5400023816 Full Bid.docx

OFFICE OF SCHOOL FOOD SERVICES

Solicitation Type:

Solicitation Number:

Solicitation Issue Date:

INVITATION FOR BID (IFB)

5400023816 8/18/2022

Mailing & Physical Address:

Phone:

Fax:

E-Mail Address:

SFA Child Nutrition Director/Supervisor or Designee Katherine Bernard 4420 Broad River Rd. Columbia, SC 29210 Bernard.katherine@doc.sc.gov (803-896-4890)- (803)-896-1223 - SFA Director/Supervisor email Bernard.katherine@doc.sc.gov SFA Procurement Officer:

Ruthie Bishop 4530 Broad River Rd Columbia, SC, 29210

(803) 896-8533- (803)896-1223 -bishop,ruthie@doc.sc.gov

DESCRIPTION: Contract to purchase perishable and non-perishable food products, as well as paper and related products.

CONTRACT PERIOD: October 1, 2022 – July 31, 2023

USING GOVERNMENTAL SCHOOL FOOD AUTHORITY (SFA): South Carolina Department of Corrections

The Term "Offer" Means Your "Bid" or "Proposal".

SUBMIT OFFER BY (Opening Date/Time 9/14/2022 10:00 am (Local Time) (See “Deadline for “Submission of Offer” provision) QUESTIONS MUST BE RECEIVED BY(Date/Time): 8/26/2022 1:00 pm. (Local Time) (See "Questions From Offerors" provision)

SUBMIT QUESTIONS TO: Donnie E. Chavis, Executive Director, SC School Food Service Purchasing Alliance, Inc.

EMAIL: director@scpurchasingalliance.org Phone: (843) 287-4769

NUMBER OF COPIES TO BE SUBMITTED: SEE PAGE 3

Offers must be submitted in a sealed package. Solicitation Number & Opening Date must appear on package exterior

OFFERS SHALL BE HAND DELIVERED & SUBMITTED IN A SEALED PACKAGE TO THE FOLLOWING ADDRESS BELOW:

PHYSICAL ADDRESS SEALED BID OPENING: SC Department of Corrections- Purchasing Division 4530 Broad River Road Columbia, South Carolina 29210

See "Submitting Your Offer" provision.

CONFERENCE TYPE: N/A

DATE & TIME: N/A

As appropriate, see "Conferences - Pre-Bid/Proposal" & "Site Visit" provisions

LOCATION: N/A

You must submit a signed copy of this form with Your Offer. By submitting a bid or proposal, You agree to be bound by the terms of the Solicitation. You agree to hold Your Offer open for a minimum of ninety (90) calendar days after the Opening Date. (See “Signing Your Offer” provisions)

NAME OF OFFEROR (Full legal name of business submitting the offer)

OFFEROR'S TYPE OF ENTITY:

(Check one) |_| Sole Proprietorship |_| Partnership |_| Corporation (tax-exempt) |_| Corporate entity (not tax-exempt) |_| Government entity (federal, state, or local) |_|Other _____________________ (See "Signing Your Offer" provision.)

AUTHORIZED SIGNATURE

(Person signing must be authorized to submit binding offer to enter contract on behalf of Offeror named above.)

TITLE (Business title of person signing above)

PRINTED NAME (Printed name of person signing above)

DATE SIGNED

Instructions regarding Offeror's name: Any award issued will be issued to, and the contract will be formed with, the entity identified as the Offeror above. An offer may be submitted by only one legal entity. The entity named as the Offeror must be a single and distinct legal entity. Do not use the name of a branch office or a division of a larger entity if the branch or division is not a separate legal entity, i.e., a separate corporation, partnership, sole proprietorship, etc.

STATE OF INCORPORATION

(If Offeror is a corporation, identify the state of Incorporation.)

TAXPAYER IDENTIFICATION NO. (See “Taxpayer Identification Number” provision)

(Return Page One with Your Offer)

HOME OFFICE ADDRESS (Address for Offeror's home office / principal place of business)

NOTICE ADDRESS (Address to which all procurement and contract related notices should be sent.) (See "Notice" clause)

Area Code:

Number:

Extension:

Facsimile:

E-Mail Address:

PAYMENT ADDRESS (Address to which payments will be sent.)

|_| Payment Address same as Home Office Address |_| Payment Address same as Notice Address (check only one) ORDER ADDRESS (Address to which purchase orders will be sent) (See "Contract Documents" clauses)

Order E-Mail Address:

|_| Order Address same as Home Office Address |_| Order Address same as Notice Address (check only one)

ACKNOWLEDGMENT OF AMENDMENTS: Offerors acknowledges receipt of amendments by indicating amendment number and its date of issue. (See "Amendments to Solicitation" Provision)

DISCOUNT FOR PROMPT PAYMENT

(See "Discount for Prompt Payment" clause) 10 Calendar Days (%) 20 Calendar Days (%) 30 Calendar Days (%)

Calendar Days (%)

MINORITY PARTICIPATION

Please answer the following questions for reporting purposes only:

Are you certified as a MOB/WOB (minority-owned business/woman-owned business) by the State of South Carolina? |_| Yes |_| No

If yes, provide certification number: . If no, would you qualify as a MOB/WOB based on the District’s requirement of at least fifty-one percent (51%) ownership by a woman or person of ethnic (non-white) origin? |_| Minority-owned |_| Woman-owned

Are you a Non SC Certified Minority Vendor |_| Yes |_| No

(Return Page Two with Your Offer)

NUMBER OF COPIES

Offerors will need to follow these instructions carefully when responding to the solicitation.

