1-RFP July 2026 Odyssey Charter School NSLP - Final.docx

ANNOUNCEMENT

Odyssey Charter School 738 East Quality Drive American Fork, UT 84003

NOTICE OF

REQUEST FOR PROPOSAL

TO

PROVIDE FOOD SERVICE MEALS, SNACK, MILK

FOR FEDERAL CHILD NUTRITION PROGRAMS (CNP)

Odyssey Charter School invites written proposals from qualified companies who wish to provide nutritious meals for Federal Child Nutrition Programs. Odyssey Charter School currently participates in the following programs, which includes, but is not limited to NSLP The following additional programs, meals and milk, may be added during the scope of the agreement.

In order to be considered, three (3) copies of the proposal must be delivered to Odyssey Charter School at the address listed above by 1:00 PM MST on 8/19/2026.

Further information or copies of this Request for Proposal (RFP) may be obtained by emailing: .

Table of Contents

Exhibits

Attachments

ANNOUNCEMENT

Odyssey Charter School 738 East Quality Drive American Fork, UT 84003

NOTICE OF

REQUEST FOR PROPOSAL

TO

PROVIDE FOOD SERVICE MEALS, SNACK, MILK

FOR FEDERAL CHILD NUTRITION PROGRAMS (CNP)

The Odyssey Charter School is requesting proposals for vended school meal services. The vendor would provide school meals/milk/snacks complying with USDA Food and Nutrition Services regulations and policy* as well as the State of Utah and Utah State Office of Education policies and guidelines. A pre-proposal meeting will not be scheduled.

*Code of Federal Regulations (CFR) 225, 7 CFR parts 15, 15a, 15b, 210, 215, 220, 225, 226, 240, 245, 250, 2 CFR 200, 2 CFR 400, 2 CFR 415, 2 CFR 416, 2 CFR 417 Catalogue of Federal Domestic Assistance (CFDA) numbers 10.555, 10.553, 10.556, 10.558, 10.559, and 10.550.

I. BACKGROUND OF REQUESTOR

It is not within the capability of Odyssey Charter School to prepare specified meals under National School Lunch Program.

Odyssey Charter School (here after referred to as the School Food Authority [SFA]) is a political subdivision created under Utah law. The SFA has the power to sue and be sued, to make rules and regulations for its own government consistent with the laws of the State of Utah and the regulations of the State Board of Education. The school board/board of directors consists of five (5) members, and has decision-making authority, the power to designate management, the ability to significantly influence operations and primary accountability for fiscal matters.

Odyssey Charter School is composed of a central office and one (1) schools. Student enrollment for the 2025-2026 academic year is 456 regular and special education students. The SFA employs approximately 56 persons of which approximately 45 are directly involved in the instruction process. The remainder provides auxiliary support such as general administration, repair and maintenance, transportation, etc. The regular school term normally begins in late August and runs through early June.

The SFA currently does not provide meals through a food preparation and delivery system. Meals/snacks/milk must be delivered with a completed transport record and comply with all county and state health department regulations related to transportation, preparation, and holding of food vended to the SFA . In the event goods are damaged when delivered to the SFA site, the SFA will note the damages on the transport record and notify the Vendor immediately. It shall be the Vendor’s responsibility to replace or not charge for damaged goods.

II. PURPOSE OF REQUEST

The purpose of this solicitation is to seek a responsible vendor who will enter into an agreement with the School Food Authority (SFA) for the preparation and delivery of meals with milk to be claimed for reimbursement under the NSLP. The Vendor must be willing to provide such services to the SFA at a fixed price basis.

The program will exclude the use of federally donated commodities. If the Vendor chooses to receive and process federally donated USDA Foods directly, it must meet the requirements found within 7 CFR Part 250.30, which sets forth the terms and conditions under which distributing agencies, sub-distributing agencies, or recipient agencies may enter into processing agreements.

III. TIME SCHEDULE

The SFA will use the following time line to select a Vendor:

IV. INSTRUCTIONS

Notice: By submitting a proposal in response to this RFP, offeror is acknowledging that the requirements, scope of work, and the evaluation process, outlined in the RFP are fair, equitable, not unduly restrictive, understood and agreed to. Any exceptions to the content of the RFP must be protested to the purchasing agent prior to the closing date and time for submission of the proposal.

A. Sealed proposals will be received by Odyssey Charter School located at 738 East Quality Drive, American Fork, UT . In accordance with competitive contracting procedures the proposals will be opened publicly. Proposals are due at 1:00 PM on 8/19/2026. Proposals will be opened at 1:00 PM on 8/19/2026.

B. Proposals must be in sealed envelopes or containers or submitted electronically, marked plainly and prominently as follows: “Proposal to Provide Food Service for Odyssey Charter School

C. Hard copy proposals should be addressed to Russell Schellhous, 738 East Quality Drive, American Fork, UT. Electronic submissions should be sent to rschellhous@odysseycharter.net.

D. It is the responsibility of the submitter of the proposal to ensure that the proposal is in the office the time it is due. No proposals will be accepted after the announced due time.

