1

RFP No. 19-7213-NC

REQUEST FOR PROPOSAL

FOR

Catering Service for District In-Service

AT

FOR

THE BOARD OF TRUSTEES OF

METROPOLITAN COMMUNITY COLLEGE

July 10, 2018

RFP DUE TIME & DATE: 10:00 a.m., July 24, 2018

TABLE OF CONTENTS

PART I – RFP INFORMATION, INSTRUCTIONS, FORMS REQUEST FOR PROPOSAL PROFILE OF METROPOLITAN COMMUNITY COLLEGE GENERAL INSTRUCTIONS AND CONDITIONS TIMELINE SCOPE OF SERVICES MINIMUM REQUIREMENTS SPECIFIC REQUIREMENTS PROPOSAL REQUIREMENTS PROPOSAL FORMAT EVALUATION CRITERIA PROPOSAL FORMS – TO BE RETURNED WITH PROPOSAL

FORM: PROPOSAL FEE SCHEDULE FORM FORM: M/WBE PARTICIPATION FORM FORM: FEDERAL WORK AUTHORIZATION PROGRAM (“E-VERIFY”) ADDENDUM FORM: FEDERAL WORK AUTORIZATION PROGRAM AFFIDAVIT FORM: NON-COLLUSION AFFIDAVIT

OTHER FORMS – TO BE RETURNED WITH PROPOSAL COMPANY COVER LETTER (not to exceed three pages) COPY OF LICENSE TO DO BUSINESS IN THE STATE OF MISSOURI COPY OF CERTIFICATE OF GOOD STANDING FROM MISSOURI SECRETARY OF STATE

REFERENCES LIST OF ASSOCIATED COSTS LIST OF ALL QUALITY CERTIFICATIONS

PART II – CONTRACT DOCUMENTS & STANDARD CONTRACT (sample)

GENERAL TERMS AND CONDITIONS STANDARD CONTRACT (sample)

PART I RFP INFORMATION, INSTRUCTIONS, FORMS

REQUEST FOR PROPOSAL Metropolitan Community College (MCC), a public community college district and political subdivision of the State of Missouri, located in Kansas City, Missouri extends an invitation to qualified providers with the necessary resources and experience to submit proposals to provide catering services for the District In-Service event on August 21, 2018. PROFILE OF METROPOLITAN COMMUNITY COLLEGE MCC began in 1915 as the Kansas City Polytechnic Institute and enrolled 125 students the first semester. Today, MCC is the largest higher education institution in the metropolitan area. MCC has five campuses – Blue River, Longview, Maple Woods, Penn Valley and Business & Technology – that serve 37,000 students annually through credit and non-credit courses and business services. More information about MCC can be found at www.mcckc.edu. MCC is a comprehensive community college committed to serving the current and emerging needs of the residents of the Kansas City area for higher academic education, technical/vocational education and lifelong learning. MCC is considered a leader among community colleges offering transfer college degree programs that cover the first two years of a four-year degree and 80 career programs that provide quick entry into the workforce. GENERAL INSTRUCTIONS AND CONDITIONS 1. The Purchasing Department of MCC is the issuing department for this document and

all subsequent addenda relating to it. Your sealed proposal must be received no later than 10:00 AM, Central Time on Tuesday, July 24, 2018. Proposals received after this deadline will be considered late and ineligible for consideration. The envelope must be labeled “RFP # 19-7213-NC, Catering Service for District In-Service. Please include an electronic version of your proposal. Deliver/send to Amiee W enson, Purchasing Manager, Administrative Center, 3200 Broadway, Kansas City, MO 64111-2429. Hand delivered proposals must be logged in (indicating date and time received) with the public safety officer located in the lobby.

2. Any exceptions taken to the terms, conditions, or specifications of the RFP, including without

limitation the General Terms and Conditions and the sample Standard Contract, must be clearly noted in the proposal as follows: Exceptions to RFP # 19-7213-NC. If not so noted, then the contractor expressly agrees to the terms, conditions and specifications of the Request for Proposal (RFP) in its entirety and any exception subsequent to the submittal of the proposal will be held invalid and/or cause for MCC to reject the proposal, in whole or in part, at the sole discretion of MCC.

3. Services shall not be subcontracted or a s s i g n e d , in whole or in part, without the

express written consent of MCC. Areas of work that cannot be accomplished by the contractor must be identified in the proposal, including the identification of businesses to be

used. However, ultimate responsibility for the goods/services and all obligations relating to the goods/services will remain with the successful contractor.

4. It is the responsibility of each contractor to become familiar with the requirements of

this proposal. Lack of knowledge concerning the proposal’s requirements will not relieve the contractor of conditions submitted in response to the proposal.

5. In the event that it becomes necessary to revise this proposal in whole or in part, an addendum

will be provided to all contractors on record as having received the proposal. MCC strives to notify all prospective contractors of any issued addenda. It is important to note, however, that it remains the responsibility of the respondent to determine if any addenda have been issued and to obtain those addenda prior to submitting their proposal.

6. A taste testing presentation for up to five MCC employees to supplement the proposal may be

required. MCC will make a decision regarding presentations after the initial review of proposals and will notify contractors if presentations are required.

7. MCC will not be liable for any costs that a contractor may incur in the preparation of or

presentation of the proposal. 8. Proposal must be dated and signed by an official authorized to bind the contractor to its

provisions. Proposal must remain in force for at least ninety (90) days from the date for submission of proposal.

9. No communication will take place between contractors and MCC during the RFP

process, except in writing. Questions regarding the RFP process should be emailed to Purchasing.info@mcckc.edu. Questions must be received by noon, July 16, 2018. Response proposals will be compiled and shared with all contractors on record with interest in participating.