At least one (1) copy of the offer should contain original signatures; that copy shall be clearly marked or differentiated from the other copies of the offer by notation in the lower left corner of the cover of each offer with the words “ORIGINAL”. This signed original copy will be retained for incorporation by reference in any contract resulting from this solicitation.

Offers shall be signed by only those Company officials or agents duly authorized to sign bid/ proposals or contracts on behalf of their respective organizations. Each additional copy must be separated.

Additionally, if offeror is submitting confidential information, one complete copy of the offer from which information has been removed must be marked as exempt, i.e., a redacted copy. The information redacted should mirror in every detail the information marked as exempt from public disclosure. The redacted copy should (i) reflect the same pagination as the original, (ii) show the empty space from which information was redacted, and (iii) be submitted on magnetic media.

REQUIRED OFFEROR DOCUMENTATION:

Check all boxes:

|_| (1) Original and (1) Copy, Solicitation Cover page ONE and TWO

|_| (1) Original and (1) Copy, Required Offeror Documentation Checklist page THREE

|_| (1) Original and (1) Copy, ARTICLE XII - SFA Bid Schedule

|_| (1) Original and (1) Copy per bidding lot, Product Spreadsheets for all Bidding Lots

|_| (1) USB Flash Drive with Copies (Excel 2007 or later version) Copies of all Product Data Sheets & Related Documentation for “Distributor Choice” Products only

OPTIONAL OFFEROR DOCUMENTATION:

|_| (1) Original and (1) Copy, Additional Product Information and/or Descriptive Literature

|_| (1) Original and (1) Copy, Other

NOTE: This form MUST be typed. If corrections are needed, cross out and initial.

DO NOT ERASE OR USE CORRECTION FLUID/TAPE

NAME OF OFFEROR (Full legal name of business submitting the offer)

AUTHORIZED SIGNATURE

(Person signing must be authorized to submit binding offer to enter contract on behalf of Offeror named above.)

TITLE (Business title of person signing above)

PRINTED NAME (Printed name of person signing above)

DATE SIGNED

(Return Page Three with Your Offer)

Solicitation Outline

USDA Nondiscrimination Statement:

In accordance with Federal civil rights laws and U.S. Department of Agriculture (USDA) civil rights regulations and policies, the USDA, its Agencies, offices, and employees, and institutions participating in or administering USDA programs are prohibited from discriminating based on race, color, national origin, sex, disability, age, or reprisal or retaliation for prior civil rights activity in any program or activity conducted or funded by USDA.

Persons with disabilities who require alternative means of communication for program information (e.g. Braille, large print, audiotape, American Sign Language, etc.) should contact the Agency (State or local) where they applied for benefits. Individuals who are deaf, hard of hearing or have speech disabilities may contact USDA through the Federal Relay Service at (800) 877-8339. Additionally, program information may be made available in languages other than English.

To file a program complaint of discrimination, complete the USDA Program Discrimination Complaint Form, (AD-3027) found online at:

http://www.ascr.usda.gov/complaint_filing_cust.htlm, and at any USDA office, or write a letter addressed to USDA and provide in the letter all of the information requested in the form. To request a copy of the complaint form, call (866) 632-9992. Submit your completed form or letter to USDA by:

(1) Mail: U.S. Department of Agriculture Office of the Assistant Secretary for Civil Rights 1400 Independence Avenue, SW Washington, D.C. 20250-9410;

(2) Fax: (202) 690-7442; or

(3) Email: program.intake@usda.gov.

This institution is an equal opportunity provider.

ARTICLE I – SCOPE OF SOLICITATION AND DEFINITIONS

Acquire Supplies/Services: The purpose of this Solicitation is to establish a source or sources for the School Food Authority (SFA) referenced herein to purchase perishable and non-perishable food and supplies for the operation of USDA Child Nutrition Programs. These programs include, but are not limited to the National School Lunch Program and its related initiatives for lunch, breakfast, afterschool snacks, supper, and summer feeding activities to include Seamless Summer Option (SSO) and the Summer Food Service Program (SFSP), as well as the Fresh Fruit and Vegetable Program.

Each SFA member of the South Carolina School Food Service Purchasing Alliance, Inc. (hereafter, Alliance) is a voluntary participant. The Alliance serves as a means to consolidate bid products for the mutual benefit of the membership in the procurement of high quality foods for students at the most reasonable cost. The mission of the Alliance is to “procure the highest quality products at the lowest prices through a unique partnership that mutually benefits members and vendors while enhancing the health and academic performance of South Carolina’s children”. Purchase estimates of the entire Alliance membership are expected to enhance the purchasing power of all SFAs in this solicitation. Estimated quantities are not a guarantee of usage and unless otherwise specified herein, the SFA is not required to purchase products based on estimates. Estimated combined purchases of food and supplies of Alliance members exceed $80 million dollars annually.

