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					     Request for Proposal
                 ***

   Bookstore Operations




APRIL 29, 2003
SMCCCD RFP 86436, Bookstore Operations



                  SAN MATEO COUNTY COMMUNITY COLLEGE DISTRICT
                               Department of General Services
                                        3401 CSM Drive
                               San Mateo, California 94402-3699
                        Telephone (650) 574-6508     Fax (650) 574-6574

                                                                                                RFP # 86436

Notice is hereby given that the San Mateo County Community College District, acting on behalf
of its Board of Trustees, is requesting sealed proposals from College Bookstore Vendors to
manage and operate the District’s three bookstores at the College of San Mateo, Cañada
College and Skyline College. The Vendor will be required to retain all current employees
represented by District Bargaining Units as District employees for the term of the contract and
any contract extensions. Additionally, any replacement employees hired during the term of the
contract will remain District employees and be included as District represented employees
under the bargaining units contract terms.

The Vendor will be required to reimburse the District for all employee related expenses on a
monthly basis, with the exception of short-term or temporary employees hired during peak
business periods, such as semester rush. Non-represented employees will be retained as
District employees at the transfer of business to the Vendor and upon mutual consent with each
non-represented employee become a District employee managed by the Vendor.

The expected initial term of the contract will be five years, with a potential five-year extension if
the contracted bookstore Vendor offers adequate incentives, facility improvements or
enhancements for the District’s bookstores.

The District will conduct a pre-submittal conference on Tuesday May 13, 2003. The
conference will begin at San Mateo Community College’s District Office at 9am. Tours of the
campus bookstores will follow.

Replies, in triplicate, with one unbound for copying, must be received by 2:00 p.m. on Tuesday
May 27, 2003, in the Department of General Services at the address listed above. The hard
copy delivery is the only legal acceptable copy. However, one electronic copy of the Vendor
proposals should be sent to districbids@smccd.net immediately at 2:00 p.m. on May 27, 2003.

      SEE ATTACHED SHEETS FOR SPECIFICATIONS and GENERAL CONDITIONS

By submission of an RFP, the Vendor certifies that he/she agrees to the general conditions and
specifications as stated herein in entirety. Upon acceptance by the District, this RFP shall
constitute the contract between the successful Vendor and the District for the furnishing of
goods or services as specified herein. Any exceptions by the Vendor shall be clearly noted in
the RFP response.

                                         Table of Contents

I. Basis of Proposal, pges. 4-7
        A. Background
        B. Overview.
        C. Vendor Responsibilities
        D. District Acknowledgements
        E. Projected Timeline


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SMCCCD RFP 86436, Bookstore Operations

       F. Capital Investment
       G. Transition


II. College Information, pges. 7-9
         A. College of San Mateo & Skyline College
                1. Existing Bookstore Space
                2. Future Bookstore Space
         B. Cañada College
         C. Bookstore Square Footage
         D. Enrollment

III. Proposal Expectations & Bookstore Goals, pges. 9-12
        A. General Scope
        B. Bookstore Staffing
        C. Pricing Policy
        D. Textbooks
        E. Use Textbooks
        F. Web-Based Ordering
        G. Student Services Programs

IV. Adminstrative, pges. 12-14
       A. Refunds & Exchanges
       B. Acceptance of Payments
       C. Posting of Policies
       D. Operating Hours
       E. Management Plan

V. Financial Considerations, pges. 14-15
       A. Commissions
       B. Audits
       C. Scholarships
       D. Inventory Purchase
       E. Equipment
       F. Vendor Information

VI. Maintenance & Operations, pges. 14-16
      A. General Scope
      B. Utilities
      C. Janitorial
      D. Pest Control
      E. Key Access
      F. Security
      G. Telephone Service
      H. District e-mail

VII. Bookstore General Information, Charts, pges. 17-21
       A. Bookstore Job Org Chart, Salaries & Benefits
       B. Bookstore Hours
       C. Historical Gross Margins, from 1999-2002
       D. Income Statements by Campus, fye 2002, 2001
       E. Historical Inventory, 199-2002

VIII. General Conditions, pges. 22-26

Appendix I Drawings of Current Bookstore Spaces

Appendix II CSEA Contract



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SMCCCD RFP 86436, Bookstore Operations


I. Basis of the Proposal

A. Background

       The San Mateo County Community College District, thereinafter called the “District or
       SMCCCD” serves the educational needs of the San Mateo County Peninsula, as well as
       residents of San Francisco and neighboring counties. The RFP should be completed by
       the contracting bookstore operator, thereinafter called the “Vendor”. The District is
       considering the option of obtaining a Vendor to operate the bookstores at its three
       colleges: Skyline College in San Bruno, Cañada College in Redwood City, and the
       College of San Mateo in San Mateo. As such, the District is seeking qualified Vendors
       to provide their best proposals for these contracted bookstore services and operations.

       The District intends to use this RFP in an exploratory fashion, allowing the District to
       gather information that will allow the District to decide if outsourcing is in the District’s
       best interest and if so, which Vendor will be the best fit with the District. This request for
       proposal should not be construed to create an obligation on the part of the District to
       enter into a contract with any entity or to serve as the basis for a claim for a
       reimbursement for expenditures related to the development of a proposal. Proposed
       Vendors are advised that this request is an informal solicitation of proposals only. It is
       not intended, nor is it to be construed, as the engaging in formal competitive bidding
       pursuant to any statute, ordinance, policy or regulation.

B. Overview

       SMCCCD has maintained profitable bookstores at three locations since each college
       began operation. The District realizes that these bookshops are in need of capital
       improvements, including, but not limited to, improved lighting, fixtures, furnishings and
       systems upgrades. In our search for a Vendor to operate the bookstores, we are
       primarily concerned with finding a partner that will allow us to use technology to its
       fullest, to provide exemplarily customer service to our students and faculty, and to
       improve the look and feel of our brick and mortar bookstores. The SMCCCD
       bookstores should appeal to a broad range of age groups and diverse student
       population.

       Recently, SMCCCD implemented a Capital Improvement Program (CIP); as part of this
       CIP, the District will be building new bookstore spaces at two of its three colleges,
       Skyline College and the College of San Mateo. At Skyline, the 7,200 square foot
       bookstore will be part of an exciting new Student Support and Community Service
       Center, encompassing approximately 40,000 square feet and housing the new
       bookstore, a food court emporium, the associated students, as well as a large
       conference center.

       The estimated completion date for the Skyline center is 2006. At CSM, the renovated
       Student Services Center will provide a similar student and community center, with
       approximately 73,000 gross square feet of space. The renovation for the approximate
       6500 square foot new bookstore location at CSM should be completed within the 2005-
       2006 year. At the time of the RFP’s release, the District’s facilities master plan does
       not plan for a new student center, or a change in bookstore location at the Cañada
       College bookstore.




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SMCCCD RFP 86436, Bookstore Operations

C. Vendor Responsibilities

       The Vendor will retain responsibility for the following:
           Selling books and text books in a brick and mortar environment
           Selling books via web ordering linked directly to our SCT/Banner™ Student
             registration system
           Selling office and school supplies
           Selling stationery, personal items and gift items, college logo items,
           Selling rings, caps and gowns and other products applicable to the District trade
           Selling snack and convenience items, within the terms of the District’s Pepsi
             vending contract, which expires December 31, 2006.

The bookstore Vendors should respond to each item covered by Specifications and must
include the following information:

   1. Company Identification: The name of company (including the name of any parent
      company if applicable), business address, email address, telephone and FAX numbers,
      and names and titles of key personnel.
   2. Personnel: Relevant information about the Bookstore Vendor's management structure
      and depth, including resumes of key personnel and possible candidates for system
      and/or college store manager(s).

   3. Clients: Names and addresses of all current on-site bookstore management operations
      by name of college or university, with contact persons and telephone numbers including
      milestone dates associated with each contract.

   4. Past Contracts: List of colleges or universities at which you company previously
      operated, but no longer operates, one or more bookstores. Indicate all those terminated
      or relinquished within the past three years.

