree that reduced service and modified merchandise selections are appropriate during summer sessions, holidays, or building shutdowns, then any such mutual agreement shall be reduced to writing, signed by both parties, and designated as an amendment to this Agreement.

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2.9 Operating Notices. Contractor will affix to each vending machine a prominent notice containing instructions on how to (1) operate the machine, (2) report malfunctions, (3) comment on product quality, and (4) request refunds.

2.10 Refunds. Contractor will provide to College cash funds in the amount of $30.00, which shall be

used by College for making refund payments available at locations on Campus that College designates. Contractor shall make additional funds available to College as required to maintain each fund at a level adequate to pay refunds promptly as they are requested. Contractor will supply a written form, mutually agreeable to both parties that can be used as a voucher for submitting refund claims. The form will include space for claimants to identify (1) the type of machine, (2) the machine location, (3) the amount of the loss, (4) a description of how the loss occurred, (5) the date of the loss, and (6) the claimant's signature.

2.11 Financial Statement; Reports, and Bond. Contractor must present to College at the time of

contracting a financial statement prepared by a certified public accountant licensed in Texas. Contractor must provide a payment statement monthly supported by quarterly sales tax reports for each quarter. Contractor’s payment reports must be certified on an annual basis by a certified public accountant licensed in Texas, as required by Texas Government Code, Chapter 2252, Subchapter C, and must be provided to College each year on or before the 15th day of ___________. Contractor shall execute and keep in force for the Term of this Agreement a bond issued by a surety company authorized to do business in the State of Texas in the amount of _________________________Dollars ($_________), conditioned on the full and faithful performance of Contractor’s obligations, agreements and covenants in this Agreement.

2.12 Costs of Operation. Contractor shall have sole responsibility for paying all costs for installing,

operating, servicing, and replacing its vending machines and any necessary related equipment. College shall furnish Contractor with electrical energy and water for operation of Contractor’s vending machines on Campus free of cost. Contractor shall absorb all money shortages that may develop due to theft, burglary, inoperable vending machines or other cause.

2.13 Signs. Contractor will not post signs or posters in the vending machines area, or elsewhere on

Campus, and will not engage in any marketing or promotional activity on the Campus without full compliance with all local, state and federal laws and advance written permission of the College in each instance. Contractor will, within ___ days after termination of this Agreement, remove all of Contractor’s machines and other equipment placed on Campus and restore the property to a condition deemed satisfactory to College.

2.14 Student Evaluation. Contractor shall comply with requirements of Section 51.945, Texas Education

Code and all College Rules regarding students’ involvement in the evaluation of the performance of Contractor, by periodically holding meetings or forums to provide the students at College with a reasonable opportunity to discuss the performance of Contractor. Contractor shall obtain advance written approval from College concerning the time and location of any such meeting or forum to be conducted on Campus.

2.15 Personnel and Background Checks. Contractor will provide each of its employees with an

identification badge and shall require the employee to carry that badge while on Campus to ensure that person has authorized access to Contractor‘s machines and other equipment.

Each individual who is assigned to perform any of Contractor‘s duties under this Agreement will be an employee of Contractor or an employee of a permitted subcontractor engaged by Contractor and approved in advance by College. Contractor is responsible for the performance of all individuals performing its duties under this Agreement. Prior to commencing any operations on Campus, Contractor will at its expense (1) provide College with a list ("List") of all individuals who may be assigned to perform services on Campus, and (2) have an appropriate criminal background screening performed concerning all such individuals. Contractor shall determine on a case-by-case basis whether each such individual is qualified to provide such services. Contractor will not knowingly assign any individual to provide services on Campus who has a history of criminal conduct unacceptable for a College campus, including violent or sexual offenses. Contractor will

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update the List each time there is a change in the individuals assigned to perform services on Campus. Prior to commencing any services under this Agreement, Contractor will provide College a letter signed by an authorized representative of Contractor certifying compliance with this Section. Contractor will provide with College an updated certification letter each time there is a change in the individuals assigned to perform services on Campus.

