2025-0103-AUX-JC Pouring Rights RFP.pdf

REQUEST FOR PROPOSAL

No. 2025-0103-AUX-JC

Pouring Rights and Beverage Vending Services

CLOSING

3PM November 12, 2024

ELECTRONIC SUBMITTAL ADDRESS

Dining@wou.edu

1.01 SCHEDULE OF EVENTS

Issue Date: October 10, 2024

Pre-Proposal Conference: October 24, 2024 – 1pm-5pm

Deadline for Requests for Clarification or Change November 4, 2024 – 3pm Proposal Due Date and Time: November 12, 2024 – 3pm

This schedule of events is subject to change. Any changes will be made through the issuance of written Addenda.

1.02 PRE-PROPOSAL CONFERENCE

A voluntary pre-Proposal conference will be held in person on October 24, 2024 beginning at 1:00 pm and ending at 5:00 pm PT at WOU’s Monmouth’s Campus. Please RSVP to the administrative contact listed below including the names of the people who will be attending the pre-proposal conference on Proposer’s behalf. Additional details about the pre-proposal conference will be provided prior to the pre-proposal conference.

1.03 ISSUING OFFICE

The Dining department of Western Oregon University (“WOU”) is the issuing office and is the sole point of contact for this Request for Proposal. Address all concerns or questions regarding this Request for Proposal to the administrative contact identified below. Communication during the Request for Proposal process is restricted, please see section 7.02 for more information about communications during the Request for Proposal process.

1.04 ADMINISTRATIVE CONTACT

Name: Jane Cameron Title: Interim Director, Campus Dining Telephone: 503-838-8935 E-Mail: cameronj@wou.edu

1.05 DEFINITIONS

As used in this Request for Proposal, the terms set forth below are defined as follows:

a. "Addenda" means an addition to, deletion from, a material change in, or general interest explanation of the Request for Proposal.

b. “Closing” means the date and time specified in a Request for Proposal as the deadline for submitting offers.

c. “Days” means calendar days, including weekdays, weekends, and holidays, unless otherwise specified.

d. "Exhibits" means those documents which are attached to and incorporated as part of the Request for Proposal.

e. "Proposal" means a binding offer submitted by an entity in response to a Request for Proposal issued by the university.

f. "Proposer” means an entity that submits a response to a Request for Proposal issued by the university.

g. "Request for Proposal" (RFP) means a solicitation document to obtain written, competitive

Proposals to be used as a basis for making an acquisition or entering into a Contract when price will not necessarily be the predominant award criteria.

h. "Responsible" means when an entity has demonstrated their ability to perform satisfactorily under a contract by meeting the applicable standards of responsibility outlined in WOU Standard 03-015, Sec. 5.16.3.i

i. "Responsive" means when the Proposal is substantially compliant in all material respects with the criteria outlined in a Request for Proposals.

j. “Signed” means any mark, word, or symbol that is made or adopted by an entity indicating an intent to be bound.

1.0 GENERAL

2.01 INTRODUCTION

WOU is seeking Responsive Responsible Proposers to submit Proposals for Pouring Rights and Beverage Vending Services on the Western Oregon University (WOU), Monmouth campus. The successful Proposer will be expected to create a comprehensive, integrated beverage program that will increase and maintain customer satisfaction by providing quality beverages, trending products, and state-of-the-art equipment, while partnering with WOU to advance its strategic plan, health, wellness, recycling, sustainability, and student development.

WOU’s current campus Pouring Rights and Beverage Vending Services contract with PepsiCo Beverage Sales, LLC was negotiated in December, 2018 and will expire on December 18, 2024. WOU values the relationship created through a comprehensive exclusive Pouring Rights and Beverage Vending Services contract and remains committed to an aggregated approach for a new contract with a single provider. This partnership opportunity may span a contractual term of 5, 10 or 15 years based on Proposals received and what is determined to be in the best interest of WOU.

2.02 BACKGROUND

a. Western Oregon University – General

Western Oregon University in Monmouth, Oregon is located within the traditional homelands of the Luckiamute Band of Kalapuya. Following the Willamette Valley Treaty of 1855 (Kalapuya etc.

Treaty), Kalapuya people were forcibly removed to reservations in Western Oregon. Today, living descendants of these people are a part of the Confederated Tribes of Grand Ronde Community of Oregon (https://www.grandronde.org) and the Confederated Tribes of the Siletz Indians (https://ctsi.nsn.us).Founded in 1856, WOU is a public mid-sized university located in Monmouth, Oregon. WOU currently enrolls over 3,000 students and employs nearly 800 individuals on campus.

WOU is a vibrant cultural and educational environment with student representatives from across the nation and abroad. WOU students participate in intercollegiate athletics at the National Collegiate Athletic Association Division II level, belonging to the Great Northwest Athletic Conference (“GNAC”).

b. Partnership

Western Oregon University has partnered with PepsiCo Beverage Sales, LLC to develop and advance university strategic efforts. As we look at this opportunity for partnership through Pouring

Rights in the future, we are interested in how the Proposer can work with WOU to advance the following efforts:

● Diversity, Equity and Inclusion: WOU has a goal to develop a culture of belonging, collaboration, and innovation. Part of this is building an organizational culture founded on the values of inclusion and mutual respect, collaboration, and humility, so that people from every background are welcomed.