E. The SFA reserves the right to reject any and all proposals and to waive any “informalities” in the proposals received whenever such action, rejection or waiver is in its best interests.

F. The SFA reserves the right to solicit best and final offers from the three (3) most responsive proposers after a joint conference with these proposers.

G. No pleas of ignorance relating to any data encountered under this contract will be accepted as a result of failure or omission on the part of the Vendor to fulfill in every respect all the requirements, nor will the same be accepted as a basis for any claim whatsoever for extra charges for food services. Pre-proposal conferences to review the contents of the Request for Proposal and to arrange inspection visits will be held as requested.

H. Please ensure that your package contains the following:

1. Completed Exhibit A, Debarment and Suspension Certification U.S Department of Agriculture.

2. If applicable, completed Exhibit B, Certification Regarding Lobbying.

3. Completed Exhibit C, Pricing Schedule

4. If applicable, completed Exhibit D, Vendor Receipt and Use of USDA Foods.

5. Annual Financial Budget Projection for the current fiscal year.

6. Responses to Section VI of this Agreement.

7. Signed Attestation Statement, section XI of this agreement.

V. EVALUATION CRITERIA

A. The final selection will be subject to review and approval by the school board. Each area of the evaluation criteria must be addressed in detail in proposal (see Attachment 4 RFP Evaluation Score Sheet). Selection of not more than three (3) firms for special consideration, and one (1) for the ultimate work will be based on the following criteria (as appropriate):

1. Qualifications and experience of staff. 20%

2. References. 5%

3. Per meals cost/meal equivalent. Cost - Cost formula: The points assigned to each offeror’s cost proposal will be based on the lowest proposal price. The offeror with the lowest Proposed Price will receive 100% of the price points. All other offerors will receive a portion of the total cost points based on what percentage higher their Proposed Price is than the Lowest Proposed Price. An offeror whose Proposed Price is more than double (200%) the Lowest Proposed Price will receive no points. The formula for computing the points is: Cost Points x (2- Proposed Price/Lowest Proposed Price). 40%

4. Compliance with the meal patterns and nutrition standards for school meals/milk. 35%

VI. MINIMUM REQUIREMENTS

All proposers are requested to respond briefly to the following questions. Please limit your response to one page per question.

A. General Information Regarding the Company

1. Address of company headquarters.

2. Number and location of offices.

3. Number of employees.

4. Number of food service professionals.

Note: If company has diversified activities, please present data in total and as related to food services.

B. School Food Service Experience

1. Evidence demonstrating an ability to provide nutritious and high quality meals to school food service programs, including, if applicable, a list of any and all schools, districts, or other similar organizations which you have served during the past three (3) years (indicate whether these past clients are still active clients). A summary of your past experience over at least three (3) years of successfully providing quality meals and services.

2. The name, title, address, and phone numbers of three (3) food service clients who can be contacted as references.

3. List of all schools or districts where your services have been discontinued or terminated for any reason during the past five (5) years and reasons why. List name and phone number of district administrator capable of commenting on your company’s performance.

C. Personnel and Management Team

1. Provide resumes showing the experiences and qualifications of those individuals with your firm who will be directly involved in the food service program and describe their role.

2. Describe how your company is organized.

D. Menu Cycle

The Vendor will submit with the proposal a 20 day cycle menu and a daily menu pattern format indicating the number and frequency of menu choices for the Elementary school(s). The Vendor must adhere to this cycle for the first 25 days of the meal service. Changes thereafter may only be made with the approval of the SFA. The menu standard, as presented in the first 20 day menu and daily menu pattern, must be maintained as to the type and quality of meal service. The proposed menus for meals and snacks must meet all USDA guidelines pertaining to NSLP as prescribed in 7 CFR sections 210.10, 210.10a, 220.8, and/or 220.8a, whichever is applicable. See Attachments 1-3 for meal pattern requirements.

E. Per Meal Cost

Complete Exhibit C, Proposed Pricing Schedule to describe prices by grade group and/or age by program. Proposed pricing schedule must indicate if pricing will include USDA half pint milk types required to be provided for a reimbursable meal.

VII. PAST PROGRAM INFORMATION

A. Program participation and revenue during the most recent school year, 2025-2026, can be found in Attachment 4, Participation and Revenue Report.

B. Prices Meal prices during the most recent school year, 2025-2026, were as follows:

C. Prior Year Financial Information

Financial Operating Statements for the past three (3) years are attached. See Attachments 5,6, and 7 Financial Operating Statements.

D. School/District Support to School Foodservice Program

Payroll and administrative services

VIII. SPECIAL PROGRAM TERMS AND CONDITIONS

A. Food Services

The Vendor agrees to prepare specified meals for delivery with milk to the site(s) specified in Paragraph C of this section per the meal patterns for school meals as specified in Paragraph G of this section. The SFA will approve the menu, which will be incorporated into this Agreement by reference.

