state of california - cal expo

33
CALIFORNIA EXPOSITION & STATE FAIR P.O. Box 15649 Sacramento, CA 95852-1649 State of California Gavin Newsom, Governor State of California California Exposition & State Fair REQUEST FOR PROPOSAL CALIFORNIA STATE FAIR EXCLUSIVE BEVERAGE SALES PURVEYOR SPONSORSHIP AGREEMENT CSF-RFP # 22-1160 February 23, 2022 You are invited to review and respond to this Request for Proposal (RFP), entitled California State Fair Exclusive Beverage Sales Purveyor, Sponsorship Agreement, CSF-RFP # 22-1160. In submitting your proposal, you must comply with these instructions. Note that all agreements entered into with the State of California will include by reference General Terms and Conditions and Contractor Certification Clauses that may be viewed and downloaded at: https://www.dgs.ca.gov/OLS/Resources/Page-Content/Office-of-Legal-Services- Resources-List-Folder/Standard-Contract-Language?search=general%20terms An optional facility tour will be conducted on Monday, March 7, 2022 at 10:00 AM at Cal Expo located at 1600 Exposition Boulevard, Sacramento, California, 95815. The facility tour will commence in the Administration Building. The deadline for submitting proposals is Tuesday, March 15, 2022 by 4:00 PM. If you have questions or should you need any clarifying information, please submit your questions to the email shown below. Answers to all questions will be compiled and posted. Contracts/Procurement Manager California Exposition & State Fair [email protected] Please note that no verbal information given will be binding upon the State unless such information is issued in writing as an official addendum.

Upload: khangminh22

Post on 01-May-2023

1 views

Category:

Documents


0 download

TRANSCRIPT

CALIFORNIA EXPOSITION & STATE FAIR P.O. Box 15649 Sacramento, CA 95852-1649 State of California Gavin Newsom, Governor

State of California California Exposition & State Fair

REQUEST FOR PROPOSAL

CALIFORNIA STATE FAIR EXCLUSIVE BEVERAGE SALES PURVEYOR

SPONSORSHIP AGREEMENT

CSF-RFP # 22-1160 February 23, 2022 You are invited to review and respond to this Request for Proposal (RFP), entitled California State Fair Exclusive Beverage Sales Purveyor, Sponsorship Agreement, CSF-RFP # 22-1160. In submitting your proposal, you must comply with these instructions. Note that all agreements entered into with the State of California will include by reference General Terms and Conditions and Contractor Certification Clauses that may be viewed and downloaded at: https://www.dgs.ca.gov/OLS/Resources/Page-Content/Office-of-Legal-Services-Resources-List-Folder/Standard-Contract-Language?search=general%20terms An optional facility tour will be conducted on Monday, March 7, 2022 at 10:00 AM at Cal Expo located at 1600 Exposition Boulevard, Sacramento, California, 95815. The facility tour will commence in the Administration Building. The deadline for submitting proposals is Tuesday, March 15, 2022 by 4:00 PM. If you have questions or should you need any clarifying information, please submit your questions to the email shown below. Answers to all questions will be compiled and posted.

Contracts/Procurement Manager California Exposition & State Fair

[email protected] Please note that no verbal information given will be binding upon the State unless such information is issued in writing as an official addendum.

California Exposition & State Fair Cal Expo Exclusive Sales Beverage Purveyor-Sponsorship Agreement

CSF-RFP #22-1160 Page 2 of 29

A. Background

California Exposition & State Fair (“Cal Expo”) is an independent, self-sufficient state government entity desirous of developing and maintaining an exclusive beverage sales purveyor sponsorship program in order to establish an independent and continuing revenue stream to assist in financing facility operations and capital improvements. The California State Fair began in 1854 as a promotional vehicle to enhance California’s reputation for agriculture and major industries. Today, California is the national leader in agricultural exports and is the sixth largest economy in the world. Upwards of 3,000,000 patrons attend events at Cal Expo each year spread over more than 100 events. The flagship event is the annual California State Fair, which typically runs 17 days and attracts more than 700,000 patrons. Cal Expo desires to maintain a diverse product line and level of service including, but not limited to, providing on-ground carbonated and non-carbonated beverage products, packaged water, isotonic drinks, teas, cups, and support services on an exclusive year-round sales basis and full-time personnel trained and experienced in management, safety, marketing, public relations, and promotions (alcoholic and cannabis infused drinks are excluded in this RFP).

Beverage sales distributors (Sponsor or Proposer) interested in entering into a sponsorship/revenue agreement of up to five (5) years with a five (5) year option, beginning on May 1, 2022 (or sooner if possible), must first demonstrate that it can meet the required qualifications as set forth in this Request for Proposal (RFP).

B. General Information 1. Current Fair Dates: The 2022 California State Fair will be held July 15 through

31, 2022. Future years’ California State Fair dates may be similar. 2. Current Fair Hours: Monday through Thursday, 11:00 a.m. until 10:00 p.m.;

Friday through Sunday, 10:00 a.m. until 10:00 p.m. A. Category: Sponsor shall be designated the “Official and Exclusive

Beverage Sales Purveyor” of the California Exposition & State Fair (alcoholic and cannabis infused drinks are excluded). Sponsor agrees to provide on-ground carbonated and non-carbonated beverage products, packaged water, isotonic drinks, teas, cups, and support services on an exclusive year-round sales basis. Successful proposer may be provided the opportunity to sell and/or distribute ice or snack products (chips and similar by-products, nut snacks, trail mix, mixed nuts, etc.) during the annual State Fair, and be written into the final agreement. This option will be subject to

California Exposition & State Fair California State Fair Exclusive Beverage Sales Purveyor-Sponsorship Agreement

CSF-RFP #22-1160 Page 3 of 29

negotiation to best meet Cal Expo’s needs. Exclusive sales rights do not include home delivered water and specialty drinks.

3. Service & Equipment: The 17-day California State Fair involves more than 100

concession stand/service locations that must be serviced and stocked in a timely, efficient manner prior to opening day of the State Fair as well as daily thereafter and regularly throughout each day of the Fair. During the remaining portion of the year, Cal Expo hosts a number of public and private events attracting visitors and guests numbering upwards of 100,000 over a three to four-day period.

Currently Spectra Food Services & Hospitality is Cal Expo’s year-round master food concessionaire through December 31, 2022. Sponsor shall be required to service Spectra Food Services & Hospitality for its business operation through the end of December. After December 31, 2022, Sponsor shall be responsible to service Spectra or any subsequent concessionaire(s) for Cal Expo in the same manner.

Sponsor will meet with Cal Expo staff and concessionaires regularly throughout the year to insure and demonstrate Sponsor’s willingness and ability to provide necessary services.

It is absolutely critical that the Sponsor provide the services described herein recognizing that time is of the essence. When Sponsor is notified of issues, Sponsor shall be on-site within a reasonable time to fix the problem immediately. Sponsor shall cooperate with Cal Expo and work diligently and in good faith to correct any problems expeditiously.

C. Scope of Services 1. Sponsor agrees to the following conditions of service and equipment:

A. Provide, at no cost to Cal Expo, beverage products, logo/copyrighted cups, menu boards, barrels, point of sale collateral and support services in sufficient quantity to meet the needs of all concessionaires at Cal Expo and during the annual Fair.

B. Provide and maintain sufficient product, supplies, and personnel on-grounds

during all operating hours of the annual Fair to provide timely and efficient service and deliveries to concessionaires.

1) Ability to keep two (2) to four (4) people on the grounds during the time

the Fair is open.

California Exposition & State Fair California State Fair Exclusive Beverage Sales Purveyor-Sponsorship Agreement

CSF-RFP #22-1160 Page 4 of 29

. 2) Ability to provide a “staffed headquarters” location for concessionaires

to place orders and pay daily for their purchases.