The SFA is requesting to receive bids from a Distributor, defined as a company that is offering to provide the services of ordering, warehousing, and delivery of food and supplies for use in the SFA’s Child Nutrition Programs.

Modifications to the Contracted List

During the term(s) of contract awarded under this solicitation, additional purchases not included in this solicitation list and resulting awarded contract may become necessary and benefit the Program. Both parties agree that the aggregate value of added purchases during each year of the contract, if renewable, shall not exceed 25% of the estimated total value of the contract. The total value of the contract must be agreed upon and the dollar listed in every contract and contract renewal. Such additions may be included in the awarded contract list during the contract renewal through a contract amendment, and the total value adjusted accordingly. For each contract renewal, the total actual value of the contract in the preceding year and the additions made during the contract term, will be basis for determining the maximum dollar amount (not to exceed 25%) of additional goods that will be allowed during the next contract renewal year.

Maximum Contract Period-Estimated (Start date: August 1, 2022 End date: July 31, 2027)

Dates provided are estimates only. Any resulting contract will begin on the date specified in the notice of award. See clause titled “Term of Contract – Effective Date/Initial Contract Period”.

The maximum potential contract term is five years: one (1) year initial term with four (4) additional one (1) year renewal options.

Type of Contract

A Bottom-Line Firm Price Contract shall be awarded to the successful Offeror by the SFA for the initial period of August 1, 2022 until July 31, 2023 in accordance with the terms and conditions of this Solicitation.

ARTICLE II. INSTRUCTIONS TO OFFERORS – A. GENERAL INSTRUCTIONS

Definitions, Capitalizations, and Headings: Clause headings used in this solicitation are for convenience only and shall not be used to construe meaning or intent. Even if not capitalized, the following definitions are applicable to all parts of the solicitation, unless expressly provided otherwise.

1. ALLIANCE – means the “South Carolina School Food Service Purchasing Alliance, Inc,” a 501© 3 Internal Revenue Service tax-exempt domestic public benefit corporation, as defined by the South Carolina Code of Laws (33-31-202). Pursuant to its organizational by-laws and the membership agreement with the SFA, the Alliance serves as the facilitator for the bidding process, including but not limited to the management of the pre-bid conference, bid opening and evaluation, pre-award and post-award auditing processes, and the approval of product and pricing adjustments that may impact multiple Alliance members.

2. ALLIANCE ADVISORY BOARD – means the governing and policymaking body of the Alliance, composed of Alliance committee chairs and vice-chairs.

3. AMENDMENT – means a document used to supplement the original Solicitation document.

4. APPROVED PRODUCT – means a specific branded product that has been approved for inclusion in the Product Spreadsheet by the Alliance as the result of an evaluation and/or testing for product specifications, nutritional integrity, quality, and compliance with USDA guidelines.

5. CHANGE ORDER: means any written alteration in specifications, delivery point, rate of delivery, period of performance, price, quantity, or other provisions of any contract accomplished by mutual agreement of the parties to the contract.

6. CONTRACT – see clause entitled “Contract Documents and Order of Precedence.”

7. CONTRACTOR – means the Offeror receiving an award as a result of this Solicitation.

8. CONTRACT MODIFICATION - means a written order signed by the Procurement Officer or designee, directing the contractor to make changes which the changes clause of the contract authorizes the Procurement Officer or designee to order without the consent of the contractor.

9. COVER PAGE – means the top page of the original solicitation on which the solicitation is identified by number. Offerors are cautioned that Amendments may modify information provided on the Cover Page.

10. FEE FOR SERVICE: The Fee for Service is the price charged by pound, or by case, presenting a Processor’s costs of ingredients (other than donated food), labor, packaging, overhead and other costs incurred in the conversion of the donated food into the specified end product.

11. FIXED FEE – the markup the Contractor will add to the fixed price to calculate the total sales price to the SFA.

12. FIXED PRICE – prices shall be based on “delivered to the Contractor’s warehouse,” to include transportation, costs, duties, taxes, cost of distribution, financing, profit, labor, overhead, and income that are applicable to the provision of any given product. This amount does not include the applicable fixed fee(s) bid. The quoted price minus the fixed fee shall become the cost basis for any future price adjustments.

13. F.O.B. DESTINATION– means delivery shall be “just in time” Freight on Board to the warehouse of choice of the SFA. Delivery charges or fees, if any, shall be included in the bid price. No charges shall be noted on the invoice for delivery or handling. Any claim for loss or damages shall be between the Contractor and carrier.

14. MANUFACTURER – means a company offering to provide pricing for preapproved product(s) listed on the Alliance Product Spreadsheet, as well as to furnish the products to all distributors awarded a contract by an individual Alliance member.

15. MANUFACTURER CONFIRMATION – means a price submitted by a company with an authorized signature received on company letterhead or comparable electronic documentation stating that the pricing is specifically for the South Carolina School Food Service Purchasing Alliance, Inc. for a specific period of time.