● Health and Wellness: WOU’s teaching and research in health and nutrition are at the forefront of addressing rapidly changing needs. We know that health and wellness are critical for students’ academic and personal success, and we want to nurture healthier options on campus for students, faculty, and staff.

● Recycling and Sustainability: WOU has had some form of recycling on campus since 2014.

WOU develops and maintains a cost effective and efficient waste management program that focuses on reducing, reusing, and recycling with trash disposal as a last resort. In addition, WOU is committed to sustainability and reducing its greenhouse gas (carbon) emissions.

2.0 INTRODUCTION AND BACKGROUND

● Student Development: Students are at the heart of everything we do at WOU. We strive to improve students’ health and well-being, academic success, and career opportunities. WOU creates networks of support that help students on their educational path to graduation in order to move forward with skills for a better future.

c. Stakeholders WOU manages and operates on-campus dining, cafés, food and beverage kiosks, and catering services.

Other contractors on campus who manage or provide food and beverage service must comply with the Pouring Rights and Beverage Vending Services contract. The WOU Foundation are separate non-profit entities that have a physical presence on WOU’s Monmouth campus but are not under the auspices and control of WOU and are not contractually obligated to comply with the Pouring Rights and Beverage Vending Services contract.

The resulting Pouring Rights and Beverage Vending Services contract will be managed and maintained by three primary stakeholders: Werner Union, University Housing and Dining Services, and Intercollegiate Athletics (“Stakeholders”.) These Stakeholders comprise a majority of the beverage and vending sales on campus.

i) Werner University Center(“WUC”)

The WUC is the campus student union and supports the University mission by creating community centered inclusive facilities and environments, providing formal and informal gathering spaces that build meaningful relationships. We are a student-centered organization that fosters student engagement through events, activities, and employment. In addition, the Werner University Center has oversight of the beverage and snack vending machines for campus with the exception of vending machines in facilities managed by University Housing or Intercollegiate Athletics.

ii) University Housing and Campus Dining University Housing and Campus Dining provides students, faculty, staff, and guests with safe, economical, convenient, and comfortable living, dining, and catering. The Monmouth campus houses approximately 1000 students and offers a variety of living and dining options in 4 residence halls, 1 dining centers, 2 retail and coffee shop locations across campus, and a limited number of student and family apartments. Dining Services is an auxiliary enterprise and is funded solely by customers who use their services with no state or general fund allocation.

As part of WOU’s comprehensive first-year experience, first-year students, with very few exceptions, are required to live on campus. All on-campus residents are required to choose one of 4 dining plans, which provide students with Wolf Bucks to spend at any of the restaurants, and cafes operated by WOU Dining Services. In addition to operating housing, dining, and catering, Dining Services has an on-campus Conferences program offering housing accommodations and food service to a variety of camps and conference groups primarily during the summer months (late June through Labor Day).

Dining Services operates and serves faculty, staff, students and the public in the following locations with beverage service as indicated in the service notes column. Dining facilities accept cash, debit, credit, Wolf Bucks and Meal Swipes.

iii) Intercollegiate Athletics (“Athletics”)

WOU is a member of the GNAC and Lone Star Conference and offers a broad-based intercollegiate athletics program that provides student athletes with opportunities in 13 sports. This experience, at level Division II of the National Collegiate Athletic Association (“NCAA”), enriches the collegiate experience for those who are privileged to participate while they pursue a quality education.

The WOU athletic facilities covered by the contract include:

▪ The New Physical Education building (NPE),

▪ Athletics concessions stands,

▪ Health and Wellness Center, and

▪ Intramural fields

d. WOU Purchases The following represents the WOU’s purchase volume in raw cases of sales for the last five (5) fiscal years through the existing contract. Time periods are for WOU’s fiscal year July 1st – June 30th. Detailed beverage purchases by type and size are available for 2022-2023 in Exhibit B.

Type 2019-2020 2020-2021 2021-2022 2022-2023 2023-2024

Bottle & Can 7625 3599 4384 4782 5121

Vending 1032 239 357 342 413

Fountain 1958 133 958 1442 1493

Total 10615 3971 5699 6566 7026

Location Beverage Service Venue Service Notes

Valsetz Dining Hall 345 Monmouth Street N Monmouth 97361

Valsetz Dining Hall and C- Store

Multi-concept Dining Center with a central beverage line. Fountain & bottled beverages in multi-door cooler.

Valsetz Dining Hall 345 Monmouth Street N Monmouth 97361

Catering Bottled/Canned beverages displayed at events via various methods: e.g., Iceman cooler barrels, Tabletop beverage receptacles.

Allegro C-store

345 Monmouth Street N Monmouth 97361

C-store

Convenience store with bottled beverages in various coolers.

The Summit

Werner University Center

345 Monmouth Street N Monmouth 97361

2 concept Food Court Fountain and limited bottled beverages via coolers

WOU Stadium 345 Monmouth Street N Monmouth 97361

Concessions Shared fountain and limited bottled beverages via a countertop cooler.

Sales volume data provided in this RFP is for information purposes only and is not a guarantee of future volume or sales. Sales earned by the contractor may be more or less than in prior years.

e. Vending Sales The following represents WOU’s beverage vending volume for the last fiscal year through the existing contract. Time periods are for WOU’s fiscal year July 1st – June 30th.