10. MCC reserves the right to waive any informality and to reject any or all proposals and/or to

cancel this request for proposal. MCC also reserves the right to make multiple awards. The award(s) shall be made based on the proposal(s) that serves the best interest of MCC and will not be evaluated solely on a monetary basis. Each proposal should be submitted based on the most favorable terms, from a price and services standpoint, which the contractor can submit to MCC. No contract award shall exist until executed in writing.

11. Any proposal may be withdrawn at any time prior to the time specified herein for the opening of proposals, but no proposal may be withdrawn for a period of ninety (90) days thereafter.

12. In all cases, no verbal communication will override written communication and only written

communications are binding. 13. MCC shall not be obligated to return the contractor’s proposal once submitted, whether

the proposal is withdrawn or not.

14. Contractor will be required to comply with the General Terms and Conditions, as well as state any objections to the terms of the sample Standard Contract, collectively attached hereto in Part II.

15. A 5% preference shall be granted to all firms, corporations or individuals doing business as a Missouri firm, corporation or individual provided the additional cost to the District does not exceed $500.

16. Contractors must indicate their Minority and Women Business Enterprises participation levels committed to this project on the M/WBE Participation Form, attached hereto in Part I.

17. After awarding of the RFP and signing of an agreement, as per the terms of such agreement,

contractor shall issue invoices via email to purchasing.info@mcckc.edu or mail them to Metropolitan Community College, Purchasing Department, 3200 Broadway, Kansas City, Missouri 64111.

TIMELINE An overview of the process and proposed timeline for the engagement is provided below:

Scheduled Task Due Date

RFP Issued July 10, 2018

Written RFP questions submitted to MCC by noon.

July 16, 2018

Proposals Due July 24, 2018

Taste testing presentations if applicable & MCC evaluation completed

July 27, 2018 – August 3, 2018

Notification of award to successful firm(s) August 6, 2018

SCOPE OF SERVICES MCC is requesting proposals to provide catering service and menu options for the District In-Service on Tuesday, August 21, 2018 as specified below. Contractor will have access to the venue for early set-up in the afternoon on Monday, August 20, 2018, and may begin clean up/tear down at 1pm on Tuesday, August 21, 2018. MCC will provide space and twelve eight-foot tables for food lines and beverages. Please specify in proposal if additional tables are required. Breakfast for 700 people to be served at 8:00 a.m.

Regular and decaffeinated coffee (large population of coffee drinkers)

Iced water

Iced tea

Hot and cold breakfast options, including fruit

Lunch for 825 people to be served at 11:30 a.m.

Regular and decaffeinated coffee

Iced water

Iced tea

Cold beverage options

Hot lunch buffet options

Cookie/Dessert trays for 800 people Assortment of cookies and/or desserts is to be provided on disposable trays, and served by MCC staff during an afternoon break.

Special Requests A small number of vegetarian, gluten free or vegan meals may be requested. Provide a per plate cost for these options. Contractor will be notified no later than 21 days prior to the event of such requests. Additionally, contractor is responsible for providing set-up, clean-up, buffet refill service during meals, all chafing dishes and heating elements, plates, flatware, napkins, coffee and cold beverage cups, condiments, and twelve eight-foot black table cloths. VENUE The District In-Service will be held at the MCC – Business & Technology campus, 1775 Universal Avenue, Kansas City, MO 64120. Contact information for the event coordinator will be shared upon award of the contract. MINIMUM REQUIREMENTS 1. Licensed to do business in the State of Missouri (provide copy of Certificate of Good Standing

from Missouri Secretary of State). 2. Must exhibit experience in the field (minimum 5 years).

3. Must submit a completed, signed pricing schedule. SPECIFIC REQUIREMENTS 1. Must utilize only experienced, responsible and capable personnel in performance of the work.

2. Must perform all work required under this contract in a manner consistent with the highest

industry standards.

3. Must be able to perform the services described in Scope of Services section.

4. Must be able to meet deadline due dates as determined by MCC. PROPOSAL REQUIREMENTS Proposal must address the following: A. Description of Firm

1. Describe firm and its ability to provide the services requested. Give the name and qualifications of the manager/supervisor who will be assigned on behalf of any resultant contract.

2. Give the names, addresses and telephone numbers of at least two (2) companies or

educational institutions for whom you have provided similar services in the last three (3) years.

B. Qualifications

1. Provide a statement outlining the understanding and knowledge of the services required for an institution of higher learning.

2. Provide examples of work experience that demonstrates thorough knowledge of the

services.

3. Provide a pricing schedule. PROPOSAL FORMAT It is the purpose of this RFP to obtain as much complete data as possible to enable MCC to determine which offer is best able to serve all the criteria that are to be considered for the resulting purchase. To this end, each prospective contractor shall furnish, as a part of its proposal, a complete general description of capabilities in the field of catering and food service. Response proposals to the required information shall be submitted in the following format: 1. Cover letter (not to exceed three pages) including introductory comments, along with key

points of the proposal.

2. Provide background on the contractor’s business and operations including:

Size and scope of contractor’s business

Example customers where contractor provides services similar in nature and scope to those outlined in this request.

Outline of key partnerships (if any) that will contribute to the performance of the services

Contractor’s qualifications and differentiators

Description of contractor’s technical and service capabilities

List of all quality certifications 3. Provide disclosures and declarations related to the following areas:

The name, nature of the relationship, and the scope of the activities for any third party that the contractor is dependent on to provide services defined herein. Exclude normal purchasing relationships with contractors providing hardware and software or typical products and services (i.e. maintenance contracts).