   5. Resources: Significant non-personnel resources and facilities which enhance the
      Bookstore Vendor's capabilities, especially pertaining to textbook inventories. Provide
      information on systems used to track orders and inventories.

   6. Marketing Merchandising Plans: Provide an overview of the firm's marketing and
      merchandising plans for each campus during the first two years of operation, including
      plans for working with our financial aid departments.

   7. Financial Data: Annual reports for the past two (2) fiscal years of operation, or a
      complete balance sheet and income statement, with statement by a Certified Public
      Accountant, for the last two (2) fiscal years of operation or, if bookstore Vendor is not a
      publicly-held corporation, sufficient independent financial data to establish financial
      stability. Financial standing as reported by an independent rating service, such as Dun
      and Bradstreet, including payment history with suppliers will also be required.

   8. Records: Location and custodian of books and records.

   9. Book Buy Back Policy: Bookstore Vendor's policy regarding purchase of used books
      from students.

   10. Check Cashing Policy: Bookstore Vendor's policy regarding cashing checks for both
       students and staff.

   11. Security Procedures: Bookstore Vendor's procedures which address safety of
       bookstore facilities and security of bookstore operations, including steps to prevent the
       buy-back of stolen books and shoplifting.


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SMCCCD RFP 86436, Bookstore Operations


   12. Used Books: Bookstore Vendor's should describe their access to used book supplies
       and include information applicable to acquisition and sale of used books, such as
       sources of supply and firm’s average percentage of used book sales in the community
       college space. Please provide two percentages, one for your company’s composite
       percentage, based on national sales and one specific to the percentages at California
       Community Colleges.

   13. Facilities Improvement: The bookstore Vendor's should include ideas as to how it will
       improve the three existing bookstore facilities. In addition the Vendor should lay out
       proposals for substantial capital investment in the two new bookstore facilities at Skyline
       and CSM.

   14. Submission: Proposal topics are to be recorded in a table of contents with appropriate
       page and/or section references for ease in locating required data. Proposals should be
       submitted in a 3-ring binder.

   More details about the specifics of this list of requirements follow.

D. District Acknowledgements

       The District recognizes that the services requested, specifically the web ordering
       component, are not available within the District currently. Further the District has
       concluded that the expert knowledge, experience, financing, and ability to launch such a
       product is not available currently in the District and by inference cannot be performed
       satisfactorily by District employees. The District also realizes that the software,
       hardware, materials and support to provide such a product are not available within the
       District.

E. Projected Timeline

        Note: Original projected timeline was terminated. As of November 18, 2003, there is no
established timeline for the RFP award. An ad hoc bookstore exploratory committee was
formed in May, 2003 with the intent of deliberating over the status of current and future
bookstore operations. A series of open listening forums are being held at each college and
survey and discussion boards are established to gain as much feedback as possible.
Ultimately, this ad hoc committee will come to some determination about the RFP replies and
make a recommendation to the Chancellor about the future of bookstore operations.
RB, 11-18-03

F. Capital Investment

       The Vendor will be highly concerned about the interior retail space at each
       bookstore location. The District expects the Vendor to work cooperatively with the
       campuses and the District and its agents to design a top-shelf, modern, 21st century
       bookstore. The goal is to substantially improve the retail spaces at each bookstore
       location. The designs should include professional flooring, hardwood, carpet or tile, and
       tasteful fixtures. Each bookstore should be unique to its campus and should be
       representative of its community. Necessary capital improvements are expected at all
       three campuses. Popular offerings such as espresso bars, popular magazine racks,
       New York Times best sellers and bargain book offerings might become part of the
       Vendor’s proposals.




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SMCCCD RFP 86436, Bookstore Operations

       The RFP should include detailed plans and explanations of the capital program the
       prospective Vendor wishes to offer the District.

G. Transition

       Vendors shall propose a detailed transition plan timeline with dates and events to
       ensure uninterrupted bookstore operation at all three campuses.

       In addition, describe your POS system and the steps and processes necessary to install
       your POS system on our sites. How quickly do you typically implement your POS system
       after the transition has occurred?


II. College Information


A. College of San Mateo & Skyline College

       1. Existing Bookstore Space
           Expectations are that Vendor will spruce up the existing retail space with a
              temporary, small-scale investment. Investment should improve retail space until
              remodel and/or construction projects are completed.

               Improvements may or may not include new floor covering, but should include
                new fixtures, paint, and signage and an improved POS/accounting system, as
                well as the online ordering system described in section II-F.

       2. Future Bookstore Space
       Exciting new bookstore spaces will be part of a new, one-stop student center at both
       Skyline and College of San Mateo. Although the construction timelines are not program
       defined, the District anticipates both spaces being available within 2-4 years. The
       District considers these new spaces to be a showcase for our students, faculty, and staff
       and to the community at large.

       In response to this RFP, the District expects the Vendors to:

           Explain how they intend to participate in outfitting the provided shell space with
            fixtures, lighting, floor and wall coverings, signage, and technology systems.
           Demonstrate how they have partnered with community college districts in the past
            to bring a first class retail environment to those Districts,
           Explain how they intend to incorporate the surrounding community population and
            spirit into these bookstores.
           Demonstrate what they can provide in terms of substantial build out investment for
            these brand new and renovated bookstore spaces.
           Include examples of the floor plans intended for this District. Drawings, schematics
            and renderings of these spaces, as well as photographs of similar bookstore spaces
            should be part of the Vendor’s reply. The Vendor can only do this for CSM since
            the building floorplan is available; the Vendor won’t be able to do this for Skyline,
            since the floorplan is unavailable at the time of the RFP release.
           Be prepared to be a part of the design phase of both buildings and work in tandem
            with District and College staff and chosen architects and construction management
            firm.


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SMCCCD RFP 86436, Bookstore Operations


B. Cañada College

       Since there are not plans for the construction of a new student union or bookstore at
       Cañada, the bookstore at Cañada is expected to remain in its current location for the
       foreseeable future. Thus the initial investment at Cañada should be more immediate
       and on larger, more permanent scale.
            Substantial facilities improvement is expected, including, but not limited to:
                   Complete renovation of interior retail space
                   New signage
                   New carpet
                   New fixtures
                   New paint
                   Improved POS/accounting system
                   Online ordering system linked to SCT/Banner™ Student Information
                              System.

The District expects the Vendors to propose not only financial incentives, but to offer their own
professional design, architectural, and retail expertise to assist in the creation of a dynamic
retail environment. The bookstore Vendor’s staff will work in conjunction with the District’s
architects and facilities planners. Drawings of the current bookstore spaces are attached at the
end of the RFP, as Appendix I.

C. Bookstore Square Footage

       The chart below lists the existing square footage at each bookstore, as well as the
       planned square footage for the new Skyline and CSM spaces.


                      SMCCCD              Current Gross      Future Gross
                      Bookstore          Square Footage     Square Footage
                       Cañada                 3456
                        CSM                   5368                6500
                       Skyline                2272                7207


D. Enrollment

       The academic and vocational programs offered by the colleges are designed to meet
       the educational needs of the community through thousands of courses offered at
       convenient times on the three college campuses. The current student population is
       approximately 29,000 and has been growing for several years. Details of current and
       recent enrollment follow:




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SMCCCD RFP 86436, Bookstore Operations


                              Students        Evening       Full-time        Full-time
            Fall 2001                        Students       Students         Faculty &
                                                                               Staff
             Cañada               5,736           2,379           1,221                 140

               CSM               11,749            4,184         2,956                 329

             Skyline              8,439            4,017         2,100                 232

       Spring 2002
             Cañada               6,217           2,530          1,269                  158

               CSM               11,882           4,759          2,782                 350

             Skyline              9,217           4,239           2,112                252

       Fall 2002
             Cañada               6,727           3,039           1,381                 156
               CSM               12,579            4,414         3,146                 357
             Skyline              9,594            4,317         2,433                  251
       Spring 2003
             Cañada               6,539           2,872          1,284                  157
               CSM               12,283           4,685          3,018                 357
             Skyline              9,630           4,298          2,334                 249

Enrollment at the District increased 4.6% between fall of 2000 and fall of 2000, 9.5% between Fall of 2001
and Spring of 2002, and was relatively flat between the fall of 2002 and Spring of 2003. The current
budget uncertainty within California makes it difficult to predict future enrollments, but the expectation is
that enrollment will decline slightly over the next couple of years.