Section 3

ROYALTY PAYMENTS AND REPORTS 3.1 Contractor will pay College each month a Royalty, as described in Section 7.1 and Contractor will

pay College the Royalty due on or before the 10th day of the month that follows the month in which the royalty was earned. Contractor shall make all Royalty checks payable to “Texas State Technical College,” and shall deliver the monthly payments to Business Office and reports are being relayed to Director of Auxiliary Services, accompanied by a written report for the preceding month, showing the Royalty due and the dollar amount of sales (i) from each vending machine, and (ii) from each sales location. The report will also contain a summary showing all monthly and year-to-date sales by Contractor on Campus from vending machine operations.

3.2 Contractor will keep accurate records of its sales on Campus and will make these records available

to College upon request during the Term of the Agreement and for up to four years after the expiration of the Term. Contractor shall permit authorized representatives of College to accompany Contractor's employees during cash collection and counting and to randomly examine the receipts of the vending machines operated by Contractor.

Section 4

LICENSES, PERMITS, TAXES, LAWS AND REGULATIONS 4.1 Contractor will obtain, maintain in effect, and pay the cost of all licenses or permits necessary for its

performance of this Agreement and will pay all taxes, excises, payroll deductions, employee benefits, fines, penalties, or other payments required by federal, state, or local law, ordinance, or regulation in relation to its duties under this Agreement. Contractor will make proper sales tax returns and payments to the State Comptroller of Public Accounts. Payment of sales tax will not reduce College's royalty on gross sales under this Agreement.

4.2 Contractor will comply with, and will be responsible for requiring its officers, agents, and employees

to comply with all applicable federal, state, and local laws, ordinances, rules and regulations, as well as the College Rules.

Section 5

INSURANCE 5.1 Contractor will maintain commercial general liability, property damage, and product liability

insurance that will provide coverage for claims, causes of action, or judgments for the injury or death of persons (including College officers and employees) and damage to property (including College property) that arise directly or indirectly from (i) any defect in dispensing or vending equipment installed or maintained by Contractor on the College Campus; (ii) any defective or adulterated Product or service sold or supplied by Contractor to College or to College’s concession/food service contractors, or through vending machines located on Campus and maintained by Contractor; or (iii) from the intentional or negligent act or omission of Contractor or its officers, agents, or employees in the performance of this Agreement. The limits of insurance coverage shall not be less than:

1. $300,000.00 per person and $500,000.00 per occurrence for bodily injury or death of a person.

2. $500,000.00 per occurrence for property damage.

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5.2 Contractor will maintain Motor Vehicle insurance for any owned, hired, or non-owned vehicle, with

minimum limits for bodily injury or death of $300,000.00 for each person and $500,000.00 for each occurrence, and minimum limits for property damage of $300,000.00 for each occurrence. During the Term of this Agreement, Contractor will maintain at its option either (1) Workers’ Compensation Insurance coverage for all of Contractor’s employees, or (2) a current certificate of authority to self-insure covering all of Contractor’s employees, issued pursuant to Texas Labor Code, Chapter 407, Subchapter C; and in either case such insurance coverage shall comply with Texas law with regard to coverage limits and other statutory requirements.

5.3 Contractor will purchase the insurance required in this Section 5 from a company authorized to do

business in the State of Texas and acceptable to College’s chief business officer, and will require the insurance carrier:

1. to name TSTC as an additional insured on each policy (excepting the Workers’ Compensation Insurance);

2. to provide TSTC with a Certificate of Insurance showing the liability limits;

and 3. to give TSTC thirty (30) days written notice prior to cancellation of any

coverage.

If any policy required by this Section 5 is cancelled, Contractor shall obtain a policy of insurance with the required limits and coverage from an insurance carrier acceptable to College prior to the effective date of cancellation. If Contractor fails to obtain such replacement insurance, College may terminate this Agreement effective with the cancellation date of the insurance without waiver of any then-existing damage claims against Contractor. Contractor will also obtain and maintain in force all insurance coverage that may be required by federal, state, or local law, ordinances, or regulation.

