Auburn University Request for Proposal

Home , Plainsman Park, Samford Hall

Athletics Sports Nutritional Beverage (Protein) Sideline Rights

RFP NO. B0007891

Due: 10:30a.m. CST on June 21, 2017

TABLE OF CONTENTS

Section I Request for Proposal

Section II Instructions to Proposers

Section III Form of Proposal

Section IV Bid Conditions

Section V Evaluation Criteria

Section VI AU General Terms and Conditions

Attachment A Calendar of Events

Attachment B St. of Alabama Disclosure Statement

RFP No. B0007891: Auburn University Athletics Sports Nutritional Beverage (Protein) Sideline Rights Contract

Section I. Request for Proposal

A. Expectations for the Auburn University Athletics Sports Nutritional Beverage Sideline Rights Contract

Auburn University, on behalf of its Department of Intercollegiate Athletics, is seeking formal proposals from qualified respondents to provide Sports Nutritional Beverages (protein drinks) on in certain defined locations to Intercollegiate Athletics, to earn the designation of the “Official Protein Drink of Auburn Athletics,” and to enter into a Multi-Media Rights promotional arrangement with the university to be serviced by Auburn Athletics’ Multi-Media Rights Partner (Fox Sports).

Through this Request for Proposal, Auburn University is seeking responses for the following beverage product category and locations:

1. Product: a. Sports Nutritional Beverage. Any beverage, in a ready-to-drink or powder form, that provides a blend of protein, vitamins and minerals used to affect metabolic function, muscular replenishments, as a protein supplement, and/or used for meal replacement, but is not used for or marketed as having hydration benefits and is not marketed as a “water,” "Sports Drink” or “Isotonic” or an "Energy Drink.” For clarity, current examples of Sports Nutritional Beverages include Core Power, Gatorade Nutrition Shake, Met-RX, Muscle Milk, and Myoplex. Sports Nutritional Beverages shall not include Beverages that contain juice, juice concentrate, coffee, tea, or milk as an ingredient.

2. Locations for Provision and Display: a. Sports Nutritional Beverages shall be made available for consumption Auburn University Athletics coaches, players and staff on sidelines, player bench areas, practice facilities, and the locker rooms of Auburn University Athletics Facilities. Marks may be displayed on branded coolers and cups in the sideline areas, player bench areas, practice facilities, and in locker rooms of University Athletic facilities. b. Sports Nutritional Beverages shall be given the designation of “the Official Protein Drink of Auburn Athletics” and shall be promoted and advertised through an integrated multi- media campaign customized for needs of the winning respondent (the “Contractor”).

Provision of Sideline Sports Nutritional Beverages

Auburn University acknowledges the need for student-athletes to be supplied with the most scientifically advanced Sports Nutritional Beverages available, while recognizing the unique advertising value of sideline product placement. As such, Auburn has consistently protected the ability to secure best-in-class products by reserving Sports Nutritional Beverage rights and Sideline Isotonic rights (addressed in a previously-released RFP), granting them to a contractor independent of the University’s Pouring and Multi-Media Rights, and providing the winning contractor with the Designation “the Official Protein Drink of Auburn Athletics.”

Provision of Sideline Sports Nutritional Beverages

In order to offer best-in-class Sports Nutritional Beverages to our student-athletes, Auburn University shall provide to the Contractor Sports Nutritional Beverage sales, sideline marketing exposure on branded cups and coolers, and affinity with a nationally renowned athletics program operating as a member of the Southeastern Conference. In return, the Contractor shall convey value to Auburn through product allotment at Contractor’s most favorable wholesale pricing, equivalent pricing for additionally purchased

product, excellent service and support, and other logistical support necessary to serve the unique needs of Auburn Athletics.

Integrated Multi-Media Promotional Campaign

Auburn University shall secure for the Contractor a customized, comprehensive integrated multi-media marketing campaign with Athletics’ multi-media rights partner, Fox Sports, with available use of some or all of the following assets, which shall be negotiated during this RFP process, dependent on Contractor need and financial offering:

• Intellectual Property – use of Auburn University Athletics marks/logos, promotional use, Point of Sale in the marketplace, etc. • Auburn University Athletics Venue Signage – both TV/non-TV visible o Fixed/Digital Placement can be made available in the following Auburn University Athletics venues . Jordan-Hare Stadium . Auburn Arena . Plainsman Park . Jane B. More Field . Potential at other AU Athletics Venues • Interactive Experiences – promotional experiences at or around Auburn University Athletics events o Customized to the partnership campaign • Digital Content Campaigns – social, app, web, email o Integrated Social Media Content Campaign o 1.2 million impressions on AuburnTigers.com o Integrated Content Sponsorship on AuburnTigers.com o Up to four (4) email blasts on War Eagle Weekly o Integrated Content Sponsorship in the Official Auburn University Athletics App • Auburn University Athletics TV shows in Football/Basketball – Southeast Regional Network Coverage; for example Contractor may elect to negotiate for: o Auburn Football Review Show (12 total) . One (1) :30 spot on all shows . One (1) content feature sponsorship o Auburn Football Everyday Show (12 total) . One (1) :30 spot on all shows . One (1) content feature sponsorship o Auburn Basketball Review Show (10 total) . One (1) :30 spot on all shows . One (1) content feature sponsorship • Auburn University Athletics Sports Radio Network – Worldwide and heard around the Southeast Region/Statewide on the Network; for example Contractor may elect to negotiate for: o Football (12 games) . Three (3) spots per game . One (1) content feature sponsorship o Men’s Basketball . Two (2) spots per game . One (1) content feature sponsorship o Baseball . Two (2) spots per game . One (1) content feature sponsorship o Women’s Basketball . One (1) content feature sponsorship o Softball . One (1) content feature sponsorship

• Auburn University Athletics Print Publications o One (1) full-page, full-color ad in all Auburn University Athletics Publications • Customized Hospitality options o Customized to the partnership campaign B. Proposal Overview and Definitions

Proposals will be received in the AU Procurement and Payment Services office at 311 Ingram Hall, Auburn University, AL until 10:00am CST on June 21st, 2017. After 10:00 and until the 10:30am CST bid opening, bids must be hand delivered to 138 S. Gay St. Proposals will be publicly opened at 10:30 am CST on June 21st, 2017.