III. Proposal Expectations and Bookstore Goals

        A. General Scope

        The District expects the bookstore management to fulfill the highest standards of
        customer service at the most reasonable cost to its consumer base.

        The Vendor shall work closely with the faculty and have available any required
        textbooks and supply items for all courses offered through SMCCCD, including those
        with our university partners. In addition, the bookstore shall attractively display and sell
        affordable, quality emblematic merchandise, general books, computers and related
        software and hardware, general supply merchandise and other items typically sold in
        campus bookstores for the convenience of students, faculty and staff. The proposed
        Vendor shall provide for the sale or rental of graduation regalia, sale of
        Commencement announcements, class rings and other fine goods in cooperation with
        the District and its participating organizations. Other services such as the sale of bus
        passes, mailing services, such as UPS, California Overnight and Fed Ex, are expected.

        Regarding computer sales, the District has a relationship with Dell & Apple computers.
        The District would be interested in the bookstore Vendor selling Dell & Apple computers
        and working with the District to continue our “loan-to-own” program. The loan-to-own


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SMCCCD RFP 86436, Bookstore Operations

       program allows District employees to purchase computer and computer related items at
       a zero interest loan and to have the cost deducted directly from their paycheck.

       B. Bookstore Staffing

       The District currently employs classified staff covered by the California School
       Employees Association (CSEA) contract. By submitting a proposal in response to this
       RFP, the Vendor accepts and agrees to the condition that the District shall retain its right
       for the duration of the contract with the Vendor to conduct all employee-related
       activities, including but not limited to employment, compensation, evaluation and
       termination for the bookstore’s represented employees. These represented employees
       will continue to be represented by CSEA and covered by its collective bargaining
       contract. Additionally, anyone hired to replace a represented employee who has or will
       vacate a current position during the term of the contract with the Vendor shall be
       considered a District employee and will be covered under the terms of the CSEA
       contract. The contracted bookstore Vendor will reimburse the District for the
       bookstores’ represented employee-related expenses, including salaries and benefits on
       a monthly basis.

       The proposal submitted in response to this RFP for management and operation of the
       three bookstores shall include a specific plan for employment transition of all current
       District bookstore employees, as outlined. Upon mutual agreement with current non-
       represented employees, the District will continue to employ and pay those employees.
       As those non-represented employees depart or are replaced in the future, they may
       become employees of the bookstore Vendor or remain employees of the district upon
       mutual agreement between the district, the Vendor and the new employee. All hourly
       employees will be managed and paid directly by the bookstore Vendor.

       By submitting a proposal in response to this RFP, the Vendor understands and accepts
       that the contracted bookstore Vendor shall provide appropriately qualified personnel in
       sufficient number and, further, shall provide proper management, supervision, service
       and support to meet all contract requirements for successful and profitable bookstore
       operations.

       A listing of current District bookstore positions including salaries and benefits is listed in
       the section, VII-A. “Bookstore, General Information”. A copy of the CSEA contract is
       attached as Appendix II.

       C. Pricing Policy

       The Vendor shall state in the proposal a specific pricing policy for all books,
       merchandise and services offered through the District. The District may request from
       the Vendor appropriate documentation of the pricing policies that are being
       practiced.

       The bookstore Vendor shall guarantee that the selling price of new textbooks, whether
       hard or soft bound, will not exceed a margin of 25% of the publisher’s net price, or the
       publisher’s list price, whichever is lower. Trade books or paperbacks should not exceed
       40% of the publisher’s net price, or the publisher’s list price, whichever is lower. The
       pricing of used texts shall not exceed 75% of the same new book’s retail price. Freight,
       handling and publisher’s administrative charges shall not be considered in calculating
       the retail selling price. The Vendor should reply to this RFP with specific breakdowns of
       margins for soft goods, emblematic wear, supplies and general merchandise. In


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SMCCCD RFP 86436, Bookstore Operations

       addition the Vendor should detail the pricing discount allowed to college departments for
       any college purchases.

       Book prices should be the same at all three bookstore locations.

       General merchandise, such as office supplies, student supplies, or logo items sold
       through the bookstore shall be competitively priced at each location. If the campuses
       should request that the Vendor conduct sales at college sponsored events, the Vendor
       is free to participate. The bookstore Vendor shall agree to a percentage of such sales
       being paid to the campuses. Such sales do not eliminate the bookstore Vendor from its
       commission obligation to the District. Trademarked logo items are subject to royalty
       payments outside the scope of the commission agreement established by this RFP.

       D. Textbooks

       The Vendor shall understand that SMCCCD and its faculty and staff has the exclusive
       right to decide the selection of textbooks and this right shall not be within the discretion
       of the proposed Vendor.

       It is expected that the bookstore staff will work closely with the faculty, staff and
       administration of SMCCCD to solicit textbook order information in a timely manner and
       to ensure all textbooks are available by the beginning of each semester. The Vendor
       should detail the processes used at other like institutions for establishing advance
       deadlines and any specific requirements for timely textbook ordering for both new and
       used textbooks. The Vendor should submit examples of published deadlines for other
       institutions as part of their reply.

       E. Used Textbooks

       In the RFP, Vendors are asked to provide a used textbook ratio range that the
       organization would provide to SMCCCD. In response to this RFP, Vendors should
       answer the questions, such as, “What is your company's average used text percentage
       of sales in the Community Colleges you serve today?” and “What are your anticipated
       markups for used books?” In addition the Vendor should provide names and contacts
       at California community colleges, or other like institutions so the District can verify the
       stated used textbook ratios.

       F. Web-based Ordering

       SMCCCD uses the Web for Students module of the SCT/Banner™ Student Information
       System to provide students the capability to register for classes using the web, paying
       their tuition and fees using a credit card on the web, as well as other self-service
       functionality.

       In less than two years, the percentage of students registering online at SMCCCD
       colleges has gone from 0% to over 60%. Describe your company's capabilities to
       provide a seamless interface between SMCCCD's on-line registration system and
       integration with the bookstore websites you would provide. The District’s goal is to
       have an online book ordering system that is tightly integrated with the District’s online
       registration and fee payment system to make purchasing books easier for our student
       population.




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SMCCCD RFP 86436, Bookstore Operations

       We envision after the student’s online registration is completed, a pop up window, for
       example, will appear which says “You have registered successfully for Biology 101.
       These are the books that are required for this class. Do you wish to purchase these
       books now?” The student will then be able to select and purchase the recommended
       texts online. This payment transaction should be integrated with the existing fee
       payment capabilities that already exist in the Web for Students module. For example,
       the student should not be forced or required to re-enter their credit card information if
       they have already done so to pay their tuition and related fees. Payments will be
       processed via credit or debit card, deductions from financial aid accounts, etc... Options
       for home delivery or bookstore pickup should be provided.

       Each responding Vendor should provide the names of the schools and contacts for
       those institutions which your organization has successfully implemented this type of
       service. In particular, Vendors should provide contacts and institutions specifically
       integrated with the SCT/Banner™ Web for Students product. The Vendor should supply
       existing links to any current online systems, so our subcommittee members can test the
       functionality of such a system.