16. NET OFF INVOICE (NOI) – when the processor sells finished product containing USDA commodities to a distributor at a gross price and the distributor sells that product to an eligible SFA as the commercial price minus the value assigned to the commodities contained in the case as a net price.

17. OFFER – means the bid or proposal submitted in response to this Solicitation. The terms “Bid” and “Proposal” may be used interchangeably with the term “Offer.”

18. OFFEROR – means the single legal entity submitting the offer. An offer may be made by only one legal entity. “Joint bids” are not allowed. The term “Bidder” may be used interchangeably with the term “Offeror.”

19. PROCUREMENT OFFICER – means the person, or his successor, identified as such on the Cover Page.

20. PRODUCT SPREADSHEET – means the Excel spreadsheet produced by the Alliance that contains the list of line items with product specifications and Approved Products, to include code numbers, pack sizes, and other identifying information. This document is used by the SFA secondary to this Solicitation to identify projected quantities, as well as provide information for additional items as specified herein. This document is then used by an Offeror to identify which Approved Products have been selected for inclusion in an Offer, as well as show line item pricing and fixed fees. The document also provides a calculation of the total bottom line value of an Offer.

21. REBATE (DIRECT REFUND): means the selling of a finished product by a commercial food processor, directly to the school food authority (SFA). Under this value pass-through system, the processor invoices the SFA directly for the commercial/gross case price of the end product. The SFA must then submit a refund application to the processor.

22. SFA – means “School Food Authority” as the political subdivision or non-profit legal entity (public school district, public charter school, private/parochial school, residential child care institution, etc.) participating in one or more of the USDA Child Nutrition Programs.

23. SCHOOL – means the actual delivery and/or serving location(s) within the SFA. The terms “Site” and/or “Location” may be used interchangeably with the term “School.”

24. SOLICITATION – means this document, including all parts, attachments, and amendments.

25. SUBCONTRACTOR – means any person having a contract to perform work or render service to Contractor as a part of the Contractor’s agreement arising from this solicitation.

26. USDA – is the United States Department of Agriculture.

27. WORK – means all labor, materials, equipment and services provided or to be provided by the Contractor to fulfill its obligations under the Contract.

28. YOU AND YOUR – means Offeror.

Additional Information: The Offeror may provide additional information (such as additional product information and/or descriptive literature) as part of an attachment to any Offer and notated in Article XIII. – SFA PROFILE. If provided, such information shall be enclosed with the sealed Offer and properly identified with the Offeror’s name.

Additional Products: The SFA reserves the right to purchase products that are not specified on the Alliance Product Spreadsheets regularly stocked by the awarded Contractor or special ordered, at a fixed price – (fixed price plus the applicable fixed fee for Lots A & B). It is the responsibility of the SFA to include proper specifications and/or other identifying information as may be appropriate, including but not limited to brand name, quality grade designation, product code, and pack size, as well as whether Distributor Choice, vendor label and/or, exclusive brands may be used to satisfy the specification. Based on the specifications developed by the SFA, the Contractor shall procure the additional products on behalf of the SFA.

With the exception of stock items, the SFA shall be required to purchase the entire quantity of any additional products pursuant to this section. The SFA shall notify the Contractor at least four (4) weeks in advance for those items. The SFA must follow federal, state, and/or local procurement policies, whichever is determined to be more stringent, in procuring additional products. In addition, the price charged by the Contractor shall be determined by the SFA to be competitive and fair. Additional products are subject to audit by the Alliance and/or SFA in accordance with audit procedures contained herein.

Additional Provisions: Subject to advance review by the Alliance, the SFA reserves the right to add and/or modify any provisions to this Solicitation that are specific to the SFA. Said provisions shall be provided in writing (either as part of the Solicitation or as a subsequent amendment) and shall become part of any Contract.

An Offeror may submit proposed additions and/or modifications to the provisions of this Solicitation via a written request to the Alliance prior to the conclusion of the Pre-Bid Conference. If approved, said provisions shall be provided in writing (either as part of the Solicitation or as a subsequent amendment) and shall become part of any Contract.

Amendments to Solicitation: The Solicitation may be amended at any time by the Alliance and/or SFA prior to opening. The Offeror shall acknowledge receipt of any amendment(s) to this Solicitation by including the number and date of all amendment(s) received in the space provided for this purpose on Page Two. Any amendment(s) shall become a binding part of this Solicitation and subsequent Contract. If the Solicitation is amended, then all terms and conditions which are not modified remain unchanged.

With regard to any amendment(s) made by the SFA, the Alliance will make all reasonable efforts to ensure conformity with the relevant portions of the Solicitation. However, the Alliance shall assume no responsibility for any ambiguity, contradictory verbiage, errors, and/or omissions associated with any SFA amendment(s). The SFA shall be responsible for ensuring it has a clear understanding of the Solicitation document in its entirety, including any amendment(s). Further, the SFA shall assume all responsibility for the accuracy of any local amendment(s), as well as any subsequent interpretation and/or application therein.