B. Meal Substitutions and Modifications for Special Dietary Needs

The Vendor will substitute food or beverage items or modify food items for qualifying students as required by Federal and State law as described in VIII(B)1 below and, if required, by any SFA policies, as described in VIII(B)2 and VIII(B)3 below.

If the Vendor incurs additional costs for substitutions in accordance with Sections VIII(B)1 through VIII(B)3 per 7 CFR 210.10(m) that exceed the regular meal payments, the Vendor may request reimbursement from SFA for the additional costs, in accordance with meal prices as listed in Exhibit C, Proposed Pricing Schedule. Neither the Vendor nor the SFA may charge any additional amounts to students who qualify for substitutions.

1. Substitutions or Modifications for Students with Disability—Federal Requirement 7 CFR 15b.3 and 7 CFR 210.10 (m)(1) The Vendor will provide substitutions to, or modifications of, SFA meals required by Federal law for students who are documented by a physician to be unable to consume the regular program meals due to a disability, which is defined as a physical or mental impairment which substantially limits one or more major life activities (SP59-2016). A physician’s statement must identify the student’s major life activities, or bodily functions affected by the disability, the food or foods to be omitted from the student’s diet, and the food or choice of foods that must be substituted. The statement must be signed and dated by the physician and maintained on file by both the SFA and the Vendor.

2. Meal Substitutions for Students without Disability—Optional per 7 CFR 210.10 (m)(2) The SFA has established a policy, as allowed by School Nutrition Programs, to offer meal substitutions for students who do not have a disability but who are unable to eat the regular meals due to medical or special dietary needs. The Vendor will provide substitutions for students who do not have a disability upon the written request of a recognized medical authority, authorized to write medical prescriptions under state law (SP59-2016) (physician, physician’s assistant, or certified nurse practitioner). The request must specify the food or foods to be omitted from the student’s diet and the food or choice of foods that must be substituted; be signed and dated by the recognized medical authority; and be maintained on file by both the SFA and the Vendor.

3. Non-Dairy Fluid Milk Substitutes—Optional per 7 CFR 210.10 (m) The SFA has established a policy, as allowed by School Nutrition Programs, to offer one or more non-dairy fluid milk substitutes that are nutritionally equivalent to cow’s milk to students with a medical or other special dietary need. The Vendor will provide non-dairy fluid milk substitute(s) in accordance with the SFA’s policy. A request for a non-dairy fluid milk substitute must be in writing; identify the medical or other special dietary need that restricts the student’s diet; be signed and dated by the parent/legal guardian or a medical authority (physician, physician’s assistant, certified nurse practitioner, registered dietitian, or registered nurse); and be maintained on file. Product information must be maintained on file to document that the non-dairy product(s) offered to students meet School Nutrition Programs standards for non-dairy fluid milk substitutes.

C. Service Site

For the purpose of this Agreement, the Vendor shall make and deliver meals that comply with the requirements of NSLP and this Agreement to the food service site at the following location(s):

Odyssey Charter School 738 East Quality Drive, American Fork, UT

D. Delivery Requirements

The Vendor shall make deliveries of the meals only within the hours and only on the days designated below. The Vendor agrees to forfeit payment for meals which are not ready within one hour of the agreed upon delivery time, are unsafe, spoiled, damaged, or unwholesome at the time of delivery, or do not otherwise meet the meal requirements contained in this Agreement. The Vendor shall make deliveries meeting all county and state health department rules related to the transport of prepared food, as well as following and documenting all food safety guidelines throughout transportation of food. Time and temperature of all food items when leaving Vendor facilities shall be recorded on transport records and provided with food at delivery to SFA.

Odyssey Charter School Monday-Friday when school is in session 10:00am-11:20am

E. Price

Price per meal is based on pricing described in Exhibit C, Proposed Pricing Schedule. Pricing Schedule does not include the value of USDA Foods. All pricing must be guaranteed for (i.e., 6 months, 1 year). Following the guarantee period, any request for price adjustment must be for an equal guarantee period, and must be made at least 30 days prior to the effective date. Requests for price adjustment must include sufficient documentation supporting the request. When USDA Foods are utilized in the meal a price adjustment will credit the value of the USDA Foods.

F. Menu Preparation and Approval

The proposed menus must meet all USDA guidelines pertaining to NSLP as prescribed in 7 CFR sections 210.10, 210.10a, 220.8, and/or 220.8a, whichever is applicable. The Vendor shall provide the SFA, for approval, with a proposed 20 day cycle menu for the operational period, at least five (5) business days prior to the beginning of the period to which the menu applies. Any changes to the menu made after SFA approval must be agreed upon by the SFA and documented on the menu records. Menu items may be adjusted in writing by mutual consent of both parties. However, the Vendor shall adjust the menus at the request of the SFA whenever the SFA determines certain items to be unacceptable. Such items can be determined to be unacceptable because of (1) a monotonous diet resulting from items served frequently or the similarity to other items; (2) susceptibility to spoilage; and (3) excessive waste resulting from unpopularity of items with students. Such adjustments shall be made at the earliest convenience of both parties, but in no instance later than one week after request, except that in the case of spoilage adjustment shall be made in such a manner that the children in attendance on the day spoilage is discovered shall receive acceptable meals meeting meal requirements.