Section 6

INDEMNIFICATION Contractor shall hold harmless and indemnify the Texas State Technical College, the College, and the officers and employees of those entities (hereinafter referred to as the “Indemnified Parties”) against any and all claims, demands, and causes of action of whatever kind occurring or in any way incident to, arising out of, or in connection with the negligence or willful misconduct by Contractor, its agents, employees, consultants, and subcontractors, occurring in, or in any way related to, the provision of products or services to College (hereinafter collectively referred to as “Claims”), and all losses, costs, penalties, injuries, damages, and expenses, including but not limited to attorneys’ fees incurred in investigating, defending, or settling any of the foregoing and other costs of defending against, investigating and settling the Claims; provided, however, if the injuries or damages result from the negligence or willful misconduct of both Contractor, its agents, employees, consultants, and subcontractors, and the Indemnified Parties, then this indemnity shall not apply to the percentage of such injuries or damages that are caused by the concurrent negligence or willful misconduct of the Indemnified Parties. Should any Claim be asserted against the Indemnified Parties, then the Indemnified Parties shall promptly notify Contractor in writing. Contractor shall assume on behalf of the Indemnified Parties and conduct with reasonable diligence and in good faith the defense of all Claims against the Indemnified Parties, whether or not Contractor is joined therein; provided however, without relieving the Contractor of its obligations under this Section, the Indemnified Parties, at their election, may participate in the defense of any or all of the Claims through the Attorney General of Texas or with attorneys and representatives of their own choosing. The obligations of the Contractor under this Section shall survive the cancellation or termination of this Agreement.

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Section 7

REPRESENTATIONS AND WARRANTIES 7.1 College represents, warrants and covenants to Contractor as follows:

1. College has full power and authority to enter into this Agreement and to grant and

convey to Contractor the rights set forth herein. 2. All necessary approvals for the execution, delivery and performance of this

Agreement by College have been obtained, and this Agreement has been duly executed and delivered by College and constitutes the legal and binding obligation of College enforceable in accordance with its terms.

3. This Agreement complies with the current College Rules.

4. College is an agency and institution of higher education of the State of Texas.

7.2 Contractor hereby represents, warrants and covenants to College as follows:

1. Organization and Authority. Contractor is duly organized, validly existing and in

good standing under the laws of the state of its incorporation or organization and is duly authorized and in good standing to conduct business in the State of Texas, that it has all necessary power and has received all necessary approvals to execute and deliver the Agreement, and the individual executing the Agreement on behalf of Contractor has been duly authorized to act for and bind Contractor.

2. Tax Certification. If Contractor is a taxable entity as defined by Chapter 171, Texas

Tax Code (“Chapter 171”), then Contractor certifies that it is not currently delinquent in the payment of any taxes due under Chapter 171, or that it is exempt from the payment of those taxes, or that it is an out-of-state taxable entity that is not subject to these taxes, whichever is applicable.

3. Eligibility Certifications. Pursuant to Sections 2155.004 and 2155.006, Texas

Government Code, Contractor certifies that the individual or business entity named in the Agreement is not ineligible to receive the award of or payments under the Agreement and acknowledges that the Agreement may be terminated and payment withheld if these certifications are inaccurate.

4. Payment of Debt or Delinquency to the State. Pursuant to Sections 2107.008 and

2252.903, Texas Government Code, Contractor agrees that any payments owing to Contractor under the Agreement may be applied directly toward any debt or delinquency that Contractor owes the State of Texas or any agency of the State of Texas regardless of when it arises, until such debt or delinquency is paid in full.

5. Texas Family Code Child Support Certification. Pursuant to Section 231.006,

Texas Family Code, Contractor certifies that it is not ineligible to receive the award of or payments under the Agreement and acknowledges that the Agreement may be terminated and payment may be withheld if this certification is inaccurate.

6. Products and Materials Produced in Texas. If Contractor will provide services

under the Agreement, Contractor covenants and agrees that in accordance with Section 2155.4441, Texas Government Code, in performing its duties and obligations under the Agreement, the Contractor shall purchase products and materials produced in Texas when such products and materials are available at a price and delivery time comparable to products and materials produced outside of Texas.