       G. Student Services Programs

       Our current bookstore operations accommodate a number of limited income students
       with book and supply purchases based on established relationships with our student
       service programs. It is essential that the bookstores continue to work with the college
       on collaborations with the Financial Aid Office, EOPS, and Scholarship Office to handle
       either book vouchers or a book payment process that allows for flexibility to assist low-
       income students. In the RFP the Vendor should answer the following questions:

              How has your company handled effectively relationships with other student
               services’ programs? Describe how your company plans on maintaining or
               improving access for these students?
              What specific processes have you created with student service providers, such
               as financial aid, scholarships, or EOPS to extend credit for book and supply
               purchases based on anticipated payment?
              What other services are you prepared to provide to SMCCD?
              Include examples any current data interfaces that your system supports. If it is
               possible for book payments to be deducted directly online from a banner
               financial aid account through a link with your companies’ system and
               SCT/Banner™ Web for Students product we would be interested in hearing
               details about how such a payment system has, or will function.

IV. Administrative

       A. Refunds and Exchanges
       The Vendor shall state in the proposal the refund and exchange policies to be applied
       for all book and merchandise departments.

       B. Acceptance of Payments
       The Vendor shall state in the proposal which forms of payments will be accepted in the
       bookstore. Acceptance of a complete range of charge cards and EFT payments is
       expected.




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SMCCCD RFP 86436, Bookstore Operations


       C. Posting of Policies
       The Vendor shall state in the proposal how all policies concerning refunds, exchanges
       and buy-back of books and merchandise will be displayed.

       D. Schedule of Operating Hours
       The Vendor shall state in the proposal a schedule of operating hours of business.

        E. Management Plan
       The Vendor shall submit a narrative describing the proposed management plan for the
       bookstore to include the following:

              Acquiring of inventory
              Staffing the three campus bookstores
              Technology and accounting systems
              Delivery of products and services
              Campus participation
              Company training program
              Company customer service policy and,
              Any additional information the Vendor wishes to present to fully describe the
               operational program being proposed.

V. Financial Considerations

       A. Commissions

       The Vendor shall provide in detail a proposed schedule of commissions to be paid to the
       District for the right to contract the District bookstore operations. This schedule shall
       include the amount of monies/fees as well as the schedule of payments for said
       contract. Special attention should be paid to establishing thresholds to allow the District
       to participate in bookstore sales growth over time. In other words the District prefers
       proposals that use a sliding commission scale. As sales pass an identified threshold,
       the District expects the percentage of commission to escalate. In reply to this RFP the
       Vendor should identify the commission it is willing to pay at certain sales thresholds.

       It is expected that the Vendor will remit commission payments to the District
       electronically and that electronic monthly sales summary reports will accompany
       commission transfers. Arrangements for electronic transfers will be made with the
       assistance of the SMCCD accounting department.

       Commissions will be paid to the District and should be based on "net revenue", defined
       as gross sales less sales taxes, voids, refunds and allowances, and shall be interpreted
       to be all revenue received from the sales of all books and all merchandise sold in the
       District bookstores.

       B. Audits

       The Vendor extends to the District the right to review and inspect any or all of the cash
       register detail tapes and/or daily report forms, income statements, or any other data
       relevant to the net revenue computation. At the request of the District, the Vendor will
       furnish an audited report of net revenue prepared by a Certified Public Accountant.
       Regardless of specifically requested reviews, the bookstore Vendor shall provide the
       District certified financial statements at the close of each fiscal year. The District


                                                                                                   13
SMCCCD RFP 86436, Bookstore Operations

        reserves the right to establish a review panel to work with the bookstore Vendor and to
        organize the audits of its finances.

        C. Scholarships

        The District will look favorably at plans that include annual academic scholarships to
        students at each campus. For example, the current contracted foodservice Vendor
        provides two, $1000 scholarships annually to students at each campus, or six total
        scholarships, District-wide.

        D. Inventory Buy Out

        The Vendor is expected to purchase the entire inventory without exception from the
        District. The proposal shall state the proposed Vendor’s inventory buy-out policy and
        terms of payment for all retail inventory. The District does not keep a perpetual
        inventory. The past four years of inventory by campus is listed under the section V-E in
        the RFP,”Bookstore Information”.

        E. Equipment

        The existing furniture, fixtures and equipment in the District shall be made available to
        the Vendor for its use in operating the bookstore. An inventory will be made of the
        bookstore’s furniture, fixtures, and equipment. Additional or replacement fixtures,
        furnishings and equipment deemed necessary by the Vendor shall be furnished at the
        proposed Vendor’s sole expense.

        As mentioned the District is interested in upgrading the look and feel of all bookstores
        and the Vendor should detail its plans for upgrading furniture and fixtures at each
        bookstore location.

        F. Company Information

         Information: The Vendor shall provide a brief synopsis of the company, including
        history; name, address, telephone number and principal officers of the company; state
        of incorporation; and the contact person responsible for the proposal and contract
        administration.

        The Vendor shall provide a list of current and prior college lease operations within
        the last five-year period. Focus should be placed on community colleges and in
        particular, California Community Colleges.

        Required Financial Information: Each Vendor shall submit with its proposal copies of
        its annual financial reports for the past three years. These reports will be used by the
        District to determine the financial strength of each company.


  VI.     Maintenance and Operations

        A. General Scope

        The District assumes that Vendor sponsored commissions will take the place of a rental
        agreement; however, we want to make it very clear that the bookstore Vendor is
        responsible for maintaining the internal bookstore space, including, but not limited to:


                                                                                                    14
SMCCCD RFP 86436, Bookstore Operations

               o   Maintaining the bookstore as a clean and well-lit environment,
               o   Vacuuming and/or floor buffing as required,
               o   Dusting fixtures and keeping bookshelves neat and orderly,
               o   Routine and deep cleaning of all retail space,
               o   Maintaining security systems,
               o   Reimbursement or direct pay for Utility expenses,
               o   Plumbing, electrical or other Utility repair and maintenance.

       B. Utilities

       The District will provide all utilities to the spaces used by the bookstore Vendor,
       including lights, heat, air conditioning, water and sanitary waste at the expense of the
       Vendor. The District will bill utility expenses directly to the Vendor on a monthly basis.
       Utility cost will be determined by the District, based on square footage and current cost
       of utilities. The District will not be liable to the Vendor for its failure to provide the
       services described herein if such failure is due to causes beyond the control of the
       District. The Vendor should keep energy consumption at a minimum and shall                 comply
       with energy efficiency and conservation practices and policies of the District. The District
       will assess Utility expenses on an annual basis, including gas, electricity, and water.
       The current assessment rate for fiscal year 2003-2004 is $2.00/sq.ft. This rate will vary
       based on California utility costs and building square footage.

       C. Janitorial

       The Vendor is responsible for arranging garbage collection independent of the
       colleges. The Vendor is responsible for paying these invoices in a timely fashion.
       The District, in compliance with AB-75, a California mandate to reduce waste stream
       going to landfills, has a recycling program at each campus. It is incumbent on the
       Vendor to participate in the campus' recycling effort. The store manager should contact
       the District Representative to obtain the particulars as to how to prepare paper
       products for the recycling program and the collection information. Any revenue realized
       by the District due to the Vendor’s participation in the campus' recycling program is
       retained by the District.

       Material Safety Data Sheets (MSDS) for any chemicals used or stored within the
       bookstore premises must be submitted to the College Business Office on or before the
       first date the chemicals are brought into the campus. Additionally, MSDS information
       shall be posted where chemicals are stored and/or used.

       D. Pest Control

       The bookstore Vendor is responsible for pest control services in the bookstore area.

       E. Key Access

       The District shall control the distribution of keys to the bookstore spaces. The District
       Facilities department will provide access keys to the Vendor’s staff, who must comply
       with established District key policy.

       All entrances to each bookstore will be re-keyed so that the Vendor has key access,
       except when the bookstore area is located within another college building. Keys to gain
       access through a designated entrance will be issued or special arrangements made so
       that the bookstore Vendor’s employees can gain access whenever required. The
       District’s facilities department shall retain access to Vendor’s bookstore for
       emergency purposes.