G. Food Preparation

The Vendor shall assure that each meal provided to the SFA under this Agreement meets the component, nutrition, food safety and all other requirements as specified in the Title 7 Code of Federal Regulations (CFR) Part pertaining to each specific program. Regulations for parts 210, 215 and 220 are available at http://www.fns.usda.gov/cnd/governance/regulations.htm. Part 225 regulation is available at http://www.fns.usda.gov/cnd/summer/Administration/regulations.html. FFVP information is available online at http://www.fns.usda.gov/sites/default/files/NSLA.pdf.

H. Recordkeeping

The Vendor shall maintain full and accurate transport records/production worksheets that document: (1) the menus provided to the SFA during the term of this Agreement, (2) a listing of all components of each meal, and (3) an itemization of the quantities and portion sizes of each component in each meal. The Vendor agrees to provide food preparation documentation by using yield factors for each food item as listed in the United States Department of Agriculture (USDA) Food Buying Guide, Child Nutrition labels or manufacturer’s product statements when calculating and recording the quantity of food prepared for each meal. The Vendor shall also maintain and make available:

1. Recipes, ingredient lists, nutrition facts labels, and any necessary child nutrition (CN) labels or product specification sheets/manufacturer product formulation statements related to the menus served.

2. On a daily basis, an accurate count of the number of meals, by meal type, prepared for and delivered to the SFA. Meal count documentation must include the number of meals requested by the SFA in writing.

3. Transport Records will be completed daily. Transport records must be completed with all required information as outlined by USDA Food and Nutrition Service and the SFA. Transport records must verify reimbursable meals/snacks/milk were planned and delivered to the SFA. Sample Transport record located in Attachment 11.

4. All HACCP plan and temperature logs will be recorded and maintained to show compliance with applicable Federal, State, and local program and health department requirements.

I. Record Retention and Availability

The Vendor shall retain all records related to this Agreement in its possession for three (3) years plus the current year from the year in which they apply. All documents pertaining to an audit will be kept for (3) years plus the current year after the audit is closed. The Vendor shall make all accounts and records pertaining to the Agreement available upon request to representatives of the SFA, the Utah State Board of Education (USBE), United States Department of Agriculture (USDA), the U.S. General Accounting Office, and the USDA Office of Inspector General for audits or administrative reviews at a reasonable time and place per 7 CFR 210.9 (b)(17).

J. Meal Ordering

The Vendor shall allow the SFA to increase or decrease the number of meals ordered, as needed, when the request is made within 2 hours of the scheduled delivery time. Student meal eligibility is confidential and the meal ordering system must not disclose free, reduced-price, or paid meal eligibility to the Vendor. Payments from parents must be made to the non-profit school foodservice account. The Vendor shall invoice the school as outlined in the RFP and contract for vended meals.

K. Invoicing

The Vendor shall present to the SFA an invoice accompanied by reports no later than the fifth (5th) day of each month which itemizes the previous month's delivery. The Vendor agrees to forfeit payment for meals which are not ready within one hour of the agreed-upon delivery time, are damaged, spoiled or unwholesome at the time of delivery, or do not otherwise meet the meal requirements contained in this Agreement. In cases of nonperformance or noncompliance on the part of the Vendor, the Vendor shall pay the SFA for any excess costs the SFA incurs by obtaining meals or food items from another source.

L. Food Safety and Sanitation

The Vendor shall provide the SFA with a copy of the current health certifications for the food service facility in which it prepares meals for NSLP. The Vendor will also submit a copy of its HACCP or food safety plan to the SFA. The Vendor will follow health department regulations. The Vendor also agrees to notify the SFA of the results of any health inspection that is made during the duration of this Agreement. The Vendor will make needed changes as a result of any health inspections or audits as defined by the inspecting agency. The Vendor shall maintain proper sanitation practices and health standards in conformance with all applicable local, State, and Federal laws and regulations. The Vendor shall assure that wholesome ingredients are used and that all food is properly stored, prepared, packaged, transported, disposed. In addition, any substance with which the food comes in contact or which is used in conjunction with the food shall be handled so as to assure that it does not cause contamination. 7 CFR 210.9(b)(14)(16)

M. Subcontracting

The Vendor shall not subcontract any portion of this Agreement.

N. USDA Foods (Commodities)

The SFA shall use donated foods as far as practical in school meals served to school children. The SFA will always retain ownership of donated foods. See Exhibit D, Vendor Receipt and Use of USDA Foods (which must be completed) for detailed information regarding the delivery, use and crediting of USDA Foods and responsibilities of each party in relation to USDA Foods. Crediting of USDA Foods must be credited at the current year commodity file price in effect at the time of use.

O. Buy American Provision

The Vendor shall comply with the Buy American provision as described in 7 CFR Part 210.21 and 7 CFR 220.16.

