ITB007127_Revised_Contract.pdf

STATE OF OHIO

DEPARTMENT OF ADMINISTRATIVE SERVICES

GENERAL SERVICES DIVISION

OFFICE OF PROCUREMENT SERVICES

4200 SURFACE ROAD, COLUMBUS, OH 43228-1395

MANDATORY USE CONTRACT FOR: FULL-SERVICE BOTTLER PARTNERSHIP

CONTRACT No.: ITB007127

CONTRACT ID: 7127-A1

EFFECTIVE DATES: 6/13/2022 to 4/30/2025

* Renewal through 04/30/26

SUPPLIER: CCBCC OPERATIONS LLC

The Department of Administrative Services has accepted bids submitted in response to Invitation to Bid No. SRC 0000003273. The evaluation of the bid response(s) has been completed. The bidder(s) listed herein have been determined to be the lowest responsive and responsible bidder(s) and have been awarded a contract for the items(s) listed. The respective bid response, including the Instructions to Bidders and Standard Terms and Conditions, special contract terms & conditions, any bid addenda, specifications, pricing schedules and any attachments incorporated by reference and accepted by DAS become a part of this Requirements Contract.

This Requirements Contract is effective beginning and ending on the dates noted above unless, prior to the expiration date, the Contract is renewed, terminated or cancelled in accordance with the Contract Terms and Conditions.

CONTRACT RENEWAL. This Contract may be renewed after the ending date of the Contract solely at the discretion of the Contracting Agency for a period of one month. Any further renewals will be by mutual agreement between the Contractor and the Contracting Agency for any number of times and for any period of time. The cumulative time of all mutual renewals may not exceed thirty-six (36) months unless the Contracting Agency determines that additional renewal is necessary.

This Requirements Contract is available to Opportunities for Ohioans with Disabilities, as applicable.

Agencies are eligible to make purchases of the listed supplies and/or services in any amount and at any time as determined by the agency. The State makes no representation or guarantee that agencies will purchase the volume of supplies and/or services as advertised in the Invitation to Bid.

This Requirements Contract and any Amendments thereto are available from the OhioBuys public portal at the following address:

https://supplier-emarketplace.ohio.gov/page.aspx/en/usr/login?ReturnUrl=%2fpage.aspx%2fen%2fbuy%2fhomepage

Signed: _____________________________________________________________________ Kathleen C. Madden, Director Date

* Indicates a 12-month renewal, effective 05/01/25 through 04/30/26.

1. SPECIFICATIONS AND REQUIREMENTS

1.1 SCOPE:

The state of Ohio, on the behalf of the Opportunities for Ohioans with Disabilities (OOD), is seeking a Full-Service Bottler Contractor to provide vending services of Coca-Cola or PepsiCo items at the Ohio Rest Areas listed herein. Currently there are 19 site locations, listed in Attachment One. The Agency reserves the right to remove or add locations during the life of any awarded Contract with a thirty (30) day written notice.

1.2 REQUIREMENTS:

1.2.1 PRODUCT CATEGORIES: Product categories to be bid are listed below. All products shall comply with the FDA calorie labeling requirements. No alcoholic beverage products are to be supplied from the Participating Bottler on this contract. Bidders shall bid all required beverage product categories listed on the price page. Failure to bid all required product categories may disqualify your bid and no further consideration will be given. If available, bidders may submit pricing for the optional product categories.

1.2.1.1 Required product categories are:

1.2.1.1.1 20 oz. bottled, carbonated soft drinks

1.2.1.1.2 18.5 oz. – 20 oz. bottled water (flavored or unflavored), tea, juices, or other non-carbonated drinks

1.2.1.1.3 16 oz. bottled water (flavored or unflavored), tea, juices, or other non-carbonated drinks

1.2.1.1.4 20 oz. bottled sports drink

1.2.1.2 Optional product categories are:

1.2.1.2.1 12 oz. can, carbonated soft drinks

1.2.1.2.2 12 oz. can, non-carbonated tea, juices, or other drinks

1.2.2 VENDING EQUIPMENT: Participating Bottler will be required to place and maintain the vending equipment at each location listed in Attachment One at no cost to the customer. All vending machines shall bear the Product trademarks of the Participating Bottler at each location.

