Executed Fresh Produce.pdf

2025-UWMIL-00972-RFB

Contract #: P25-031-O30 Fresh Produce

Piggybackable to All

Issuing Agency: This contract is entered by and between The State of Wisconsin on behalf of the Board of Regents of the University of Wisconsin System for the University of Wisconsin-Milwaukee and Contractor

Contractor:

TP 2023 LLC dba Testa Produce 4555 S Racine Ave Chicago IL 60609

Account Representative: Chester Jankowski, chetj@testaproduce.com 708-506-8079

Orders and Billing: placemyorder@testaproduce.com, 312- 226-3237

Contract Administrators (Day to Day Operations):

Andy Brandt, (414)251-9104, brandta@uwm.edu

Contract Manager: Pam Loignon, (414)229-5212, loignon@uwm.edu

1. General Description: This is a contract for fresh produce for delivery to UWM.

UWM’s Retail Operations Department will be the primary user of this contract but this contract must be made available to all UWM departments. This contract will be used on an as needed basis and must not be construed as a mandatory or exclusive contract.

2. Volume and Volatility: No guarantee is made concerning the total annual volume. Volume increases, and decreases may occur during volatile and slack periods such as but not limited to fall rush, final exams, vacations, semester changes, summer, etc. Service and delivery shall reflect the peak and slack periods to meet specifications regarding delivery, in stock levels, and service.

3. Types of Orders: Under this contract, Specific orders, Contract blanket orders, or Purchasing Cards may be issued to the Contractor. All orders placed by UWM shall be bound by the terms, conditions, and pricing of the awarded contract whether the department refers to the contract or not.

4. Contract Length: The contract will be from July 1, 2025 – June 30, 2026, with the option for four (4) automatic one

(1) year consecutive renewals that shall automatically renew unless either party notifies the other within ninety (90) days of renewal period of intention not to renew. Terms, conditions, and pricing shall remain the same for the entire term of the contract. UWM reserves the right to extend the contract beyond expiration if it is in UWM’s best interest.

5. Determination of Unit Price (Product Cost) to UWM:

Unit Price = Landed Cost x Distribution Markup % Additional charges are not allowed.

"Landed Cost": Means all costs that the Vendor incurs from a third party to fulfill the order including delivery from the manufacturer or distributor to the vendor. (This does not include delivery charges to UWM). Landed Cost must be verifiable by a third-party invoice that must be provided to UWM upon request.

"Distribution Mark Up%": Is defined as a firm fixed markup% that will be multiplied to the Landed Cost to determine the final price to UWM otherwise known as the "Unit Price.” This distribution markup% shall represent the amount to be multiplied to the Landed Cost, (the actual invoice price paid to the Manufacturer, or distributor, including delivery to the supplier). Absent written permission from UWM, the Distribution Markup % must remain constant for the term of the contract.

6. Pricing: Distribution Markup is 18% for all categories: Accepts charge cards with a 2.75% fee. Accepts POs with

Docusign Envelope ID: 694B8DB2-551D-41CB-B0AB-7D901A259566 mailto:chetj@testaproduce.com mailto:placemyorder@testaproduce.com mailto:brandta@uwm.edu mailto:loignon@uwm.edu invoicing terms of net thirty.

Prices as listed in Exhibit A, must be held firm for 30 days from Contract execution date.

7. Firm Pricing/ Changes: Prices bid in Exhibit B must remain firm for thirty (30) days from the start of the contract.

Invoice prices shall reflect the current price list at the time of shipment and must reflect the Unit Price, the Landed Cost plus the Distribution Fee.

The distribution fee must remain firm for the entire contract term, including renewals.

8. Health/Sanitation: Products must be produced, handled, and transported in a sanitary manner and in compliance with Federal Pure Food Laws and Regulations and to applicable Wisconsin Laws. Should any additional State and/or Federal regulations be imposed affecting the delivery of fresh produce, the contractor must conform to such regulations.

Products must be made, stored, and rotated to the best industry standards and practices to ensure quality and freshness of products.

9. Packaging/Labeling: Unless otherwise specified, goods are to be packaged in cartons and cases. Packaging shall be in accordance with the best commercial practices to protect them from dirt and other contaminants, ensure sanitation, optimal shelf life, and prevention of damage to products.

Packaging shall identify the product, size, and pack on the outer container. Individual cases and packaging for “processed and prepared products” shall be labeled with an expiration date and nutritional information.

Items for resale shall be individually packaged in transparent plastic hinged clam shells, or equivalent, with contents labeled with the product name and ingredients on the top, along with outer packaging identification.