IX. SFA RESPONSIBILITIES

A. SFA will ensure fair and open competition and maintain all RFP and contract documentation.

B. Unacceptable Meals

The SFA shall be responsible for informing the Vendor in writing of its reasons for determining that a meal is unacceptable within 48 hours of meal delivery.

C. Meal Ordering

The SFA shall provide in writing, no later than 5 days before the first day of operation, a reasonably accurate estimate of the number of meals to be delivered to the SFA each day. The SFA shall notify the Vendor in writing of necessary increases or decreases in the number of meal orders within 2 hours of the scheduled delivery time. Errors in meal order counts made by the SFA shall be the sole responsibility of the SFA.

D. SFA Representative Duties

The SFA shall ensure that an SFA representative is available at each delivery site, at the specified time on each specified delivery day to receive, inspect, and sign for the requested number of meals. This individual will verify the time, temperature, quality, and quantity of each meal delivery on the Transport Record (refer to Attachment 11). The SFA assures the Vendor that this individual will be trained and knowledgeable in the record keeping and meal requirements of the NSLP and with local health and safety codes.

E. Cleaning

The SFA shall be responsible for cleaning the meal storage, preparation, and eating and food service areas daily following HACCP plans and Standard Operating Procedures.

F. Approval of Menus

The SFA shall notify the Vendor in writing within 5 days of receipt of the next month's proposed cycle menu, as well as any changes, additions or deletions.

G. Meal Pattern Compliance

The SFA shall assure that the Vendor has a copy of 7 CFR Part 210, Part 215, Part 220 and Part 225, the Food Buying Guide (http://www.fns.usda.gov/tn/food-buying-guide-school-meal-programs), SP38-2019 https://www.fns.usda.gov/cn/meal-requirements-under-national-school-lunch-program-and-school-breakfast-program, and all other technical assistance materials and policy pertaining to the NSLP. Nutrition Standards for School Meals information is also posted on the USDA Food and Nutrition website at http://www.fns.usda.gov/school-meals/nutrition-standards-school-meals. The SFA will notify the Vendor in writing of any changes in the food service requirements resulting from either a Federal or State review or policy change within 24 hours of receipt from the USBE Child Nutrition Programs.

H. Payment

The SFA shall pay the Vendor by the 25th day of each month the full amount as presented on the monthly itemized invoice except as noted in VIII(K). The SFA shall notify the Vendor within 48 hours of receipt of any discrepancy in the invoice. The SFA shall pay the Vendor for all meals delivered in accordance with the agreement. Neither the Utah State Office of Education (USOE) nor the USDA will assume any liability for payment of the difference between the number of meals prepared and delivered by the Vendor and the number of meals served by the SFA that are eligible for reimbursement. In addition, neither the USOE nor the USDA will be responsible for resolving issues of partial or non-payment per the terms of this agreement.

I. USDA Foods (Commodities)

The SFA shall use donated foods as far as practical in school meals served to school children. The SFA will always retain ownership of donated foods. See Exhibit D, Vendor Receipt and Use of USDA Food (which must be completed) for detailed information regarding the delivery, use and crediting of USDA Foods and responsibilities of each party in relation to USDA Foods.

X. OTHER TERMS AND CONDITIONS

A. Employment

The Vendor shall comply with all applicable Federal, State, and local laws and regulations pertaining to wages, hours, conditions of employment, and nondiscrimination in employment as stated in 2 CFR 200.318-326

B. Payroll Taxes and Costs

The Vendor shall pay its employees directly and shall withhold and pay all applicable Federal and State employment taxes and payroll insurance with respect to its employees, including applicable income, insurance, Social Security, Medicare and employment taxes and workers compensation costs.

C. Indemnity

1. The Vendor shall indemnify, defend and hold the SFA harmless against any loss of damage (including attorney’s fees and costs of litigation) caused by the Vendor’s negligent act or omission, theft by the Vendor’s employees, or the negligent or intentional acts or omissions of the Vendor’s agents or employees. The Vendor shall defend any suit against the SFA alleging personal injury or property damage arising out of the transportation of meals or other items to the Site(s) or out of the acts of the Vendor’s employees, and any suit alleging bodily injury, sickness, or disease arising out of the consumption of the meals delivered by the Vendor to the Food Service Site(s), and shall be liable for any damages agreed to by the parties or awarded as a result of such litigation.

2. The SFA shall promptly notify the Vendor in writing of any claims against the Vendor or the SFA and, in the event a suit is filed, shall promptly forward to the Vendor all papers in connection therewith. The Vendor shall not incur any expense or make any settlement without the SFA’s consent. However, if the Vendor refuses or neglects to defend any such suit, the SFA may defend, adjust, or settle any such claim, and the costs of such defense, adjustment, or settlement, including reasonable attorney’s fees, shall be charged to the Vendor.

D. Agreement Modification

This Agreement constitutes the entire understanding between the Vendor and the SFA with respect to the subject matter hereof, and there is no other written or oral understanding or agreement with respect hereto. No variation or modification of the Agreement and no waiver of its provisions shall be valid unless in writing and signed by the duly authorized officers of the SFA and the Vendor. No assignment or transfer of this Agreement may be made, in whole or in part, without the prior written consent of the SFA.