3) Ability to take orders daily and sometimes twice daily from over 100 concessionaires.

4) Ability to deliver daily and sometimes twice daily to over 100 stands

and/or service locations.

5) Ability to charge concessionaires daily and then receive all cash transactions to cover charges upon the end of the Fair.

6) Ability to place and service, before 9:00 a.m., 7 days per week, up to 40

vending machines during the State Fair.

7) Ability to install and maintain over 100 post mix units during the 17 days of the State Fair. In addition, the following Glass Door Refrigeration Units in support of the bottled water and bottled soda is required:

(a) Up to 40 single door refrigerators (b) Up to 10 double door refrigerators (c) Up to 20 countertop refrigerators

8) Ability to service and repair any and all concessionaires beverage equipment within a one (1) hour time frame, seven (7) days per week.

9) Ability to create a souvenir cup for the State Fair concessionaires.

C. Sponsor may charge concessionaires for parts and supplies necessary to

maintain and repair concessionaire beverage equipment. Charges for such parts and supplies shall be ordinary and reasonable. Service rates and published charges must be provided to Cal Expo in advance.

D. Provide, at no cost to concessionaires or Cal Expo, all necessary labor and supplies, promotional materials, signs, etc., to provide signage and other point of sale promotions as mutually agreed upon by the parties.

E. Provide, at no cost to concessionaires or Cal Expo, all equipment necessary

to operate throughout the grounds. An example of past equipment usage is as follows: 1) 14 permanent bar gun machines (in satellite wagering facility) 2) 20 single door refrigerators 3) 5 double door refrigerators 4) 10 countertop refrigerators

California Exposition & State Fair California State Fair Exclusive Beverage Sales Purveyor-Sponsorship Agreement

CSF-RFP #22-1160 Page 5 of 29

F. During the State Fair period (beginning ten (10) days before and ending ten

(10) days after) more than 40 coin/bill operated beverage vending machinesmay be required in locations mutually agreed upon by both parties. Twenty-four percent (24%) of gross sales during this period from vending machines will be paid directly to Cal Expo. Both parties will mutually determine the retail price for products vended.

G. Provide approximately ten (10) coin/bill operated soft drink vending machines located at Cal Expo year-round. Twenty-four percent (24%) of gross sales from the vending machines will be paid directly to Cal Expo. Both parties will mutually determine the retail price for products vended.

H. Sell and deliver all syrup to concessionaires at “national” pricing, and cans

and bottles at prevailing wholesale market price. I. Successful proposer may be provided the opportunity to sell and/or

distribute ice during the annual State Fair, and be written into the final agreement. This option will be subject to negotiation to best meet Cal Expo’s needs.

J. Successful proposer may be provided the opportunity to sell and/or

distribute snack products (chips and similar by-products, nut snacks, trail mix, mixed nuts, etc.) during the annual State Fair, and be written into the final agreement. This option will be subject to negotiation to best meet Cal Expo’s needs.

D. Sponsor Benefits:

Cal Expo Partnership 1) Year-Round Product Sales Exclusivity:

(a) Sponsor will receive year-round product sales exclusivity in the

carbonated and non-carbonated beverage products, packaged water, isotonic drinks, teas, cups and support services for Cal Expo (excluding alcohol and cannabis infused products).

(b) Sponsor will receive the designation as the Official Beverage of Cal

Expo. 2) Year-Round Partnership:

(a) Sponsor will be an Official Partner of the Main, East and West Gates at

Cal Expo.

California Exposition & State Fair California State Fair Exclusive Beverage Sales Purveyor-Sponsorship Agreement

CSF-RFP #22-1160 Page 6 of 29

3) Advertising and Media: Sponsor will receive:

(a) Print:

(i) Logo inclusion in Cal Expo collateral.

(b) Outdoor:

(i) A minimum of four (4) :07 messages per hour displayed on both

sides of the electronic billboard on the Capital City Freeway and Main Gate electronic billboards throughout the calendar year. Cal Trans estimates traffic viewership of 90,000 views per day.

Daily messages displayed on the electronic billboard on Exposition Boulevard during the California State Fair and throughout the calendar year. Cal Trans estimates traffic viewership of 90,000 views per day.

(c) Internet: Home page logo placement, hyperlink, and identification as an Official Year-Round Partner and Official Partner of the California Exposition and State Fair on the California State Fair web site: www.calexpostatefair.com.

4) Marketing Rights: Year-round opportunity to use Cal Expo’s marks and

logos for promotional purposes. Marks and logos include: Cal Expo, California State Fair, Sacramento Independence Day Celebration (if applicable). Cal Expo reserves the right of final approval.

K. California State Fair Partnership: Title Partner of the Main Promenade and

Food Court located in the heart of the California State Fair grounds. 1) Signage: Signage to be produced by Sponsor and comply with Cal Expo’s

specifications to ensure a consistent look and the best placement. Sponsor may receive exposure from signage on network, cable channel, social media coverage and press photos, over and above the on-site impressions at the Fair, Sponsor will receive: (a) Prominent signage professionally incorporated within the Main

Promenade. (b) Inclusion in Official Partner signage at the three (3) Fair entrance gates

during the California State Fair.

California Exposition & State Fair California State Fair Exclusive Beverage Sales Purveyor-Sponsorship Agreement

CSF-RFP #22-1160 Page 7 of 29

2) Advertising and Media Exposure: Sponsor will receive:

(a) Print:

(i) Logo inclusion in the Official California State Fair Program (print or

electronic). (ii) Logo inclusion in select California State Fair Daily Schedules (print

or electronic). (b) Outdoor:

(i) Hourly messages displayed on the electronic billboard at the Main

Gate on Exposition Boulevard during the California State Fair dates.

(c) Internet: (i) Logo placement, hyperlink, and identification as an Official Partner

of the California State Fair and Title Partner of the Main Promenade on the Official California State Fair web site: www.calexpostatefair.com.

(d) On-Site:

(i) Six (6) ten (10)-second public address announcements or radio

spots per day on the Voice of the Fair; average reach, 50,000 per day. (Produced radio spot to be provided by sponsor and approved by Cal Expo in advance.

(ii) Opportunity to include a costumed mascot or character(s) in the

California State Fair (if applicable). 3) Marketing Rights: Sponsor will receive:

(a) Opportunity to produce and give away themed merchandise to Fair

attendees. (i) Potential to create a California State Fair “gate” give-away (i.e. first

5,000 people receive a Sponsor keychain, fan, etc.).

(b) Royalty-free rights to use the California State Fair marks and logos during the California State Fair promotional period, currently June 1 through the end of the annual fair.

California Exposition & State Fair California State Fair Exclusive Beverage Sales Purveyor-Sponsorship Agreement

CSF-RFP #22-1160 Page 8 of 29

4) “State Fair” Hospitality Package: Sponsor will receive:

(a) One thousand (1,000) California State Fair Admission Tickets. (b) Ten (10) “VIP transferable all access credentials valid all 17 days of the

Fair. Each VIP credential includes: free parking, free admission and free rides on the California State Fair Monorail.

(c) Opportunity to purchase additional California State Fair admission

tickets at a discount of $2.00 off the general admission price. L. Sacramento Independence Day Celebration Partnership (if applicable): As

the Official Partner of the Sacramento Independence Day Celebration, Sponsor will join Cal Expo and the City and County of Sacramento to produce the largest-scale pyrotechnics display in the area. The Independence Day Celebration is a family oriented collection of activities focused around our Nation’s birthday. 1) Signage: Sponsor will receive:

(a) Prominent signage professionally incorporated at the event.

2) Advertising & Media: Sponsor will receive: (a) On-Site: A minimum of three (3) thirty (30)-second live MC

announcements during the event. (b) Internet:

(i) Logo placement, hyperlink and identification as the Official Partner

of the Sacramento Independence Day Celebration on Cal Expo’s web site: www.calexpostatefair.com.