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7. No Conflict. Contractor has not entered into, and during the Term of this Agreement will not enter into, any other agreements that would conflict with Contractor’s obligations under this Agreement or prevent it from fully complying with the provisions of this Agreement.

The respective warranties, representations, and covenants of College and Contractor under this Section shall survive the cancellation or termination of the Agreement.

Section 8 RELATIONSHIP OF PARTIES

Contractor recognizes that it is engaged as an independent contractor and acknowledges that College will have no responsibility to provide transportation, insurance or other fringe benefits normally associated with employee status. Contractor, in accordance with its status as an independent contractor, covenants and agrees that it shall conduct itself consistent with such status, that it will neither hold itself out as nor claim to be an officer, partner, employee or agent of College by reason hereof, and that it will not by reason hereof make any claim, demand or application to or for any right or privilege applicable to an officer, partner, employee or agent of College, including, but not limited to, unemployment insurance benefits, social security coverage or retirement benefits. Contractor hereby agrees to make its own arrangements for any of such benefits as it may desire and agrees that it is responsible for all income taxes required by applicable law.

Section 9

NOTICES Any notice or other communication under this Agreement will be in writing, will be sent via registered or certified mail, overnight courier, or confirmed facsimile transmission and will be deemed given (i) if mailed, when deposited, postage prepaid, in the United States mail, (ii) if sent by overnight courier, one business day after delivery to such courier, and (iii) if sent by facsimile, when transmitted. Any notice or other communication will be addressed as set forth below, or to such other address as any party will advise the other in writing:

To TSTC: Texas State Technical College _______________________________ ________________________________ ________________________________ ________________________________

To Contractor: _______________________________ ________________________________ ________________________________ ________________________________

The persons to be notified or the addresses for notification under this Section may be changed by giving notice as provided in this Section. Notwithstanding any other requirements for notices given by a party under the Agreement, if Contractor intends to deliver written notice to College pursuant to Section 2251.054, Texas Government Code, then Contractor shall send that notice to College as follows: _________________________ __________________________ __________________________

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Fax: ______________________ Email: _____________________ Attention: __________________

with copy to: __________________________ __________________________ __________________________ Fax: ______________________ Email: ____________________ Attention: _________________ or such other person or address as may be specified in writing by College to Contractor in accordance with this Section.

Section 10 DEFAULT AND TERMINATION 10.1 This Agreement may be terminated by either party at any time upon giving sixty (60) days written

notice to the other party. 10.2 In addition to any other legal or equitable remedy available now or later to College, College will

have the right to terminate this Agreement upon thirty (30) days written notice to Contractor at any time if:

1. Contractor fails to make any payment due under this Agreement, and such default continues uncured for 30 days after written notice, or

2. Contractor breaches any material term or condition of this Agreement, and such

breach continues uncured for 30 days after written notice.

10.3 In addition to any other legal or equitable remedy available now or later to Contractor, Contractor will have the right to terminate this Agreement upon thirty (30) days written notice to College at any time if College breaches any material term or condition of this Agreement, and such breach continues uncured for 30 days after written notice.

10.4 In addition to College’s rights to terminate under Sections 10.1 and 10.2, College shall have the

right to terminate this Agreement immediately upon the occurrence of one or more of the following events:

1. The filing by or against Contractor in a court of competent jurisdiction of a petition

for relief in bankruptcy, whether voluntary or involuntary, of either adjudication of bankruptcy or for reorganization or rearrangement under the bankruptcy laws;

2. The filing in a court of competent jurisdiction of an action to appoint a receiver for

all or any portion of Contractor's assets; or 3. The insolvency of Contractor or an assignment for the benefit of Contractor's

creditors. 10.5 No delay or omission by either of the parties hereto in exercising any right or power accruing upon

the non-compliance or failure of performance by the other party hereto of any of the provisions of the Agreement shall impair any such right or power or be construed to be a waiver thereof. A waiver by either of the parties to the Agreement or any of the covenants, conditions or agreements thereof to be performed by the other party shall not be construed to be a waiver of any subsequent breach thereof or of any other covenant, condition or agreement herein contained.