WOU Fiscal Year latest available

Units Sold Revenue

July 38 $ 1890.10

August 20 $ 961.72

September 45 $ 2115.01

October 58 $ 2859.81

November 31 $ 1567.90

December 25 $ 1214.78

January 14 $ 712.53

February 34 $ 1654.70

March 54 $ 2713.48

April 26 $ 1357.28

May 68 $ 3462.08

June 45 $ 2115.01

TOTAL 458 $ 20509.39

f. Equipment

The list included in Exhibit C details the equipment types and locations installed by PepsiCo Beverage Sales, LLC as of July 2024. This list is included for information purposes so that Proposers have an idea of the types and quantities of equipment currently provided.

3.01 CONTRACT SCOPE OF WORK AND TERMS & CONDITIONS

A contract containing the anticipated scope of work and contractual terms and conditions is included in Exhibit A.

3.0 CONTRACT

4.01 MINIMUM QUALIFICATIONS

To qualify as a Responsive Proposer, the Proposer needs to meet the following minimum qualifications.

a. Proposer must have a product portfolio encompassing the following types of beverages:

a. Carbonated sodas (bottled, cans, and fountain)

b. Fruit juices (bottled or cans)

c. Teas (bottled)

d. Coffee (bottled)

e. Water (bottled)

f. Sports drinks (bottled)

b. Proposer must have at least five (5) years of successful delivering the above product portfolio to higher education clients; and

c. Proposer must have the locations and resources to provide delivery and service within 4 hours to the WOU Monmouth campus.

5.01 SUBMISSION

Proposers must submit their Proposal as attachment(s) in an e-mail to Dining@wou.edu Electronic versions must be sized appropriately for transfer (under 150 mb per email.) Multiple emails may be sent to submit Proposal attachments as necessary.

Proposals must be received, in their entirety, by Dining no later than the Closing date and time indicated in the schedule of events. The e-mail subject line should contain the RFP number and RFP title. Only those Proposals received at this e-mail address by the Closing date and time will be considered Responsive. Do not e-mail a copy of the Proposal to any other WOU e-mail addresses.

It is highly recommended that the Proposer confirms receipt of the email with the WOU Administrative Contact noted in this RFP. The WOU Administrative Contact may verify receipt but will NOT verify the integrity of the attachment(s), answer questions related to the content of the Proposal or address the overall Responsiveness of the Proposal.

5.02 SUBMITTALS

It is the Proposer’s sole responsibility to submit information in fulfillment of the requirements of this Request for Proposal. If submittals are not substantially compliant in all material respects with the criteria outlined in the RFP, it may cause the Proposal to be deemed non-Responsive.

Each part of the Proposal should be complete so that the evaluation of both Part I and Part II can be accomplished independently and concurrently.

a. Cover Letter

The Proposal should include a Cover Letter including the following:

i) The name, title and contact information of: 1) a primary contact person who may be reached throughout the evaluation period, and 2) an individual with authority to negotiate and contractually bind the Proposer;

4.0 PROPOSER QUALIFICATIONS

5.0 SUBMISSION AND SUBMITTALS

ii) A statement that the Proposer meets all the minimum qualifications described in the RFP (See, Section 4.01); and

iii) A statement affirming that neither Proposer nor any individual assigned to provide all or part of the services to WOU have any conflicts of interest with WOU, or its respective governing bodies, committees, or employees. If the Proposer cannot provide such a statement because of a conflict of interest, state the nature of the conflict, and describe the provisions that will be made to address the conflict.

b. Part I: Technical and Management Proposal The Proposer’s name and the words “WOU Pouring Rights and Beverage Vending Services RFP Part I – Technical and Management Proposal” clearly listed on the cover of the Part I Proposal.

i) Title Page:

Name, title, and contact information of the Proposer including name of the person(s) who prepared the Proposal.

ii) Table of Contents

iii) Minimum Qualifications:

Provide evidence that Proposer meets the minimum qualifications described in the RFP (See, Section 4.01).

iv) Company Overview:

Provide an overview of Proposer’s company, including:

A. A brief history of the company, especially as it relates to the higher education market, including revenue levels, number of current accounts, years in business, and quantity/type of staff.

B. Mission, vision, and values: Include a copy of the company’s mission, vision, and values and how that is evident in daily work throughout the company.

C. Current clients: Provide a list of all current higher education clients and contract start and end dates.

D. Former clients: Provide a list of clients (higher education clients preferred if available) where

Proposer’s services have: 1) been terminated (either by Proposer or by the client), or 2) resulted in a notice of cure from the client. Provide the following information regarding these clients:

▪ Name and address of the company

▪ Name and title of client contact

▪ Telephone number and email of client contact

▪ Date and reason for termination, or notice of cure

E. A description of Proposer’s internal administrative systems, including but not limited to, inventory control, reporting of sales, and internal audit.

v) Management Profile:

Provide (i) an organizational chart or short profile of Proposer’s management structure and (ii) a plan for administrative management and supervision of staff required to implement the services under this RFP. This should include a description of any regional or headquarters support and the resumes of key personnel, including those employees who would be responsible for the contract if it were awarded to Proposer.

vi) Product Description and Pricing:

Submit a comprehensive list of all beverages to be offered at WOU if Proposer is selected for Contract award. List should be organized in a table and include the following columns:

▪ Category or Item Description

▪ Item Name

▪ Container Type (bottle, can, bib)

▪ Container Size (in ounces or gallons)

▪ Case Count

▪ Price per case or per unit for gallon size containers

Separately, submit a list of all beverage service containers (cups, containers, and lids) available for WOU to purchase under a contract. The list should be organized in a table with columns applicable to the products offered and include price.

vii) Product Expansion:

Include information on what Proposer does to expand new products and respond to trends and changes in customer beverage preferences.

viii) Equipment and Maintenance:

A. Submit a list of future equipment (quantity, type, and placement locations) Proposer intends to provide WOU’s Monmouth campus. Include visual representations of equipment.