3) Marketing Rights: Sponsor will receive:

(a) Opportunity to use Sacramento Independence Day Celebration marks

and logos for promotional purposes. Cal Expo reserves right of final approval.

(b) Opportunity to produce and give away themed merchandise to

Sacramento Independence Day Celebration attendees. (i) Potential within locations to create an interactive area to giveaway

prizes.

California Exposition & State Fair California State Fair Exclusive Beverage Sales Purveyor-Sponsorship Agreement

CSF-RFP #22-1160 Page 9 of 29

(ii) Potential to create a Sacramento Independence Day Celebration

“gate” give-away (i.e., first 5,000 people receive Sponsor 3-D fireworks glasses).

4) Sacramento Independence Day Celebration Hospitality Package: Sponsor

will receive twenty Sacramento Independence Day Celebration admission tickets.

M. California State Fair Gala Partnership (if applicable): The California State

Fair Gala is an evening of food, auctions, entertainment and awards. The Friends of the California State Fair Scholarship Program helps California’s most promising students achieve their goals and realize their dreams. Scholarships ranging from $500 to $5,000 are awarded to college students and graduating high school seniors who exhibit academic excellence, leadership potential, civic accomplishments, and a strong sense of personal commitment to continuing education. 1) Hospitality: Sponsor will receive:

(a) A table for ten (10) (b) Two (2) admission tickets to the Gala Sponsor Reception

2) Advertising & Media: Sponsor will receive name recognition with the

California State Fair Gala program. 3) Promotional Opportunity: Sponsor will receive opportunity to produce and

give away themed merchandise to California State Fair Gala attendees (subject to approval by Cal Expo).

4. Sales History: During the COVID Pandemic, most events at Cal Expo were

cancelled, including the annual California State Fair in both 2020 and 2021. As California reopens events, Cal Expo will return to being the highest attended event facility in the region. The sales history represents Pre-Pandemic numbers, as shown in Exhibit A.

5. Term of Sponsorship Agreement: The term of this agreement is for five (5) years, from May 1, 2022 (or sooner if possible) through April 30, 2026, with one additional five (5) year option at terms mutually agreeable.

6. Board Approval: Cal Expo Board approval is required for all revenue contracts over $100,000 per year and those revenue contracts in which terms exceed four (4) years.

California Exposition & State Fair California State Fair Exclusive Beverage Sales Purveyor-Sponsorship Agreement

CSF-RFP #22-1160 Page 10 of 29

E. Minimum Qualifications for Proposers

The proposer must demonstrate that it meets the following minimum qualifications to be considered responsive to this Request for Proposal. Failure to satisfy the minimum qualifications shall be cause for immediate rejection of the respondent’s proposal. 1. Relevant Experience: Proposer qualifications and demonstrated experience

and references must have been in business as a beverage sales sponsor at a venue with at least 300,000 patrons.

2. References: Three (3) favorable references in servicing large venues such as Cal Expo.

3. Diverse Product Line: Proposer must have a diverse product line as described on Page 2 of this RFP.

F. Proposal Requirements and Information

1. Key Action Dates

Event Date RFP Published Wednesday, February 23, 2022 Optional Facility Tour Monday, March 7, 2022, 10:00 AM Questions Due Wednesday, March 9, 2022, 5:00 PM Answers Provided Friday, March 11, 2022, 5:00 PM Final Date for Proposal Submission Tuesday, March 15, 2022, 4:00 PM Notice of Scoring Committee Results Friday, March 18, 2022 (tentative)

2. Required Proposal Content

a) Provide evidence which demonstrates that the proposer meets the minimum requirements as described in Section C, Scope of Services, of this RFP.

b) Provide detailed information, i.e., event name, address, telephone number, contact name, and event dates that the proposer has participated as an exclusive beverage sales purveyor for a State Fair or County Fair.

California Exposition & State Fair California State Fair Exclusive Beverage Sales Purveyor-Sponsorship Agreement

CSF-RFP #22-1160 Page 11 of 29

c) Provide three (3) references from Fairs that the proposer has worked with

(under sponsorship agreement) within the last five (5) years.

d) Identify the individual on the Proposer’s account team who will manage the agreement work. Document individuals overall experience in beverage sponsorship, including those events and/or venues similar to that of the California State Fair and Cal Expo.

e) Provide Sponsorship Investment Proposal.

f) Additional Information:

(1) Along with the mandatory requirements, the proposer may also include any other relevant information. Proposals will be scored based on the information submitted in the proposal.

(2) Successful proposer may be provided the opportunity to sell and/or distribute ice during the annual State Fair, and be written into the final agreement. This option will be subject to negotiation to best meet Cal Expo’s needs.

(3) Successful proposer may be provided the opportunity to sell and/or

distribute snack products (chips and similar by-products, nut snacks, trail mix, mixed nuts, etc.) during the annual State Fair, and be written into the final agreement. This option will be subject to negotiation to best meet Cal Expo’s needs.

3. Submission of Proposal:

a) Proposals should provide straightforward and concise descriptions of the

proposer's ability to satisfy the requirements of this RFP. The proposal must be complete and accurate. Omissions, inaccuracies or misstatements will be sufficient cause for rejection of a proposal.

b) The proposal package should be prepared in the least expensive method.

c) All proposals must be submitted via email and sent to Cal Expo by dates and times shown in Section D, Proposal Requirements and Information. Proposals received after this date and time will not be considered.

[email protected]

Contracts/Procurement Manager California Exposition & State Fair

CSF-RFP #22-1160 California State Fair Exclusive Beverage Sales Purveyor-

Sponsorship Agreement

California Exposition & State Fair California State Fair Exclusive Beverage Sales Purveyor-Sponsorship Agreement

CSF-RFP #22-1160 Page 12 of 29

If the proposal is made under a fictitious name or business title, the actual legal name of proposer must be provided.

g) All proposals shall include the documents identified in Section F, Required Attachments. Proposals not including the proper "required attachments" shall be deemed non-responsive. A non-responsive proposal is one that does not meet the basic proposal requirements.

h) Proposals must be submitted for the performance of all the services

described herein. Any deviation from the work specifications will not be considered and will cause a proposal to be rejected.

i) A proposal may be rejected if it is conditional or incomplete, or if it contains

any alterations of form or other irregularities of any kind. Cal Expo may reject any or all proposals and may waive any immaterial deviation in a proposal. Cal Expo’s waiver of immaterial deviation shall in no way modify the RFP document or excuse the proposer from full compliance with all requirements if awarded the agreement.

j) Costs incurred for developing proposals and in anticipation of award of the

agreement are entirely the responsibility of the proposer and shall not be charged to Cal Expo.

k) An individual who is authorized to bind the proposing firm contractually shall

sign the Attachment 1, Proposal/Proposer Certification Sheet. The signature must indicate the title or position that the individual holds in the firm. An unsigned proposal may be rejected.

l) A proposer may modify a proposal after its submission by withdrawing its

original proposal and resubmitting a new proposal prior to the proposal submission deadline as set forth in the Key Action Dates. Proposal modifications offered in any other manner, oral or written, will not be considered.

m) A proposer may withdraw its proposal by submitting a written withdrawal

request to Cal Expo, signed by the proposer or an authorized agent. A proposer may thereafter submit a new proposal prior to the proposal submission deadline. Proposals may not be withdrawn without cause subsequent to proposal submission deadline.

n) Cal Expo may modify the RFP prior to the date fixed for submission of

proposals by the issuance of an addendum to all parties who received a proposal package.