Throughout the remainder of this Request for Proposal, all entities involved will be referred to as follows: • Auburn University will be referred to as “University” or “AU”. • Vendor will be referred to as “Contractor” or “Supplier”. • This document will be referred to as “RFP”.

All inquiries regarding this proposal and its contents should be directed in writing to:

John P. Corgill Strategic Sourcing Analyst II Procurement & Payment Services [email protected]

Section II. Instructions to Proposers

A. Proposal Response

• Proposals should be addressed and delivered to the Procurement and Payment Services office, Auburn University, 311 Ingram Hall, Auburn University, Alabama, 36849-5101, on or before the time and date set for closing. Proposals should be in a sealed envelope marked: Company Name RFP Number Date and Time Proposal is Due

• Proposers may withdraw proposals at any time prior to the time and date set for opening.

• The University reserves the sole and exclusive right to reject or accept any or all proposals and to waive any informality in proposal. The best interest of the University and their subsequent facilities shall be considered as the number one determining factor in selecting or not selecting a Proposer.

• No department, school, or office at the University has the authority to solicit official proposals other than Procurement and Payment Services. All solicitation is performed under the direct supervision of the Executive Director of Procurement and Payment Services and in complete accordance with the University policies and procedures.

• The University reserves the right to conduct discussions with proposers, and to accept revisions of proposals, and to negotiate price changes. The University will make reasonable efforts to protect proprietary information but all records are subject to State of Alabama open records laws.

• Proposers submitting proposals which meet the selection criteria and which are deemed to be the most advantageous to the University may be requested to give an oral presentation to a selection committee. Procurement and Payment Services will schedule the presentations.

• The University is committed to the development of Small Business and Small Disadvantaged business (SB & SDB) suppliers. If subcontracting is necessary, the contractor will make every effort to use SB & SDB in the performance of this contract. Reporting will be required throughout the duration of the contract indicating the extent of SB & SDB participation.

• The Suppliers shall indemnify, defend, and hold harmless the University, its officers, agents, and employees from any claims, damages, and actions of any kind or nature arising from or caused by the use of any materials, goods, equipment, or services furnished by the Supplier, provided that such liability does not attribute to the sole negligence of the University.

• The successful supplier will have to attest to the following: By signing this contract, the contracting parties affirm, for the duration of the agreement, that they will not violate federal immigration law or knowingly employ, hire for employment, or continue to employ an unauthorized alien within the state of Alabama, Furthermore, a contracting party found to be in violation of this provision shall be deemed in breach of the agreement and shall be responsible for all damages resulting therefrom.”

• Read and comply with all instructions, specifications, General Terms and Conditions, and Bid Conditions

• The Contract shall specify that, in the event that Contractor fails to deliver product to Auburn as ordered through the appropriate processes, Auburn shall be entitled to cover by purchasing product from a third party and recover all compensatory and consequential damages for same from Contractor

• Compliance with Applicable Law: Contractor shall comply with all federal, state, county, and local laws, ordinances, and regulations applicable to the work to be done under the Contract. Contractor specifically agrees to comply with all applicable requirements of federal and state civil rights and rehabilitation statutes, rules, and regulations. Contractor also shall comply with the Americans with Disabilities Act, 42 USC §12100 et seq., and all regulations and administrative rules established pursuant to those laws. Failure or neglect on the part of Contractor to comply with any or all such laws, ordinances, rules, and regulations shall not relieve Contractor of these obligations nor of the requirements of the Contract.

• Compliance with Sports Organizations Rules: Contractor shall not take any action or enter into any agreements related to the Contract which would violate any rules or regulations of the SEC, NCAA, and any other applicable governing sports organizations.

• Exclusions: University reserves the right to participate in promotional programs involving SEC corporate partners when the program includes all 14 SEC institutions. In the event that the University participates in an NCAA championship event, University reserves the right to participate in promotional programs by NCAA corporate partners in which all participants are featured. In the event the University participates in a College Football Playoffgame, University reserves the right to participate in a promotion with College Football Playoff corporate partners if all participates are involved.

• Auburn Athletics will make every effort to utilize all products granted Negotiated Exclusivity during the participation in any NCAA or SEC sanctioned event, including, but not limited to, bowl games or SEC Championship tournaments, including those hosted by the University. In the event, however, that University is unable to fulfill this obligation due to a conflicting sponsorship issue with the host entitiy, University shall not be held liable and will not be penalized in any way.