Provide a list of all entities with which contractor has relationships that create, or appear to create, a conflict of interest with the work that is contemplated in this request. The list should indicate the name of the entity, the relationship, and a description of the conflict.

4. A statement of who can represent and bind the contractor to an agreement, including the name, title, full address, telephone number and facsimile number of the designated person.

5. All costs associated with providing the services described, including travel expenses. 6. A minimum of three (3) client references, preferably multi-campus higher education

institutions, which shall include name of organization, contact person and telephone number. EVALUATION CRITERIA 1. General quality and responsiveness:

Understanding of the requirements of the RFP as evidenced by the proposal and the ability of the provider to deliver the required services.

The scope of the services offered and the extent to which they meet or exceed

2. Submission of information in the following areas: Qualifications of the firm and key personnel

Firm’s responsiveness to proposal requirements as listed.

References - level of satisfaction of present and former customers with accounts of similar size and complexity.

3. Estimated cost as compared to other proposals.

Catering Service for District In-Service RFP No. 19-7213-NC 7/9/2018

PROPOSAL FEE SCHEDULE FORM

Description Total

Breakfast for 700 people

Lunch for 825 people

Cookie/Dessert trays for 800 people

Vegetarian meal (per plate)

Vegan meal (per plate)

Gluten free meal (per plate)

Additional costs (please specify)* *MCC is a tax exempt institution.

By signing below, I am certifying that I am submitting this proposal as an authorized representative of the below-named contractor, have thoroughly reviewed and understand the terms and conditions of the RFP, and am submitting the proposal accordingly. Dated this day of , 2018.

Authorized Representative Signature

Authorized Representative Name / Title

Company Name

Address

City, State, Zip

Phone Number / Fax Number

Email Address

Catering Service for District In-Service RFP No. 19-7213-NC 7/9/2018

VENDOR QUESTIONNAIRE

How did you learn of this RFP opportunity? Please check applicable method below:

MCC Website Public Purchase Website

Newspaper _______________ Other _______________

I was notified directly by MCC/MCC Consultant

ADDENDA The Contractor acknowledges receipt and the consequent review of the following Addenda covering revisions to the drawings and/or specifications, and the cost, if any, of such revisions has been included in the price herein before quoted: Addendum No. Date Addendum No. Date Addendum No. Date Addendum No. Date

MBE/WBE PARTICIPATION FORM If proposing MBE/WBE participation, the contractor must indicate below the percentage of qualified MBE and WBE participation committed to in relation to the total dollar value of the contract regardless of whether the contractor is awarded one, some or all of the categories being proposed. Overall, the MBE and WBE participation must not be contingent upon award of a specific category and the contractor, if awarded a contract, must be able to achieve the stated participation for the resulting contract regardless of the categories awarded or not awarded. The contractor must be able to achieve participation stated below for the total value of the awarded contract(s). If the contractor is a qualified MBE and/or WBE, the contractor may indicate 100% participation. The contractor is committed to the following MBE and WBE participation on this RFP:

Total MBE Participation % Total WBE Participation % Complete the following table indicating the firms used to meet the participation levels indicated.

MBE Firm Name MBE % of Contract

WBE Firm Name WBE % of Contract

FEDERAL WORK AUTHORIZATION PROGRAM (“E-VERIFY”) ADDENDUM For Contracts with The Junior College District of Metropolitan Kansas City, Missouri aka Metropolitan Community College, a public community college district and political subdivision of the State of Missouri (“MCC”). Pursuant to Missouri Revised Statute 285.530, all business entities awarded any contract in excess of five thousand dollars ($5,000) with a Missouri political subdivision must, as a condition to the award of any such contract, be enrolled and participate in a federal work authorization program with respect to the employees working in connection with the contracted services being provided, or to be provided, to MCC (to the extent allowed by E-Verify). In addition, the business entity must affirm the same through sworn affidavit and provision of documentation. In addition, the business entity must sign an affidavit that it does not knowingly employ any person who is an unauthorized alien in in connection with the services being provided, or to be provided, to MCC. Accordingly, your company: (a) Agrees to have an authorized person execute the attached “Federal Work Authorization Program Affidavit” and deliver the same to MCC prior to or contemporaneously with the execution of its contract with MCC; (b) Affirms it is enrolled in the “E-Verify” work authorization program in the United States, and is participating in E-Verify with respect to your employees working in connection with the services being provided (to the extent allowed by E-Verify), or to be provided; (c) Affirms that it is not knowingly employing any person who is an unauthorized alien in connection with the services being provided, or to be provided, by your company to the district. (d) Affirms you will notify MCC if you cease participation in E-Verify, or if there is any action, claim or complaint made against you alleging any violation of Missouri Revised Statue 285.530, or any regulations issued thereto; (e) Agrees to provide documentation of your participation in E-Verify to MCC prior to or contemporaneously with the execution of its contract with MCC (or at any time thereafter upon request by MCC), by providing to MCC an E-Verify screen print out (or equivalent documentation) confirming your participation in E-Verify; (f) Agrees to comply with any state or federal regulations or rules that may be issued subsequent to this addendum that relate to Missouri Revised Statute 285.530; and (g) Agrees that any failure by your company to abide by the requirements a) through f) above will be considered a material breach of your contract with MCC. By: (Signature) Name and Title: For and on behalf of:

(Company)

FEDERAL WORK AUTORIZATION PROGRAM AFFIDAVIT

I, ___________________, being of legal age and having been duly sworn upon my oath, state the following facts are true: 1. I am more than twenty-one years of age; and have first-hand knowledge of the matters set forth herein. 2. I am employed by _______________________________(“Company”) and have authority to issue this affidavit on its behalf. 3. Company is enrolled in and participating in the United States E-Verify federal work authorization program with respect to Company’s employees working in connection with the services Company is providing to, or will provide to MCC, to the extent allowed by E-Verify. 4. Company does not knowingly employ any person who is an unauthorized alien in connection with the services Company is providing to, or will provide to, the MCC. FURTHER AFFIANT SAYETH NOT. By: (Signature)