California Exposition & State Fair California State Fair Exclusive Beverage Sales Purveyor-Sponsorship Agreement

CSF-RFP #22-1160 Page 13 of 29

o) Cal Expo reserves the right to reject all proposals. Cal Expo is not required

to award an agreement. p) Before submitting a response to this solicitation, proposers should review,

correct all errors and confirm compliance with the RFP requirements. q) More than one proposal from an individual, firm, partnership, corporation or

association under the same or different names, will not be considered. r) Cal Expo does not accept alternate contract language from a prospective

contractor. A proposal with such language will be considered a counter proposal and will be rejected.

s) No oral understanding or agreement shall be binding on either party.

4. Evaluation Process

a) At the time of proposal opening, each proposal will be checked for the

presence or absence of required information in conformance with the submission requirements of this RFP.

b) Proposals that contain false or misleading statements, or which provide

references, which do not support an attribute or condition claimed by the proposer, may be rejected.

c) Award, if made, will be to the highest scored responsible proposal. d) Proposal Evaluation: The proposals that meet the minimum qualifications

will be evaluated and scored according to the criteria indicated below.

Proposal Rating/Scoring Criteria

Maximum Possible Points

Proposer’s qualifications and demonstrated experience in maintaining a diverse product line and level of service at a venue with at least 300,000 patrons

30

Experience and references in servicing large venues such as Cal Expo

30

Sponsor Investment Proposal

40

TOTAL POSSIBLE POINTS 100

5. Award of Agreement: All parties that submit a timely proposal will be notified,

via email, of the results of the scoring committee.

California Exposition & State Fair California State Fair Exclusive Beverage Sales Purveyor-Sponsorship Agreement

CSF-RFP #22-1160 Page 14 of 29

6. Disposition of Proposals

a) Upon proposal opening, all documents submitted in response to this RFP

will become the property of Cal Expo and will be regarded as public records under the California Public Records Act (Government Code Section 6250 et seq.) and subject to review by the public.

b) Proposal packages may be returned only at the proposer's expense, unless

such expense is waived by the awarding agency.

F. Required Attachments

Refer to the following pages for additional Required Attachments that are a part of this RFP.

California Exposition & State Fair California State Fair Exclusive Beverage Sales Purveyor-Sponsorship Agreement

CSF-RFP #22-1160 Page 15 of 29

ATTACHMENT 1

PROPOSAL/PROPOSER CERTIFICATION SHEET

This Proposal/Proposer Certification Sheet must be signed and returned along with all the "required attachments" as an entire package with original signatures. The proposal must be transmitted in a sealed envelope in accordance with RFP instructions. A. Place all required attachments behind this certification sheet. B. The signature affixed hereon and dated certifies compliance with all the requirements

of this proposal document. The signature below authorizes the verification of this certification.

An Unsigned Proposal/Proposer Certification Sheet May Be

Cause For Rejection

1. Company Name 2. Telephone Number 2a. Fax Number

( ) ( )

3. Address

Email address

Indicate your organization type: 4. Sole Proprietorship 5. Partnership 6. Corporation

Indicate the applicable employee and/or corporation number: 7. Federal Employee ID No. (FEIN)

8. California Corporation No.

9. Indicate applicable license and/or certification information:

10. Proposer’s Name (Print) 11. Title

12. Signature 13. Date

California Exposition & State Fair California State Fair Exclusive Beverage Sales Purveyor-Sponsorship Agreement

CSF-RFP #22-1160 Page 16 of 29

Completion Instructions for Proposal/Proposer Certification Sheet

Complete the numbered items on the Bid/Bidder Certification Sheet by following the instructions below.

Item Numbers

Instructions

1, 2, 2a, 3

Must be completed. These items are self-explanatory.

4

Check if your firm is a sole proprietorship. A sole proprietorship is a form of business in which one person owns all the assets of the business in contrast to a partnership and corporation. The sole proprietor is solely liable for all the debts of the business.

5

Check if your firm is a partnership. A partnership is a voluntary agreement between two or more competent persons to place their money, effects, labor, and skill, or some or all of them in lawful commerce or business, with the understanding that there shall be a proportional sharing of the profits and losses between them. An association of two or more persons to carry on, as co-owners, a business for profit.

6

Check if your firm is a corporation. A corporation is an artificial person or legal entity created by or under the authority of the laws of a state or nation, composed, in some rare instances, of a single person and his successors, being the incumbents of a particular office, but ordinarily consisting of an association of numerous individuals.

7 Enter your federal employee tax identification number.

8

Enter your corporation number assigned by the California Secretary of State’s Office. This information is used for checking if a corporation is in good standing and qualified to conduct business in California.

9

Complete, if applicable, by indicating the type of license and/or certification that your firm possesses and that is required for the type of services being procured.

10, 11, 12, 13

Must be completed. These items are self-explanatory.

California Exposition & State Fair California State Fair Exclusive Beverage Sales Purveyor-Sponsorship Agreement

CSF-RFP #22-1160 Page 17 of 29

ATTACHMENT 2 SPONSOR INVESTMENT PROPOSAL

Name of Proposer: ____________________________________________________

Signature of Proposer: _________________________________________________

Indicate the investment proposal in the spaces below. Sponsor Investment:

A. Sponsor proposes a 1st year annual amount of (8 months):

May 1 – Dec. 31, 2022 $_____________________________

Required minimum guarantee is $120,000

Year 2: Jan. 1 – Dec. 31, 2023 $_____________________________ Required minimum guarantee is $150,000

Year 3: Jan. 1 – Dec. 31, 2024 ____________________________ % increase over Year 2

Year 4: Jan. 1 – Dec. 31, 2025 _____________________________

% increase over Year 3

Year 5: Jan. 1 – Dec. 31, 2026 _____________________________ % increase over Year 4

B. Successful proposer may be provided the opportunity to sell and/or distribute ice during the annual State Fair, and be written into the final agreement. This option will be subject to negotiation to best meet Cal Expo’s needs.

C. Successful proposer may be provided the opportunity to sell and/or distribute snack products (chips or similar by-products, nut snacks, trail mix, mixed nuts, etc.) during the annual State Fair, and be written into the final agreement. This option will be subject to negotiation to best meet Cal Expo’s needs.

D. In addition to cash sponsorship, Sponsor will provide the following:

1) The inclusion of a logo/ID of Cal Expo in $100,000 worth of its advertising

each year. Cal Expo shall specify the words or logo to be used in each advertisement. Sponsor shall supply affidavits of advertising no later than December 31 of each year.

California Exposition & State Fair California State Fair Exclusive Beverage Sales Purveyor-Sponsorship Agreement

CSF-RFP #22-1160 Page 18 of 29

A comprehensive promotional campaign for the annual California State Fair, as mutually agreed by Cal Expo and Sponsor. Cal Expo reserves the right to substitute existing promotions with programs of equivalent value.

2) Customized State Fair logo cups at an agreed upon cost to

concessionaires, which cost shall be agreed to by Cal Expo and Sponsor. 3) Sponsor will provide free beverage products to Cal Expo in an annual

amount of $_________ (value based on national pricing). Said product will be used by Cal Expo for guest relations and official business meetings.

4) Sponsor shall provide $___________ worth of beverage products in the first

year of the agreement, with increases of_____ percent ( __ %) each year thereafter (value based on national pricing or prevailing wholesale market price).

5) Sponsor shall provide national pricing to the Friends of the California State

Fair nonprofit.