Notice/Contacts: Any notice, pursuant to the Contract, shall be validly given, if in writing, and sent to the respective addressees of Contractor and Auburn University by registered or certified mail, postage prepaid. The Auburn University contact for submittals and any other correspondence and notices related to performance under the Contract shall be:

Meredith Jenkins Executive Associate Athletics Director Auburn University Athletics P.O. Box 351 Auburn, Alabama 36831-0351 Voice: (334) 844-9733

Copy to: Jon G. Waggoner, J.D. University Counsel 101 Samford Hall Auburn University, AL 36849

Courtney Raville, J.D. Auburn University Procurement and Payment Services 311 Ingram Hall Auburn, Alabama 36849-5101

Section III. Form of Proposal

A. Proposal Format

• Submit one (1) copy of the initial response on USB Flash Drive preferably in PDF, Word® and/or Excel®. The original response must contain the original manual signature of the authorized person signing the proposal, and the electronic copy of the proposal..

• Submit one (1) original and three (3) copies of the offeror’s proposal in hard copy form. Failure to include the original response, the electronic Excel ®, and all signed copies may be grounds for rejection of your initial response without further evaluation.

• Original proposal and all copies must be on 8-½ x 11 text weight paper, using binding tabs that will facilitate the distribution and evaluation of the proposals.

• The original hard copy response must be in a standard size 3 ring binder or binders, tabbed and numbered as described on the following page.

o Copies must be bound but may be bound using alternative binding.

o If there is any information or required submittals which due to size or binding cannot be incorporated following the proper tab, the offeror must provide information following the numbered tab, telling the evaluator where the information can be found in the response.

• Copies may be submitted in bulk.

• The outer carton of the response must include the name of Company, RFP number, and due date and time.

• Questions and requests for information may not be rearranged, regrouped, or divided in any way.

• No telephone, facsimile or telegraphic proposals will be considered. Proposals received after the time for closing will be returned to the proposer unopened.

B. Tabular / Paginated Format

• Tab 1: A one to two page executive summary of the offeror's proposal, including brief descriptions of the company’s expertise procuring a contract the size and scope described in the RFP, and how the proposer plans to address the University’s requirements.

• Tab 2: Completed and signed RFP cover sheets

• Tab 3: Contact name(s) and title(s) of the individual(s) responsible for the company’s proposal and negotiation during this RFP process.

• Tab 4: The financial statements of the company for the past three years. If the company is a division of a larger corporation, the statements must be submitted for the corporation as a whole and for that division of the corporation.

• Tab 5: A listing of the company projects/customers similar in size and scope to the services described in the RFP. This list must include the name, address, telephone, and email address of the client contract administrator. If applicable, please list examples of services rendered in the state of Alabama, particularly within institutions of higher learning.

• Tab 6: Description of the process of producing “best value” for the University and its users, through creative marketing and/or other programs.

• Tab 7: Pricing /Financial Package -Description of any financial considerations and flexibility of the bidder. (Worksheet 1)

• Tab 8: Completed Form Agreement

• Tab 9: Exhibit B – Completed Exhibit B

• Tab 10: Exceptions to any terms and conditions.

• Tab 11: Additional comments.

• Tab 12: Vendor Disclosure Statement.

Section IV. Bid Conditions

A. Functional Requirements of Contract to be Awarded

i. Term The University proposes the initial term of the agreement for Sports Nutritional Beverage Sideline Rights shall be five (5) years. The effective date of the contract is expected to be July 14, 2017. Installation of equipment, including successful acceptance testing and first delivery of product, may be permitted by Contractor early, so long as pre-approved by Auburn Athletics.

The following illustrates the desires and needs of Auburn University related to the Sports Nutritional Beverage Sideline Rights.

GENERAL ISSUES

Additional Commitments and Unique Features: Please specify other identifiable financial commitments to support the Proposal in addition to those listed on Worksheet 1.

Annual Business Review: The Contractor will be required, pursuant to the Contract, to have a team of appropriately authorized individuals present on the Auburn University main campus, at least once a year to perform the Annual Business Review of the relationship of the parties in the Sports Nutritional Beverage Sideline Rights Contract. The Annual Business Review should address all stakeholders, programs, major events, outstanding issues/resolutions, and all other requirements of the Contract. The Annual Business Review will include a complete product summary, prepared by Contractor, showing the volume of Sports Nutritional Beverage ordered by Athletics.

Sports Nutritional Beverage Selection and Pricing: Proposer should identify, in the form of Exhibit B, (by complete description including name, SKU, size, packaging, etc.) all Sports Nutritional Beverages proposed to be utilized by Auburn student-athletes. Please include additional Sports Nutritional Beverage available to Auburn University through subcontracts, Contractor agreements, or other cooperative efforts. Proposer should also identify the price that Auburn University will be charged to purchase additional product for use by Athletics. As part of the Sports Nutritional Beverage Sideline Rights Contract negotiation, Auburn University will identify which of the proposed Sports Nutritional Beverages will be included in the Contract and whether such Sports Nutritional Beverage will receive Negotiated Exclusivity. An exhibit to the Contract, in the form of Exhibit B, shall be the dispositive list of which products receive Negotiated Exclusivity. Future Sports Nutritional Beverages packaged, manufactured, or distributed by the Contractor, as well as other future Sports Nutritional Beverages

available through other arrangements made by the Contractor, may be added to the Contract through the New Products process.

Please provide all storage and handling instructions that pertain to the Sports Nutritional Beverages proposed.

On a continuing basis throughout the Contract’s term, the Contractor and Auburn University will mutually determine, with Auburn University having final authority, which Sports Nutritional Beverages will be utilized by Athletics.