E. Nonperformance Clause

1. Should nonperformance of contractual requirements and/or a material breach of any term or condition of this contract occur, resulting in loss or potential loss of reimbursement of federal and/or state funds by the LEA, the vendor may be held financially liable for these losses. The process by which lost funds or potentially lost funds are recuperated by the LEA must be stipulated in the LEA/Vendor Agreement.

F. Default and Remedies

1. Any of the following events will constitute cause for the (SFA) to declare Vendor in default of the contract:

2. Nonperformance of contractual requirements;

3. A material breach of any term or condition of this contract.

4. The SFA will issue a written notice of default providing a period in which Vendor liability for liquidated or other damages. If the default remains, after Vendor has been provided the opportunity to cure, the SFA may do one or more of the following:

i. Exercise any remedy provided by law;

ii. Terminate this contract and any related contracts or portions thereof;

iii. Impose liquidated damages, if liquidated damages are listed in the contract;

iv. Suspend Vendor from receiving future bid/proposal solicitations.

G. Duration and Termination

1. This Agreement shall become effective on 8/24/2026 after both parties sign it and the USBE approves it. The Vendor shall provide meals during the period starting on the Effective Date and ending on 5/28/2027. However, either party may, at any time during the life of this Agreement, terminate this Agreement by giving thirty (30) days’ notice in writing to the other party of its intention to do so.

2. The SFA may, upon written notice of default to the Vendor, terminate the whole or any part of this Agreement in any one of the following circumstances:

i. If the Vendor fails to make delivery of meals, other agreed-upon items (e.g., eating utensils, supplies, storage equipment), or to perform the services within the time specified herein.

ii. If the Vendor fails to perform any of the other provisions of this Agreement in accordance with its terms and does not correct such failure within 48 hours after being requested to do so.

3. All notices to the SFA shall be addressed to the SFA at the address listed on the signature page, and all notices to the Vendor shall be addressed to the Vendor at the address listed on the signature page.

4. Final Payments: Upon termination of this Agreement, the SFA will pay for all meals received up to the effective date of termination. The Vendor shall submit all required reports and other information.

H. Force Majeure Neither party shall be liable in damages or have the right to terminate this Agreement for any delay or default in performing hereunder if such delay or default is caused by conditions beyond its control including, but not limited to Acts of God, government restrictions (including the denial or cancellation of any export or other necessary license), wars, insurrections and/or any other cause beyond the reasonable control of the party whose performance is affected.

I. Taxes The SFA has tax-exempt status.

J. Food Recall Vendor shall comply with all federal, state, and local mandates regarding the identification and recall of foods from the commercial and consumer marketplace. Vendor shall have a process in place to effectively respond to a food recall; the process must include accurate and timely communications to the SFA and assurance that unsafe products are identified and removed from SFA sites in an expedient, effective, and efficient manner. Vendor shall maintain all paperwork required for immediate and proper notification of recalls for full and split cases.

I. Biosecurity

Vendor must have a written policy regarding biosecurity and the food supply, in accordance with the Bioterrorism Act 2002 under the U.S. Department of Health and Human Services, Food and Drug Administration and under the USDA, Food Safety and Inspection Service.

J. Contract Renewal

The SFA and the Vendor may mutually agree to renew the contract up to four one-year terms, with financial terms for each renewal adjusted using the economic index described below. The contract will not automatically renew.

Annual Escalator Clause: Per meal prices for a renewed contract may be adjusted from the previous contract year’s prices by a percentage not to exceed the percentage change in the Consumer Price Index for All Urban Consumers (CPI-U), Food Away from Home in the Midwest Region (U.S. Bureau of Labor and Statistics http://www.bls.gov/cpi) for March preceding the contract renewal year compared to the same index for the previous year. Proposed per-meal price adjustments must have supporting documentation to support the price change. The SFA has the right to accept or reject any proposed price changes.

K. Applicable Law

The law of the State of Utah shall govern this Agreement.

L. Unavailability of Funds

The SFA may terminate this Agreement without penalty if the USDA fails to appropriate funds in subsequent fiscal years to support the program that is the subject of this Agreement. The SFA shall give the Vendor prompt written notice after it knows that funding will not be available.

M. Non-Discrimination

The Vendor shall not discriminate in either the provision of services, or in employment, against any person because of race, color, national origin, sex, age or disability. The Vendor agrees to comply with all applicable Federal and State laws, rules, regulations, and executive orders relating to non-discrimination, affirmative action and equal employment opportunity. “This institution is an equal opportunity provider and employer.”