California Exposition & State Fair California State Fair Exclusive Beverage Sales Purveyor-Sponsorship Agreement

CSF-RFP #22-1160 Page 19 of 29

Sample Standard (Sponsorship/Revenue) Agreement In addition to the Scope of Services included in this RFP, Sponsor will be required to agree to the following or similar terms and conditions: 1. Cal Expo’s and Sponsor’s Approvals of Use of Their Trademarks

A. Cal Expo Approval. Sponsor agrees that Exposition shall have the right to approve, or to withhold its approval for any or no reason, the manner in which the Exposition Trademarks will be used by Sponsor. Each use by Sponsor of the Exposition Trademarks shall require the prior approval of Exposition. All requests for the approval of Cal Expo shall be submitted in writing to Cal Expo at the address provided in Paragraph 13, to the attention of "Trademark Approvals". All requests for approvals shall be accompanied by the proposed content, black and white photographs, art work, and such other examples, prototypes and information as Cal Expo may reasonably request. Cal Expo shall have ten (10) business days to accept or reject each such request, and if rejected, Cal Expo shall provide the reason for the rejection. Sponsor shall not use any materials which are rejected by Cal Expo. Silence by Cal Expo shall not be deemed its consent or approval, and if no response is received by Sponsor within the ten (10) business day period, Sponsor shall fax Cal Expo a second request for approval of the subject material, and if Cal Expo does not respond within one (1) business day after receiving such fax, then the Cal Expo approval shall be deemed given.

B. Sponsor Approval. Cal Expo agrees that Sponsor shall have the right to approve, or to withhold its approval for any or no reason, the manner in which the Sponsor Trademarks will be used by Cal Expo. Each use by Cal Expo of the Sponsor Trademarks shall require the prior approval of Sponsor. All requests for the approval of Sponsor shall be submitted in writing to Sponsor at the address provided, to the attention of "Trademark Approvals". All requests for approvals shall be accompanied by the proposed content, black and white photographs, art work, and such other examples, prototypes and information as Sponsor may reasonably request. Sponsor shall have ten (10) business days to accept or reject each such request, and if rejected, Sponsor shall provide the reason for the rejection. Cal Expo shall not use any materials which are rejected by Sponsor. Silence by Sponsor shall not be deemed its consent or approval, and if no response is received by Cal Expo within the ten (10) business day period, Cal Expo shall fax Sponsor a second request for approval of the subject material, and if Sponsor does not respond within one (1) business day after receiving such fax, then the Sponsor approval shall be deemed given.

2. Ownership of Trademarks. A. Cal Expo Ownership. The Cal Expo and State Fair Trademarks are and shall

remain Cal Expo's sole and exclusive property, subject to the non-exclusive license granted to Sponsor under this Agreement. Sponsor shall not have the right to change the design, art work, logo and/or other symbols, colors, typeface

California Exposition & State Fair California State Fair Exclusive Beverage Sales Purveyor-Sponsorship Agreement

CSF-RFP #22-1160 Page 20 of 29

or phrases which are part of the Trademarks. All uses by Sponsor of the Cal Expo and State Fair Trademarks shall be appropriate and dignified as befits the image of Cal Expo, and shall inure solely to the benefit of the Cal Expo. Upon termination of this Agreement, and except for Sponsor’s permitted sale of unsold inventory. Sponsor will immediately cease using Cal Expo/State Fair Trademarks and all materials bearing the Cal Expo/State Fair Trademarks in any manner whatsoever. Cal Expo shall have the right to change the design, logo and/or other symbols or components of their respective Cal Expo/State Fair Trademarks at any time during the term.

Sponsor shall not acquire any rights to or ownership interests in and to any of the Cal Expo/State Fair Trademarks, except as specifically granted in this Agreement, and shall, upon request by Cal Expo or its designees, execute and deliver such documents as Cal Expo or its designees shall deem necessary to vest solely in Cal Expo all interest Sponsor may have acquired in any Cal Expo Trademarks.

Sponsor shall insert the appropriate copyright and trademark notices and the name of Cal Expo/State Fair in all materials bearing the Cal Expo/State Fair Trademarks, and shall immediately notify Cal Expo of any infringement of the Cal Expo/State Fair Trademarks of which Sponsor has knowledge.

B. Sponsor Ownership. The Sponsor Trademarks are and shall remain Sponsor's

sole and exclusive property, subject to the non-exclusive license granted to Cal Expo under this Agreement. Cal Expo shall not have the right to change the design, art work, logo and/or other symbols, colors, typeface or phrases which are part of the Trademarks. All uses by Cal Expo of the Sponsor Trademarks shall be appropriate and dignified as befits the image of the Sponsor, and shall inure solely to the benefit of the Sponsor. Upon termination of this Agreement, Cal Expo will reasonably promptly cease using the Sponsor Trademarks, but may continue to use printed materials which bear the Sponsor Trademarks. Sponsor shall have the right to change the design, logo and/or other symbols or components of their respective Sponsor Trademarks at any time during the term, provided, however, that Sponsor shall bear the cost incurred by Cal Expo in changing the Sponsor Trademarks and reprinting any materials bearing the Sponsor Trademarks.

3. Termination. Without prejudice to any other rights or remedies that Cal Expo may have, Cal Expo may immediately terminate this Agreement (a termination "for cause"), and the license to Sponsor of the Trademarks, if any one of the following events contained in subparagraph A. shall occur:

A. (1) Sponsor shall fail to comply with the Sponsorship Fee provision of the final agreement in any respect and shall fail to cure same within ten (10) days after receipt of written notice of such failure;

California Exposition & State Fair California State Fair Exclusive Beverage Sales Purveyor-Sponsorship Agreement

CSF-RFP #22-1160 Page 21 of 29

(2) Sponsor shall default under any other provision of this Agreement and shall fail to cure such default within thirty (30) days after Sponsor has received written notice specifying the default;

(3) Without prior notice, Sponsor makes an assignment for the benefit of its creditors, files a petition for, or consents to relief under any bankruptcy, reorganization, receivership, liquidation other similar arrangement or statute, or there shall be filed against it a petition for such relief which remains undismissed for thirty (30) days;

(4) Sponsor shall be convicted of the commission of any act which is an offense involving moral turpitude under any Federal, State or local law, or any act which casts an unfavorable light upon Cal Expo or the Sponsor’s association with the Cal Expo, or Sponsor performs or commits, or is accused of performing or committing any act which would unreasonably and objectively bring the Cal Expo, any of its lessees, or the State Fair, the Sponsor or the Sponsor's products or services into disrepute, contempt, scandal or ridicule at any time before, during or after the Term.

B. Upon the occurrence of such event, Cal Expo shall be entitled to terminate this Agreement upon ten (10) days written notice to Sponsor specifying the reason, within which period Sponsor may cure such offense, if curable. The determination of whether and to what extent the offense is cured or curable will be made by Cal Expo at its sole and absolute discretion.

C. Upon the Termination Date, Sponsor shall immediately and forever cease its promotions and use of the Cal Expo Trademarks, including, if applicable, the removal of the Cal Expo Trademarks from the web site of Sponsor and the link, if any, from Sponsor's web site to Cal Expo's web site, and all Sponsor’s Rights and Benefits shall immediately terminate.

D. Upon termination, Cal Expo shall reimburse Sponsor a pro-rated portion of any Sponsorship Fees previously paid to Cal Expo, less any marketing or sponsorship benefits provided to Sponsor.

4. CAPITAL IMPROVEMENTS

A. Sponsor will update, construct, and/or purchase new portable stand(s) on an annual basis. The number of any new portable stand(s) and their location will be mutually agreed to by the parties in advance of their construction or purchase, based upon needs of the annual California State Fair.

B. Sponsor shall remove all portable stands, improvements, trade fixtures, and personal property acquired by the Sponsor as a result of this Agreement and not claimed by Cal Expo, and all other Sponsor owned, leased, or rented personal property within 60 days after the conclusion of this Agreement.

California Exposition & State Fair California State Fair Exclusive Beverage Sales Purveyor-Sponsorship Agreement

CSF-RFP #22-1160 Page 22 of 29

5. PERSONNEL AND MANAGEMENT

A. Sponsor shall require of all employees that have regular contact with the public to be attired in clean, uniform clothing.