Contract Administration, Communication, and Reporting: Each Proposal should offer specific suggestions regarding Contract administration, reporting, planning, and dispute resolution. Given the anticipated structure of the Sports Nutritional Beverage Sideline Rights Contract and the inevitability of events and activities which today are difficult to predict, certain terms and conditions can and will be stated in dynamic terms. In this section, Auburn University is interested in each Proposer's suggested means to strategically administer the program to meet mutually agreed upon goals of service levels, customer satisfaction, new product development, and maintaining contemporary standards relating to service and equipment.

Contractor Representatives: Each Proposer is required to identify the management team which will represent the Proposer in developing, implementing, managing, and operating the new Sports Nutritional Beverage Sideline Rights Contract. Auburn University reserves the right, but is not obligated, to require a meeting with the proposed representatives as part of its evaluation of any or all Proposals. Auburn University reserves the right to request a change in the management team if service is deemed unsatisfactory.

Cost of Product: Auburn University requires a minimum of a five (5) year commitment by the Contractor to maintain the cost of Sideline Sports Nutritional Beverages purchased and for that which is used in calculating product allotment value by Auburn University, for use by Athletics, in the Sports Nutritional Beverage Sideline Rights Contract, with no more than a 3% increase, if any increase is proscribed, following the fourth year.

. The pricing structure should include specific pricing commitments and incentives and identify the Sports Nutritional Beverage, package size, and case count (if applicable), and cost of each Sports Nutritional Beverage offered by Proposer.

. Cost of product sold to Athletics should be equivalent to the best pricing offered per unit to any other Division I school or team with whom the Contractor may have a contractual relationship. For the entire duration of the Contract to be awarded during this RFP process or for any subsequent contracts that may be awarded, this pricing strategy shall pertain. If, at any time during the term of the Contract the Contractor awards more favorable pricing terms to another team or organization (such as a conference) Athletics will automatically receive that equivalent pricing structure effective immediately.

. The cost of product sold to the University should include transportation and delivery charges and F.O.B. destination specified by order. No additional charges will be allowed for fuel, packing, unloading, storage, or partial shipments.

. Please also include any container return allowances which may be in effect.

Equipment Requirements:

Auburn University will determine the amount of equipment and supplies necessary to service the needs of its nationally recognized sports teams. At a minimum, the contractor will furnish the following equipment sufficient for the use of Athletics programs1:

Shaker mixer cups

20 oz. Styrofoam cups for shakes

Various other cups including 12 and 20 oz. wax paper cups

Equipment Responsibility: Ownership of all machines, equipment, etc. furnished by the Contractor and placed on Auburn University property will remain with the Contractor. Expenses resulting from any damage, including acts of vandalism or accident, will be the responsibility of the Contractor.

The Contractor is responsible for the proper custody and care of any Auburn University-owned property furnished for use in connection with the performance of the Contract and will reimburse Auburn University for its loss or damage.

The Contractor will maintain all equipment provided in a clean and sanitary condition and in compliance with all local, county, state, and federal regulations.

Contractor will only place Contractor-provided equipment at locations on campus approved by Auburn University.

Contractor will promptly (within three (3) working days) remove any Contractor-provided equipment when requested by Auburn University to do so.

Equipment Servicing: Each Proposer is required to describe its service program for all equipment.

Prior to the equipment being put in use, Contractor will supply each location with items (“quality control kits”) necessary to ensure correct functioning of the equipment. In no event shall Auburn's failure to act cause the University to be liable for costs associated with maintenance or failure of the equipment. The Contractor will be responsible for preventive maintenance and remedial service for all Contractor-supplied equipment, in accordance with the manufacturer's recommendations and guidelines. A schedule, acceptable to Auburn University for preventive maintenance, will be determined that will provide optimum trouble-free service and minimize downtime quality of service and will be provided to the contact person designated by Auburn. Technical service personnel will be available and shall respond to requests to replace or repair malfunctioning equipment. An appropriately trained technician shall be on site and working diligently to return malfunctioning equipment to normal operation within four (4) hours of the service call for a given incident and will have the equipment back in service within 24 hours of the time the service call was placed. At its discretion, Auburn may require replacement or upgrade of equipment that frequently malfunctions or exhibits excessive downtime. Equipment changes, except replacement with like models, requires written approval from Auburn. As part of the Annual Business Review, Contractor shall review a listing of all equipment currently placed at Auburn University and make suggestions for any upgrades or replacements to ensure they remain state-of-the-art. Contractor will supply an updated listing to Auburn at least annually. If, during the term, any piece or type of equipment becomes outdated as to function or, because of the advent of a significantly improved technology is no longer acceptable to Auburn University, Auburn Unitversity may require Contractor to update such equipment at no cost to Auburn University.

Invoicing: Negotiated pricing on products for use by Athletics shall appear on each invoice. The Contractor shall be responsible for assuring that Athletics receives proper and consistent pricing. The method of invoicing is subject to approval by Auburn University prior to the award of the Contract. The chosen method of invoicing shall be uniformly applied to all invoices. Invoices that are not corrected

1 Only items specifically delineated in the Agreement may include the successful proposer’s logo.

within thirty (30) days after notice of need for correction will not be paid. Invoices containing product charges for products ordered by individuals who have not been expressly authorized to do so by Athletics shall not be paid.

Negotiated Exclusivity: Auburn University acknowledges and recognizes the tremendous benefit to the Contractor of providing a level of exclusivity in this Sports Nutritional Beverage Sideline Rights Contract. Auburn University recognizes that the Negotiated Exclusivity will only be fully defined at the time of Contract execution. Exclusivity will only include Athletics’ consumption.