1.2.2.1 Vending Equipment placed at the locations by the Participating Bottler will be operated on a full-service basis and will be serviced and stocked exclusively by the Participating Bottler.

1.2.2.2 All vending equipment will remain the property of the Participating Bottler. All vending equipment shall exclusively dispense the products and shall be the only beverage vending equipment at the listed locations.

1.2.2.3 The vending equipment will be placed in mutually agreed upon areas between the Participating Bottler and the Customer. Placement shall be in prominent, high traffic areas at the locations.

1.2.2.4 All vending equipment shall comply with ADA requirements and all other applicable laws.

1.2.2.5 All vending equipment shall accept coin, paper, and cashless payment options.

1.3 AGENCY RESPONSIBILITIES

1.3.1 Agency will authorize and assist (determining the locations) in the placement of vending equipment.

1.3.2 Agency will provide installation and electrical hook up of the vending equipment at agency’s expense.

1.3.3 Agency will provide a list of the number of machines by site. (Attachment One)

1.3.4 Agency will appoint a central point of contact/designee through whom communications will be directed and who will be responsible for authorizing services, monitoring quality control, and performance issues on behalf of the agency.

1.3.5 Agency will provide timely access to all operational sites to facilitate the applicable on-call service function.

1.4 CONTRATOR’S RESPONSIBILITIES

1.4.1 Provide fully operational vending equipment at each required location with daily replenishment of beverages in each machine.

1.4.2 Provide seven (7) days a week (365 days per year) on-call service availability for repair of vending equipment, at no cost to the Agency. All repairs shall be completed within 48 hours of notification. Any repairs not completed within 48 hours will result in liquidated damages of $250 per day, per machine.

1.4.3 Provide monitored seven (7) days a week (365 days per year) communication access for service requests.

1.4.4 Provide a central point of contact and alternate through whom communications will be directed and who will be responsible for monitoring quality assurance and performance issues on behalf of the Participating Bottler.

1.4.5 Provide transportation service for pickup and delivery of equipment at no cost to the Agency. Pickup and delivery of equipment shall be completed within 3 business days of the request.

1.4.6 Provide assessment for repair/replacement service for equipment.

1.4.7 Pay the Agency the rebate earned on a monthly basis, in arrears on or about the 15th of each month following the month in which the commission is earned.

1.4.8 Provide a monthly usage report detailing a breakdown of sales by: location; machine; item; and if differing rebate tiers are offered, by tier. The usage report will accompany each payment.

1.4.9 Pay the Agency 50 cents per day, per vending machine, per location for a utility fee to defray the electricity cost of running the vending machines. Agency will be paid on a monthly basis, in arrears on or about the 15th of each month following the month in which the utility was used.

1.4.10 Provide a formal system for refunding lost money or the cost of unacceptable products in the vending machines to the public that shall not involve OOD, the Ohio Department of Transportation (ODOT), or its contractors. This shall include professional signage at all locations indicating the same to the public. Signage shall include the name, phone number, and email address of the company from which the refund shall be sought.

1.4.11 Provide a procedure to address ODOT and public inquiries and complaints in a timely manner.

1.4.12 Ensure all staff working at the sites wear uniform attire with name tags/identification indicating they are the vending operator(s).

1.4.13 Ensure all staff working at the sites observe all ODOT policies with respect to conduct, parking and traffic regulations, and the Rules for Control and Use of Rest Areas and Roadside Parks as identified in Ohio Administrative Code 5501:2-4-01.

1.4.14 Remove all trash, garbage, and product master containers resulting from the servicing of the vending facility from the vending facility areas to a designated refuse area.

1.4.15 Maintain the vending machines in a sanitary and orderly condition, including the floor area under the machines.

1.4.16 Bear full responsibility for any loss or damage to all vending equipment owned by the commercial vendor, money, or property due to vandalism or theft.