B. Sponsor shall provide a list including full name, birth date, driver’s license

number and state, residential zip code, and other background information necessary from all employees and supervising employees, including subcontractors working during the annual State Fair. This list must be submitted by June 1 of each year with a revised list to be submitted by opening day of the State Fair each year. The list will be checked against the Megan’s Law Sex Offenders file.

6. OPERATING GUIDELINES

A. Each year of this Agreement, Sponsor shall abide by all rules as outlined in the annual California State Fair Exhibit Space and Commercial & Concessions Rules and Regulations, available online at www.CalExpoStateFair.com .

B. All souvenir stands will be open and fully operational during all operating days and hours of the annual State Fair.

C. Take-down of souvenir stands will not begin until after the official closing on the

last day of the State Fair unless approved by Cal Expo. D. Golf Carts: Golf carts will not be allowed in the public areas of the fairgrounds

at any time during public hours. Cal Expo requires that all carts use the perimeter service roads during public hours. In the event of a special circumstance (i.e., health issues), written approval from Cal Expo is required for the use of a cart in the public areas during public/operating hours.

In the event of an emergency, carts may be used upon verbal approval from Cal Expo or at the direction of Cal Expo law enforcement officers or safety consultants.

7. TAXES: This Agreement may create a possessory interest in public property which

is subject to property taxation. Sponsor shall comply with all laws, regulations, and ordinances regarding the collection of taxes due any government agency, and otherwise administer the same. Cal Expo acknowledges that Sponsor intends to pursue all legal remedies available to it in the event such a tax is levied by a governmental agency.

8. AMERICANS WITH DISABILITIES ACT: Sponsor, by signing this Agreement, assures Cal Expo that it, Sponsor, and each of Sponsor’s lessees, sublessees, sub-permittees, subcontractors, vendors, Sponsors, promoters, agents, and employees, if any, comply with the Americans With Disabilities Act ("ADA") of 1990 (42 U.S.C. 12101 et. seq.) and California Disability Access statutes including, but not limited to,

California Exposition & State Fair California State Fair Exclusive Beverage Sales Purveyor-Sponsorship Agreement

CSF-RFP #22-1160 Page 23 of 29

the Unruh Civil Rights Act (Cal. Civ. Code §51 et. seq.), the California Disabled Persons Act (Cal. Civ. Code §54 et. seq.), and all relevant provisions of the Health and Safety and Business and Professions Codes, as well as all applicable regulations and guidelines issued pursuant to the ADA, namely the adopted Americans With Disabilities Act Accessibility Guidelines ("ADAAG") standards, known as the ‘ADA Standards,’ and all applicable regulations and guidelines issued pursuant to California law including Title 24 of California’s Building Code. Failure to comply may subject Sponsor to civil liability and damages. Sponsor further agrees that this covenant to comply with state and federal disability access requirements continues for the duration of the Agreement.

9. CHANGES IN OWNERSHIP

It is agreed and understood by both parties that the physical, on-site presence of the current owner or approved owner representative of Sponsor’s operation is a condition precedent to the performance of this Agreement. In the event that Sponsor decides to sell, transfer, or otherwise dispose of its ownership interest to a third party for any reason, or cease to be active in management and operation of the operations, Sponsor must immediately notify Cal Expo of such decision or occurrence in writing. After receipt of such notice, Cal Expo, at its sole option, shall have the right to terminate this Agreement by giving 30 days written notice to Sponsor. Except as provided above, Sponsor shall neither assign, sublease, nor otherwise convey any interest, in whole or in part, of any sort in this Agreement to any person or persons, entity or entities whatsoever, without prior written consent and approval by Cal Expo. Any assignment of any interest in this Agreement, if approved by Cal Expo, shall be subject to all the terms of this Agreement.

10. INDEMNIFICATION:

A. Sponsor shall defend, indemnify and hold harmless the State of California, California Exposition and State Fair, and their respective agencies, officers, directors, employees, agents and representatives (collectively Indemnitees) from and against any liability, claim, action, suit, loss, damage or expense (including, but not limited to, reasonable attorney’s fees) for injury to persons or damage to property arising out of or connected with the performance of this Agreement, excepting only that caused by the negligence or willful misconduct of Indemnitees.

11. INDEPENDENT SPONSOR: Sponsor, and the agents and employees of Sponsor,

in the performance of this Agreement, shall act in an independent capacity and not as officers or employees or agents of Cal Expo.

12. AMENDMENT: No amendment or variation of the terms of this Agreement shall be

valid unless made in writing, signed by the parties and approved as required. No

California Exposition & State Fair California State Fair Exclusive Beverage Sales Purveyor-Sponsorship Agreement

CSF-RFP #22-1160 Page 24 of 29

oral understanding or Agreement not incorporated in the Agreement is binding on any of the parties.

13. DAMAGE TO PROPERTY: Cal Expo assumes no responsibility for any loss or

damage to the property of Sponsor. 14. GENERAL LIABILITY INSURANCE: At all times Sponsor shall maintain at its own

cost and expense commercial general liability insurance coverage with minimum limits of at least $2,000,000 per occurrence combined single limit for bodily injury and property damage and cover damages for bodily injury, property damage, personal injury liability, and products and completed operations liability. The general liability insurance coverage shall include the following provisions:

A. State of California, California Exposition & State Fair, its agents, officers,

directors and employees are made additional insured but only insofar as the operations under this Agreement are concerned.

B. Cal Expo shall not be responsible for the payment of any premiums or assessments on the policy.

C. Sponsor shall submit insurance certificates to Cal Expo for approval by appropriate agencies prior to the commencement of operation on the premises. At least thirty (30) days prior to the expiration of any policy, a new insurance certificate with renewal information shall be filed with Cal Expo. Sponsor shall furnish Cal Expo a certified copy of the policy within ten (10) days upon request.

D. Certificate of Insurance and/or policy must cover for the term of the Agreement

including the period described as set-up and clean-up period, if any.

E. Sponsor agrees that the liability insurance herein provided shall be in effect at all times during the term of this Agreement. In the event said insurance coverage expires at any time or times during the term of this Agreement, Sponsor agrees to provide the California Exposition & State Fair, PO Box 15649, Sacramento, CA 95852, a new certificate of insurance evidencing insurance coverage as provided for herein for not less than one year or the remainder of the term of this Agreement. New Certificates of Insurance are subject to the approval of the California Exposition & State Fair and Sponsor agrees that no activity by Sponsor contemplated by this Agreement be performed after the insurance expires and prior to the giving of such approval. In the event Sponsor fails to keep in effect at all times during the term of this Agreement the insurance coverage as herein provided, Cal Expo may, in addition to any other remedies it may have, terminate this Agreement upon the occurrence of such event.

15. WORKERS’ COMPENSATION INSURANCE: Sponsor certifies that it is aware of

the provisions of Section 3700 of the Labor Code which requires every employer to be insured against liability for Workers’ Compensation or to undertake self-

California Exposition & State Fair California State Fair Exclusive Beverage Sales Purveyor-Sponsorship Agreement

CSF-RFP #22-1160 Page 25 of 29

insurance in accordance with the provisions of that Code, and Contractor affirms to comply with such provisions before commencing the performance of the work of this Agreement.

16. PROPERTY INSURANCE: At all times Sponsor shall maintain at its own cost and expense all-risk property insurance coverage on the buildings, improvements, fixtures, furnishings, equipment and all other personal property, including supplies of the Sponsor on the premises, on replacement of the property in event of loss.

17. AUTOMOBILE LIABILITY INSURANCE: At all times Sponsor shall maintain at its

own cost and expense automobile liability insurance coverage with limits not less than $1,000,000 combined single limit per accident.