Name/Title: On Behalf of: (Company) STATE OF ___________ ) ) ss. COUNTY OF __________) Submitted and sworn to before me this ____ day of _______ , 201___. __________________________________ Notary Public __________________________________ Print Notary Name My commission expires:

PART II CONTRACT DOCUMENTS & STANDARD

CONTRACT (sample) GENERAL TERMS AND CONDITIONS

1. Contract Documents. This RFP, including these General Terms and Conditions, Contractor’s response proposal, including without limitation any completed forms required by Contractor under the RFP, and MCC’s Notice of Award letter shall form a binding agreement and shall be made a part of any Agreement (“Agreement” or “Contract”) executed between MCC and the selected Contractor regarding the subject matter herein.

2. Governing Law. Any Contract issued as a result of this RFP shall be constructed in accordance with the laws of the state of Missouri.

3. Sovereign Immunity. MCC, due to its status as a political subdivision of the state of Missouri and its entitlement to sovereign immunity, is unable to accept contract provisions that require the indemnification of others. Any indemnity language in proposed terms and conditions will be modified to conform to language acceptable to MCC.

4. Rules and Regulations. Contractor covenants and agrees that Contractor shall observe all MCC policies and procedures, as well as all rules, regulations, and security requirements concerning the safety of persons and property.

5. Non-Discrimination. MCC is an equal opportunity/affirmative action employer. If applicable, Contractor, in performing the work required by the Agreement, agrees to comply with the applicable provision of Executive Order 11246 issued by the President of the United States, September 24, 1965, and the applicable provisions of the Vietnam Era Veterans Readjustment Assistance Act of 1974 and the Rehabilitation Act of 1974, all as amended, and to comply with the Rules and Regulations issued thereunder, as set forth at 41 CFR § 10.1-4(a), and 41 CFR § 60-250. Contractor agrees not to discriminate against any employee or applicant for employment because of race, color, religion, age, sex, sexual orientation, gender identity, disability, national origin, veteran status or any other status protected by applicable law. This Contractor and subcontractor shall also abide by the requirements of 41 CFR § 60-300.5(a), and 41 CFR § 60-741.5(a). These regulations prohibit discrimination against qualified protected veterans and qualified individuals on the basis of disability and require affirmative action by covered prime contractors and subcontractors to employ and advance in employment qualified protected veterans and individuals with disabilities.

6. Independent Contractor. The Contractor represents and warrants that it is now and shall remain a separate and independent entity from MCC.

7. Compliance with Laws. Contractor represents and warrants that Contractor shall observe, perform, and comply with all federal, state, and local laws, ordinances, rules, regulations, and all amendments thereto which in any manner may affect the operations and activities undertaken by Contractor pursuant to the Agreement.

8. Employee Eligibility Verification. If a contract will exceed $5,000, Contractor shall execute and submit an affidavit, in a form prescribed by MCC and included in this RFP, affirming that Contractor does not knowingly employ any person in connection with the contracted services who does not have the legal right or authorization under federal law to work in the United States as defined in 8 U.S.C. §1324a(h)(3). Contractor shall attach to the affidavit documentation sufficient to establish Contractor’s enrollment and participation in an electronic verification of work program operated by the United States Department of Homeland Security to verify information of newly hired employees, under the Immigration and Reform and Control Act of 1986. Contractor may obtain additional information about E-Verify and enroll at https://e-verify.uscis.gov/enroll/StartPage.aspx?JS=YES.

9. No Debarment. Contractor represents that it is not debarred or suspended from doing business with the federal government and/or any state government, and shall notify MCC if it becomes debarred or suspended during the Term of the Agreement.

10. Immigration Law Compliance. Contractor certifies and agrees that: 10.1. Contractor does not knowingly or intentionally employ individuals who are

ineligible to work in the United States in violation of any federal or applicable state or local laws;

10.2. Any Contractor employee assigned to perform services under this Agreement has satisfied federal I-9 requirements and, to the best of Contractor's knowledge is lawfully present in the United States;

10.3. Contractor does not have any knowledge that any Contractor employee assigned to perform services under this Agreement is ineligible to work in the United States;

10.4. Contractor is enrolled in and participates in a federal work authorization program as required by Missouri law, RSMo 295.525 and .530;

10.5. Contractor will immediately notify Owner of any investigation or legal proceeding involving the federal or state government or of any requests by the U.S. Immigration and Customs Enforcement to inspect Contractor's I-9 or other employment records;

10.6. Contractor agrees to indemnify Owner for any fines, legal fees, or other costs incurred because of investigations into the status of Contractor's employees or whether Contractor's employees are authorized to work in the United States; and

10.7. Contractor agrees to complete and return with Contractor’s RFP response proposal a Federal Work Authorization Program (“E-Verify”), and Affidavit.

11. Appropriations. MCC is a political subdivision of the state of Missouri and as such cannot create indebtedness in any one year above what it can pay out of the annual income of said year. Should MCC determine it has not received adequate appropriations budget allocations income to enable it to meet the terms of this Contract, MCC reserves the right to cancel this Contract with a 30 days’ notice. Multi-year term and supply contracts and leases and the exercise of options to renew are subject to annual appropriations.