Availability of Alliance Pricing: It is the intent of this Solicitation that the Offeror shall seek the best pricing for the longest lock-in period from manufacturers and packers in obtaining products that meet all specifications. In satisfying this intent, all pricing shall be solicited specifically for the Alliance unless a more cost-efficient option is available. Further, consistent pricing shall be offered to all Alliance members.

Alliance members are the largest volume purchaser of foods for Child Nutrition Programs in South Carolina and bid pricing is expected to reflect that volume. If a manufacturer offers a Child Nutrition Program food buying group within South Carolina a lower price for the same awarded contract product(s), the manufacturer shall notify the Alliance and match that lower pricing.

In addition, the Offeror shall ensure that any pricing specifically obtained for the Alliance is not transferrable to other entities in South Carolina that are not currently associated with the Alliance without the express written approval of the Alliance Advisory Board.

Bid Acceptance Period: In order to withdraw Your Offer after the minimum period specified on the Cover Page, You must notify the Procurement Officer in writing.

Bid is Offer to Contract: By submitting your bid, you are offering to enter into a contract with the SFA. Without further action by either party, a binding contract shall result upon final award. Any award issued will be issued to, and the contract will be formed with, the entity identified as the Offeror on the Cover Page. An Offer may be submitted by only one legal entity, “joint bids” are not allowed.

Bid in English and Dollars: Offers submitted in response to this solicitation shall be in the English language and in US dollars, unless otherwise permitted by the Solicitation. Any mathematical calculation that involves decimals shall be carried only two (2) places.

Bid Opening: The sealed bid opening shall be held on 5/5/2022 at 10:00 am (local time) in the Food Service Conference Room in Berkeley County School District located at 106 S Live Oak Dr., Moncks Corner, SC 29461. Offers shall be hand-submitted. Attendance at the conference shall be evidenced by the representative's signature on the attendance roster.

Pursuant to this section and the Required Offeror Documentation on Page 3, Offers shall be presented in hard-copy format, signed, sealed, and in duplication as specified. The Offeror shall provide (within the sealed envelope) one (1) USB portable flash drive containing electronic copies (Excel 2007 or later version) of all Product Spreadsheets, as well as copies of all product data sheets and related documentation for “Distributor Choice” products. The Offeror name, SFA name, solicitation number, and opening date shall be noted on the face of the envelope. Facsimile or e-mail transmittals shall not be accepted.

By submission of an Offer, the Offeror guarantees that all goods and services meet the requirements of the Solicitation during the Contract period.

Byrd Anti-Lobbying Amendment (31 U.S.C. 1352): By submitting an Offer, the Offeror acknowledges, to the best of its knowledge and belief, that the Offeror and/or any of its Principals applying or bidding for an award of $100,000 or more are certifying that they will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer, or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352. However, Offeror and/or any of its Principal must also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded to the non-Federal award.

Certificate of Independent Price Determination: Giving false, misleading, or incomplete information may subject the Offeror to prosecution under Section 16-9-10 of the South Carolina Code of Laws and other applicable laws.

(a) By submitting an Offer, the Offeror certifies that –

(1) The prices in this offer have been arrived at independently, without, for the purpose of restricting competition, any consultation, communication, or agreement with any other Offeror or competitor relating to:

(i)Those prices;

(ii)The intention to submit an offer; or (iii)The methods or factors used to calculate the prices offered.

(2) The prices in this Offer have not been or shall not knowingly disclosed by the Offeror, directly or indirectly, to any other Offeror or competitor before bid opening or Contract award unless otherwise required by law; and

(3) No attempt has been made and shall not be made by the Offeror to induce any other concern to submit or not to submit an offer for the purpose of restricting competition.

(b) Each signature on an Offer is considered to be a certification that the signatory –

(1) Is the person in the Offeror’s organization responsible for determining the prices?

contained in this Offer, and that the signatory has not participated in any action contrary to paragraphs (a) (1) through (a) (3) of this certification; or

(2)(i) Has been authorized, in writing, to act as agent for the Offeror’s principals in certifying that those principals have not participated, and shall not participate in any action contrary to paragraphs (a)(1) through (a)(3) of this certification [As used in this subdivision (b)(2)(i), the term “principals” means person(s) in the Offeror’s organization responsible for determining the prices contained in this Offer];

(ii) As an authorized agent, does certify that the principals referenced in subdivision (b)(2)(i) of this certification have not participated, and shall not participate, in any action contrary to paragraphs (a)(1) through (a)(3) of this certification.

(c). If the Offeror deletes or modifies paragraph (a) (2) of this certification, the Offeror shall furnish with its Offer a signed statement setting forth in detail the circumstances of the disclosure. [02-2A032-1]

Certification Regarding Debarment and Other Responsibility Matters: (a) (1) By submitting an Offer, the Offeror certifies, to the best of its knowledge and belief, that-

(i) Offeror and/or any of its Principals-

(A) Are not presently debarred, suspended, proposed for debarment, or declared ineligible for the award of contracts by any state or federal agency;

(B) Have not, within a three year period preceding this offer, been convicted of or had a civil judgment rendered against them for: commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (Federal, state or local) contract or subcontract; violation of Federal or state antitrust statutes relating to the submission of offers; or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, tax evasion, or receiving stolen property; and

(C) are not presently indicted for or otherwise criminally or civilly charged by a governmental entity with commission of any of the offenses enumerated in paragraph (a)(1)(i)(B) of this provision.