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Section 11 NO OTHER RIGHTS

Except as expressly granted in this Agreement, nothing herein is intended to entitle either party to this Agreement to claim any right, title or interest in, or right to use, the name of the other party, the name or existence of any property of facility owned by the other party (or any portion thereof), or any other names, designs, logos, symbols, trademarks, service marks, representations or other identification of the other party.

Section 12 ASSIGNMENT

Neither party may assign this Agreement, in whole or in part, without the prior written consent of the other party. Contracts entered into by either party for the purpose of obtaining services, equipment, materials, merchandise, or products required for that party's performance of this Agreement will not be considered an assignment. The provisions of the preceding sentence shall not prohibit Contractor from assigning its rights and obligations under this Agreement pursuant to the sale of substantially all of its assets.

Section 13

MERGER AND AMENDMENT This Agreement constitutes the entire agreement between the parties and supersedes any existing rights in prior contracts between these parties with regard to the subject matter and no prior or contemporaneous agreement, oral or written, will be effective to vary the terms hereof. Captions used in this Agreement for the various subdivisions hereof are for convenience only and will not affect in any way the meaning or interpretation of the provisions set forth herein. No amendment to this Agreement will be effective unless reduced to writing and signed by the authorized representative of each party.

Section 14 RESOLUTION OF CERTAIN CLAIMS

To the extent that Chapter 2260 of the Texas Government Code, as it may be amended from time to time ("Chapter 2260"), is applicable to this Agreement and is not preempted by other applicable law, the dispute resolution process provided for in Chapter 2260 shall be used, as further described herein, by College and Contractor to attempt to resolve any claim for breach of contract made by Contractor:

(1) Contractor’s claims for breach of this Agreement that the parties cannot resolve pursuant to other provisions of this Agreement or in the ordinary course of business shall be submitted to the negotiation process provided in subchapter B of Chapter 2260. To initiate the process, Contractor shall submit written notice, as required by subchapter B of Chapter 2260, to College in accordance with the notice provisions in this Agreement. Contractor's notice shall specifically state that the provisions of subchapter B of Chapter 2260 are being invoked, the date and nature of the event giving rise to the claim, the specific contract provision that College allegedly breached, the amount of damages Contractor seeks, and the method used to calculate the damages. Compliance by Contractor with subchapter B of Chapter 2260 is a required prerequisite to Contractor's filing of a contested case proceeding under subchapter C of Chapter 2260. The College shall examine Contractor's claim and any counterclaim and shall negotiate with Contractor in an effort to resolve such claims.

(2) If the parties are unable to resolve a claim for breach of this Agreement through the negotiations specified in subsection (1) of this Section, then the contested case process provided in subchapter C of Chapter 2260 is Contractor’s sole and exclusive process for seeking a remedy for any and all claims for breach of this Agreement by College.

(3) Compliance with the contested case process provided in subchapter C of Chapter 2260 is a required prerequisite to seeking consent to sue from the Legislature under Chapter 107 of the Texas Civil Practices and Remedies Code. The parties hereto specifically agree that (i) neither

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the execution of this Agreement by College nor any other conduct, action or inaction of any representative of College relating to this Agreement constitutes or is intended to constitute a waiver of College's or the state's sovereign immunity to suit and (ii) College has not waived its right to seek redress in the courts.

The submission, processing and resolution of Contractor’s claim is governed by the published rules adopted by the Texas Attorney General pursuant to Chapter 2260, as currently effective, hereafter enacted, or subsequently amended. College and Contractor agree that any periods set forth in this Agreement for notice and cure of defaults are not waived, delayed, or suspended by Chapter 2260 or this section.

Section 15

GENERAL PROVISIONS 15.1 Approvals. Except as otherwise specified in this Agreement, in every circumstance in which an

approval or consent from College is required under this Agreement, Contractor must obtain that approval or consent from the College’s Auxiliary officer.

15.2 Texas Law. This Agreement is deemed by the parties to be performable in the State of Texas. The

law of the State of Texas shall govern the interpretation and enforcement of this Agreement in all matters.