                                                                                                     15
SMCCCD RFP 86436, Bookstore Operations


       Should any employee of the Vendor lose assigned keys or access cards, or in any
       other way jeopardize the security of the facility, the Vendor will be charged for all
       associated costs required to re-key the building in its entirety, or any area controlled by
       the lost keys/cards, as applicable. The District reserves the right to select the locks and
       a locksmith for re-keying the facility, or affected location, and the Vendor shall be
       assessed the cost.

       F. Security

       The Vendor shall cooperate with the District’s Director, Facilities, College Safety and
       Security officers and with other District officials in the provision of security for the
       bookstores. The bookstore Vendor shall be responsible for maintaining intrusion alarms
       and other security systems deemed necessary for the spaces used by the bookstore
       operations.

       The Vendor is responsible for training its employees in the security requirements of
       the District, and is responsible for enforcing the security rules of the District as they
       apply to its employees:

       No guns, knives, or other dangerous weapons are allowed on campus.

       No illegal drugs or other prohibited substances are allowed on the premises. Alcohol
       consumption or possession is not allowed on the premises. Smoking is not allowed in
       the buildings.

       G. Telephone Service

       The District will provide the Vendor with access to telephone service, but the Vendor
       shall be responsible for all costs associated with such service including installation,
       monthly equipment charges, and local charges. The Vendor shall reimburse the District
       quarterly for any costs incurred by it on behalf of the Vendor in the provision of access
       to telephone service. Details will be arranged at contract negotiations.

       H. District Email

       The District shall provide access to its Microsoft Outlook electronic mail via one
       connection on each campus to the District’s communication network, and offer technical
       support for this operation. The Vendor shall provide one personal computer on each
       campus compatible with linkage to a local-area network. The electronic mail (E-mail)
       access shall be limited to placement of orders, inquiries, and distribution of information
       to the District’s staff. Details will be arranged at contract negotiations.


The following section includes pertinent information about the current bookstore operations
including the job titles, salaries and benefits for current employees, bookstore hours, historical
gross margins, 2000-2002 sales information, and four years’ inventory information.




                                                                                                   16
SMCCCD RFP 86436, Bookstore Operations

VII. Bookstore, General Information

   A. Bookstore Job Titles, Salary with Benefits


                                                      HOURS PER       ANNUAL           ANNUAL
  Location                    TITLE                     WEEK          SALARY          BENEFITS

          CSM                       Administrator*             7.50     $25,066.40        5,893.10
                  Senior Accounting Coordinator*             19.00       29,265.84        7,595.82
                             Bookstore Manager               37.50       71,262.00       17,584.96
                                 Bookstore Buyer             37.50       42,744.00       16,428.55
                                Office Assistant II          37.50       44,631.84       16,299.06
                                Office Assistant II          37.50       44,266.86       17,380.46
                        Shipping/Receiving Clerk             37.50       35,592.56       14,885.63
                                  Account Clerk II           37.50       39,792.00       15,166.58
                         Short term Hourly clerks      Variable          37,189.54        4,462.75
                   Student Assistants (Part time)      Variable          86,124.68        1,128.24
                                                         Sub-total     $456,035.72     $116,825.15
                                                              CSM

       Skyline                     Administrator*              3.75     $12,533.20       $2,946.55
                  Senior Accounting Coordinator*             10.25       15,493.68        4,021.32
                                Director/Manager             37.50       81,358.56       19,542.90
                         Senior Bookstore Buyer              37.50       43,444.00       15,875.51
                        Shipping/Receiving Clerk             37.50       33,235.56       13,893.85
                                  Account Clerk II           37.50       43,824.00       12,977.36
                                Office Assistant I           24.75       25,565.76       13,750.18
                                 Bookstore Buyer             37.50       43,278.36       17,188.57
                         Short term Hourly clerks      Variable          35,582.63        4,269.92
                   Student Assistants (Part time)      Variable          87,838.39        1,150.69
                                                         Sub-total     $422,154.14     $105,616.85
                                                           Skyline

       Canada
                                   Administrator*              3.75     $12,533.20       $2,946.55
                  Senior Accounting Coordinator*               8.25      12,624.48        3,276.63
                             Bookstore Manager               37.50       68,265.06       21,156.96
                                 Bookstore Buyer             37.50       41,169.00       16,779.11
                        Shipping/Receiving Clerk             37.50       39,355.80       16,427.12
                                  Account Clerk II           37.50       43,824.00       15,949.27
                         Short term Hourly clerks      Variable          11,582.53        1,389.91
                   Student Assistants (Part time)      Variable          57,581.50          754.32
                                                         Sub-total     $286,935.57      $78,499.87
                                                           Canada

37.50 hours      *Located at District Office                Total     $1,165,125.43    $300,941.87
is a full-time                                          Bookstore
employee                                                Operation




                                                                                       17
SMCCCD RFP 86436, Bookstore Operations


B. Bookstore Hours

      SMCCD                  BOOKSTORE
                                HOURS
                                 CSM                      SKYLINE                    CANADA
      Monday                 7:45a - 7:15p              7:45a - 7:15p              7:45a - 7:15p
     Tuesday                 7:45a - 7:15p              7:45a - 7:15p              7:45a - 7:15p
    Wednesday                7:45a - 7:15p              7:45a - 7:15p              7:45a - 7:15p
     Thursday                7:45a - 7:15p              7:45a - 7:15p              7:45a - 7:15p
      Friday                 7:45a - 3:00p              7:45a - 3:00p              7:45a - 3:00p
     Saturday                   Closed                     Closed                     Closed
      Sunday                    Closed                     Closed                     Closed


C. Historical Gross Margins

     SMCCCD            BOOKSTORE              ANNUAL
    1999 - 2002        OPERATION              GROSS
                                              MARGIN
Gross Profit History
                          CSM                 SKYLINE               CANADA                COMBINED
1999
SALES                  $3,298,455.52         $1,991,681.79         $1,340,271.71          $6,630,409.02
COGS                   $2,496,994.41         $1,539,667.06         $1,057,502.32          $5,094,163.79
GROSS PROFIT             $801,461.11           $452,014.73           $282,769.39          $1,536,245.23

2000
SALES                  $3,373,161.61         $2,156,049.11         $1,263,505.17          $6,792,715.89
COGS                   $2,665,279.82         $1,572,190.44           $884,109.75          $5,121,580.01
GROSS PROFIT             $707,881.79           $583,858.67           $379,395.42          $1,671,135.88


2001
SALES                  $3,297,671.79         $2,113,899.48         $1,367,600.34          $6,779,171.61
COGS                   $2,441,169.35         $1,485,549.89         $1,014,590.36          $4,941,309.60
GROSS PROFIT             $856,502.44           $628,349.59           $353,009.98          $1,837,862.01

2002
SALES                  $3,133,894.24         $2,350,740.62         $1,847,199.39          $7,331,834.25
COGS                   $2,254,672.02         $1,738,563.38         $1,356,184.37          $5,349,419.77
GROSS PROFIT             $879,222.22           $612,177.24           $491,015.02          $1,982,414.48


Gross Margin
                          CSM                 SKYLINE               CANADA                COMBINED
               1999         24.30%                22.70%               21.10%                 23.17%
               2000         20.99%                27.08%               30.03%                 24.60%
               2001         25.97%                29.72%               25.81%                 27.11%
               2002         28.06%                26.04%               26.58%                 27.04%




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SMCCCD RFP 86436, Bookstore Operations


D. Income Statements by Campus for fiscal year ending May 31, 2002

2001-2002                        SKYLINE                 Cañada                  CSM                     TOTAL
                                 fye 2002       %        fye 2002       %        fye 2002       %        06/01/01 -
                                                                                                         05/3102
Sales
New Books                        1,601,235.76   68.12    1,038,805.82   56.24    2,029,947.95   64.77    4,669,989.53        0.64
Used Books                       402,367.00     17.12    284,839.82     15.42    572,701.82     18.27    1,259,908.64        0.17
Supplies                         174,826.48     7.44     146,042.39     7.91     277,532.57     8.86     598,401.44          0.08
General Merchandise              140,487.43     5.98     204,529.27     11.07    184,215.12     5.88     529,231.82          0.07
Computer Products                31,823.95      1.35     172,982.09     9.36     69,496.78      2.22     274,302.82          0.04
Total Net Sales                  2,350,740.62   100.00   1,847,199.39   100.00   3,133,894.24   100.00   7,331,834.25        1.00