B. If your Proposal does not include supplying all new equipment at the start of the contract, provide a schedule or plan for phasing in new equipment.

C. Describe Proposer’s program for preventative maintenance and regular replacement of worn, malfunctioning or damaged equipment. This should include all beverage equipment.

D. Please note which, if any, vending machines are available with “WOU branded wrapping” and if available, please provide photos or illustrative representations of wrapped machines.

ix) Partnership

Describe how Proposer has advanced the following efforts within Proposer’s own company and at other higher education clients. Include details if there are any commitments offered as part of your

Proposal.

A. Diversity, Equity and Inclusion:

Describe programs and initiatives that the company has implemented to increase diversity, equity and inclusion.

B. Health and Wellness:

Describe any proposed awareness campaigns, strategies in support of health and wellness, and initiatives to encourage the use and purchase of healthier beverages.

C. Recycling and Sustainability:

Describe any programs for encouraging recycling and sustainability.

D. Student Development:

Describe any student career development programs and employment opportunities for students and graduates. Describe how Proposer engages with students about these or other opportunities.

x) Additional Information:

Provide any other information you believe will be helpful to the selection committee in evaluating your Proposal.

c. Part II: Financial Proposal

i) Financial Proposal - Exhibit D:

In a separately saved document, provide the Financial Proposal by completing Exhibit D; feel free to attach additional pages if needed. Proposer should base its Financial Proposal on three different options with the variable being the duration of the contract for 5, 10, or 15 years. Proposers should indicate which duration of contract is preferred on Exhibit D. Financial Proposals should include provision for the following:

A. Signing Bonus (optional): a one-time upfront signing bonus payable upon contract execution;

B. Annual Incentive: an Annual Incentive payment to WOU for the rights granted in Exhibit A, based on a beverage sales volume of 50,000;

C. Volume Increase Rebate: an additional rebate per case or unit for gallon size containers, for sales exceeding 50,000

D. Athletic Sponsorship: an annual dollar value that Proposer commits to sponsor athletic opportunities through the Contract and for which Contractor will receive an equivalent value of athletic assets.

E. Donated Product: donated product in dollars per year to be offered to WOU for use as needed throughout the fiscal year;

F. Student Scholarships: dollar value of student scholarships offered;

G. Beverage Vending Commission % Rate: percent of beverage vending gross sales, that WOU will receive if higher than the Minimum Beverage Vending Revenue;

H. Minimum Beverage Vending Revenue: minimum annual amount WOU will receive for beverage vending sales; and

I. Any other discounts, incentives, or other financial considerations that Proposer wishes to offer.

ii) Certifications - Exhibit F

iii) References - Exhibit G Include at least five current references from higher education clients, with a preference for references located within the Pacific Northwest.

6.01 EVALUATION

The stages of review and evaluation are as follows:

a. Determination of Responsiveness:

WOU will first review all Proposals to determine Responsiveness. Proposals that do not comply with the instructions, that are materially incomplete, that do not meet the minimum requirements, or that are submitted by Proposers who do not meet minimum qualifications may be deemed non- Responsive. Written notice will be sent to Proposers whose Proposal is deemed non-Responsive identifying the reason. A Proposer has the right to appeal the decision.

b. First Stage Evaluation:

Those Proposals determined to be Responsive will be evaluated and scored based on the evaluation criteria listed below. Scores will be used to determine which Proposers fall within a competitive range.

The competitive range consists of Proposers whose scores, when viewed alongside all Proposals, form a group of the highest scoring Proposers that rise above a natural break in the scores.

WOU reserves the right to ask follow-up questions of Proposers during first stage evaluations. The questions will be for the purpose of clarification of information already contained in submittals and not be an opportunity to submit additional documentation or change existing documentation.

WOU may award after the first stage evaluation to the highest ranked Proposer without moving on to the second stage evaluation. If this option is selected, written notice of intent to award the contract to the highest ranked Proposer will be provided to all Responsive Proposers, or an award may be made directly without notice of intent in those instances of a single Responsive Proposer.

c. Second Stage Evaluation:

If award is not made after the first stage evaluation, WOU may choose any of the following methods in which to proceed:

i) Issue an invitation to Proposers within the competitive range requesting an interview, presentation, site visit or any other evaluative method that is relevant to the goods or services solicited in the Request for Proposal.

ii) Engage in discussions with and receive best and final Proposals from all Proposers in the competitive range or all Proposers submitting Responsive Proposals.

d. Additional Stages of Evaluation:

If after completion of the second stage of evaluation, an award is not made, WOU may add another stage or multiple stages of evaluation using any of the methods outlined in the second stage evaluation above.

6.02 EVALUATION CRITERIA

First stage evaluation of Proposals will employ the following criteria:

Company & Management – 5%

● Higher education experience, mission, vision, values, internal administrative systems, inventory control, reporting of sales, and internal audit.

● Organizational chart, management structure, administrative management of account, regional headquarters support, and key personnel.