18. DRUG-FREE WORKPLACE CERTIFICATION: SPONSOR will comply with the

requirements of the Drug-Free Workplace Act of 1990 and will provide a drug-free workplace by taking the following actions: A. Publish a statement notifying employees that unlawful manufacture, distribution,

dispensation, possession or use of a controlled substance is prohibited and specifying actions to be taken against employees for violations.

B. Establish a Drug-Free Awareness Program to inform employees about:

1) The dangers of drug abuse in the workplace; 2) The person's or organization's policy of maintaining a drug-free workplace; 3) Any available counseling, rehabilitation and employee assistance programs;

and 4) Penalties that may be imposed upon employees for drug abuse violations.

C. Every employee who works on the proposed Agreement will:

1) Receive a copy of the company's drug-free workplace policy statement; and 2) Agree to abide by the terms of the company's statement as a condition of

employment on the Agreement.

Failure to comply with these requirements may result in suspension of payments under the Agreement or termination of the Agreement or both and Sponsor may be ineligible for award of any future State agreements if Cal Expo determines that any of the following has occurred: Sponsor has made false certification, or violated the certification by failing to carry out the requirements as noted above. (GC 8350 et seq.)

California Exposition & State Fair California State Fair Exclusive Beverage Sales Purveyor-Sponsorship Agreement

CSF-RFP #22-1160 Page 26 of 29

19. NON-DISCRIMINATION CLAUSE: During the performance of this Agreement,

Partner and its subcontractors shall not deny the contract’s benefits to any person on the basis of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, or military and veteran status, nor shall they discriminate unlawfully against any employee or applicant for employment because of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, or military and veteran status. Partner shall insure that the evaluation and treatment of employees and applicants for employment are free of such discrimination. Contractor and subcontractors shall comply with the provisions of the Fair Employment and Housing Act (Gov. Code §12900 et seq.), the regulations promulgated thereunder (Cal. Code Regs., tit. 2, §11000 et seq.), the provisions of Article 9.5, Chapter 1, Part 1, Division 3, Title 2 of the Government Code (Gov. Code §§11135-11139.5), and the regulations or standards adopted by the awarding state agency to implement such article. Partner shall permit access by representatives of the Department of Fair Employment and Housing and the awarding state agency upon reasonable notice at any time during the normal business hours, but in no case less than 24 hours’ notice, to such of its books, records, accounts, and all other sources of information and its facilities as said Department or Agency shall require to ascertain compliance with this clause. Sponsor and its subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement. (See Cal. Code Regs., tit. 2, §11105.)

Sponsor shall include the nondiscrimination and compliance provisions of this clause in all subcontracts to perform work under the Agreement.

20. Sponsor shall utilize the premises in an orderly manner and in compliance with all

present and future applicable federal, state, and local statutes, ordinances, rules and regulations, including the proper possession of any applicable licenses or permits.

21. Cal Expo reserves the right to enter the premises to inspect, investigate, and survey

the premises as deemed necessary by Cal Expo and the right to do any work of any nature in any location on the Cal Expo grounds necessary for its preservation, maintenance, and operation. Sponsor shall use the premises in such a manner so as not to cause an interference to Cal Expo.

22. The parties to this Agreement agree that any action at law or suit in equity, relating

to this Agreement or any provision therefore, shall only be instituted and maintained in a court of competent jurisdiction in the County of Sacramento, State of California. Each party hereto waives the right to change of venue.

California Exposition & State Fair California State Fair Exclusive Beverage Sales Purveyor-Sponsorship Agreement

CSF-RFP #22-1160 Page 27 of 29

23. If any legal action is brought to enforce or interpret the provisions of this Agreement,

the prevailing party shall be entitled to reasonable attorney’s fees in addition to any

other relief to which the party may be entitled. If the party who commenced the legal or equitable proceedings dismisses the action or proceeding with or without prejudice, the defending or responding party shall be deemed the prevailing party for the purposes of recovery of attorney fees.

24. AUDIT: Sponsor agrees that Cal Expo, the Department of General Services, the

Bureau of State Audits, or their designated representative shall have the right, upon reasonable notice, to review and to copy any records and supporting documentation pertaining to the performance of this Agreement. Sponsor agrees to maintain such records for possible audit for a minimum of three (3) years after final payment, unless a longer period of records retention is stipulated. Sponsor agrees to allow the auditor(s) access to such records during normal business hours and to allow interviews of any employees who might reasonably have information related to such records. Further, Sponsor agrees to include a similar right of the State to audit records and interview staff in any subcontract related to performance of this Agreement. (GC 8546.7, PCC 10115 et seq., CCR Title 2, Section 1896). All such activities shall be performed upon reasonable notice to Sponsor.

25. DISPUTE RESOLUTION:

A. Mediation: In the event a dispute or disagreement arises in connection with an

interpretation or meaning of a particular term or provision of this Agreement, and such dispute cannot be informally resolved by the parties, the parties agree to formally mediate the dispute prior to initiating litigation. The parties agree to equally share the costs associated with such mediation.

B. Venue in Sacramento: The parties to this Agreement agree that any action at

law or suit in equity, relating to this Agreement or any provision thereof, shall only be instituted and maintained in a court of competent jurisdiction in the County of Sacramento, State of California. Each party hereto waives the right to change of venue.

C. In the event of litigation that is instituted by one party against the other, the

parties agree that, in addition to any other remedies that this Agreement or the law may allow, the prevailing party in such litigation shall recover all reasonable costs, including attorney’s fees.

26. BANKRUPTCY: Should Sponsor at any time after the execution of this Agreement

file a voluntary petition in bankruptcy or be adjudged bankrupt either upon the voluntary petition or petition of creditors of Sponsor, or should Sponsor seek, claim, or apply for any right, privilege, remedy, relief or protection afforded by any statute or statutes of the United States relating to bankruptcy, or should it make an assignment for the benefit of its creditors, or should a receiver be appointed over, or

California Exposition & State Fair California State Fair Exclusive Beverage Sales Purveyor-Sponsorship Agreement

CSF-RFP #22-1160 Page 28 of 29

should an attachment be levied and permitted to remain for a period of more than thirty (30) days following the levying of such attachment upon or against any right, privilege to this Agreement, then, and upon the happening of either of said events, all interest, rights and privileges of the California Exposition and State Fair, whether then existing or contingent in, to, under, or pursuant to this Agreement, and except such of said interest, rights and privileges as shall have been theretofore validly assigned by Sponsor pursuant to the terms, covenants and conditions of this Agreement, shall at the sole option of Cal Expo cease, terminate and end upon thirty (30) days written notice to Sponsor from Cal Expo; provided, however, if said receiver be discharged within thirty (30) days after his appointment, Sponsor may, at any time within ten (10) days thereafter, notify Cal Expo thereof and resume the performance of this Agreement, and the same shall thereupon again become in full force and effect.

27. FORCE MAJEURE: Except as otherwise specifically provided for in this

Agreement:

A. All obligations shall be suspended while said party is prevented from performance by reason of causes not reasonably within the control of said party, such as riots, war, civil disturbances, floods, fires, legal impossibility, legal impractability, acts of God or laws, provided, however, that performance shall be resumed within a reasonable time after such cause has been removed.

B. This Agreement shall not be terminated by reason of any suspension due to the

aforesaid causes.

C. The term provided for in this Agreement shall not be extended by virtue of any suspension due to the aforesaid causes.

D. In the event that Sponsor is unable to provide the services or a portion of the

services covered by this Agreement, for any reasons specified in this paragraph, Cal Expo is duly authorized to provide such service or portion thereof, in such manner as it may deem proper.

28. MEGAN’S LAW: Prior to start of work, Contractor shall provide Cal Expo with a list

of all individuals, including any subcontractors, ages 18 and over who have access to the Cal Expo premises by completing Cal Expo’s Megan’s Law Form. All such individuals will be checked by Cal Expo’s authorized representative through the California Department of Justice Megan’s Law Sex Offenders file.