N. Insurance

The Vendor shall maintain, during the term of this Agreement, insurance policies described below issued by companies licensed in Utah with a current A.M. Best rating of A or better. The Vendor shall also name the SFA as additional insured under the liability policy for the duration of the contract. Upon request, the Vendor will provide the SFA with a certificate evidencing such insurance coverage.

a. Commercial General Liability insurance with a limit of not less than $1,000,000 per occurrence for bodily injury, property damage, personal injury, products and completed operations, and blanket contractual coverage including, but not limited to, the liability assumed under the indemnification provisions of this Agreement; and

b. Automobile Liability insurance with a combined single limit for bodily injury and property damage of not less than $1,000,000 each occurrence with respect to the Vendor’s owned, hired, and non-owned vehicles.

O. Protected Information The Government Records Access and Management Act (GRAMA), Utah Code Ann., Subsection 63G-2-305, provides in part that:

the following records are protected if properly classified by a government entity:

(1) trade secrets as defined in Section 13-24-2 if the person submitting the trade secret has provided the governmental entity with the information specified in Section 63G-2-309 (Business Confidentiality Claims);

(2) commercial information or non-individual financial information obtained from a person if:

(a) disclosure of the information could reasonably be expected to result in unfair competitive injury to the person submitting the information or would impair the ability of the governmental entity to obtain necessary information in the future;

(b) the person submitting the information has a greater interest in prohibiting access than the public in obtaining access; and

(c) the person submitting the information has provided the governmental entity with the information specified in Section 63G-2-309;

(6) records the disclosure of which would impair governmental procurement proceedings or give an unfair advantage to any person proposing to enter into a contract or agreement with a governmental entity, except that this Subsection (6) does not restrict the right of a person to see bids submitted to or by a governmental entity after bidding has closed;

GRAMA provides that trade secrets, commercial information or non-individual financial information may be protected by submitting a Claim of Business Confidentiality.

To protect information under a Claim of Business Confidentiality, the offeror must:

1. Provide a written Claim of Business Confidentiality at the time the information (proposal) is provided to the SFA, and

2. Include a concise statement of reasons supporting the claim of business confidentiality (Subsection 63G-2-309(1)).

3. Submit an electronic “redacted” (excluding protected information) copy of your proposal response. Copy must clearly be marked “Redacted Version.”

A Claim of Business Confidentiality may be appropriate for information such as client lists and non-public financial statements. Pricing and service elements may not be protected. The claim of business confidentiality must be submitted with your proposal.

All materials submitted become the property of the SFA. Materials may be evaluated by anyone designated by the SFA as part of the evaluation committee. Materials submitted may be returned only at the SFA’s option.

P. Assignment

This Agreement may not be assigned by either party without the prior written consent of the other party.

Q. Construction and Effect

A waiver of any failure under this Agreement shall neither be construed as, nor constitute a waiver of, any subsequent failure. This Agreement supersedes all prior negotiations, representations, or agreements. The Article and Paragraph headings are used solely for convenience and shall not be deemed to limit the subject of the Articles and Paragraphs or be considered in their interpretation. The Exhibits and Attachments referred to herein are made part of this agreement by the respective references to them. This Agreement may be executed in several counterparts, each of which shall be deemed an original.

R. Amendments to the Agreement

The parties cannot alter any provision in this Agreement that is required by any law, rule or regulation. The parties cannot otherwise amend or alter this Agreement, except as to minor, non-substantive provisions or issues that do not materially affect the scope of work or the cost of the Agreement. The parties must mutually agree, in a written document signed by both parties and attached to this Agreement, to amend, add, or delete an Article or Appendix. Any amendment to this Agreement shall become effective at the time specified in the amendment.

S. Late Bids/Proposals

Any bid/proposal submitted after the date and time designated in the IFB/RFP will not be accepted. This regulation does not allow for exceptions, thereby preserving the agencies policy of equal treatment toward all vendors.

T. Protests

Concerns regarding a solicitation, specifications or an award should first be discussed with the appropriate purchasing agent of the agency. If the concern is not resolved by the purchasing agent/school representative, vendors have the ability to formally protest to Odyssey Charter School’s Director, director@odysseycharter.net. Any protest regarding specifications must be filed in writing prior to the solicitation closing date and time. Protests relative to the contract award must be filed in writing within five working days after the aggrieved person knows or should have known of the facts giving rise thereto. Protests and appeals of SFA actions must be pursuant to Federal Regulations 2 CFR 200.318(K) and any State or local requirements.

U. LAWS AND REGULATIONS: Contractor and all Procurement Items delivered and/or performed under this Contract will comply with all applicable federal and state constitutions, laws, rules, codes, orders, and regulations, including CFR Appendix II to Part 200 and applicable licensure and certification requirements.

V. If this Contract is in excess of $100,000, the SFA and vendor shall comply with all applicable standards, orders, and regulations, including but not limited to:

· The Clean Air Act (42 U.S.C. § 7401 et seq.), the Clean Water Act (33 U.S.C. § 1311–1330, § 1368), Executive Order 11738, and Environmental Protection Agency regulations (40 C.F.R. § 1.1 et seq.);

· Certificate Regarding Lobbying pursuant to 31 U.S.C. 1352 (Appendix A: 7 C.F.R. Part 3018); and

· Disclosure of Lobbying Activities pursuant to 31 U.S.C. 1352 (Appendix A: 7 C.F.R. Part 3018).