Product – 25%

● Current product mix and plans for expanding product.

6.0 EVALUATION

Equipment and Maintenance – 5%

● Equipment to be provided, plan for phasing in new equipment, beverage vending card readers, and proposed WOU branding on vending machines.

Partnership – 15%

● Diversity, Equity and Inclusion; Health and Wellness; Recycling and Sustainability, and Student

Development.

Financial Proposal – 50%

● Financial Proposal from Exhibit D calculated as follows for one year:

o Signing Bonus (optional) o + Annual Incentive o + Volume Increase Rebate (an estimate will be used for evaluation purposes only) o + Value of Athletic Sponsorship o + Donated Product o + Student Scholarships

+ Beverage Vending Commission % x Actual Beverage Vending Sales for 2021/2022 o + Beverage Vending Minimum Commission, if higher than Beverage Vending Commission % o +/- Any other discounts or financial considerations o - Product Pricing (a market basket will be used for evaluation purposes only)

6.03 NEGOTIATIONS

WOU may commence serial negotiations with the highest ranked Proposer or commence negotiations with some or all Responsive Proposers within the competitive range.

6.04 INVESTIGATION OF REFERENCES

WOU reserves the right to investigate and to consider the references and the past performance of any Proposer with respect to such things as its performance or provision of similar goods or services, compliance with specifications and contractual obligations, and its lawful payment of suppliers, subcontractors, and workers. WOU may postpone the award or execution of the contract after the announcement of the notice of intent to award in order to complete its investigation.

6.05 CONTRACT AWARD

Contract will be awarded to the Proposer who, in WOU’s opinion, meets the requirements and qualifications of the RFP and whose Proposal is in the best interest of WOU. If a successful contract cannot be completed after award, WOU may conclude contract negotiations, rescind its award to that Proposer, and return to the most recent RFP evaluation stage to negotiate with another Proposer for award.

7.01 APPLICABLE STATUTES AND RULES

This RFP is subject to the applicable provisions and requirements of the Oregon Revised Statutes, Oregon Administrative Rules, and WOU Standards and Policies. This RFP, and any dispute arising out of this RFP, shall be construed in accordance with, and governed by, the laws of the State of Oregon.

Any other action to enforce any provision of this RFP or to obtain any relief from or remedy in connection with this RFP may be brought only in the Circuit Court of Oregon for Benton County.

7.02 COMMUNICATIONS DURING RFP PROCESS

Proposers are prohibited from communicating with WOU employees, other than the Administrative Contact, or any party in a position to create an advantage for the bidder or disadvantage for other bidders with respect to this RFP process or award of a new contract. This restricted period of communication begins on the date the RFP is issued and ends with the conclusion of the appeal period following notice

7.0 INSTRUCTIONS TO PROPOSERS

of intent to award. This restriction does not apply to communications during a pre-Proposal conference or other situations where the WOU Administrative Contact is present. A Proposer who intentionally violates this requirement or otherwise benefits from such a violation by another party may have its Proposal rejected due to failing to comply with all prescribed solicitation procedures.

7.03 REQUESTS FOR CLARIFICATION OR CHANGE

Requests for clarification or change of the Request for Proposal must be in writing and received by the Administrative Contact no later than the Deadline for Request for Clarification or Change as specified in the schedule of events. Such requests for clarification or change must include the reason for the Proposer’s request. WOU will consider all timely requests and, if acceptable to WOU, amend the Request for Proposal by issuing an Addendum. Requests must be clearly marked as a Request for Clarification or Change and include the RFP Number and Title.

7.04 ADDENDA

Only documents issued as written Addenda by WOU serve to change the Request for Proposal in any way. No other direction received by the Proposer, written or verbal, serves to change the Request for Proposal. Addenda will be publicized on the Oregon buys website. Proposers are advised to consult the Oregon buys website prior to submitting a Proposal in order to ensure that all relevant Addenda have been incorporated into the Proposal. Proposers are not required to submit Addenda with their Proposal.

However, Proposers are responsible for obtaining and incorporating any changes made by Addenda into their Proposal. Failure to do so may make the Proposal non-Responsive, which in turn may cause the Proposal to be rejected.

7.05 PREPARATION AND SIGNATURE

All Proposals requiring signature must be Signed by an authorized representative with authority to bind the Proposer. Signature certifies that the Proposer has read, fully understands, and agrees to be bound by the Request for Proposal and all Exhibits and Addenda to the Request for Proposal.

7.06 PUBLIC RECORD

Upon completion of the RFP process, information in all Proposals will become subject records that can be disclosed under Oregon Public Records Law. Oregon Revised Statute 192.345 contains exemptions from disclosure including “trade secrets”, which may include, but are not limited to: any formula, plan, pattern, process, tool, mechanism, compound, procedure, production data, or compilation of information which is not patented, which is known only to certain individuals within an organization and which is used in a business it conducts, having actual or potential commercial value, and which gives its user an opportunity to obtain a business advantage over competitors who do not know or use it. NOTE: Price is not considered a trade secret.

If a Proposal contains “trade secrets” the Proposer must only mark those sections of the Proposal with the words “TRADE SECRET” prior to, and at the end of, the trade secret information; provided, that such mark shall not be sufficient to make any information a “trade secret.” Only bona fide “trade secrets” may be exempt and only if public interest does not require disclosure, and WOU may make the determination about whether any portion of a Proposal is a “trade secret” at its sole discretion. Marks or claims that the entirety of a Proposal is “trade secret” or “confidential” WILL RESULT IN NONE OF THE PROPOSAL

BEING TREATED AS SUCH.