Negotiated Exposure: Auburn University shall secure for Proposer exposure rights through Auburn University’s multi-media rights provider in exchange for cash awarded in the Contract. Auburn University shall give additional limited exposure on dispensing and storage equipment, in exchange for cash or product awarded in the Contract.

New Products Process: Auburn University recognizes that, regardless of the defined Sports Nutritional Beverage Sideline Rights awarded under the Contract and the Negotiated Exclusivity, the market for products offered by the Contractor will change during the Contract’s term, and new products will become available that Auburn University and Contractor may wish to include under the Contract. When these instances and opportunities occur, Auburn University will welcome a Proposal of product addition and an Athletics-determined acceptable product allotment increase to the Contract by the Contractor. This Proposal will be submitted by Contractor to the Contract Administrator and will include, at a minimum, the full product(s) description and proposed compensation to Auburn University for adding the product(s). Auburn University will then decide, in its sole discretion, whether or not to accept the Proposal and amend the Contract. In the cases where both parties wish to “test” products at Auburn University, a trial period Proposal may be submitted to Auburn University through the same process.

Product Ordering and Delivery: Proposer shall provide a detailed explanation of product delivery processes. The explanation shall include provisions for use of product both on Campus and for Athletics’ competitions or needs away from Campus.

Orders of product shall only be valid if made by the Contract Administrators or their expressly authorized representatives. Auburn University will consider electronic ordering. Electronic consolidated monthly summary statements will be required. Auburn University will review the electronic ordering process prior to agreeing to its use. Proposers should provide a detailed explanation of their ordering process.

All prices quoted in the Proposal are to be F.O.B. destination and include transportation, packaging, crate containers, etc., necessary to complete delivery on a F.O.B. destination basis. No additional charges will be allowed for fuel surcharges, packing, loading, storage, or partial shipments. Also, include any container return allowances which may be in effect.

Each delivery shall be accompanied by an official delivery ticket showing Contract number, purchase order number, and quantity delivered for each item. Tickets must be priced and extended with a grand total. The ticket shall be presented to and signed by the Athletics’ individual(s) authorized to accept deliveries.

Product Specifications: All Sports Nutritional Beverages will be made available to Auburn University in packages and pursuant to specifications reasonably requested by Auburn University. Please identify all specifications pertaining to the above products, including portion size, packaging, and dispensing capability in concentration, if applicable, of each Sports Nutritional Beverages. Each Proposal must include a complete listing of all flavors offered by Proposer.

The content of all products addressed in Proposer’s response to this RFP must meet all NCAA guidelines.

ADVERTISING AND MARKETING ISSUES

Background: Athletics has a contract with Fox Sports Net, Inc. wherein Fox serves as the University’s exclusive Athletics’ multi-media rights provider. Proposers should note that Fox has purchased the endorsement rights of all Athletics’ inventory. The Contractor shall, through the execution of the Contract, be granted an advertising buy through Fox, in an amount, quality and quantity to be determined through the course of Contract negotiation.

Athletics Marketing Opportunities: The success and potential for future success of Auburn University Athletics presents an enormous opportunity for the selected Contractor. Proposer's response should identify opportunities for unique marketing or advertising initiatives that will provide either national, regional, or local recognition for both Athletics and Proposer.

Royalty Bearing Packaging and Product Rights: In the event that one of the University’s teams wins a national championship or if Athletics is commemorating an anniversary of an event or team, Contractor may create and distribute a commemorative bottle or packaging program memorializing the University or team’s achievement. Any such bottle or packaging produced to commemorate a national championship or other notable team or University accomplishment shall be produced and distributed by Contractor at the royalty rate specified by the University for such program, and the design and message shall be pre-approved by Athletics.

All Premiums, used in any type of promotional activity, which bear University trademarks, must be purchased from a vendor that has a premium license agreement in place with the University’s Office of Trademark Management and Licensing and/or the University’s designated licensing agent. All premiums must be approved and are subject to a licensing royalty.

FINANCIAL STRUCTURE AND TOTAL ECONOMIC VALUE

In consideration for the Negotiated Exclusivity awarded under the Sports Nutritional Beverage Sideline Rights Contract, Athletics shall receive appropriate compensation. The term of the Negotiated Exclusivity to be awarded under the Contract shall be five (5) years. The financial and product package offered in exchange for the Negotiated Exclusivity shall include all Sports Nutritional Beverages covered under the Negotiated Exclusivity clause. Remuneration to the University shall be given in the following forms:

• Financial remuneration for Negotiated Exclusivity for Sports Nutritional Beverage Sideline Rights

• Product Pricing and Cost

• Product Allotment

• Equipment

• Integrated Multi-Media Promotional Campaign

Please specify the amount and schedule of payment proposed by Proposer for the Negotiated Exclusivity.

Note that there will be no first rights of refusal, exclusive negotiating periods, or right to match granted on extended terms under the Contract.

Financial Reporting and Control: Please provide a listing (with examples and frequency of issuance) of reports that will be periodically furnished to Auburn University. Please demonstrate the Proposer's

systems and methodology for storage and inventory control systems for Sports Nutritional Beverage product.

Auburn University reserves the right to audit, through a designated auditor of its choosing, any aspect of the Sports Nutritional Beverage Sideline Rights Contract as performed by the Contractor at the Contractor's expense. The Contractor shall keep full, timely, and accurate records in accordance with generally accepted accounting practices and satisfactory to Auburn University. The Contractor will furnish Auburn University with all requested reports to verify pertinent financial information so requested. Please define resolution steps when reporting is not provided as requested or required or is inaccurate.