10. Ordering: Ordering will be placed on an "as needed" basis, Monday through Saturday, via phone, email, and or online and must be delivered at no additional cost to UWM other than the unit price bid for each item. The minimum order amount is $0.00. UWM must be able to order any quantity or dollar amount as needed per delivery location.

The supplier is required to notify the ordering department of any back order, discontinuation of item(s), or other shortages or delays in shipping within twenty-four (24) hours of receipt of order.

11. Delivery FOB Destination Prepaid and Allowed: Contractor insures risk of loss through receipt and pays freight.

Contractor shall be responsible for unloading products onto the dock or into the store.

12. Delivery Conditions: Carrier shall utilize only properly insulated equipment capable of maintaining fresh produce products at 40 degrees (F) and produce shall not exceed 41 degrees (F) at time of delivery. Delivery trucks shall be clean and available for inspection by State/County Health Departments or USDA representatives.

13. Delivery: Delivery is desired as soon as possible after receipt of an order. The contractor shall be responsible for unloading the product onto the dock. Tailgate deliveries are unacceptable. Deliveries shall be within one (1) business day upon orders placed on or before 11:00AM CST.

Deliveries are accepted Monday through Friday between the hours of 7:00AM-10:00AM CST to the following locations:

Cambridge Hall Dock: 2323 North Cambridge Avenue, Milwaukee, WI 53211

Sandburg Hall Dock: 3400 N Maryland Avenue, Milwaukee, WI 53211

UWM Riverview Dock: 2340 N Commerce St.

UWM Union Dock: 2200 E Kenwood Blvd

UWM reserves the right to add additional delivery locations to this contract. Delivered products must be for contracted items only. Product substitutions are not allowed, except as defined in Section 15.

14. Packing Slips/Credits: All packing slips must have the PO number, product name, product code (if applicable), and quantity shipped. Once UWM has verified items delivered, if any discrepancies exist, such as but not limited to shortages or damages, UWM will notify the contractor within forty-eight (48) business hours of receipt of goods. The contractor must provide full credit, reshipment of goods at no cost to UWM, or provide a revised invoice reflecting the shortages.

15. Product Substitutions: Product substitutions are not allowed without prior verbal or written approval from UWM.

Substitutions must be made at a quality comparable to, or exceeding, the Contract specifications, and are to be provided at the Contract price of the original item ordered except when the substituted item is of a lessor cost. A substituted item of a lessor cost must be charged at the lessor cost

16. Returns/Credit: Contractor agrees that fresh produce products that have been deemed to be unsatisfactory due to taste, consistency, color, or are outdated at time of delivery will be fully credited back to the specific school/site where the product was originally delivered. All credit must be applied toward the original invoice and not as an over credit to our account UWM will notify the contractor within forty-eight (48) business hours of receipt.

17. Product Fulfillment: Product fulfillment of ordered items must be maintained at sufficient inventory levels. “Out of stocks” must not exceed more than 5% of the total product line on a rotating continuous basis throughout the term of the contract.

In cases where ordered items cannot be delivered, a product substitution may be allowed per the requirements in Section 15. If product fulfillment is not achieved, UWM reserves the right to notify the vendor in writing and give the vendor a twenty-one (21) day right to cure. If the vendor is unable to “cure,” UWM reserves the right to cancel the contract and award to the next bidder. UWM will work closely with the contractor to have open communication.

18. Emergency Deliveries: It is preferred that the supplier provides occasional emergency deliveries for the same day or the next day delivery. UWM understands that emergency deliveries may place an additional burden on the Vendor.

UWM will use vendor responsiveness to emergencies and any Contract problems as a key factor in determining whether to renew a Contract in upcoming years. UWM will make every effort to ensure that emergency deliveries remain minimal and do not place an undue burden on the Vendor.

19. Vendor Agreements/Contracts: UWM will not sign Vendor-supplied agreements/contracts. Agency Purchase Orders along with this document and any amendments to this document, listing all required and necessary items will serve as the only contract document including but not limited to terms submitted on order acknowledgments, invoices and click throughs.

20. Insurance: The Contractor shall maintain Standard Insurance levels as required here:http://uwm.edu/risk-management/insurance/certificates-of-insurance/. A certificate of insurance must be provided upon award and provided on an annual basis throughout the term of the Contract.