(ii)Offeror has not, within a three (3) year period preceding this offer, had one or more contracts terminated for default by any public (Federal, state, or local) entity.

(2) “Principals,” for the purposes of this certification, means officers; directors; owners; partners; and, persons having primary management or supervisory responsibilities within a business entity (e.g., general manager; plant manager; head of a subsidiary, division, or business segment, and similar positions).

(b). Offeror shall provide immediate written notice to the Procurement Officer if, at any time prior to contract award, Offeror learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances.

(c) If Offeror is unable to certify the representations stated in paragraphs (a)(1), Offer must submit a written explanation regarding its inability to make the certification. The certification will be considered in connection with a review of the Offeror’s responsibility. Failure of the Offeror to furnish additional information as requested by the Procurement Officer may render the Offeror non-responsible

(d) 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 paragraph (a) of this provision. The knowledge and information of an Offeror is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings.

(e) The certification in paragraph(a) of this provision is a material representation of fact upon which reliance was placed when making award. If it is later determined that the Offeror knowingly or in bad faith rendered an erroneous certification, in addition to other remedies available to the State, the Procurement Officer may terminate the contract resulting from this solicitation for default.

Debarment and Suspension (Executive Orders 12549 and 12689) – A contract award (See 2 CFR 180.220) must not be made to parties listed on the government wide Excluded Parties List System in the System for Award Management (SAM), in accordance with the OMB guidelines at 2 CFR 180 that implement Executive Orders 12549 (3 CFR Part 1986 Comp., p. 189) and 12689 (3 CFR Part 1989 Comp., p. 235), “Debarment and Suspension.” The Excluded Parties List System in SAM contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549.

Code of Laws Available: The South Carolina Code of Laws, including the Consolidated Procurement Code, is available at: http://www.scstatehouse.gov/code/statmast.php. The associated regulations are available at: http://www.scstatehouse.gov/coderegs/statmast.php.

Completion of Forms/Correction of Errors: Unless otherwise specified herein, all prices and notations shall be printed in ink or typewritten. Errors shall be crossed out, corrections entered, and initialed by the person signing the Offer. Erasures or use of correction fluid/tape shall be cause for rejection. Do not modify the Solicitation itself, including the SFA Bid Schedule.

Offers submitted on company-produced forms may be accepted only if the company-produced forms are consistent with the Solicitation format and contains all required information for award determination. No additional terms and conditions may be added to this solicitation.

Deadline for Submission of Offer: Any offer received after the Procurement Officer or his designee has declared that the time set for opening has arrived, shall be rejected.

Designation of Offeror Representative for Solicitation: Unless otherwise specified, the primary Offeror point of contact for this Solicitation shall be the Offeror’s official representative, as designated at the Pre-Bid Conference. The Offeror shall assume all responsibility for communication within its organization, as well as with associated vendors.

Designation of SFA Representative for Solicitation: Unless otherwise specified, the primary SFA point of contact for this Solicitation shall be the SFA’s Procurement Officer or designee. There shall be no contact with staff at individual schools at any point during the Solicitation process without the prior permission of the SFA.

Disclosure of Conflicts of Interest or Unfair Competitive Advantage: You warrant and represent that your Offer identifies and explains any unfair competitive advantage you may have in competing for the proposed contract and any actual or potential conflicts of interest that may arise from your participation in this competition or your receipt of an award. The two underlying principles are (a) preventing the existence of conflicting roles that might bias a contractor’s judgement, and (b) preventing an unfair competitive advantage. If you have an unfair competitive advantage or a conflict of interest, the SFA may withhold award. Before withholding award on these grounds, an offeror will be notified of the concerns and provided a reasonable opportunity to respond. Efforts to avoid or mitigate such concerns, including restrictions on future activities, may be considered. Without limiting the foregoing, you represent that your Offer identifies any services that relate to either this solicitation or the work and that has already performed by you, a proposed subcontractor, or an affiliated business of either.

Drug Free Work Place Certification: By submitting an Offer, Offeror certifies that, if awarded a contract, Contractor will comply with all applicable provisions of The Drug-Free Workplace Act, Title 44, Chapter 107 of the South Carolina Code of Laws, as amended.

Duty to Inquire: The Offeror, by submitting an Offer, represents that it has read and understands the Solicitation and that its Offer is made in compliance with the Solicitation. The Offeror is expected to examine the Solicitation thoroughly and should request an explanation of any possible ambiguities, discrepancies, errors, omissions, or conflicting statements in the Solicitation. The Offeror assumes responsibility for any patent ambiguity in the Solicitation that the Offeror does not bring to the SFA’s attention.