Section V. Evaluation Criteria

The following listed evaluation criteria are among those Auburn University will utilize to select finalists for the negotiation phase of the Contract award. Failure to explicitly and completely respond to the Contract requirements in Part IV through these criteria will result in poor evaluation of your Proposal.

The award of the Contract will be based upon a comprehensive review, analysis, and negotiation of the Proposal which best meets the needs and objectives of Auburn University. The specific evaluation criteria will include, but not be limited to, the following:

NEGOTIATED EXCLUSIVITY AND DESIGNATION – FINANCIAL PURCHASE

. Financial remuneration paid to Auburn University for Negotiated Exclusivity for Sideline Sports Nutritional Beverage Rights Contract and Designation of “Official Protein Drink of Auburn Athletics”.

INTEGRATED MULTIMEDIA PROMOTIONAL CAMPAIGN – FINANCIAL PURCHASE

. Financial remuneration paid to Auburn University for Multi-Media Promotional Campaign, weighed against cost/value of inventory requested during negotiations.

PRODUCT OFFERING AND IN-KIND CONTRIBUTIONS

. Product Pricing and Cost

. In-kind Product Allotment

. Equipment Allotment

PART V(b) - PRICING/FINANCIAL PACKAGE FOR SPORTS NUTRITIONAL BEVERAGE SIDELINE RIGHTS

Please fill out Worksheet 1, the Auburn University Remuneration Worksheet.

PART VI - PROPOSER CERTIFICATIONS

. The attached cover sheet and vendor quotation page for the RFP should be completed and signed.

. The State of Alabama Disclosure Statement should be completed and returned, only one (1) original needed.

Worksheet 1

Auburn University Remuneration Worksheet

Annual Financial Remuneration for MMR Purchase

2017 $

2018 $

2019 $

2020 $

2021 $

Annual In-Kind Annual Product Allowance Expressed In Wholesale Pricing

2017 $

2018 $

2019 $

2020 $

2021 $

Annual Financial Remuneration for Negotiated Exclusivity and Designation

2017 $

2018 $

2019 $

2020 $

2021 $

Annual Equipment Allowance

2017 $

2018 $

2019 $

2020 $

2021 $

Auburn University Per Unit Purchase Price – ITEM Purchase Price

EXHIBIT A

GENERAL INFORMATION

Auburn supports 21 varsity sports and has over 500 student-athletes.

Athletic Success

• Under Athletics Director Jay Jacobs Auburn has won 12 national championships and 26 conference titles. • Auburn has played in three New Year’s Day bowl games in the last four years, the best stretch since three consecutive appearances from 2004-06. • Auburn has finished in the Top 10 percent of the NACDA Directors’ Cup for 11 consecutive years • Auburn is fifth in the SEC in number of National Championships won in the last 10 years. • Only three teams in the last six years have been to the football national championship game more than once, including Auburn. Only five teams have been to the championship more than Auburn since 1998. • During the 2015-16 academic year Auburn won an equestrian national championship, the softball program had its best year in history finishing second at the Women’s College World Series and had four other programs finish in the top 15 nationally. • The 2016 soccer program had its best season in school history, advancing to the Elite Eight.

Academic Excellence

• During the 2015-16 academic year 397 student-athletes, including 43 football players, received the Top Tiger Award for maintaining a grade point average of 3.0 or higher, a 57 percent increase over a five-year period. • The average cumulative GPA for Auburn student-athletes is 3.17, the highest in program history. • A total of 40 percent of Auburn student-athletes are on track to graduate with honors, up 15 percent from five years ago. • Auburn ranks third in the SEC in the number of students named to the SEC Academic Honor Roll. • Auburn’s Graduation Success Rate (GSR) for Auburn’s student-athletes is 80 percent, the highest in program history. • Nearly 20 football players suited up for the Allstate Sugar Bowl with a college degree.

Fiscal Responsibility

• Auburn Athletics finished Fiscal Year 2016, ending on June 30, with record revenues of $137 million and an operating surplus of $13 million. Actual revenue exceeded budget by $8.8 million. • From the $13 million surplus, Athletics transferred $7.5 million to deferred maintenance to be held in reserve for future projects. • Since 2005, Auburn Athletics has invested over $200 million in facility improvements. Every sport has had either a new facility built or a major facility renovation.

Game Day Experience

• A recent SEC Survey ranked the game day experience at Jordan-Hare Stadium as the best in the conference. • ESPN’s Recruiting Nation ranked Jordan-Hare Stadium as having the third-best game day atmosphere in the country. • Installed prior to the 2015 season, Jordan-Hare Stadium boasts the nation’s largest video board, which is 57 feet tall by 190 feet wide.