29. DRONE POLICY: In order to protect the safety, security, privacy, and property interests of Cal Expo, its employees, agents, contractors, and the public, any operation or use of unmanned aircraft systems, remote or radio controlled model aircraft of all types, shapes, and sizes, or any other similar type devices (collectively “Drones”) is prohibited on the premises of Cal Expo or within the Cal Expo’s air

California Exposition & State Fair California State Fair Exclusive Beverage Sales Purveyor-Sponsorship Agreement

CSF-RFP #22-1160 Page 29 of 29

rights, without prior written approval from Cal Expo. Be advised that violation of this policy will result in immediate ejection from Cal Expo’s premises and may subject the violator to a criminal trespass warning or arrest for those who fail to comply.

The remainder of this page is intentionally left blank.

Exhibit A

Soft Drink/Water Sales

Cal Expo

Vending Sales Comp ~ Yr. 12/2019 vs. YAG - Cal Expo

Product Name Volume Volume

2019 2018

12Z CN 12FP_CHRY COKE ZRO 11.6 15.8

12Z CN 12FP_COKE ORG VAN 27.5 0.0

12Z CN 12FP_COKE ZRO SGR 19.5 23.2

12Z CN 12FP_FANTA ORG 110.9 92.7

12Z CN 12FP_FUZ ICE T LMN 4.1 5.5

12Z CN 12FP_PIBB XTRA 89.8 135.0

12Z CN 6P_COKE 150.0 174.3

12Z CN 6P_DT COKE 71.9 79.0

12Z CN 6P_SPRITE 120.0 126.0

16Z CN 24LS_MON LO CARB NRG 1.6 5.1

16Z CN 24LS_MON NRG 103.3 98.5

16Z CN 24LS_MON NRG ULTRA SUNRISE 6.8 6.8

16Z CN 24LS_MON NRG ZRO ULTRA 8.5 13.6

16Z CN 24LS_NOS NRG 4.5 6.5

20Z PT 24LS_CHRY COKE 7.2 15.3

20Z PT 24LS_COKE 316.9 296.7

20Z PT 24LS_COKE ORG VAN 54.7 0.0

20Z PT 24LS_COKE ZRO SGR 43.9 51.3

20Z PT 24LS_DAS 764.9 577.1

20Z PT 24LS_DT COKE 82.7 67.3

20Z PT 24LS_FANTA ORG 70.3 122.7

20Z PT 24LS_FANTA PAPL 0.0 37.2

20Z PT 24LS_FANTA SBRY 66.4 27.6

20Z PT 24LS_MM LMND 40.5 42.6

20Z PT 24LS_MM PNK LMND 20.0 47.7

20Z PT 24LS_PA FRT PNCH 88.2 63.8

20Z PT 24LS_PA MTN BRY BLST 78.1 88.0

20Z PT 24LS_PIBB XTRA 84.3 100.7

20Z PT 24LS_SPRITE 205.6 205.6

20Z PT 8P HC_PA GRP 0.0 68.1

Totals 2,653.7 2,593.7

Exhibit A

Fountain/Bag in Box Comp ~ Yr. 12/2019 vs. YAG - Cal Expo

Product Name Volume Volume

2019 2018

2.5G BIB_BARQS RTBR 92.5 132.5

2.5G BIB_COKE ZRO SGR 2.5 0.0

2.5G BIB_FANTA ORG 20.0 25.0

2.5G BIB_FUZ T UNSWT 5.0 10.0

2.5G BIB_GLD PK RSBY T 0.0 2.5

2.5G BIB_HI C FRT PNCH 5.0 40.0

2.5G BIB_HI C PNK LMND 27.5 65.0

2.5G BIB_MM LMND 95.0 70.0

2.5G BIB_PA MTN BLST 0.0 5.0

2.5G BIB_PIBB XTRA 345.0 385.0

5G BIB_BARQS RTBR 0.0 0.0

5G BIB_COKE 0.0 0.0

5G BIB_COKE_MP 1,420.0 1,560.0

5G BIB_DT COKE 0.0 0.0

5G BIB_DT COKE_MP 650.0 790.0

5G BIB_FANTA ORG 0.0 0.0

5G BIB_MM LMND 0.0 0.0

5G BIB_PIBB XTRA 0.0 0.0

5G BIB_SPRITE 0.0 0.0

5G BIB_SPRITE_MP 945.0 920.0

Totals 3,607.5 4,005.0

Exhibit A

Package Product Comp ~ Yr. 12/2019 vs. YAG - Cal Expo

Product Name Volume Volume

2019 2018

1.5L PT 12LS_DAS 248.0 148.0

10.1Z PT 12LS_TUM YUM BIG BRY BLST 3.0 7.5

10.1Z PT 12LS_TUM YUM EPIC APL FLIP 2.5 0.0

10.1Z PT 12LS_TUM YUM FRT PNCH PARTY 3.0 8.5

12Z CN 12FP_COKE 30.0 0.0

12Z CN 12FP_DT COKE 10.0 4.0

12Z CN 12FP_FANTA ORG 0.0 5.0

12Z CN 12FP_MM LMND 85.0 104.0

12Z CN 12FP_PIBB XTRA 7.0 8.0

12Z CN 12FP_SPRITE 20.0 0.0

12Z CN 6P_COKE 286.0 255.0

12Z CN 6P_DT COKE 124.0 155.0

12Z CN 6P_SPRITE 206.0 179.0

12Z PT 24LS_MM JTG APL J100 0.0 3.0

12Z PT 24LS_MM JTG OJ100 0.0 3.0

16Z CN 24LS_MON NRG 67.0 60.0

18.5Z PT 12LS_GLD PK DT T 4.5 11.0

18.5Z PT 12LS_GLD PK LMN SWT T 3.5 3.0

18.5Z PT 12LS_GLD PK SWT GRN T 3.0 0.0

18.5Z PT 12LS_GLD PK UNSWTND BLK T 14.0 9.0

1L PT 12LS_DAS 241.0 242.0

20Z PT 12LS_VW PWR C 20.5 0.0

20Z PT 12LS_VW REVIVE 11.5 0.0

20Z PT 12LS_VW XXX 21.5 0.0

20Z PT 24LS_BARQS RTBR 1.0 0.0

20Z PT 24LS_CHRY COKE ZRO -1.0 0.0

20Z PT 24LS_COKE 694.0 694.0

20Z PT 24LS_COKE ZRO SGR 12.0 9.0

20Z PT 24LS_DAS 7,432.0 9,096.0

20Z PT 24LS_DT COKE 423.0 397.0

20Z PT 24LS_FANTA ORG 25.0 24.0

20Z PT 24LS_FUZ ICE T LMN 13.0 7.0

20Z PT 24LS_MM LMND 32.0 30.0

Exhibit A

20Z PT 24LS_MM PNK LMND 0.0 0.0

20Z PT 24LS_PA FRT PNCH 80.0 70.0

20Z PT 24LS_PA MTN BRY BLST 96.0 78.0

20Z PT 24LS_PIBB XTRA 19.0 13.0

20Z PT 24LS_SPRITE 450.0 446.0

20Z PT 24LS_VW PWR C -5.0 20.0

20Z PT 24LS_VW REVIVE 0.0 9.0

20Z PT 24LS_VW XXX -4.0 26.0

20Z PT 8P HC_PA FRT PNCH 10.0 0.0

20Z PT 8P HC_PA ORG 5.0 0.0

32Z PT 15LS_PA FRT PNCH 10.0 11.3

32Z PT 15LS_PA GRP 7.5 6.3

32Z PT 15LS_PA LMN LIM 6.3 6.3

32Z PT 15LS_PA MTN BRY BLST 11.3 8.8

Total 10,728.0 12,156.5