7.08 MODIFICATION

Modification of a Proposal after submittal but prior to Closing may be completed by submitting a written notice indicating the modifications and a statement that the modification amends and supersedes the prior Proposal. After the Closing, Proposers may not modify their Proposal.

7.09 WITHDRAWALS

A Proposer may withdraw their Proposal by submitting a written notice to the Administrative Contact identified in this Request for Proposal prior to the Closing. The written notice must be on the Proposer’s letterhead and Signed by an authorized representative of the Proposer.

7.10 LATE SUBMITTALS

Proposals and written notices of modification or withdrawal must be received no later than the Closing date and time. For purposes of this RFP, the official date and time is the date and time that the email is received at the dining@wou.edu email address. WOU may not accept or consider late Proposals, or modifications. Sole responsibility rests with the Proposer to ensure WOU’s receipt of its Proposal prior to Closing. WOU shall not be responsible for any delays or mis deliveries caused by transmission errors, malfunctions, or electronic delays including those within WOU’s network. IT IS THE PROPOSER’S

RESPONSIBILITY TO ENSURE WOU HAS RECEIVED THE PROPOSAL BY CLOSING DAY AND

TIME. Any risks associated with electronic transmission of the Proposal are borne by the Proposer.

7.11 PROPOSAL OPENING

Proposals will be opened immediately following the Closing. Proposers may request to attend a virtual Proposal opening which may be conducted via Zoom or other electronic meeting platform. Please inform the WOU Administrative Contract if you would like to attend the Proposal opening. Only the names of the Proposers submitting Proposals will be announced. No other information regarding the content of the Proposals will be available.

7.12 PROPOSALS ARE OFFERS

The Proposal is the Proposer’s offer to enter into a contract pursuant to the terms and conditions specified in the Request for Proposal, its Exhibits, and Addenda. Any failure or unwillingness by Proposer to execute a contract with WOU containing the terms and conditions specified in this Request for Proposal shall subject Proposer’s award to potential revocation. In the event that terms and conditions specified in the Request for Proposal are further negotiated by Proposer, subsequent to award and prior to contract execution, WOU expressly reserves the right to modify its expectations related to other terms and adjust the proposed contract accordingly. Should the terms and conditions specified in the Request for Proposal not be reflected in a mutually agreed upon contract at execution, the parties shall work together in good faith to equitably reflect any such discrepancies with respect to other aspects of the executed contract.

All Proposals, upon submission to WOU, will become its property for use as deemed appropriate. By submitting a Proposal, the Proposer covenants not to make any claim for or have any right to damages because of any misinterpretation or misunderstanding of the specification, or because of any misinformation or lack of information.

Proposers are expected to have assessed the conditions that may affect goods and services to be provided. Proposer will be conclusively presumed to have full knowledge of any and all conditions affecting in any way the performance of the work to be performed under the contract that were or should have been discovered by a reasonably prudent Proposer. It is each Proposer’s responsibility to familiarize itself with relevant facilities at WOU, and Proposer assumes full responsibility to provide goods and/or services as specified herein pursuant to its Proposal, if accepted by WOU.

7.14 RIGHT TO REJECT

WOU may reject, in whole or in part, any Proposal not in compliance with the Request for Proposal, Exhibits, or Addenda, if upon WOU’s written finding that it is in the public interest to do so. WOU may reject all Proposals for good cause, if upon WOU’s written finding that it is in the public interest to do so.

Notification of rejection along with appeal rights will be sent to Proposers whose Proposal is rejected.

7.15 AWARDS

WOU reserves the right to make award(s) by individual item, group of items, all or none, or any combination thereof. WOU reserves the right to delete any item from the award when deemed to be in the best interest of WOU.

7.16 CONTRACT REVIEW AND NEGOTIATION

Prior to execution of a Contract, the Contract may be reviewed and negotiated. This review may result in modifications of the applicable terms and conditions specified on WOU’s website, in the RFP, Exhibits, Addenda, or those proposed by a bidder. WOU’s negotiation of, or acceptance of alternate terms and mailto:dining@wou.edu conditions, is at WOU’s discretion as may be in the best interest of WOU.

7.17 APPROVALS

Contract award is subject to all required WOU approvals. WOU will have no obligation or liability whatsoever to the Proposer selected as result of this RFP unless and until a contract satisfactory to WOU is approved and executed by both parties.

7.18 PROPOSAL RESULTS

A written notice of intent to award will be issued to all Responsive Proposers along with appeal rights for aggrieved Proposers. The Proposal file will be available for Responsive Proposer’s review during the appeal period. Proposers must make an appointment with the Administrative Contact to view the Proposal file. After the appeal period, the file will be available by making a Public Records Request to WOU’s Public Records Office.

7.19 PROPOSAL PREPARATION COST

WOU is not liable for costs incurred by the Proposer during the Request for Proposal process.

7.20 PROPOSAL CANCELLATION

If a Request for Proposal is canceled prior to the Closing, all Proposals that may have already been received will be deleted. If a Request for Proposal is canceled after the Closing or all Proposals are rejected, the Proposals received will be retained and become part of WOU’s permanent Proposal file.