W. The vendor certifies compliance with:

· Energy Policy and Conservation Act (Pub. L. 94–163, 89 Stat. 871);

· The Department of Labor regulations (29 C.F.R. Part 5); and

· Executive Order 11246, entitled Equal Employment Opportunity, as amended by Executive Order 11375 and Department of Labor Regulation (41 C.F.R. Chapter 6

XI. ATTESTATION STATEMENT

To be signed by the Vendor.

By submission of this bid, the Vendor acknowledges it has carefully read all terms and conditions set forth in the Request for Proposal (RFP) in the bid document/solicitation issued by Odyssey Charter School on 08/03/2026. The Vendor acknowledges that the School Food Authority (SFA) reserves the right to accept or reject any and all bids, to waiver irregularities, and to accept the bid which, in the SFA’s opinion, is in the SFA’s best interest.

By submitting a bid, and if selected, the Vendor agrees to execute a contract with the SFA, and to perform services in accordance with the finalized contract documents.

The vendor also understands if there are concerns regarding a solicitation, specifications or an award should first be discussed with the appropriate purchasing agent/school representative of the school. If the concern is not resolved by the purchasing agent/school representative, vendors have the ability to formally protest to Odyssey Charter School’s Director, director@odysseycharter.net. Any protest regarding specifications must be filed in writing prior to the solicitation closing date and time. Protests relative to the contract award must be filed in writing within five working days after the aggrieved person knows or should have known of the facts giving rise thereto. Protests and appeals of agency actions are governed by the Utah Procurement Code.

The Vendor also understands that it provides meals/milk only and does not manage or administer any aspect of the school food service program.

Name of Vendor Company

Exhibit A—Debarment Certification and Instructions

[The debarment form on the next page must be signed by Vendor if the contract is for $25,000 or more.]

INSTRUCTIONS FOR CERTIFICATION REGARDING DEBARMENT FORM

1. By signing and submitting this form, the prospective lower-tier participant is providing the certification set out on the certification form in accordance with these instructions.

2. The certification in this clause is a material representation of fact upon which reliance was placed when this transaction was entered into. If it is later determined that the prospective lower-tier participant knowingly rendered an erroneous certification, in addition to other remedies available to the Federal government, the department or agency with which this transaction originated may pursue available remedies, including suspension and/or debarment.

3. The prospective lower-tier participant shall provide immediate written notice to the person to whom this proposal is submitted if at any time the prospective lower-tier participant learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances.

4. The terms "covered transaction," "debarred," "suspended," "ineligible," "lower-tier covered transaction," "participant," "person," "primary-covered transaction," "principal," "proposal," and "voluntarily excluded," as used in this clause, have the meanings set out in the Definitions and Coverage sections of rules implementing Executive Order 12549. You may contact the person to whom this proposal is submitted to obtain a copy of those regulations.

5. The prospective lower-tier participant agrees by submitting this form that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower-tier covered transaction with a person who is debarred, suspended, declared ineligible or voluntarily excluded from participation in this covered transaction, unless authorized by the department or agency with which this transaction originated.

6. The prospective lower-tier participant further agrees by submitting this form that it will include this clause titled "Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion—Lower-tier Covered Transactions," without modification, in all lower-tier covered transactions and in all solicitations for lower-tier covered transactions.

7. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower-tier covered transaction that it is not debarred, suspended, ineligible or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. A participant may decide the method and frequency by which it determines the eligibility of its principals. Each participant may, but is not required to, check the Excluded Parties List System (EPLS) at https://www.epls.gov/.

8. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of a participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings.

9. Except for transactions authorized under paragraph 5 of these instructions, if a participant in a covered transaction knowingly enters into a lower-tier covered transaction with a person who is suspended, debarred, ineligible or voluntarily excluded from participation in this transaction, in addition to other remedies available to the Federal government, the department or agency with which this transaction originated may pursue available remedies as appropriate, including suspension and/or debarment.

Exhibit A—Debarment Certification and Instructions Continued

[This debarment form must be signed by Vendor if the contract is for $25,000 or more.]

CERTIFICATION REGARDING DEBARMENT, SUSPENSION, INELIGIBILITY

AND VOLUNTARY EXCLUSION—LOWER-TIER COVERED TRANSACTIONS

This certification is required by the regulations implementing Executive Order 12549, Executive Order 12689, and 31 U.S.C. 6101; Debarment and Suspension, 7 CFR Part 3017, Subpart C, Responsibilities of Participants Regarding Transactions.

(Please read instructions on previous page before completing Certification.)

(1) The prospective lower-tier participant certifies, by submission of this proposal, that neither it nor its principals is presently debarred, suspended, proposed for debarment, declared ineligible or voluntarily excluded from participation in this transaction by any Federal department or agency.

(2) Where the prospective lower-tier participant is unable to certify to any of the statements in this certification, such prospective participant shall attach an explanation to this proposal.

Or…