The Contractor shall add: “The Board of Regents of the University of Wisconsin System, its officers, employees, and agents as an ‘additional insured’ under the commercial general and automobile liability policies.” The certificate holder shall be listed as the University of Wisconsin-System Administration or System campus for their respective purchases

21. Record and Audit: The Contractor shall establish, maintain, report as needed, and submit upon request records of all transactions conducted under the contract at no cost to UWM. Contractors will be required to provide records within

(14) days upon written request proving their landed cost. All records must be kept in accordance with accepted accounting procedures. All procedures must be in accordance with federal, State of Wisconsin and local ordinances.

The Contractor shall retain all applicable documents for a period of not less than five (5) years after the final contract payment is made. UWM reserves the right to inspect any facilities used to support this Contract.

22. Remedies of Audit: Contractor must reimburse UWM for any audit discrepancies in the amount of 1% or higher in the form of a vendor credit or a check made payable to UWM within ten (10) business days, to be determined by UWM’s sole discretion If it is found that the Contractor has recurring audit discrepancies on a perpetual continuous basis of

Docusign Envelope ID: 694B8DB2-551D-41CB-B0AB-7D901A259566 http://uwm.edu/risk-management/insurance/certificates-of-insurance/ http://uwm.edu/risk-management/insurance/certificates-of-insurance/

10% or higher, UWM reserves the right to terminate the contract upon written notification within ten (10) business days. The vendor’s cost shall be subject to verification at any time upon request by the UWM Purchasing Office.

23. Software Integration Technical Requirement: UWM utilizes the CBORD Foodservice Suite (FSS) system/software as its food production system. The successful vendor will work with The CBORD Group, Inc. to establish these interfaces. The successful vendor will be required to set up the original database of vendor ordering numbers.

The successful vendor shall assume all Foodservice Suite interface costs, The CBORD Group Inc.’s license costs, the cost of setting up and maintaining the database, as well as any IT needs on the vendor’s systems. As of August 2024, the one-time initial cost to CBORD from the successful vendor would have been $13,564.25 and the annual fee would have been $2952.72. Prices and change to pricing are subject to CBORD’S sole discretion.

If the contract is not renewed in the first year, UWM agrees to pay Testa Produce, 50% of the CBord integration costs to include the initial set up costs and subscription fee.

The successful vendor will be required to provide nutrition and ingredients in all food products used in recipes.

The successful vendor will provide staff trained by/or CBORD to provide CBORD support to:

Update the database to include, but not be limited to:

• Ingredients

• Item numbers

• Key names

• Nutrition

• Allergens

• Item substitutions in recipes

• Creating labels compatible for:

o Service line.

o Inventory storage areas.

24. Vendor Order Interface: The successful vendor’s direct order entry software must have the ability to interface with

CBORD’s Order Transmission Module (OTM). The direct order entry software must have a weekly and monthly automated price updating system.

The successful vendor will provide a technical support person assigned to work with CBORD technical support to ensure proper communication occurs between the different software systems. This support person will also have regular communication with the DRS CBORD Administrator.

A back-up manual call or fax system shall be established for when internet access, the on-line direct order entry system, or the CBORD OTM interface is unavailable.

25. Vendor Electronic Invoicing Interface: A successful vendor must have the ability to accept invoices to a secure FTP website. The preferred method of retrieving invoices is the vendor provides a hyperlink to a file on a secured website (FTP site).

26. Software Interface Requirements: Internet electronic order system, as delineated below:

o Electronic order system with the following capabilities:

o Confirm orders within 1 hour.

o Status on unconfirmed delivery items o Notification of subbed items with nutrition information to verify like item within 1 hour of order.

o Handle multiple orders daily.

o Handle multiple line orders.

o Periodic product/price updates, as applicable o The Cost-Plus Mark-Up percentages must remain firm during the contract term.

o Export o Export, including comma eliminated format.

o Generate product order history.

o Match orders to invoices.

o It is currently used at a similar sized facility.

o Installation & test of system following award prior to start of contract.

System support for:

• Recipe files

• Ingredient lists

• Food costing

• Inventory via barcode

27. Entire contract: This contract is awarded based on the criteria established in the RFB, including attachments and any amendments issued. The contract, the RFB, the Bidder’s response, and any written communications incorporated into the contract constitute the entire contract between the parties. The order of priority in interpreting the contract shall be in the order listed.

For the State of Wisconsin on behalf of the Board of Regents of the University of Wisconsin System for the University of Wisconsin-Milwaukee

Printed Name

Signature

Dated:

For the Contractor

Printed Name

Signature

Dated:

5/6/2025 | 11:26 AM PDT

Randy Anderson

Pamela K Loignon

5/6/2025 | 1:38 PM CDT