EXHIBIT B

Sports Nutritional Beverage Products

(To be provided by Proposer in RFP Response)

Sports Nutritional SKU Description Size Packaging Details Beverage Name

Section VI. AU General Terms and Conditions

1.0 – General Terms and Conditions 1.4 – Any deviation from these general terms and 1.1 – These terms and conditions are hereby conditions or exceptions taken shall be described fully incorporated into this quote/bid and apply in like force to and appended to the bid form on the bidder’s letterhead any subsequent contract order resulting from this bid and over the signature of the person authorized to sign quote/bid. Some conditions listed herein may not apply the bid form. Such appendages shall be considered part due to the nature of the product or service, or the of the bidder’s bid form. In the absence of any statement manner in which it is procured. of deviation or exception, the bid shall be accepted as being in strict compliance with all terms and conditions. 1.2 – Whenever and wherever items of materials or equipment have been identified by describing a 1.5 – There are no Federal or State laws that prohibit proprietary product, the identification is intended to be vendors from submitting bids/quotes lower than a price descriptive, but not restrictive, and is used to indicate or bid given to the U. S. Government. the quality and characteristics of products that will be satisfactory to the University. Bids offering equal or 1.6 – The successful bidder may be required to furnish a alternate materials and equipment will be considered for monthly or quarterly summary of purchases made under award provided such items are clearly identified in the the provision of the contract. The format and frequency bids, and are determined by Auburn University to be of of the report will be determined by the University. equal value in all material respects to the proprietary items specified. 1.7 – Auburn University reserves the right to require a performance bond from the successful bidder at the Unless the firm submitting the bid has clearly indicated discretion of the University’s Procurement Professional. in its bid that it is offering an “equal,” or “alternate” items Unless specifically to the contrary in the bid documents, the bid shall be considered as offering the items as the cost of the bond shall be paid for entirely by the specified in the invitation for bids/ quotations. successful bidder.

If the firm submitting the bid plans to furnish an equal or When required, the proper and timely submission of any alternate items , the brand name and identifying performance and payment bonds is a material condition numbers and/or letters are to be inserted in the spaces for award/performance of this order. Vendor is not provided or shall be otherwise clearly identified in the authorized to proceed with work and/ or deliveries bid. The evaluation of the bids and the determination as unless all required bonds have been obtained, are to quality of the product offered shall be the acceptable to and received by the University. responsibility of Auburn University. The bid award shall be based on the information furnished by the bidder or 1.8 – Failure of the successful bidder to adhere to identified in the bid, as well as information reasonably delivery schedules as specified or to promptly replace available to the Procurement Services. rejected materials shall render the successful bidder liable for the difference between the “open market” and 1.3 – The University will consider acceptable substitutes the quoted price where emergency purchases become that meet, or exceed the quality of materials and necessary. workmanship of the items specified in the bid/quotation. Substitutions shall be of the same general design, size 1.9 - Any and all items received under a resulting and style. contract will be subject to inspection and testing to determine the quality and to ascertain that they meet All proposed substitutes submitted must be specifications. accompanied by illustrations showing the design and style. Each illustration is to have on it, or attached to it, 1.10 – Samples, when required, must be furnished free the item number of the specified piece to which it is an of expense after the opening of the bid and if not alternate. Sizes shall also be included. destroyed, will upon request, be returned at the bidder’s expense. Request for the return of samples must be All substitutes shall be listed in the spaces provided. made within ten days following the opening of Should additional space be required, the bidder shall bids/quotations, unless otherwise stated. Each use separate sheet of paper to list alternates. Any individual sample must be labeled with the bidder’s additional list should be prepared in like form to the bid name and item number. document. 1.11 – Deliveries shall be F.O.B. Auburn University Auburn University will consider all proposed; however, it (destination). Delivery by the successful bidder to the is not bound to any which, in the University’s opinion, is common carrier will not constitute delivery to the not in the University’s best interest. University.

1.12 - Successful bidder must agree to replace, free of 1.19 – The successful bidder must provide service charge, all defective items delivered under contract. All manuals with full documentation and schematics when transportation charges covering return and replacement applicable and appropriate. of items is to be done by the successful bidder. 1.20 – The apparent silence of this specification and any 1.13 - Payment for any item delivered may be withheld supplemental specifications as to any details, or the until all items and conditions have been complied with in omission from it of a detailed description concerning any full. point shall be regarded as meaning that the best commercial practices are to prevail, and that only 1.14 - It is agreed and understood that the bidders may materials of first quality and correct type, size, and attend the bid opening and may inspect the bid design are to be used. All workmanship is to be first tabulation. However, no information will be given out as quality. All interpretations of this specification shall be to opinion concerning the ultimate outcome while made on the basis of this statement. consideration of the award is in progress. Information regarding disposition will be available after an award is 1.21 – Should it become necessary in order to evaluate made and upon request. a bidder’s qualifications, the University may require the bidder to furnish information as indicated below: 1.15 – The successful bidder shall maintain, or have 1. Financial resources available for his own use, an inventory sufficient to 2. Personnel resources make delivery within the time specified in this 3. Executive or key person resumes bid/quotation, provided that no default shall occur to 4. Evidence of ability to meet delivery schedule deliver in less than the number of days stated in this 5. Ability to meet specification quality requirements bid/quotation from the date of receipt of notice to 6. Availability of production capacity ship/deliver. 1.22 – In the event that the successful bidder fails to 1.16 – Auburn University is not necessarily bound to make delivery of acceptable goods on or before the accept the lowest bid if that bid is contrary to the best agreed delivery date and the University expends interest of the University. In making an award, intangible unreasonable time, effort, telephone calls and factors such as the service capability, integrity, facilities, correspondence, the University will bill the supplier at a equipment, reputation and past performance of the firm reasonable cost for such and deduct it from the submitting the bid may be weighed. When other factors applicable invoice. are clearly stated in the bid document, they will also be used in determining an award. 1.23 – Any Purchase Order/contract resulting from this bid/quotation can be cancelled without penalty if any of In the case of a tie for low cost, the Procurement Official the following conditions exist: may use the following: If one of the bidders has an a. Breach of contract existing contract and performance on an existing b. The vendor fails to furnish a satisfactory contract is satisfactory, this bidder gets the award. performance bond within the time specified when such a bond is required. Conversely, if performance on an existing contract is c. Failure of the vendor to make delivery within the documented as not satisfactory, award goes to the other time specified. tie bidder. If one tie bidder is local, preference may be d. In the event material, supplies or equipment given to that bidder. furnished does not meet specifications. e. Where the contract was obtained by fraud, 1.17 – All additional charges such as shipping, collusion, conspiracy or any other unlawful means. installation, insurance or other cost must be fully itemized with the bid/quote. Charges not specified at the The Purchase Order/contract may also be cancelled by time of the bid/quote will not be honored. convenience by any party. The effective date of cancellation shall be thirty days of written notice of intent 1.18 – It is mutually agreed by and between Auburn by one of the parties. The vendor will, however, will be University and the bidder that the University’s required to honor all orders that were prepared and acceptance of the bidder’s offer by the issuance of a dated prior to the date of cancellation, if required to do Purchase Order shall create a contract between the two so by the University. parties. Any exceptions taken by the bidder, which are not included in the Purchase Order, will not be a part of 1.24 – The University reserves the right to award as the contract. Therefore, in the event of a conflict many term contracts for the supply of any class or type between the terms and conditions of this bid/quote and of commodity as may be to the best interest of the information submitted by a bidder, the terms and University. conditions of this bid/quotation and resulting Purchase Order will govern. 1.25 – This section will apply when items in the bid/quotation are requested to be on a “furnish and install” basis. The successful bidder will have the