The Offeror shall fully acquaint himself with conditions relating to the scope of and restrictions to the execution of the work under the conditions of this Solicitation. It is expected that this may require on-site observation. The failure or omission of the Offeror to acquaint himself with existing conditions shall in no way relieve him of any obligation with respect to this Solicitation or a subsequent Contract.

Errors and Omissions: The Offeror has all responsibility for the accuracy and completeness of all unit prices, fees, extensions, and other required information. An Offer shall not be altered or amended after the bid opening takes place. Unit prices shall govern over price extensions unless otherwise stated. Errors in price extensions on the Product Spreadsheet shall be corrected and reported by the SFA as part of the bid evaluation process.

If a line item has been completely vacated of all approved products after the SFA entered a projected quantity, the Offeror shall notify the Alliance and SFA as referenced herein. Further, the Offeror shall make no entry for that line item on the Product Spreadsheet. Said line item shall be excluded from the bid evaluation process for ALL offerors.

Unless otherwise documented by the Offeror as referenced above, incomplete responses, format changes, formula changes, missing pages, and/or blank data fields on the Product Spreadsheet, shall constitute a nonresponsive Offer and result in the automatic rejection of an Offer. Other errors and exceptions in specific line items shall be excluded from the bid evaluation process for ALL bidders for evaluation purposes only. However, the SFA reserves the right to reject an Offer if it cannot be objectively evaluated and compared against other offers as the result of multiple errors and exceptions.

Estimated Quantities: The total quantities shown herein are estimated requirements for the initial Contract period. Except as otherwise specified herein for non-stock Additional Products, the SFA does not obligate itself to purchase the full quantities indicated, but the price offered shall be allowed should the quantities be less. The SFA requirements may exceed the quantities shown and all orders received by the Contractor during the term of the Contract shall be filled in accordance with the terms and conditions contained herein.

The quantities stated herein are based on actual historical data derived from prior purchases for the SFA during the preceding twelve (12) month period, as well as usage projections during the Contract period based on current state and federal regulations, anticipated menus, student participation levels, and the availability of USDA commodities.

Ethics Certificate: By submitting an offer, the Offeror certifies that the Offeror has and will comply with, and has not, and will not, induce a person to violate Title 8, Chapter 13 of the South Carolina Code of Laws, as amended (ethics act). The following statues require special attention: Section 8-13-700, regarding use of official position for financial gain; Section 8-13-705, regarding gifts to influence action of public official; Section 8-13-720, regarding offering money for advice or assistance of public official; Sections 8-13-755 and 8-13-760, regarding restrictions on employment by former public official; Section 8-13-775, prohibiting public official with economic interests from acting on contracts; Section 8-13-790, regarding recovery of kickbacks; Section 8-13-1150, regarding statements to be filed by consultants; and Section 8-13-1342, regarding restrictions on contributions by contractor to candidate who participated in awarding a contract. The SFA may rescind any Contract and recover all amounts expended as a result of any action taken in violation of this provision. If Contractor participates, directly or indirectly, in the evaluation or award of public contracts, including without limitation, change orders or task orders regarding a public contract, Contractor shall, if required by law to file such a statement, provide the statement required by Section 8-13-1150 to the procurement officer at the same time the law requires the statement to be filed.

False Claims: According to the South Carolina Code of Laws Section 16-13-240, “a person who by false pretense or representation obtains the signature of a person to a written statement or obtains from another person any chattel, money, valuable security, or other property, real or personal, with intent to cheat and defraud a person of that property is guilty” of a crime.

Illegal Immigration: (An overview is available at www.procurement.sc.gov) By signing the Offer, the Offeror certifies that it will comply with the applicable requirements of the South Carolina Code of Laws Title 8, Chapter 14 and agree to provide to the SFA upon request any documentation required to establish either:

(a) that Title 8, Chapter 14 is inapplicable to the Offeror and its subcontractors or sub-subcontractors; or

(b) that the Offeror and its subcontractors or sub-subcontractors are in compliance with Title 8, Chapter 14, Pursuant to Section 8-14-60, “A person who knowingly makes or files any false, fictitious, or fraudulent document, statement, or report pursuant to this chapter is guilty of a felony, and, upon conviction, must be fined within the discretion of the court or imprisoned for not more than five years, or both.” The Offeror agrees to include in any contracts with subcontractors language requiring subcontractors to (a) comply with the sub-subcontractors to comply with the applicable requirements of Title 8, Chapter 14.

Inclusion of Unapproved Products: An Offer shall be based on the provision of Approved Products as contained in the Product Spreadsheet. The submission of unauthorized substitutes or replacement products shall be excluded from consideration in the bid evaluation process and may constitute grounds for an Offer to be rejected.

Minority Participation: Refer to Page Two of solicitation.

Non-Collusive Clause: By their signature, the Offeror certifies that an Offer is made without prior understanding, agreement, or connection with any corporation, firm, or person submitting an Offer for the same items, and is in all respects fair and without collusion or fraud. The Contractor certifies that collusive bidding is a violation of federal law and can result in fines, prison sentences, and civil damage awards.