Cost Of Sales
New Books                        1,201,344.05   51.10    752,857.66     40.76    1,524,666.28   48.65    3,478,867.99        0.47
Used Books                       246,303.48     10.48    173,407.49     9.39     269,551.01     8.60     689,261.98          0.09
Supplies                         111,714.12     4.75     110,113.97     5.96     204,264.85     6.52     426,092.94          0.06
General Merchandise              85,115.31      3.62     111,393.76     6.03     128,042.26     4.09     324,551.33          0.04
Computer Products                30,231.85      0.84     164,332.90     7.84     66,021.20      2.42     260,585.95          0.04
Freight In                       63,854.57      2.72     43,852.33      2.37     62,126.42      1.98     169,833.32          0.02
Total Cost Of Sales              1,738,563.38   73.96    1,355,958.11   73.41    2,254,672.02   71.94    5,349,193.51        0.73
Gross Profit                     612,177.24     26.04    491,241.28     26.59    879,222.22     28.06    1,982,640.74        0.27

Expenses
Salaries                         414,363.20     17.63    285,949.93     15.48    482,195.93     15.39    1,182,509.06        0.16
Fringe Benefits                  63,079.58      2.68     52,263.52      2.83     75,867.63      2.42     191,210.73          0.03
Consultants A2                   13,633.00      0.58     12,163.00      0.66     16,435.95      0.52     42,231.95           0.01
Contract Personnel               -              -        -              -        16,453.28      0.53     16,453.28           0.00
Travel & Mileage                 947.54         0.04     1,034.31       0.06     1,352.14       0.04     3,333.99            0.00
Dues & Memberships               2,011.50       0.09     1,261.00       0.07     1,274.85       0.04     4,547.35            0.00
Insurance                        1,961.00       0.08     1,961.00       0.11     5,883.00       0.19     9,805.00            0.00
Utilities                        6,244.31       0.27     7,507.90       0.41     9,963.15       0.32     23,715.36           0.00
Rental                           18,279.00      0.78     14,894.00      0.81     34,527.00      1.10     67,700.00           0.01
Repair & Maintenance             13,455.23      0.57     8,256.68       0.45     19,102.56      0.61     40,814.47           0.01
Legal, Audit & Bad Debts         4,234.91       0.18     5,510.89       0.30     5,013.43       0.16     14,759.23           0.00
Depreciation                     20,787.00      0.88     11,749.21      0.64     34,421.84      1.10     66,958.05           0.01
Postage & Freight Out            -              -        1,500.90       0.08     2,810.14       0.09     4,311.04            0.00
Store & Office Supplies          9,366.91       0.40     7,943.32       0.43     17,973.72      0.57     35,283.95           0.00
Bank Charges                     28,958.89      1.23     19,346.69      1.05     43,103.25      1.38     91,408.83           0.01
Miscellaneous Expenses           7,135.24       0.30     -              -        -              -        7,135.24            0.00
Short And Over                   (1,540.81)     (0.07)   (123.63)       (0.01)   325.57         0.01     (1,338.87)          (0.00)
Aged, Damaged Inventory          4,177.35       0.18     496.23         0.03     27,659.08      0.88     32,332.66           0.00
Donations                        128.84         0.01     -              -        2,385.32       0.08     2,514.16            0.00
Total Expenses                   607,222.69     25.83    431,714.95     23.37    796,747.84     25.42    1,835,685.48        0.25

Other Income And Expenses
Other Incomes                    23,819.76      1.01     5,905.22       0.32     115,142.19     3.67     144,867.17          0.02
Unrealized Gain/Loss On Invest   5,387.83       0.23     -              -        18,165.62      0.58     23,553.45           0.00
Gain/Loss On Disposal Of F.A.    (789.20)       (0.03)   -              -        -              -        (789.20)            (0.00)
Total OI&E                       28,418.39      1.21     5,905.22       0.32     133,307.81     4.25     167,631.42          0.02

Net Profit/(Loss)                33,372.94      1.42     65,431.55      3.54     215,782.19     6.89     314,586.68          0.04




                                                                                                                        19
SMCCCD RFP 86436, Bookstore Operations


Income Statements by Campus for fiscal year ending May 31, 2001


2000-2001                   SKYLINE                 Cañada                     CSM                     TOTAL
                            fye 2001       %        fye 2001       %          fye 2001         %       06/01/00 -
                                                                                                       05/31/01
Sales
New Books                   1,474,719.44    69.76     816,097.98    59.67     1,934,480.96     58.66    4,225,298.38   0.62
Used Books                    342,986.63    16.23     253,117.50    18.51       592,005.85     17.95    1,188,109.98   0.18
Supplies                      158,916.77     7.52     120,273.24     8.79       238,697.56      7.24      517,887.57   0.08
General Merchandise           108,801.41     5.15     166,567.64    12.18       206,462.65      6.26      481,831.70   0.07
Computer Products              28,475.23     1.35      11,543.98     0.84       326,024.77      9.89      366,043.98   0.05
Total Sales                 2,113,899.48   100.00   1,367,600.34   100.00     3,297,671.79    100.00    6,779,171.61   1.00

Cost Of Sales
New Books                   1,028,710.41    48.66     587,138.36    42.93     1,398,386.18     42.41    3,014,234.95   0.44
Used Books                    173,808.83     8.22     212,321.38    15.53       355,365.05     10.78      741,495.26   0.11
Supplies                      101,344.39     4.79      62,609.70     4.58       141,764.46      4.30      305,718.55   0.05
General Merchandise            89,415.36     4.23     102,864.28     7.52       166,494.01      5.05      358,773.65   0.05
Computer Products              27,051.47     1.48      10,341.04     0.76       309,722.80      9.72      347,115.31   0.05
Freight In                     65,219.43     3.09      39,315.60     2.87        69,436.85      2.11      173,971.88   0.03
Total Cost Of Sales         1,485,549.89    70.28   1,014,590.36    74.19     2,441,169.35     74.03    4,941,309.60   0.73
Gross Profit                  628,349.59    29.72     353,009.98    25.81       856,502.44     25.97    1,837,862.01   0.27

Expenses
Salaries                     363,600.03    17.20     243,657.30    17.82        455,430.22    13.81     1,062,687.55    0.16
Fringe Benefits               55,527.07      2.63     47,822.00      3.50        72,272.79      2.19      175,621.86    0.03
Consultants A2                    333.33     0.02         333.33     0.02        19,433.32      0.59       20,099.98    0.00
Travel & Mileage                  994.57     0.05       1,781.73     0.13          1,028.64     0.03         3,804.94   0.00
Dues & Memberships              1,295.00     0.06         150.00     0.01            622.50     0.02         2,067.50   0.00
Insurance                       1,224.00     0.06       1,224.00     0.09          1,991.00     0.06         4,439.00   0.00
Utilities                       5,551.84     0.26       7,027.01     0.51        12,612.49      0.38       25,191.34    0.00
Rental                        18,599.64      0.88     15,170.09      1.11        36,152.13      1.10       69,921.86    0.01
Repair & Maintenance          15,231.36      0.72       7,596.84     0.56        19,739.94      0.60       42,568.14    0.01
Legal, Audit & Bad Debts        3,819.38     0.18       1,901.05     0.14          4,282.81     0.13       10,003.24    0.00
Depreciation                  19,213.18      0.91     11,749.21      0.86        33,643.58      1.02       64,605.97    0.01
Postage & Freight Out                  -        -       1,775.56     0.13          3,897.50     0.12         5,673.06   0.00
Store & Office Supplies       11,233.09      0.53       6,334.30     0.46        19,930.62      0.60       37,498.01    0.01
Bank Charges                  26,474.31      1.25     17,932.76      1.31        43,751.43      1.33       88,158.50    0.01
Miscellaneous Expenses             43.37        -           7.07        -             35.00        -            85.44   0.00
Short And Over                (2,806.84)   (0.13)     (3,660.90)   (0.27)        (2,069.29)   (0.06)       (8,537.03) (0.00)
Aged, Damaged Inventory         1,166.45     0.06         751.41     0.05        35,824.24      1.09       37,742.10    0.01
Donations                     24,788.09      1.17              -        -          2,088.34     0.06       26,876.43    0.00
Total Expenses               546,287.87    25.84     361,552.76    26.44        760,667.26    23.07     1,668,507.89    0.25
Other Income And Expenses
Other Incomes                 28,404.35      1.34       5,213.35       0.38     155,058.39      4.70      188,676.09   0.03
Unrealized Gain/Loss On        3,573.64      0.17              -          -      27,523.70      0.83       31,097.34   0.00
Invest
G/L On Disposal Of F.A.               -         -              -        -        (1,049.79)   (0.03)       (1,049.79) (0.00)
Total OI&E                    31,977.99      1.51       5,213.35     0.38       181,532.30      5.50      218,723.64    0.03
Net Profit/(Loss)            114,039.71      5.39     (3,329.43)   (0.24)       277,367.48      8.41      388,077.76    0.06