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The contract section must be vetted by legal

EXHIBIT A

POURING RIGHTS AND BEVERAGE VENDING SERVICES CONTRACT

POURING RIGHTS AND BEVERAGE VENDING CONTRACT

CONTRACT FOR THE PURCHASE OF

POURING RIGHTS AND

BEVERAGE VENDING SERVICES

CONTRACT NO. 2025-0103-AUX-JC

This Contract is between Western Oregon University (“WOU”) and [Contractor’s name] ("Contractor").

WHEREAS WOU competitively solicited for the services outlined in this Contract under Request for Proposal number 2025-0103-AUX-JC entitled Pouring Rights and Beverage Vending Services and Contractor was selected as the Proposer best able to provide this service; and

WHEREAS Contractor understands the requirements for the services outlined in this Contract, and is willing and able to provide, in accordance with the terms of this Contract, the services.

NOW, THEREFORE, WOU and Contractor agree as follows:

1. DEFINITIONS

When used in this Contract, the following words have the meanings set forth in this section:

1.1. “Athletics” means the department of Intercollegiate Athletics at Western Oregon University.

1.2. “Beverage” means all canned, bottled, or syrup-based non-alcoholic carbonated and non- carbonated beverages, which will be comprised of sodas, juices, teas, water, sports drinks, and coffee drinks, except that “Beverage” does not include the following:

▪ Any kind of plain or flavored milk, milk alternatives, or milk products including milkshakes.

▪ Fresh-pressed or made to order vegetable and fruit juices including smoothies.

▪ Fresh-brewed coffee, tea, chocolate, or cider products whether cold or hot.

▪ Any barista prepared drinks.

▪ Tap water, hydration stations, water coolers, and flavored or plain water in 1-gallon or larger containers.

▪ Hydration or nutritional drinks for athletes who participate in Athletics.

▪ Culturally specific beverages.

▪ Products bearing the name Red Bull, and Starbucks.

▪ Products for which Contractor has no directly competing products.

An initial list of Beverages and pricing to be supplied by Contractor is attached to this Contract as Attachment A, Beverage and Price List. Conflict in the determination of what constitutes a Beverage will be resolved jointly by WOU and Contractor. If the parties cannot resolve the conflict, WOU’s determination controls.

1.3. “Beverage Equipment” means Beverage vending machines, refrigerated product coolers, fountain dispensers, ice machines, carbon dioxide tanks, switchover technology, gas and syrup lines, vending cash accepters and card readers, and any other equipment or technology for use in the sale of Beverages under this Contract.

1.4. “Monmouth Campus” means the area inside WOU’s campus boundaries identified in red in

Attachment B, WOU Monmouth Campus Map, as it now exists or may be amended by WOU from time to time during the term of this Contract. It does not include extension sites, experiment stations, satellite operations), or other campuses (WOU Salem Campus or any other sites that in the future may become an WOU campus). In addition, it does not include the WOU Bookstore, WOU Foundation, or any locations of separate entities that have a physical presence on WOU’s Monmouth Campus.

1.5. “Marks” means the approved names and logos of WOU, as shown in Attachment C, Approved Names and Logos of WOU, as may be amended by WOU from time to time.

1.6. “Werner University Center” or “WUC” means the building and organization on the WOU Monmouth Campus by that name.

1.7. “Sponsorship Activation” means the approved products and assets Contractor may use to manufacture, advertise, distribute, and sell Beverages, as listed in Attachment D, Approved Products and Assets.

1.8. “Stakeholders” means University Housing and Dining Services, the WUC, and Athletics or any combination thereof.

1.9. “Campus Dining” means the department of Campus Dining at Western Oregon University.

2. CONTRACT TERM AND TERMINATION:

2.1. Contract Term

This Contract is effective on [insert date] and expires on [insert date].

2.2. Termination

This Contract may be terminated at any time by mutual consent of both parties or by WOU upon thirty

(30) days' written notice. In addition, WOU may terminate this Contract at any time by written notice to Contractor if (a) Federal or state statutes, regulations or guidelines are modified or interpreted in such a way that the services are no longer allowable or appropriate for purchase under this Contract, or that otherwise makes this contract unlawful; (b) any license or certificate required by law or regulation to be held by the Contractor to provide the services required by this Contract is for any reason denied, revoked, or not renewed; or (c) WOU fails to receive funding, appropriations, allocations or other expenditure authority as contemplated by WOU’s budget and WOU determines, in its assessment and ranking of the policy objectives explicit or implicit in WOU’s budget, that it is necessary to terminate the Contract, or (d) if the WOU program for which this Contract was executed is abolished.

WOU may also terminate this Contract at any time by written notice for default if Contractor is in breach of any of the terms of this Contract, including without limitation if (a) Contractor fails to timely provide services or materials as required by this Contract; or (b) Contractor fails to perform any of the other provisions of this Contract, or so fails to pursue the work as to endanger performance of this Contract in accordance with its terms and conditions, and after receipt of written notice from WOU, fails to correct such failure(s) within ten (10) days. Termination of this Contract under this section or any other section shall not prejudice to WOU’s other rights and remedies available to it under this Contract and at law or in equity.