15.3 Time for Performance. Time is of the essence in the rendering of Contractor’s services under this

Agreement. Contractor shall perform all obligations and render services set forth in the Agreement in accordance with the schedules and deadlines set forth herein, and as mutually agreed in writing by College and Contractor.

15.4 College's Right to Audit. At any time during the Term of the Agreement and for a period of four (4)

thereafter College or a duly authorized audit representative of College, or the State of Texas, at its expense and at reasonable times, shall have the right to audit Contractor’s records and books relevant to all services provided under this Agreement. If such an audit on behalf of College reveals any errors or underpayments to College, Contractor shall pay to College the full amount of such underpayments within thirty (30) days of such audit findings.

15.5 Force Majeure. If either College or Contractor (individually, a “Party”) is delayed at any time in the

performance of its obligations hereunder by economic industry-wide strikes, fire, unusual delay in deliveries, unavoidable casualties, or other causes reasonably beyond such Party’s control and which could not have been reasonably anticipated by such Party, then the time for performance of such Party shall be extended by one (1) day for each day of such delay.

15.6 No Benefits to Individuals. College and Contractor understand and agree that no benefits,

payments or considerations received by Contractor for the performance of services associated with and pertinent to the Agreement shall accrue, directly or indirectly, to any employees, elected or appointed officers or representatives, or any other persons identified as agents of, or who are by definition employees of, the State of Texas.

15.7 Severability. In case any provision of this Agreement shall, for any reason, be held invalid or

unenforceable in any respect, such invalidity or unenforceability shall not affect any other provision thereof, and the subject document shall be construed as if such invalid or unenforceable provision had not been included herein.

15.8 Use of College Facilities. Contractor's employees shall have reasonable and free access to use

only those facilities of College that are necessary to perform services under the Agreement and shall have no right of access to any other facilities of College.

15.9 Loss of Funding. College performance of its duties and obligations under this Agreement may be dependent upon the appropriation and allotment of funds by the Texas State Legislature (the

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“Legislature”) and/or allocation of funds by Texas State Technical College. If the Legislature fails to appropriate or allot the necessary funds, or Texas Sate Technical College fails to allocate the necessary funds, then College will issue written notice to Contractor and College may terminate this Agreement without further duty or obligation hereunder. Contractor acknowledges that appropriation, allotment, and allocation of funds are beyond the control of College.

SECTION 16 UNDOCUMENTED WORKERS

The Immigration and Nationality Act (8 United States Code 1324a) (“Immigration Act”) makes it unlawful for an employer to hire or continue employment of undocumented workers. The United States Immigration and Customs Enforcement Service has established the Form I-9 Employment Eligibility Verification Form (“I-9 Form”) as the document to be used for employment eligibility verification (8 Code of Federal Regulations 274a). Among other things, Contractor is required to: (1) have all employees complete and sign the I-9 Form certifying that they are eligible for employment; (2) examine verification documents required by the I-9 Form to be presented by the employee and ensure the documents appear to be genuine and related to the individual; (3) record information about the documents on the I-9 Form, and complete the certification portion of the I-9 Form; and (4) retain the I-9 Form as required by law. It is illegal to discriminate against any individual (other than a citizen of another country who is not authorized to work in the United States) in hiring, discharging, or recruiting because of that individual's national origin or citizenship status. If Contractor employs unauthorized workers during performance of this Agreement in violation of the Immigration Act then, in addition to other remedies or penalties prescribed by law, College may terminate this Agreement in accordance with Section 10. Contractor represents and warrants that it is in compliance with and agrees that it will remain in compliance with the provisions of the Immigration Act.

Section 17 ENERGY-SAVING/ENERGY MANAGEMENT

(1) Contractor must activate and maintain in each vending machine it provides under this Agreement

any internal energy-saving or energy-management device or option that is already part of the machine or contained in the machine.

(2) Contractor must use an external energy-saving or energy-management device in each vending machine it provides under this Agreement that: (a) operates with a compressor; and (b) does not have an activated and operational internal energy-saving or energy-management

device or option.