1.4.17 Provide adequate personnel to maintain the vending machines and equipment to service the location in a manner acceptable to OOD. OOD shall be notified in advance of any extraordinary maintenance activity. This shall not apply under emergency conditions when there is a clear and present danger to the public, or when such danger is imminent. Under such emergency conditions, implement immediate corrective measures. Notification to OOD shall be made as soon as practicable thereafter.

1.5 MILESTONE REBATE REDUCTION

A rebate amount will be established through the award of the Contract. If the Contractor achieves an annual gross sales milestone, the required rebate to the agency will be lowered in accordance with the chart below. Gross sales will be measured by calendar year, and if a milestone is achieved, the amount will be deducted from the December reimbursement.

Rebate Milestone Reduction

Measured in Gross Sales $225,000 $250,000 $275,000 $300,000 $325,000 +

Reduction to Base Rate -.5% -1% -1.5% -2% -2.5%

1.6 DOCUMENTATION

1.6.1 Bidder must document that they are authorized to provide either Coca-Cola or PepsiCo products.

1.6.2 Bidder must provide a timeline of delivery for all equipment and a start-up plan with their submission.

2 – STANDARD TERMS AND CONDITIONS

State of Ohio Standard Terms and Conditions (revised 3/7/22) will apply to this Contract.

3 – SPECIAL CONTRACT TERMS AND CONDITIONS

3.1 – AMENDMENT TO CONTRACT TERMS AND CONDITIONS

The following Amendments to the Contract Terms and Conditions do hereby become a part hereof. In the event that an amendment conflicts with the Contract Terms and Conditions, the Amendment will prevail.

3.2 – SITE VISIT

Prior to submitting their solicitation response, the supplier should visit the locations listed in Attachment One in order to survey the facility(s) and to become familiar with the requirements of the solicitation. Once a contract is awarded, failure of the supplier to have conducted a site visit to become familiar with the facility and requirements of the solicitation will be insufficient reason to support any request to be released from the contract.

3.3 - DELIVERY

Services will be performed as set forth in the Contract. The location of performance will be noted on the purchase order issued by the participating agency.

3.4 – REBATE

The Contractor agrees to pay the agency a rebate percentage based on gross sales under this contract. The rebate will remain fixed for the duration of the contract and any extensions thereto. Historical rebate information is contained in Attachment Two.

3.5– FIXED PRICE WITH ECONOMIC ADJUSTMENT TO VENDING PRODUCTS

The contract prices(s) will remain firm for the first twelve (12) months duration of the contract. Thereafter, the Contractor may submit a request to increase their price(s) to be effective thirty (30) calendar days after acceptance by DAS. No price adjustment will be permitted prior to the effective date of the increase received by the Contractor from its suppliers, or on purchase orders that are already being processed, or on purchase orders that have been filled and are awaiting shipment. If the Contractor receives orders requiring quarterly delivery, the increase will apply to all deliveries made after the effective date of the price increase.

The price increase must be supported by a general price increase in the cost, due to increases in the cost of raw materials, labor, freight, Workers' Compensation and/or Unemployment Insurance, etc. Detailed documentation, to include a comparison list of the contract items and proposed price increases, must be submitted to support the requested increase. Supportive documentation should include, but is not limited to: copies of the old and the current price lists or similar documents which indicate the original base cost of the product to the Contractor and the corresponding increase, and/or copies of correspondence sent by the Contractor's supplier on the supplier's letterhead, which contain the above price information and explains the source of the increase in such areas as raw materials, freight, fuel or labor, etc.