12. Disclosure of Proprietary / Confidential Information.

12.1. Proprietary / Confidential Information. A contractor may restrict the disclosure of software codes, records relating to the configuration of computer components and/or the operation thereof, and intellectual property in which it has a

proprietary interest but only if such information is defined as a "closed" record under Missouri law, including, but not limited to, one or more subsections of Section 610-021, RSMo. In order for any such information or record to be closed, each page of each such document must include in at least sixteen (16) point bold font the words “Proprietary Information.” After either a contract is executed pursuant to the RFP or all proposals are rejected, if access to documents so marked is requested under the Missouri Sunshine Law, MCC will notify the Contractor(s) of the request, and it shall be the burden of each Contractor to establish that the Contractor's documents are exempt from disclosure by law as aforesaid. If the Contractor shall not cooperate with MCC after notice as provided herein, MCC may, in its sole discretion, disclose the Contractor's documents/records/information to the requester without liability to the Contractor for any such disclosure under any theory of common or statutory law. Notwithstanding the foregoing, in response to a formal request for information, MCC reserves the right to release any documents, records and/or information which MCC determines is a public record subject to disclosure pursuant to the Missouri Sunshine Law.

12.2. Exceptions to Confidentiality Obligations. Notwithstanding the

foregoing, each party's obligations of confidentiality will not include information which at the time of disclosure was in the public domain other than by Contractor’s or MCC’s breach of this Agreement; or which, after such disclosure, immediately becomes generally available to the public other than through any act or omission of the Contractor or its employees, representatives, agents, subcontractors, or contractors; is rightfully furnished to Contractor or MCC without restriction as to use or disclosure by a third party authorized to make such disclosure; or is information that was independently developed by Contractor or MCC without reference to Confidential Information; or which is required to be disclosed by a court of competent jurisdiction, provided that prior written notice of such disclosure is furnished to MCC in a timely manner in order to afford MCC the opportunity to seek a protective order against such disclosure and the disclosure is strictly limited to the information that the court requires.

12.3. Remedies for Disclosure. The Contractor understands and agrees that

any unauthorized disclosure or use of any confidential information as provided under this section may result in MCC seeking injunctive relief. The Contractor agrees to give prompt notice to MCC of any unauthorized disclosure, use, or misappropriation of any confidential information and take all steps as requested by MCC to limit, stop, or otherwise remedy the disclosure, use, or misappropriation of any confidential information. All steps taken by the Contractor hereunder relating to remedy shall be at its sole expense.

12.4. Return of Confidential Information. After expiration or termination of this

Agreement, the Contractor must return all confidential information given to or generated by it hereunder within five (5) days of written request. The Contractor agrees that it will comply with the instructions MCC regarding the return or disposition of the confidential information, including any copies or reproductions.

13. Warranty. The Contractor expressly warrants that all equipment, products, materials, supplies and/or services provided shall: a) based on a manner consistent with the highest degree of care, diligence, and skill; b) conform to each and every specification, drawing, sample or other description furnished to or adopted by MCC; c) be fit and sufficient for the purpose expressed in the RFP; d) be merchantable; e) be of good materials and workmanship; and f) be free from defect for a period of one year after acceptance of each project. If software is applicable to RFP specifications, Contractor represents and warrants that, upon delivery and installation of

the Software and for the duration of the Agreement, the Software shall conform in all material respects to the applicable Specifications. Contractor represents and warrants that the Documentation furnished by Contractor to MCC will include complete, accurate and current descriptions of the Software’s functionality, features, terminology and operation as well as formats, tables and dictionaries for data and files necessary for the Software’s operation, and training as provided for herein. Contractor represents and warrants that it has full power and authority to grant the rights granted to MCC with respect to the Products without the consent of any third party or such consent has been obtained and that the Products furnished hereunder will not infringe or violate any copyright, trade secret, trademark, patent or other intellectual property rights of any third party; and there is no litigation pending against Licensor or its licensors which would limit, restrict or prevent MCC’s use of the Products. Contractor’s obligation and liability, and MCC’s remedy, with respect to any breach of the foregoing warranty shall be for Contractor to provide at no charge to MCC the services required to make the Software operate as warranted; however, if in Contractor’s reasonable judgment, repair or replacement is not possible or practicable, Contractor shall refund to MCC the total amount of fees paid for the Software and related Professional Services under the Agreement.

14. Inventions, Patents, and Copyrights. The Contractor shall pay for all royalties, license fees, patent or invention rights, or copyrights and defend all suits or claims for infringements of any patent or invention rights, or copyrights involved in the items furnished hereunder. The Contractor shall defend, protect, and hold harmless MCC, its officers, agents, servants, and employees against all suits of law or in equity resulting from patent and or copyright infringement concerning the contractor’s performance or products produced under the terms of the contract. Copyrights for any item developed for MCC shall be the property of MCC and inure to its benefit and the Contractor shall execute such documents as MCC may require for the perfection thereof.

15. Indemnification. Contractor shall indemnify, defend, and hold MCC, MCC’s trustees, officers, employees, agents, and representatives harmless against any and all claims, demands, suits, costs, judgments, or other forms of liability, actual or claimed, including reasonable attorneys’ fees, for injury or damage to persons or loss or damage to property occurring or allegedly occurring in connection with any action, inaction, or conduct committed by Contractor or by Contractor’s officers, directors, employees, students, volunteers, agents, or representatives during the term of this Agreement.

16. No Waiver. The foregoing provision shall not be deemed a relinquishment or waiver of any kind of applicable limitations of liability provided or available to MCC under applicable Missouri governmental immunities law.

17. Sole Property of MCC. All work performed during the duration of a contract will be deemed to be the sole property of MCC and the contractor will have no rights in such work unless MCC has provided contractor with expressed written rights. Upon request, contractor will relinquish all types and forms of works created under the performance of the contract. Minority and Women Business Enterprise Participation It is the practice of Metropolitan Community College (MCC) to ensure full and equitable economic opportunities to persons and businesses that compete for business with the College, including Minority and Women Business Enterprises (M/WBEs).