                                                                                                              20
SMCCCD RFP 86436, Bookstore Operations


E. Historical Inventory by Campus for fiscal year ending May 31, 2002


5/31/1999                          SKYLINE       CANADA          CSM            TOTAL
      NEW BOOKS                    $248,381.00   $122,056.00   $260,247.00     $630,684.00
     USED BOOKS                      29,202.00     28,986.00     71,581.00      129,769.00
        SUPPLIES                     31,777.00     21,812.00    178,786.00      232,375.00
       COMPUTER                              -             -      2,434.00        2,434.00
        GENERAL                      30,854.00     28,635.00    134,166.00      193,655.00
                                   $340,214.00   $201,489.00   $647,214.00   $1,188,917.00

5/31/2000                          SKYLINE       CANADA          CSM            TOTAL
      NEW BOOKS                    $307,201.00   $120,057.00   $392,842.00     $820,100.00
     USED BOOKS                      63,990.00     29,590.00     12,977.00      106,557.00
        SUPPLIES                     24,359.00     15,166.00    175,144.00      214,669.00
       COMPUTER                              -             -      1,852.00        1,852.00
        GENERAL                      16,400.00     22,882.00    133,529.00      172,811.00
                                   $411,950.00   $187,695.00   $716,344.00   $1,315,989.00

5/31/2001                          SKYLINE       CANADA          CSM            TOTAL
      NEW BOOKS                    $256,678.00   $158,648.00   $318,585.00     $733,911.00
     USED BOOKS                      92,542.00     17,570.00     12,603.00      122,715.00
        SUPPLIES                     38,733.00     20,503.00    214,563.00      273,799.00
       COMPUTER                              -             -             -               -
        GENERAL                      10,333.00     20,703.00     50,108.00       81,144.00
                                   $398,286.00   $217,424.00   $595,859.00   $1,211,569.00

5/31/2002                          SKYLINE       CANADA          CSM           TOTAL
      NEW BOOKS                    $260,328.00   $163,766.00   $283,424.00    $707,518.00
     USED BOOKS                      78,834.00     30,392.00     21,753.00     130,979.00
        SUPPLIES                     46,141.00     28,393.00    196,199.00     270,733.00
       COMPUTER                       9,385.00             -             -       9,385.00
        GENERAL                      20,631.00     22,366.00     52,133.00       95,130.00
                                   $415,319.00   $244,917.00   $553,509.00   $1,213,745.00




                                                                             21
SMCCCD RFP 86436, Bookstore Operations


VIII. General Conditions

   1. Proposal Security. Proposals shall be accompanied by either a cashier’s check,
   certified check or a proposal bond for an amount not less than $10,000.00. Failure to
   provide the proposal security of $10,000.00 will result in the rejection of the proposal. The
   check will be held in an escrow account with interest payable to the Vendor, after
   associated cost of setting up the escrow account are deducted.

   Said surety shall be forfeited to the District should the Vendor fail to execute the agreement.
   In the case of refusal or failure with 10 business days after award notification, the District
   reserves the right to award to another Vendor. The proposal securities will be held for 60
   days or until the execution of the contract, whichever occurs first, at which time the deposit
   will be returned to all respondent Vendors

   2. Submission. Bids shall be printed in ink on the bidder’s letterhead. No erasures are
   permitted. Mistakes may be crossed out and corrections inserted and initialed in ink by the
   person signing the bid. Verify your bid before submission, as it cannot be withdrawn,
   corrected, altered or signed after public opening. The District will not be responsible for
   errors or omissions on the part of the bidders in preparing their bids. Vendors are
   responsible for all RFP preparation and presentation costs.

   3. Delivery of bids. The RFP must be submitted to the address and at the deadline noted
   on Page 1 of this document. Proposals submitted or received after the deadline will not be
   accepted or considered. Fax or telephone proposals will not be accepted. Changes to
   proposals will not be accepted or considered after the proposal submission deadline;
   however, Vendors may withdraw or change their proposal at any time prior to the proposal
   submission deadline. An electronic version of the proposal is requested, but does not
   replace the requirement of the hard copy and its legal deadline. Send the electronic copy to
   districtbids@smccd.net.

   4. Signature. A responsible officer or employee of the firm must sign each bid.
   Obligations assumed by signature must be fulfilled. The bidder may withdraw his/her bid at
   any time before the bid opening. After the opening, the District may accept the offer at any
   time within a thirty-day period.

   5. Award of bid. The District reserves the right to reject any or all bids or to waive any
   irregularity or informality on a bid or in the process. The District will be the sole judge of the
   merit of the materials and/or services to meet the needs of the District and will award any
   contract based upon total review and analysis of each offer. Further the District is the sole
   judge of the suitability of the materials and/or services offered and will decide the merit of
   such to meet the District’s needs. Proposals shall be considered valid for 90 days from the
   submittal deadline. Proposals shall be considered valid for 90 days from the proposal
   submission deadline.

   6. Taxes. The Vendor is responsible for the collection & payment of California State Sales
   or Use Tax. The District is not responsible for payment of these taxes.

   7. Evidence of Responsibility. Upon the request of the District, a bidder whose bid is
   under consideration for the award of a contract shall promptly submit to the District
   satisfactory evidence showing the bidder’s financial resources, organization, and plant
   facilities available for the performance of the contract.



                                                                                                  22
SMCCCD RFP 86436, Bookstore Operations


   8. Subcontractors.          Each bidder shall provide a listing to the District of every
   subcontractor who will perform work, or labor, or render services on the bidder’s behalf in or
   about the bid project. The District is in no manner responsible for the payment of
   subcontractors.
   The successful bidder shall not, without the consent of the District, either:
              Substitute any person as subcontractor in place of the subcontractor
                 designated in the original bid;
              Permit any subcontractor to be voluntarily assigned or transferred or allow
                 the work to be performed by anyone other than the original subcontractor
                 listed in the bid; or,
              Sublet or subcontract any portion of the work of the total bid as to which the
                 bidder's original bid did not designate a subcontractor.

   9. Payments. Commission payments shall be submitted to the District on the 15th of each
   month.

   10. Insurance
   Vendor shall take out and maintain and shall require all subcontractors, if any, whether
   primary or secondary, to take out and maintain during the life of this contract:
        Public Liability Insurance for injuries, including accidental death, per any one
          occurrence, in an amount not less than $1,000,000 and 2,000,000 aggregate.
        Property Damage insurance for injuries, including accidental death per any one
          occurrence, in an amount no less than $1,000,000 per occurrence.

   11. Proof of Insurance
   Vendor shall not commence work nor shall any subcontractor commence work under this
   contract until all required insurance and certificates are obtained by the District.
               Certificates and insurance policies shall include the following clause:
                   "This policy shall not be canceled or reduced in required limits of liability or
                   amounts of insurance until notice has been mailed to the District. Date of
                   cancellation or reduction may not be less than thirty (30) days after date of
                   mailing notice."
               Certificates of insurance shall state in particular those insured, extent of
                   insurance, location and operation to which insurance applies, expiration date,
                   and cancellation and reduction notice.
               Certificates of insurance shall clearly state that the "The San Mateo County
                   Community College District, their Officers, Agents & Employees" is
                   named as an additional insured under the policy described and that such
                   insurance policy shall be primary to any insurance or self-insurance
                   maintained by the District. Vendor shall provide District with the endorsement
                   to the policy that names District as additional insured.

   12. Workman’s Compensation. The bidder shall have in effect, during the entire life of
   this agreement, Workers' Compensation and Employer Liability Insurance providing full
   statutory coverage. In signing this agreement, the bidder makes the following certification,
   as required by Section 1861 of the California Labor Code:




                                                                                                 23
SMCCCD RFP 86436, Bookstore Operations

   I am aware of the provisions of Section 3700 of the California Labor Code, which
   require every employer to be insured against liability for Workers' Compensation or
   to undertake self-insurance in accordance with the provisions of the code, and I will
   comply with such provisions before commencing the performance of the work of this
   agreement.

   I have no employees, and, therefore, will not submit a Certificate of Workers'
       Compensation:
   __________________________________
   (Sign only if bidder has no employees)

   13. Hold Harmless. The bidder shall indemnify and hold harmless the District, its officers,
   agents, employees, servants and independent contractors from all claims, suits or actions of
   every name, kind, description, brought for, or on account of, injuries to or death of any
   person or damage to property resulting from performance of any work required under this
   purchasing contract by the bidder, its officers, agents, employees, servants and/or
   independent contractors.

   The duty of the bidder to indemnify and hold harmless, as set forth herein, shall include the
   duty to defend as set forth in Section 2778 of the California Civil Code; provided, however,
   that nothing shall be construed to require the bidder to indemnify the District, its officers,
   agents, employees, servants and independent contractors against any responsibility or
   liability in contravention of Section 2782 of the Civil Code.

   14. Equal Opportunity Employer. The San Mateo County Community College District is
   an equal opportunity employer. By submission of this RFP, the bidder certifies that he/she is
   in compliance with the Equal Employment Opportunity Requirement of Executive Order
   11246, Title VII of the Civil Rights Act of 1973, the California Fair Employment Practices
   Act, the Americans with Disabilities Act, and any other Federal or State laws and regulations
   related to Equal Employment Opportunity.

   15. Governing Laws. This contract shall be governed by the laws of the State of
   California and constitutes the entire contract between the District and the successful bidder
   with respect to providing goods and/or services. The foregoing terms and conditions shall
   prevail notwithstanding any variance with the terms and conditions for any order submitted
   by the District.

   16. Breech. Each of these General Conditions, whether preceding or following this
   paragraph are to be considered material, and failure to comply with any such conditions by
   the bidder will be deemed breach of contract.

   17. Collusion. The bidder hereby certifies that this bid is genuine and not sham or
   collusive or made in the interest or on behalf of any person not named herein, and that the
   bidder has not, directly or indirectly, induced or solicited any other bidder to put in a sham
   bid, or any other person, firm, or corporation to refrain from bidding, and the bidder has not
   in any manner sought by collusion to secure for himself/herself an advantage over any other
   bidder.

   18. Rejection. Failure to comply with any of the instructions stated in the bid may result in
   the rejection of the bid.

   19. Favoritism. This contract shall become null and void if it is found by the District that
   gratuities in the form of entertainment, gifts or otherwise were offered or given by the bidder


                                                                                                24
SMCCCD RFP 86436, Bookstore Operations

   to any officer or employee of the District or the College with a view toward securing a
   contract or securing favorable treatment with respect to the awarding or the amending of
   the contract provided that the existence of the facts upon which the District makes such
   findings shall be in issue and may be reviewed in any competent court.

   20. Assignment. The successful bidder shall not assign or transfer by operation of law or
   otherwise any or all of their rights, duties, or obligations under this contract without prior
   written consent of the District. In the event of any assignment, the Vendor shall remain
   liable to the District as principal for the performance of all obligations under this contract.

   21. Independent Contractors. While engaged in carrying out and complying with the
   terms and conditions of this contract, the Vendor and its employees are acting exclusively
   as independent contractors and not as officers, employees, partners, servants or agents of
   the District.

   22. Waiver. No waiver of default by the District of any terms, covenants or conditions
   hereof to be performed, kept, or observed by the Vendor shall be construed to be or act as
   a waiver of any subsequent default of any of the terms, covenants, and conditions herein
   contained.

   23. Forfeiture for Failure to Execute Contract. In the event the Bidder to whom an
   award is made fails or refuses to execute the contract within 10 calendar days from the date
   of receiving notification that he/she is the Bidder to whom the contract is awarded, the
   District may award the work to the next highly ranked Bidder, or may call for new bids.

   24. Liquidated Damages. Transfer of bookstore operations should occur on or before
   the date stated in District's bid and shall be completed by Vendor in the time specified. If the
   transfer is not completed in accordance with the foregoing, the District will suffer damages.
   It is agreed that Vendor shall pay to District as fixed and liquidated damages, and not as a
   penalty, the sum of 10% of lost net sales per day. Lost sales shall be calculated as those
   sales based on 5 day average and for the term of this contract shall be selected from the
   highest week of the previous year’s net sales.

   25. Timeline. Immediately after being awarded contract, Vendor shall prepare an
   estimated transfer timeline schedule and submit for the District's approval. Schedule shall
   indicate graphically the beginning and completion dates of all phases of start up,
   improvements and construction completion.

   26. RFP Clarification. Proposed Vendors are requested to carefully review this RFP
   without delay. If any bidder is in doubt as to the true meaning of any part of the general
   conditions or specifications, or finds any discrepancies in, or omissions from the
   specifications, he/she may submit to the District a written request to the District at
   districtbids@smccd.net for an interpretation or correction thereof. Questions, comments
   should be submitted and received no later than 2:00 P.M. P.S.T. on May 19, 2003 so that
   necessary amendments may be published and distributed.
   Any interpretation or correction of the documents will be made only by addendum duly
   issued and a copy of such addendum will be emailed to the Vendor’s contact the addendum
   items. No person is authorized to make any oral interpretation of any provisions in the
   documents to any bidder, and no bidder is authorized to rely on any such unauthorized oral
   interpretation.

   27. Termination of Contract
   After 30 days written notice by the District, the contract for bookstore management may be


                                                                                                 25
SMCCCD RFP 86436, Bookstore Operations

   terminated for cause at any time at the option of the District, including, but not limited to:
           Failure to meet required minimum insurance;
           Failure to provide timely acquisition of required textbook inventory;
           Failure to operate established hours;
           Failure to cooperate with college personnel to meet service requirements;
           Failure to make accurate and timely reports and commission payments;
           Failure to employ qualified personnel, adequate in number and training for the
              efficient operation of the bookstores;
           Any other breach of this contract.

Should termination notice be initiated by the Vendor, the Vendor agrees to provide service until
the end of the semester in which notice is provided or for a minimum of 120 days after notice is
given, at the option of the District.

34. Term of Contract
Award Term: Five years with a potential extension of five additional years, if the investment
offered at CSM and Skyline are acceptable to the District. Contract term will begin at the
beginning of our fiscal year, July 1, 2003.

35. SMCCD contacts.
Any questions regarding the specifications of RFP, or requests for additional information or
explanations should be directed via email to:
Rick Bennett, Director of General Services at: districtbids@smccd.net.
Telephone: (650) 574-6752.

36. Summary of proposal requirements
A complete proposal shall consist of the following:
       Pre-Proposal conference attendance
       Submittal information requested
       Proposal security
       Insurance affidavit




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