Should there be a decrease in the cost of the finished product due to a general decline in the market or some other factor, the Contractor is responsible to notify DAS immediately. The price decrease adjustment will be incorporated into the contract and will be effective on all purchase orders issued after the effective date of the decrease. If the price decrease is a temporary decrease, such should be noted on the invoice. In the event that the temporary decrease is revoked, the contract pricing will be returned to the pricing in effect prior to the temporary decrease. For quarterly deliveries, any decrease will be applied to deliveries made after the effective date of the decrease. Failure to comply with this provision will be considered as a default and will be subject to the “Suspension/Termination” and the “Contract Remedies” sections of the “Standard Contract Terms and Conditions”.

https://procure.ohio.gov/pdf/Standard_T_C_030722.pdf

3.6 – FDA REGISTRATION

By submitting this Bid, Bidder is certifying, pursuant to the Public Health Security and Bioterrorism Preparedness and Response Act of 2002 (the Bioterrorism Act), that all domestic and foreign facilities that manufacture, process, pack or hold food for human or animal consumption in the United States are registered with the Food & Drug Administration (FDA). This registration includes owners, operators, or agents in charge of domestic or foreign facilities that manufacture/process, pack, or hold food for human or animal consumption in the United States. All domestic facilities, whether or not food enters interstate commerce, are required to register. Facilities may complete their registration with the FDA online at:

http://www.fda.gov/food/guidanceregulation/foodfacilityregistration/default.htm

3.7 – PROHIBITION OF THE EXPENDITURE OF PUBLIC FUNDS FOR OFFSHORE SERVICES:

No State Cabinet Agency, Board or Commission will enter into any contract to purchase services provided outside of the United States or that allows State data to be sent, taken, accessed, tested, maintained, backed-up, stored, or made available remotely outside (located) of the United States, unless a duly signed waiver from the State has been attained. Notwithstanding any other terms of this Contract, the State reserves the right to recover any funds paid for services the Contractor performs outside of the United States for which it did not receive a waiver. The State does not waive any other rights and remedies provided to the State in the Contract.

Further, no State agency, board, commission, State educational institution, or pension fund will make any purchase from or investment in any Russian institution or company. Notwithstanding any other terms of this Contract, the State reserves the right to recover any funds paid to Contractor for purchases or investments in a Russian institution or company in violation of this paragraph. The provisions of this paragraph will expire when the applicable Executive Order is no longer effective.

The Contractor must complete the Contractor/Subcontractor Affirmation and Disclosure Form affirming the Contractor understands and will meet the requirements of the above prohibition. During the performance of this Contract, if the Contractor changes the location(s) disclosed on the Affirmation and Disclosure Form, Contractor must complete and submit a revised Affirmation and Disclosure Form reflecting such changes.

4 – INVITATION TO BID INSTRUCTIONS

Instructions, Terms and Conditions for Bidding that apply to the solicitation.

5 – SPECIAL INSTRUCTIONS TO BIDDERS

5.1 – DESCRIPTIVE LITERATURE

The Bidder may be required to submit descriptive literature of the supplies or services being offered. If requested, the literature will be used in the evaluation process to determine the lowest responsive and responsible bidder. If not provided as part of the bid response, the Bidder must provide said literature within ten (10) calendar days after request/notification by the Office of Procurement Services to do so. Failure of the bidder to furnish descriptive literature either as part of their bid response or within the time specified herein will deem the bidder not responsive.

5.2 – EVALUATION

Bids will be evaluated in accordance with Article I-15 of the “Instructions to Bidders”. In addition, the state will base the award on the highest percentage rebate offered. Bidders are to provide pricing for all items. Failure to bid all required items may result in the Bidder being deemed not responsive. The Office of Procurement Services reserves the right to delete a product category, for evaluation purposes, if all bidders fail to bid that line item. Offering different rebates per item will not be considered.

Offering different rebates by product category is acceptable. Bidders must offer a rebate in every product category. If multiple rebates are offered, the rebate percentages will be averaged to obtain a single rebate percentage for evaluation. For example:

(Rebate Percentage 1 + Rebate Percentage 2) / 2 = Rebate Percentage for Evaluation http://www.fda.gov/food/guidanceregulation/foodfacilityregistration/default.htm https://procure.ohio.gov/pdf/EO2022-02D/04-Affirmation%20and%20Disclosure%20Form_3-4-22.pdf https://procure.ohio.gov/pdf/OhioBuys_ITB_Instructions_to_Bidders_030921.pdf

5.3 – CONTRACT AWARD

The products specified in this bid are being bid by specified manufacturer brands pursuant to Ohio Administrative Code 123:5- 1-10(K). No other brands of products will be acceptable. Acceptable brands for this solicitation are:

5.3.1 Coca - Cola suite of products

5.3.2 PepsiCo suite of products

The Contract will be awarded to the responsive and responsible Bidder offering the highest Rebate percentage.