2.3. Remedies for Contractor's Default

In the event Contractor is in default (which includes without limitation, incomplete services), WOU may, at its option, pursue any or all of the remedies available to it under this Contract and at law or in equity, including, but not limited to: (a) rejection of the services, (b) requiring Contractor to correct any defects without charge, (c) negotiation with Contractor to sell the services to WOU at a reduced price, (d) termination of the Contract, (e) withholding all moneys due for the services Contractor has failed to deliver within any scheduled completion dates or has performed inadequately or defectively,

(f) initiation of an action or proceedings for damages, specific performance, or declaratory or injunctive relief, or (g) exercise of its right of offset. These remedies are cumulative to the extent the remedies are not inconsistent, and WOU may pursue any remedy or remedies singly, collectively, successively, or in any order whatsoever.

3. GRANT OF RIGHTS:

3.1. Beverage Services Rights

Subject to the terms and exceptions set forth in this Contract, WOU hereby grants to Contractor an exclusive right to supply, sell, distribute, and vend Beverages (hereinafter “Beverage Services”) at locations as requested by WOU on the Monmouth Campus including:

▪ At catered events, and when WOU’s Catering department is catering at off-site venues.

▪ Donation of Beverages for WOU’s use or distribution.

▪ Sponsorships of conferences, events, and programs when located on the Monmouth Campus.

▪ Sampling of Beverages on the Monmouth Campus.

▪ Designation as the official Beverage partner of Athletics.

In addition, subject to the terms of this Contract, Contractor shall be permitted to sell WOU licensed and branded Beverages using WOU Marks through Contractor’s normal distribution channels off campus.

In exchange for the exclusive rights, Contractor will, as further set forth herein:

▪ Supply, delivery and stock Beverages.

▪ Supply, deliver, install, and repair all Beverage Equipment.

▪ Advertise and market Beverages on the Monmouth Campus at current prices, if applicable.

▪ Make shelf space available at UHDS and MU retail locations for milk, milk alternatives, and non-competing products not offered in Contractor’s portfolio.

3.2. Permitted Exceptions

Contractor’s exclusive rights for provision of Beverage Services under section 3.1 do not include or pertain to:

▪ Advertising in WOU student newspapers and publications, or sponsorship of programs on any student-run WOU radio or television stations.

▪ Athletic events or tournaments, including but not limited to NCAA events and GNAV Conference or other athletic conference events.

▪ Events “presented by” a competing Beverage provider on the Monmouth Campus.

▪ Consumption by students, faculty, staff, or campus visitors of competitive Beverages purchased outside a Monmouth Campus location for personal consumption or for consumption by their group, office, or organization and not for resale or distribution.

▪ WOU’s existing contract in the Athletics venues for Gatorade. At the conclusion of that contract, the Contractor may have the opportunity to buy the exclusivity at the higher of either the market value or the amount set out in the expired contract.

▪ Research funded by competitors, so long as only the company name is used to acknowledge the research, and acknowledgement does not include advertising the competitor's products or services (including messages containing qualitative or comparative language, price information, or other indications of savings or value, an endorsement, or an inducement to purchase, sell, or use such products or services).

3.3. Additional WOU Locations

During the term of this Contract, WOU, in its sole discretion, may choose to offer to Contractor the opportunity to provide Beverage Services at other locations outside of the Monmouth Campus. In the event WOU and Contractor agree that extension of the Beverage Services to additional locations is appropriate and desired, both parties agree to negotiate financial requirements and any additional terms and conditions and make those modifications through written amendment to this Contract.

To the extent WOU permits Contractor to provide any service to WOU locations outside of the Monmouth Campus and such permission is not documented through an amendment to this Contract, such permission shall constitute only a temporary courtesy and does not grant Contractor any ongoing rights to provide services to such locations.

4. PRODUCT MIX AND PRICING

4.1. Product Mix and Availability

Contractor shall provide for retail sale a mix of Beverage products and packages as agreed to by the parties. The initial Beverage product and package mix are set forth in Attachment A, Beverages and Service Containers Price List. Newly developed, produced or acquired products, not available as of the date of this Contract, may be added after WOU consent and through written amendment of this Contract. Both parties agree to discuss availability, pricing, financial requirements and any additional terms and conditions necessary to make available newly developed, produced or acquired products, subject to WOU’s approval at its sole discretion.

Contractor will provide each Beverage in sufficient quantities as may be required by WOU to fulfill its needs under this Contract. If Contractor fails to provide sufficient quantities requested by WOU within a reasonable timeframe as specified by WOU, then WOU may obtain a substitute beverage for any such Beverage. If Contractor fails to provide sufficient quantities of each Beverage within 30 days of initial notification, then WOU in addition to pursuing remedies available elsewhere in this Contract, may remove the unavailable product from the definition of Beverage. This does not limit the availability of other remedies set forth in this Contract.

4.2. Product Responsibility

Contractor agrees to only carry products that have a positive reputation in the media. If, in WOU’s sole discretion, a product generates a negative reputation in the media, WOU has the right to immediately remove, and/or require Contractor to remove, the product from the Monmouth Campus and no longer permit the product in the future. In addition, WOU may replace the product with a similar competing product.

4.3. Beverage Service Containers

Contractor shall provide beverage cups, containers, and lids to WOU for resale at the prices listed in Attachment A, Beverages and Service Containers Price List. Contractor prices for such items should be competitively priced. WOU may use self-branded and generic cups and lids and may purchase them from other suppliers if available at prices lower than those offered by Contractor.

4.4. Beverage and Product Pricing

Contractor shall sell Beverages and product to WOU at…