(3) Contractor is responsible for any expenses associated with the acquisition, installation, or maintenance of all energy-saving devices required by this Section.

(4) This Section does not apply to any vending machine provided by Contractor that contains a perishable food product, as defined by Section 96.001, Texas Civil Practice and Remedies Code.

(Ref. Section 2165.058 of the Texas Government Code.)

Section 18 ETHICS MATTERS; NO FINANCIAL INTEREST

Neither Contractor nor its employees, agents, representatives or subcontractors will assist or cause College employees to violate College’s state ethics laws or rules. Contractor represents and warrants that no member of the Board has a direct or indirect financial interest in the transaction that is the subject of this Agreement. IN WITNESS WHEREOF, College and Contractor have caused their authorized representatives to execute and deliver this Agreement, to be effective as of the day and year first above written.

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CONTRACTOR Texas State Technical College

By: __________________________ By: __________________________

Name: _______________________ Name: _______________________

Title: _________________________ Title: ________________________

Date Signed:_________________ Date Signed: ________________

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APPENDIX TWO Request for Proposal – CP-010-10 Snack Vending Machine Services

Map of Texas State Technical College Harlingen CampusA copy of the map can be printed from http://www.harlingen.tstc.edu/map/

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APPENDIX THREE Request for Proposal – CP-007-15 Snack Vending Machine Services

Declaration of Subcontracting Opportunities

HUB SUBCONTRACTING PLAN

can be printed from: www.window.state.tx.us/procurment/prog/hub/hub-forms/

Historically Underutilized Business

DECLARATION OF SUBCONTRACTING OPPORTUNITIES

(Must be completed when the contracting agency determines no subcontracting opportunities are probable.) In accordance with the Texas Government Code, Chapter 2161, Subchapter F, each state agency that considers entering into a contract with an expected value of $100,000 or more shall, before the agency solicits bids, proposals, offers, or other applicable expressions of interest, determine whether subcontracting opportunities are probable under the contract. State agencies should use the steps outlined in the HUB Rules 1, TAC 111.14(a) in making the determination

of whether subcontracting opportunities are probable under the contract: If subcontracting opportunities are

not probable, the agency’s bids, proposals, offers, or other applicable expression of interest will

include a “Declaration of Subcontracting Opportunities” attesting that it has determined that

subcontracting opportunities are not available under the contract.

----------------------------------------------------------------------------------------------------------- I, the undersigned authorized representative of the Texas Building & Procurement Commission have reviewed this solicitation, complied with the steps according to the HUB Rules and have determined to the best of my knowledge and experience that subcontracting opportunities are not probable under this contract. The reasons for this determination are attached to the contract solicitation and documented in the contract file. Linda Rodriguez-Guillen Printed Name of Contract Administrator/Official _________________________________________ Signature of Contract Administrator/Official Date: _______________ Linda Rodriguez-Guillen Printed Name of HUB Coordinator _________________________________________ Signature of HUB Coordinator (if applicable) Date:

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APPENDIX FOUR Request for Proposal – CP-007-15 Snack Vending Machine Services

LIST OF BUILDINGS WHERE VENDING MACHINES WILL BE

BUILDING NUMBER OF VENDING MACHINES

Building A “Public Safety Building” 1 Building B “College Readiness & Advancement” 1 Building C “Office Occupation Building” 1 Building D “Biomedical/Dental Lab” 1 Building E “Transportation Technology” 1 Building EK “Student Services Center” 1 Building F “Autobody Collision Technology” 1 Building G “Computer Science Technology” 1 Building H “Building Systems Technology” 1 Building HO “Housing” 1 Building J “Chemical/Environmental Technology” 1 Building LRC “Dr. J Gilbert Leal” 1 Building ME “University Center” 1 Building PM “Engineering Center” 2 Building S “Georg F Engineering Technology” 1 Building SC “Student Center” 1 Building SSC “Service Support Center” 1 Building T “Aviation Technology” 1 Building U “Senator Eddie Lucio” 2 Building W “ Irma Rangel Science and Tech” 2 Building WSC “Wellness & Support Center” 1 Total Vending: 24

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