MCC encourages M/WBE participation in contracts for goods and services by firms that are certified. MCC accepts certifications provided by those entities identified on the page in this document titled “Certifying M/WBE Agencies”. This may either be by the primary contractor being a certified M/WBE or by the utilization of qualified subcontractors, contractors, joint ventures or other arrangements that afford meaningful opportunities for M/WBE participation. Work performed by M/WBEs must provide a commercially useful function related to the delivery of the service/product required herein. Second tier participation where contractors generally provide supplies to a corporation but that are not directly related to this contract does not qualify as meaningful participation. MCC will consider certifications from agencies not located in Missouri for M/WBEs not located in Missouri with the approval of the Purchasing Manager. M/WBE means a business that is a sole proprietorship, partnership, joint venture or corporation in which at least fifty-one percent (51%) of the ownership interest is held by minorities or women and the management and daily business operations of which are controlled by one or more minorities or women who own it. Minority is defined as belonging to one of the following racial minority groups: African Americans, Native Americans, Hispanic Americans, Asian Americans, American Indians, Eskimos, Aleuts and other groups that may be recognized by the Office of Advocacy, United States Small Business Administration. Contractors must indicate their MBE and WBE participation levels committed to this project on the “M/WBE Participation Form” included in this document. The names and percent participation of each MBE and WBE should also be provided on this form. The contractor shall provide annual reports (or more frequently if requested) of the financial participation of M/WBEs. The report shall include the name(s) and address(es) of the certified M/WBEs, products or services provided and the total dollar amount or percentage of utilization. The annual report shall also include, separately, all second tier participation the contractor may have. MCC will monitor the contractor’s compliance in meeting the M/WBE participation levels committed to in the awarded proposal. If the contractor's payments to participating M/WBEs are less than the amount committed to in the contract, MCC may cancel the contract or suspend or debar the contractor from participating in future contracts. If a participating M/WBE fails to retain their certification or is unable to satisfactorily perform, the contractor must obtain other certified M/WBEs to fulfill the M/WBE participation requirements committed to in the awarded proposal. The contractor must obtain the written approval of the Purchasing Manager for any new M/WBE participants. This approval shall not be arbitrarily withheld. If the contractor cannot obtain an M/WBE replacement, the contractor must submit documentation to the Purchasing Manager detailing all efforts made to secure an M/WBE replacement. The Purchasing Manager shall have sole discretion in determining if the actions taken by the contractor constitute a good faith effort to secure the participation of M/WBEs and whether the contract will be amended to change the M/WBE participation commitment.

NON-COLLUSION AFFIDAVIT The undersigned, being duly sworn on oath says, that he/she is the contracting party, or that he/she is the representative, agent, member, or officer of the contracting party, that he/she has not, nor has any other member, employee, representative, agent or officer of the firm, company, corporation or partnership represented by him/her, directly or indirectly, entered into or offered to enter into any combination, collusion or agreement to receive or pay, and that he/she has not received or paid, any sum of money or other consideration for the execution of the annexed contract other than that which appears upon the face of the contract. Signature: Name: Title: Company: Date: State of Missouri ) ) ss County of ) On this day_____ day of ______, 20___, before me, a Notary Public, personally appeared the above-named person who acknowledged signing the above instrument as a free act and deed. Notary Public My commission expires:

STANDARD CONTRACT (sample) (For reference only. To be completed by Metropolitan Community College.)

Services Agreement

This Services Agreement (Agreement) is made by and between the Junior College District of Metropolitan Kansas City, Missouri aka Metropolitan Community College (MCC), a public community college district and political subdivision of the State of Missouri, whose principal office is located at 3200 Broadway, Kansas City, Missouri 64111, and Contractor Name (Contractor), whose principal office is located at Contractor's address .

MCC desires to engage Contractor to provide Type of Services (Services), and

Contractor represents and warrants to MCC that Contractor has demonstrated a high degree of

experience, training, and proficiency in Contractor’s conduct of various prior and similar works,

has the requisite expertise and resources, and is technically and professionally capable of

performing the obligations under this Agreement. In consideration of the foregoing and the

mutual agreements contained in this Agreement, the parties agree as follows:

1. Scope of Services. Contractor agrees to provide the services as specified in

MCC’s Request For Proposal enter # and title (RFP), Contractor’s Response to Request for

Proposal enter # and title (Response), collectively incorporated herein by reference, as further

detailed in Exhibit A – Scope of Services (Exhibit A), attached hereto and incorporated herein,

and as detailed below:

description of services

2. Contractor Responsibilities. Contractor shall be responsible for all materials,

manpower, and equipment needed to provide the services described herein, and MCC shall

cooperate in providing information needed by the Contractor upon request.

3. Minors. Each party acknowledges that the services may include activities

involving minors. Each party agrees to inform the other party if they have any knowledge of any

injuries, or suspected abuse or neglect of any Participant, and to report the same to the

appropriate authorities pursuant to state law.

4. Location. Services shall be provided by Contractor at enter locations.

5. Term and Termination.

5.1. Term. The term of this Agreement be from the date of execution by the

parties OR Notice to Proceed is issued by MCC and shall be completed on enter date ,

unless terminated earlier in accordance with the terms and conditions set forth herein. The

term may be extended upon the mutual written agreement of the parties.

5.2. Termination. Purchasing to indicate specific termination terms. MCC

reserves the right to terminate this Agreement with or without cause upon written notice

to Contractor if given at least thirty (30) days prior to the beginning of services.