Offeror Qualifications: The Offeror shall, upon request of the SFA, furnish satisfactory evidence of its ability to meet all contractual requirements contained in this Solicitation. The SFA reserves the right to make the final determination as to the Offeror’s ability to provide the products requested herein.

Omit Taxes from Price: Do not include any sales or use taxes in the price that the SFA may be required to pay.

Open Trade Representation: By submitting an Offer, Offeror represents that Offeror is not currently engaged in the boycott of a person or an entity based in or doing business with a jurisdiction with whom South Carolina can enjoy open trade, as defined in SC Code of Laws, Section 11-35-5300.

Price Reasonableness: Any Offer may be rejected if the SFA determines in writing that it is unreasonable as to price.

Procurement Code of Conduct: The SFA acknowledges their responsibility under 2 CFR 200.318 (c) (1) to establish and enforce a local written policy to address the conduct of SFA employees with regard to SFA procurement transactions. This code of conduct must prohibit employees from soliciting gifts, travel packages, and other incentives from prospective offerors and/or contractors. In addition, the code of conduct must prohibit an employee from participating in the selection, award, and administration of any contract to which an entity or certain persons connected to them, have financial interest. The code of conduct must also provide for the SFA to set standards when financial interest is not substantial or the gift is an unsolicited item of nominal value and may be acceptable. Finally, the code of conduct must provide for disciplinary actions to be applied in the event the standards are violated.

Pursuant to the South Carolina Code of Laws, Section 8-13-700 et seq., a public official, public member, or public employee may not have an economic interest in a contract with the state or its political subdivisions if the public official, public member, or public employee is authorized to perform an official function (including writing or preparing the contract, accepting bids, and awarding of the contracts) relating to a contract.

Any employee or official of the SFA, elective or appointive, who shall take, receive or offer to take or receive either directly or indirectly, any rebate, percentage of contract, money or other things of value, as an inducement or intended inducement, in the procurement of business, or the giving of business, for, to, or from any person, partnership, firm of corporation, offering, bidding for, or in open market seeking to make sales to the SFA shall be deemed guilty of a felony and upon conviction such person or persons shall be subject to punishment or a fine in accord with state and/or federal laws.

Procurement Standards: The Solicitation is written to comply with all federal, state, and local procurement laws, including no application of the State’s Resident Vendor Preference to the SCEP and USEP Preferences. The applicable federal procurement laws are contained in 2 CFR 200.317-326.

Product Spreadsheets: The Alliance Excel Product Spreadsheets for Lots A and B (as completed by the SFA and provided after the pre-bid conference) shall be used to respond to this Solicitation and shall be completed in their entirety for all products in any lot that the Offeror is seeking consideration of an award. Unless otherwise specified in this Solicitation, failure to bid on all items within a lot shall be considered grounds for rejection.

The Alliance shall continuously accept written updates and supporting documentation to Product Spreadsheets regarding changes in product and/or pricing availability, reformulations, codes, pack sizes, and other pertinent information. The Alliance shall compile and disseminate this information, as appropriate.

From the SFA’s transmittal of completed Product Spreadsheets to the Offeror until the Bid Opening, the Offeror shall also assume the additional responsibility for documenting all known changes in product and/or pricing availability, reformulations, codes, pack sizes, and other pertinent information.

After the bid opening, changes in product and/or pricing availability, reformulations, codes, pack sizes, and other pertinent information shall not be considered for purposes of the bid evaluation process.

Prohibited Communications and Donations: Violation of these restrictions may result in disqualification of your offer, suspension or debarment, and may constitute a violation of law.

(a) During the period between publication of the solicitation and final award, you must not communicate, directly or indirectly, with the SFA or its employees, agents or officials regarding any aspect of this procurement activity, unless otherwise approved in writing by the Procurement Officer. All communications must be solely with the Procurement Officer or their designee.

(b) You are advised to familiarize yourself with South Carolina Code of Laws, Regulation 19-445-2165, which restricts donations to a governmental entity with whom you have or seek to have a contract. You represent that your offer discloses any gifts made, directly or through an intermediary, by you or your named subcontractors to or for the benefit of the SFA during the period beginning eighteen months prior to the Opening Date.

Protests: Any prospective bidder, offeror, contractor, or subcontractor who is aggrieved in connection with the solicitation of a contract shall protest within fifteen days of the date of issuance of the applicable solicitation document at issue. Any actual bidder, offeror, contractor, or subcontractor who is aggrieved in connection with the intended award or award of a contract shall submit notice of your intent to protest within seven (7) days of the date notification of award is posted as required by the applicable SFA procurement code. A protest shall be in writing, shall set forth the grounds of the protest and the relief requested with enough particularity to give notice of the issues to be decided.

Any protest must be addressed to the School Food Authority’s Chief Procurement Officer or designee in writing by email or post-delivery to the address listed on Page 1 of the Cover Page within the time provided. A copy must also be sent to the Executive Director of the Alliance.

Public Opening: Offers will be publically opened at the date, time, and location identified on the cover page, or last amendment, whichever is applicable.

Questions from Offerors: (a) Any prospective Offeror desiring an explanation or interpretation of the solicitation, specifications, etc., must request it in writing.