5.4 – PRODUCT SAMPLES

The bidder(s) may be required to submit samples of the supplies being offered. The samples will be used in the evaluation process to determine the lowest responsive and responsible bidder. If not included as part of their bid response, the bidder will be required to provide the samples within seven (7) calendar days after notification. Failure to provide the samples within the stated time period will result in the bidder being deemed not responsive. After award of the contract, the samples will be used as a basis of comparison with actual product delivered under contract. Any variation between the samples and product being delivered will be considered as an event of default. Any variations between the samples and actual product being delivered that are due to manufacturer changes may be acceptable and shall require prior written approval from DAS.

5.5 - AUTHORIZED DISTRIBUTOR OR MANUFACTURER’S REPRESENTATIVE

Bidders responding to this Bid must be authorized distributors, manufacturers, or representatives of manufacturers of the items bid. Bidders shall submit, with their bid, a letterhead statement from the manufacturer attesting that they are the manufacturer, or an authorized distributor or manufacturer’s representative of the products being bid. This certification must be on the manufacturer’s letterhead, signed by a duly authorized employee of the manufacturer. If awarded a contract pursuant to this solicitation, the Contractor(s) shall remain an authorized distributor, manufacturer, or representative of manufacturers for the duration of the contract and all subsequent contract renewals.

6 – AMENDMENTS

6.1 – SUMMARY OF AMENDMENTS

Amendment Number Effective Date Description

1 05/01/25

This amendment is issued to advise that as a result of mutual agreement between the State of Ohio and the Contractor, this contract is renewed for an additional 12 months, effective 05/01/25 through 04/30/26. This amendment is also issued to add Section 6 - Amendments to the Contract.

ATTACHMENT ONE – COUNTY INFORMATION

County Route Direction Mile Marker Income FY 20 Income FY 21

Required Number of Beverage Machines

Ashtabula SR 011 SB 73.29 $ 7,755.05 $ 7,945.09 4

Lorain SR 002 EB 140.94 $ 5,662.10 $ 8,513.71 2

Lorain SR 002 WB 140.94 $ 4,757.45 $ 6,735.12 2

Ottawa SR 002 WB 114.57 $ 5,207.26 $ 7,215.90 2

Brown SR 032 EB 33.97 $ 6,162.40 $ 7,856.65 3

Pike SR 032 EB 71.33 $ 10,448.66 $ 11,627.42 3

Pickaway US 023 SB 73.4 $ 6,208.13 $ 5,348.42 3

Allen US 030 EB 42.79 $ 7,193.40 $ 9,106.91 1

Allen US 030 WB 43.07 $ 6,400.45 $ 8,191.77 1

Auglaize US 033 EB 29.85 $ 6,570.15 $ 5,990.21 2

Auglaize US 033 WB 29.94 $ 7,635.20 $ 8,380.50 2

Hocking US 033 EB 165.27 $ 6,869.93 $ 11,129.16 2

Hocking US 033 WB 165.28 $ 8,178.01 $ 9,776.90 2

Gallia US 035 EB 163.18 $ 16,405.31 $ 22,096.31 4

Gallia US 035 WB 163.17 $ 15,613.44 $ 20,623.69 2

Jackson US 035 WB 131.26 $ 26,487.95 $ 39,681.42 3

Athens US 050 WB 165.25 $ 1,772.66 $ 2,214.47 1

Athens US 050 EB 197.58 $ 6,040.11 $ 7,365.14 2

Gallia SR 007 NB 47.4 $ 3,017.26 $ 3,680.20 1

Totals $ 158,384.92 $ 203,478.99 42