Purchasing option for cure period. Each party reserves the right to terminate this

Agreement immediately if the other party fails to comply with any of the terms and

conditions herein.

6. Compensation.

6.1. Fees. For and in consideration of the Services, Choose an item. Payments

shall be sent to Contractor at the address first written above. MCC agrees to pay all

undisputed amounts within thirty (30) days of receipt of a properly itemized invoice, if

applicable. The Contractor agrees that no other payment of any kind shall be due for

services provided hereunder. Any services that cause Contractor to so exceed this

amount without a proper contract amendment or addendum shall be performed at

Contractor’s sole risk and liability and MCC shall have no obligations therefore.

6.2. Subcontractors. Contractor agrees to indemnify MCC for any costs and/or

expenses, in whole or in part, that are due any subcontractors or suppliers for services

provided under this Agreement.

6.3. Performance. No payment made under this Agreement shall be proof of

satisfactory performance of this Agreement, either in whole or in part, and no payment

shall be construed as acceptance of deficient or unsatisfactory service.

7. Notices. All communications relating to this Agreement shall be in writing and

may be hand delivered, sent by overnight courier, or shall be deemed received within five (5)

business days after mailing if sent by registered or certified mail, return receipt requested to the

parties at the addresses first written above. If to MCC regarding legal matters, notice shall be

sent to the attention of Kathy Walter-Mack, Chief of Staff to the Chancellor.

8. Contractor’s Representations and Warranties.

8.1. Standard of Care. Contractor represents and warrants that Contractor

shall provide services based on a manner consistent with the highest degree of care,

diligence, and skill.

8.2. Rules and Regulations. Contractor covenants and agrees that Contractor

shall observe all MCC policies and procedures, as well as all rules, regulations, and

security requirements concerning the safety of persons and property.

8.3. Non-Discrimination. MCC is an equal opportunity/affirmative action

employer. If applicable, Contractor, in performing the work required by this Agreement,

agrees to comply with the applicable provision of Executive Order 11246 issued by the

President of the United States, September 24, 1965, and the applicable provisions of the

Vietnam Era Veterans Readjustment Assistance Act of 1974 and the Rehabilitation Act of

1974, all as amended, and to comply with the Rules and Regulations issued thereunder,

as set forth at 41 CFR § 10.1-4(a), and 41 CFR § 60-250. Contractor agrees not to

discriminate against any employee or applicant for employment because of race, color,

religion, age, sex, sexual orientation, gender identity, disability, national origin, veteran

status or any other status protected by applicable law. This Contractor and

subcontractor shall also abide by the requirements of 41 CFR § 60-300.5(a), and 41

CFR § 60-741.5(a). These regulations prohibit discrimination against qualified

protected veterans and qualified individuals on the basis of disability and require

affirmative action by covered prime contractors and subcontractors to employ and

advance in employment qualified protected veterans and individuals with

disabilities.

8.4. Compliance with Laws. Contractor represents and warrants that

Contractor shall observe, perform, and comply with all federal, state, and local laws,

ordinances, rules, regulations, and all amendments thereto which in any manner may

affect the operations and activities undertaken by Contractor pursuant to this Agreement.

8.5. No Debarment. Contractor represents that it is not debarred or suspended

from doing business with the federal government and/or any state government, and shall

notify MCC if it becomes debarred or suspended during the Term of this Agreement.

9. Confidential Information. As used herein, "Confidential Information" will mean

any ideas, strategies, plans, purposes, and/or agendas that MCC may seek to advance, any

reports and information generated by Contractor, and educational and/or other confidential

information related to students (Information). Both during the term of this Agreement and

thereafter, Contractor covenants and agrees (i) to hold such information in trust and confidence

and to exercise diligence in protecting and safeguarding such information, as well as any other

information protected from public disclosure by federal or state law or by the policies or

procedures of MCC, (ii) that Contractor will not knowingly use the Information, directly or indirectly,

for Contractor’s own benefit, or for the benefit of another, but instead will use such information

only for the purposes contemplated hereunder, (iii) that Contractor will not disclose any

confidential information to any third party, except as may be required in the course of performing

services for MCC hereunder or by law, (iv) that access to the education records of any student

shall be in compliance with the Family Educational Rights and Privacy Act, and (v) that Contractor

not be deemed a spokesperson for MCC in any manner for the purpose of disseminating any

information hereunder, excepting such information that is related to the Purpose and content and

format for dissemination of such information is mutually agreed to by the parties. Notwithstanding

the foregoing, Contractor's obligations of confidentiality will not include information that (i) at the

time of disclosure was in the public domain, (ii) after such disclosure, immediately becomes

generally available to the public other than through any act or omission of Contractor, and (iii) is

required to be disclosed by a court of competent jurisdiction, provided that prior written notice of

such disclosure is furnished to MCC in a timely manner in order to afford MCC the opportunity to

seek a protective order against such disclosure and the disclosure is strictly limited to the

information that the court requires. After expiration or termination of this Agreement, Contractor

must return all confidential information given to or generated by him/her hereunder within five (5)

days of MCC's written request. Contractor agrees that Contractor will comply with MCC's

instructions regarding the return or disposition of its confidential information, including any copies

or reproductions.

10. Remedies for Disclosure. Contractor understands and agrees that any

unauthorized disclosure or use of any confidential information as provided under this article may

result in MCC seeking injunctive relief. Contractor agrees to give prompt notice to MCC of any

unauthorized disclosure, use, or misappropriation of any confidential information and take all

steps as requested by MCC to limit, stop, or otherwise remedy the disclosure, use, or

misappropriation of any confidential information. All steps taken by Contractor relating to remedy

shall be at its sole expense.