24 complete responsibility for the items or system until it is conform to and comply with such applicable standards in place and working. Any special installation and regulations. All applicable contracts will comply with preparation and requirement will be submitted to the the Davis-Bacon Act. University after the receipt of a purchase order. All transportation and cooperation arrangements will be 1.30 – ADVERTISING. No advertising or publicity matter responsibility of the successful bidder. The delivery of having or containing any reference to Auburn University equipment will be coordinated so that items will be or any of its faculty/staff shall be made by successful delivered directly to the installation site. This will bidder or any one in successful bidder’s behalf unless minimize the risk of damage and avoid double handling successful bidder has written consent of the University. by University personnel. No public release of information, news release, 1.26 – Any alleged oral agreement made by a bidder or announcement, denial or confirmation of this order or contractor, with any university department or employee the subject matter hereof, shall be made without the will be disregarded. University’s prior written approval.

1.27 – Prompt payment discounts (“cash discounts”) will 1.31 - LAW. The laws of the State of Alabama shall not be considered in determining the lowest bidder. govern any order, and the venue of any action brought hereunder may be laid in or transferred to the County of 1.28 – Successful bidder may be required to furnish Lee, State of Alabama. policies or certificates of insurance, with Auburn University, its Board of Trustees, Faculty, Staff, and 1.32 – PAYMENT TERMS. Unless otherwise specified agents named as additional insured, as follows: in the purchase Order/contract terms of payment are “Net 30 days.” 1. a. Workman’s Compensation – Statutory b. Employer’s Liability - $1,000,000.00 1.33 – INSOLVENCY. If vendor ceases to conduct normal business operations (including inability to meet 2. Comprehensive General Liability its obligations), of if any proceedings under bankruptcy or insolvency laws is brought by or against vendor, or a a. General Aggregate - $1,000,000.00 receiver for vendor is appointed or applied for, or vendor b. Products-Complete - $1,000,000.00 makes an assignment for the benefit or creditors, the Operations Aggregate University may terminate this order, without liability, c. Personal & Advertising - $1,000,000.00 except for deliveries previously made and for supplies injury completed and subsequently in accordance with the d. Each occurrence or single limits of - terms or the order. In the event of the vendor’s $1,000,000.00 insolvency, the University shall have the right to procure the balance of this order from others without liability. 3. Automobile Liability 1.34 - CANCELLATION FOR LACK OF FUNDING. This a. Bodily injury - $1,000,000.00 Each Person purchase order/contract may be cancelled without $1,000,000.00 Each Occurrence further obligation on the part of Auburn University in the b. Property damage or combined single event that sufficient, appropriated funding is unavailable $1,000,000.00 each occurrence limit of to assure full performance of its terms. The Vendor shall $1,000,000 be notified in writing of such non-appropriation at the earliest opportunity. Due to the nature of some projects, Auburn University reserves the right to require additional limits of liability 1.35 - Contractor certifies that neither it, nor any of its coverage. employees who will provide or perform services under this contract, have been debarred, suspended, or 1.29 - Successful bidder agrees to comply with the declared ineligible as defined in the Federal Acquisition conditions of all applicable Federal Non-Discrimination Regulation (FAR 48 C.F.R Ch 1 Subpart 9.4). and Equal Opportunity laws, the Federal Occupational Contractor will immediately notify the University if the Safety and Health Act of 1970 (OSHA), the Washington Contractor or any of its employees who will provide or Industrial Safety Act of 1973 (WISHA), as amended, perform services under this contract is placed on the and the standards and regulations issued there under, Consolidated List of Debarred, Suspended, and and certifies that all items furnished and purchased will Ineligible Contractors.

Attachment A. Calendar of Events

RFP Released June 7th, 2017

Deadline for Requests for th June 14 , 2017 at 5:00 PM, CDT Changes/Clarifications

Proposals Due/Proposal Opening June 21st, 2017 at 10:30 AM, CDT

Negotiation Period Through June 30th, 2017

Contract Execution June 30th, 2017

Note: All dates listed above are anticipated and not fixed. AU may change any dates above, at its sole discretion.