11. Liability Requirements. Specific insurance relevant to services.

11.1. Insurance. Contractor agrees to maintain the following insurance

throughout the term of this Agreement: a) workers’ compensation and employer’s liability

for its employees in amounts as required by Missouri law; b) automobile insurance, to

include uninsured and underinsured motorists, in the minimum amounts of $1,000,000 per

occurrence and $2,000,000 in the aggregate; and c) general liability in the amounts of

$1,000,000 per occurrence and $2,000,000 in the aggregate, which shall include students,

participants, volunteers, property damage, and contractually assumed liability and name

MCC as an additional insured. Upon the execution of this Agreement, Contractor agrees

to provide MCC proof of insurance which shall include the stipulations hereunder and state

that such coverage will not be cancelled without thirty (30) days written notice. Failure to

so provide or maintain any insurance as requested hereunder will not relieve it of any

contractual obligation or responsibility herein.

11.2. Indemnification. Contractor shall indemnify, defend, and hold MCC,

MCC’s trustees, officers, employees, agents, and representatives harmless against any

and all claims, demands, suits, costs, judgments, or other forms of liability, actual or

claimed, including reasonable attorneys’ fees, for injury or damage to persons or loss or

damage to property occurring or allegedly occurring in connection with any action,

inaction, or conduct committed by Contractor or by Contractor’s officers, directors,

employees, students, volunteers, agents, or representatives during the term of this

Agreement.

11.3. No Waiver. The foregoing provisions shall not be deemed a relinquishment

or waiver of any kind of applicable limitations of liability provided or available to MCC under

applicable Missouri governmental immunities law.

12. Governing Law. This Agreement is governed by and constructed in accordance

with the laws of the state of Missouri.

13. Tobacco-Free Policy. Contractor agrees to strictly abide by MCC’s tobacco-free

policy, meaning all types of smoking and smokeless tobacco products are prohibited. At all times,

MCC shall have the right to enforce such policy pursuant to the terms of this Agreement and under

law.

14. Powers and Authority. Neither party may sign any document, perform any act, or

make any commitment nor undertaking on behalf of the other party without such other party’s

express written consent.

15. Successors and Assignments. This Agreement shall not be assigned by either

party without the prior written consent of the other party and unless specifically stated to the

contrary in any written consent to an assignment, no assignment will release or discharge the

assignor from any duty or responsibility under this Agreement.

16. Assignment of Services. It is understood the Contractor shall not assign or

subcontract the services in this Agreement without the written consent of MCC, and subject to

MCC’s approval of said subcontractor’s expertise to complete the assigned portion of the

services.

17. Independent Contractor. The parties agree the terms of this Agreement do not

constitute a formation of a partnership, joint venture, employer-employee, or other relationship

and no form of agency exist between the parties. The Contractor represents and warrants that it

is now and shall remain a separate and independent entity from MCC. Accordingly, no employee,

contractor, subcontractor, supplier, agent, or representative of Contractor shall be deemed to be

the employee, contractor, subcontractor, supplier agent, or representative of MCC. Contractor

shall have on file with MCC prior to services being performed a Request for Taxpayer Identification

Number and Certification form (W-9). Contractor shall be solely responsible for any acts or

omissions of its employees, as well as payment of all invoice tax, FICA, FUTA, and other tax

liabilities for said employees, and agrees to indemnify MCC in accordance with the indemnification

provisions under this Agreement.

18. Force Majeure. Neither party shall be liable for damages or have the right to

terminate this Agreement for any delay or default in performance if the delay or default is due to

conditions beyond their control. Such conditions include, but are not limited to, an act of God,

government restriction, or any other cause beyond the reasonable control of the party obligated

to perform and which cannot be overcome by reasonable diligence and without unusual expense.

19. Severability. If for any reason, any term, covenant, or condition hereof shall be

determined to be invalid or unenforceable, the remainder of the provisions herein shall remain in

full force and effect and shall not be affected thereby.

20. Survival. All representations, warranties, and indemnifications made herein shall

survive termination or cancellation of this Agreement.

21. No Third Party Beneficiary Rights. No third party may enforce or rely upon any

obligation of, or the exercise of or failure to exercise any right of, MCC or Contractor in this

Agreement. Nothing in this Agreement, whether express or implied, is intended to create any

rights or remedies on any third party beneficiary.

22. Remedies. All rights and remedies of the parties, in law or equity, are cumulative

and may be exercised concurrently or separately. The exercise of one (1) remedy will not be an

election of that remedy to the exclusion of other remedies.

23. Non-Waivers. No delay or omission by the parties in exercising any right under

this Agreement shall operate as a waiver of that or any other right. A waiver or consent given by

a party on any one occasion shall be effective only in that instance and shall not be construed as

a bar or waiver of any right on any other occasion.

24. Entire Agreement. This Agreement constitutes the entire agreement and

understanding between the parties and supersedes all offers, negotiations, discussions, and other

agreements, whether written or oral, that occurred prior to the date of the execution of this written

Agreement, and may not be amended except by the mutual written agreement of the parties.

25. Execution. This Agreement may be executed in counterparts, which together

constitute one and the same Agreement. If a party sends a signed copy of this Agreement via

digital transmission, such party will, upon request by the other party, provide an originally signed

copy of this Agreement. No member or officer of MCC incurs personal liability by the execution or

default of this Agreement. All such liability is released by Contractor as a condition of and

consideration of the execution of this Agreement.

The parties have caused this Agreement to be executed by their authorized representatives, on the day and year written below. Junior College District of Metropolitan Contracting Company’s Name Kansas City, Missouri By: By: Name: Name: Title: Title: Date: Date: