Minnesota State University, Mankato

Facilities Purchasing Office

Request for Proposal

Implementing, Managing, and Marketing an Affinity Credit Card Program

Return proposals to: Jean Hardel, Coordinator Current Date: 2/14/06

Minnesota State University, Mankato

Wiecking Center 358

415 Malin

Mankato, MN 56001

RFP OPENING DATE: 3/27/06

Fax: (507) 389-1092 RFP OPENING TIME: 2:30 P.M.

Email: jean.hardel@mnsu.edu MSU RFP#: 021306

www.mnsu.edu/dept/fpurchas/

Name of Vendor Firm:_____________________________________________________________

Firm Contact:__________________________Phone:___________________Fax:______________

Mailing Address:________________________________Web Address (if any):________________

Email:_______________________________________

Signature of Authorized Agent:___________________________________Date:_______________

The Alumni Association at Minnesota State University, Mankato are requesting proposals from

qualified banking institutions for implementing, managing and marketing their affinity credit card

program.

All proposals must be sent to and received by:

Minnesota State University, Mankato

Facilities Purchasing

358 Wiecking Center

415 Malin Street

Mankato, MN 56001

Attention: Jean Hardel

Phone: 507-389-5016

not later than Monday, March 27, 2006 @ 2:30 p.m. as indicated by the date and time recorded

on each response package by our front desk where the responses will be received. Proposals

received after this time will be returned to the sender unopened. The Owner will not be

responsible for mail delivery delays.

Minnesota State University, Mankato shall bare none of the costs incurred by any proposer or

potential proposer in their preparation of the proposal documents or any visits to campus. All such

costs are the responsibility of the proposer.

SUBMISSION

Proposals are to be submitted in a sealed envelope, plainly marked “Proposal No. 021306 Affinity

Credit Card Program” along with the Company’s name and date and time of the scheduled opening.

Minnesota State University, Mankato, its employees, officers or agents shall not be responsible for

any pre-opening or post-opening of any proposal not properly addressed and identified. Proposals

made in pencil or forwarded using e-mail and the internet will be rejected.

ACCESSIBILITY; COMPLIANCE WITH AMERICANS

WITH DISABILITIES ACT (ADA)

The Company agrees that in occupying the premises as described herein, it is responsible for

complying with the Americans with Disabilities Act, 42 U.S.C. section 12101, et seq., and any

regulations promulgated pursuant to the Act. The University IS NOT responsible for issues or

challenges related to compliance with the ADA beyond its own routine use of facilities, services, or

other areas covered by the ADA.

This document is available in alternative format to individuals with disabilities by calling 800-627-

3529 (TTY).

DISCLAIMER

Issuance of this Request for Proposal in no way commits the University or its faculty or staff to

enter into a contract for services outlined above. The University reserves the right to reject any or

all Requests for Proposal submitted in response.

MINNESOTA DATA PRACTICES ACT

The CONTRACTOR must comply with the Minnesota Government Data Practices Act, Minnesota

Statutes Chapter 13, as it applies to all data provided by the STATE in accordance with this

contract, and as it applies to all data, created, collected, received, stored, used, maintained, or

disseminated by the CONTRACTOR in accordance with this contract. The civil remedies of

Minnesota Statutes Section 13.08, apply to the release of the data referred to in this Article by either

the CONTRACTOR or the STATE. In the event the CONTRACTOR receives a request to release

the data referred to in this Article, the CONTRACTOR must immediately notify the STATE. The

STATE will give the CONTRACTOR instructions concerning the release of the data to the

requesting party before the data is released.

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MINNESOTA STATE COLLEGES AND UNIVERSITIES

Minnesota State University, Mankato

REQUEST FOR PROPOSAL (RFP)

for Implementing, Managing, and Marketing an Affinity Credit Card

Program

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TABLE OF CONTENTS Page No. Section I Background Information 3

Section II Project Overview and Goal 6

Section III Procedures for Responding 7 Section IV Evaluation 13 Section V General Requirements 16

Section VI Vendor Information 22

Attachments: PUR009, Affidavit of Non-collusion MnSCU001, Professional/Technical Services Contract Form PUR010, Affirmative Action Data Page

Pur015, Certificate Regarding Lobbying (needed only if contract is over $100,000 and federal money will be used)

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Section I: Minnesota State University, Mankato Background Information

The Minnesota State Colleges and Universities (MnSCU) is the fifth-largest higher education system in the U.S. and is comprised of 33 two-year and four-year state colleges and universities with 53 campuses located in 46 Minnesota communities. MnSCU colleges and universities serve about 150,000 students each semester and produce about 30,000 graduates a year.

OVERVIEW

• Founded in 1868 • 99,000 alumni worldwide • Approximately 14,000 students • More than 500 international students from 71 countries • 1,300 faculty and staff • 600 full-time instructional faculty, 80 percent with terminal degrees • Six academic colleges:

o Allied Health and Nursing o Arts and Humanities o Business o Education o Science, Engineering & Technology o Social and Behavioral Sciences

• 158 undergraduate programs of study, including 16 preprofessional programs • 82 graduate programs • Accredited by 25 national accrediting agencies including the North Central Association

of Colleges FACILITIES

• $11.4 million Centennial Student Union addition completed in 2005 • Library Services houses 1.2 million items and provides electronic access to more than

190 databases and online collections • Student recreation/fitness center renovations in progress totaling $8.4 million • Privately-funded $17 million Taylor Center, with 4,800 seat Bresnan Arena for Maverick

basketball, volleyball, and wrestling; commencement ceremonies; high school tournaments; major concerts and lectures

• Privately-funded Andreas Theatre ($3.6 million) completed in 2000 • 25,000 square-foot Technology Center, Casual Computing Lab and Global Learning Lab

in Memorial Library • Wireless access in most campus locations • Andreas Observatory houses state-of-the-art astronomy equipment, including a 20-inch

Cassegrain reflecting telescope, one of Minnesota's largest • Home of Minnesota Vikings Summer Training Camp for more than four decades

OPPORTUNITIES

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• Bachelor's, master's, associate, and specialist degrees; graduate certificates; applied doctorates anticipated in 2007

• Most popular programs: Nursing/Pre-Nursing; Elementary Education; Management; Marketing; Construction Management; Computer Information Science; Law Enforcement; Accounting; Psychology; Biology

• Distinctive programs: Accelerated Option Nursing; Automotive Engineering Technology; Civil Engineering; cross-disciplinary undergraduate and graduate degrees; joint JD/MA in Health Sciences and Public Administration with William Mitchell College of Law; MFA in Creative Writing; MFA in Forensics/Speech Communication; Rapid Response Teacher Education; Technical Writing Graduate Certificate; BFA in Musical Theatre

• Faculty conduct alternative energy research; athletic training and exercise science research in campus labs; renal research partnership with Mayo Clinic; and Cyclotron and nuclear physics research with Indiana University

• One of only four MBA programs in Minnesota accredited by AACSB International • Information Technology Initiative for students and faculty in the College of Business • Language Learning for Academic Success program for non-native English-speaking

students • Division I WCHA men's and women's hockey • Division II NCC men's baseball, basketball, cross country, football, golf, swimming,

tennis, track, and wrestling • Division II NCC women's basketball, cross country, golf, soccer, softball, swimming,

tennis, track, and volleyball • A total of 175 academic student groups, intramural sports, leadership and religious

organizations, honorary and professional fraternities and sororities, and special interest groups

• Cultural Diversity Center; Lesbian, Gay, Bisexual, Transgender Center; and Women’s Center

• Nationally-ranked student solar car team, Clean Snowmobile SAE Design Team, EMuseum, baseball team, cheer team, women's golf team, and wrestling team

• Home of the Center on Aging; Center for Applied Social Science; Center for Continuous Learning; Center for School-University Partnerships; Force Science Center; Kessel Institute for the Study of Peace and Change; and Water Resources Center

• Recipient of the 2003 Greater Mankato Chamber of Commerce Business Education Partnership Award

• Hosts the annual International Festival, Pan-African conference, Rube Goldberg competition, world’s third-largest Science Fair, Undergraduate Research conference, and Women and Spirituality conference

SUPPORT

• Annual budget for all funds: $170 million • Annual tuition and fees: $5,394 (undergraduate in-state) • $76 million in scholarships, grants, work-study, and other support awarded annually to

more than 11,500 students • $7.6 million in federal grants, $6.5 million in state grants, $4.6 million in institutional

grants/scholarships

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• $1.3 million in non-institutional scholarships/grants, and $1.1 million in third-party funding (employer-paid tuition, etc.)

• $44.7 million in federal loans, $4.1 million in state loans, $2.9 million in private loans, and $882,939 in federal work-study (state work-study funds not available in 2002-03)

• Top private fund-raiser in the Minnesota State Colleges & Universities System—$39 million, $4 million over goal, raised in the University's first comprehensive campaign (1997-2002)

LOCATION

• Approximately 85 miles southwest of Minneapolis/St. Paul, MSU sits atop 350 acres overlooking the Minnesota River Valley. Greater Mankato has a population of nearly 50,000

Additional information on Minnesota State University may be found at www.mnsu.edu

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Section II: Project Overview and Goal

This RFP does not obligate Minnesota State University, Mankato to award a contract or complete the proposed project, and Minnesota State University, Mankato reserves the right to cancel the solicitation if it is considered to be in its best interest. This document, including attachments, constitutes a formal Request for Proposal (RFP) and is a competitive procurement. Therefore a responding vendor shall carefully follow the instructions herein in order to be considered fully responsive to the RFP. Minnesota State University, Mankato reserves the right to reject a proposal that is determined to be incomplete or which does not follow the required structure and format. However, when such statements, omissions or deviations are innocent or inadvertent in the opinion of Minnesota State University, Mankato, Minnesota State University, Mankato further reserves the right to waive them as informalities. Goal

The Minnesota State University, Mankato Alumni Association (hereafter referred to as Minnesota State University Mankato), is requesting proposals from qualified banking institutions for implementing, managing and marketing their affinity credit card program.

Selection of vendors shall be based on Minnesota State University, Mankato evaluation of responses. Minnesota State University, Mankato intends to enter into a contract with the selected vendor, and this contract will contain all the terms and conditions required by this request for proposals (RFP), as well as further terms and conditions negotiated between Minnesota State University, Mankato, the Office of the Chancellor's General Counsel and/or the Office of the Attorney General, and the selected vendor. Proposals must be clear and concise. Proposals that are difficult to follow or that do not conform to the RFP format or binding specifications may be rejected. Responding vendors must include the required information called for in this RFP. Minnesota State University, Mankato reserves the right to reject a proposal if required information is not provided or is not organized as directed.

Responding vendors may suggest additional tasks or activities that could substantially improve the results of the project. These items shall be separated from the required items on the cost proposal.

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Section III: Procedures For Responding

Contacts and Questions

Any verbal explanations of instructions or discussion of any aspect of this RFP provided to a vendor before the award of a contract shall not be binding. All questions must be submitted in writing and all answers will be provided to all participants at the RFP website http://www.mnsu.edu/fpurchas/. The contact person for questions regarding this RFP is listed below: Name: Cynthia Bemis Abrams Title: Director of Alumni Relations Address:1536 Warren Street 224 Alumni Foundation Center Mankato, MN 56001 Phone: (507) 389-1794

Fax: (507) 389-1899 Email: cynthia.abrams@mnsu.edu Questions should be received on the website by March 6, 2006. Responses will be made prior to March 15, 2006. Questions received after that time may not receive responses. Other personnel are NOT allowed to discuss the RFP with anyone, including vendors, before the proposal submission deadline. Questions must include the name of the questioner, as well as a phone number, email address and/or fax number. Anonymous questions will not be answered. All substantive responses to vendor queries will be made available to all vendors by posting the question, with the name of the vendor submitting the question and the answer on the RFP website. For purposes of this RFP, posting on this website constitutes written notification to all vendors. Vendors are expected to check this website daily for updated information or answers to questions submitted. Website address: http://www.mnsu.edu/fpurchas/

Proposal Delivery

All proposals must be sent to and received by: Institution: Minnesota State University, Mankato

Name: Jean Hardel Title: Facilities Purchasing Coordinator Address: 415 Malin Street

358 Wiecking Center Mankato, MN 56001

Phone: (507) 389-5016

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not later than March 27, 2006, at 2:30 P.M., as indicated by the date and time recorded on each response package by our Facilities Purchasing Coordinator.

Fax and e-mail responses will not be considered.

Late proposals will not be considered. Responses received after March 27, 2006, at 2:30 P.M.

will be returned to the vendor. Schedule of Activities/Timeline/Deadline

1. RFP mailed, faxed and posted: Week of February 14, 2006

2. Prospective Contractors written inquiry deadline: March 6, 2006.

3. Prospective Contractors reply deadline: March 15, 2006

4. Proposal submission deadline: March 27, 2006, 2:30 pm.

5. Evaluations : Week of April 17, 2006

6. Presentation by Finalists: Week of May 15, 2006

7. Award Notification: Week of May 29, 2006

8. Contract begin date: November 5, 2006

All costs incurred by a vendor in responding to this RFP shall be borne by the vendor.

Submit 1 copy of proposal including financial data and 5 copies without financial attachments. Proposals are to be sealed in mailing envelopes or packages with the responding vendor’s name and address clearly written on the outside. Each copy of the proposal must be signed in ink by an authorized member of the company. Proof of authority of the person signing shall be furnished upon request. Prices and terms of the proposal as stated must be valid for the length of any resulting contract.

A. Proposals are irrevocable for 180 days following March 27, 2006. This period may be extended by written agreement between the responding vendor and Minnesota State University, Mankato.

B. Proposals made in pencil shall be rejected. Alterations in cost figures used to determine the lowest priced proposal shall be rejected unless initialed in ink by the person responsible for or authorized to make decisions as to the price quoted. Proof of authorization shall be provided upon request. The use of “white out” is considered an

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alteration.

C. Not withstanding anything to the contrary, Minnesota State University, Mankato reserves its right to:

1) Reject any and all proposals received in response to this RFP; 2) Select a proposal for contract negotiation other than the one with the lowest

cost; 3) Waive or modify any informalities, irregularities, or inconsistencies in

proposals received and/or accept a written modification submitted after 2:30

P.M., March 27, 2006 requested by Minnesota State University, Mankato if the original proposal was submitted on time and the modified proposal is more favorable to Minnesota State University, Mankato;

4) Negotiate any aspect of the proposal with any vendor;

5) Terminate negotiations and select the next most responsive vendor for

contract negotiations; 6) Terminate negotiations, and prepare and release a new RFP; or 7) Terminate negotiations and take such action as deemed appropriate.

Completion Date

It is Minnesota State University Mankato’s intent that any contract resulting from this request for proposal will be for seven (7) years. However, the initial contract period will be for five (5) years with the option for two (2) one-year renewals with the mutual consent of Minnesota State University Mankato, and Contractor. The effective date for the initial contract period will be November 5, 2006 through November 5, 2011. Proposal Content

II. SCOPE OF WORK/TECHNICAL SPECIFICATIONS

A. Purpose

Minnesota State University Mankato is looking for a company that has strategic fit and would be a long-term partner. We are seeking a partner who will extend unparalleled commitment to managing Minnesota State University Mankato’s program. Qualities will include:

1. A service guarantee that demonstrates the vendor’s commitment to card member

customer service and supports that commitment financially.

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2. Contractual commitment to a robust marketing plan, which focuses on true

customization. 3. Complete and dedicated account management coverage: including marketing and

planning, operations management, reporting and ad hoc accountability. 4. Multiple and full color card designs offering options to alumni and friends. 5. Aggressive compensation components; new accounts, renewed accounts, basis

points on net retail spend, basis points on cash spend, account bounties and renewal fees.

6. Immediate and aggressive royalty advance structure options.

B. Scope of Service

1. Developing a comprehensive and aggressive marketing plan for affinity credit cards to its’ members which may include students, alumni and friends through direct mail efforts, event sponsorships, phone campaigns, advertising in various publications, promotion at certain university events and internet marketing efforts at no cost to the university.

2. Providing a substantial revenue source to Minnesota State University Mankato in

the form of a cash advance and/or royalty payment for all opened accounts, account activity and other related card benefits.

3. Providing excellent value, benefits (perks) and customer service to cardholders. 4. Providing excellent customer service to Minnesota State University Mankato and

support its efforts in reaching and retaining its constituents.

C. Program Requirements

1. Contractor will be responsible for program marketing, customer service, and maintenance of program at all levels.

2. Contractor services offered shall be consistent with the federal and state banking

guidelines, practices and procedures. 3. Contractor will be committed to a five-year agreement with two (2) one-year

renewal options, for a total contract term not exceeding seven years. 4. Contractor will be responsible for the cost associated with all marketing collateral

including printing, postage, event sponsorships, premiums, and other materials.

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5. Contractor will extend Minnesota State University Mankato the right to review and approve all marketing materials related to the affinity card program prior to its distribution.

6. Contractor marketing materials where appropriate will prominently display and

describe the benefit of using the card (i.e. it helps support the MSU Alumni Association, athletics, student programs and scholarships).

7. Contractor will be required to provide QUARTERLY reports regarding the

performance of the affinity credit card program. This report will include financial information as well as overall account performance.

8. On a scheduled basis, Contractor marketing materials distributed to students will

be accompanied by educational brochures on how to maintain good credit. Vendor bank must be FULLY SUPPORTIVE IN PROVIDING EDUCATIONAL MATERIALS TO STUDENTS.

9. Contractor marketing and promotional materials will use License Resource Group

approved logos and must use the logo and university colors according to brand guidelines.

10. Contractor will NOT sell or otherwise distribute to another party, including

related divisions of its parent company, the list that the MSU Alumni Association gives it to conduct the program.

D. Contractor Marketing Benefit

1. Contractor will be given direct mail opportunities to more than 84,000

addressable alumni and friends of the college with annual growth rate of 2-3% per year.

2. Contractor will be acknowledged on a periodic basis in the Minnesota State

University Mankato Alumni Association’s e-mail newsletter to alumni. Increased access and special consideration may be given for a proposal’s specific special offers and promotions.

3. Contractor will be offered the right of first refusal to fund the sponsorship of the

MSUGrads.com, the alumni association’s online community or will consider one (1) other similar prominent alumni marketing opportunity per year.

4. Contractor will have direct internet link from the alumni website to on-line

application opportunity.

6. Contractor will be provided with a list of additional appropriate Alumni, University or related publications and events promotional opportunities.

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III. RESPONSIBILITY OF CONTRACTORS

A. Responsibility of Contractors: Interested individuals/firms are invited to submit a proposal with the policies, procedures, and dates as set forth herein.

B. References: The Contractor must provide a list of at least three references of companies/institutions (preferably universities or colleges) that have participated or are participating in similar affinity credit card programs. References must include company name, key contact, key contact phone number, and key contact e-mail address. C. Qualifications of Contractors: The contractor will be regularly and wholly engaged in the business of providing Affinity programs and services and/or related businesses. The contractor must be able to show by documentation that he has successfully established and maintained a business for a period of no less than five successive years prior to the date of the receipt of

this bid. The contractor shall have in his direct employment the necessary manpower and proper facilities to properly fulfill all the services required.

E. Format & Contents of Proposal

1. Clearly identify the Contractor submitting the proposal. Proposals must follow the same sequence and numbering scheme used in this request for proposal.

2. Executive Summary, no more than three pages in length.

3. Acknowledge receiving any and all addenda.

4. Provide a detailed plan for fulfilling the contract. Include a description of what

your Firm views as its responsibilities as well as a complete pricing structure for products and/or services to be provided.

5. Provide complete information for any services, information, equipment, or space

to be provided by Minnesota State University Mankato. 6. Provide any other information, which the Contractor may choose to reveal to the

evaluation committee.

7 Statement of Qualifications, to be completed in its entirety.

8. Attach a complete, audited financial statement of the firm’s most recently completed fiscal year (to be included in the official package only).

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Section IV: Evaluation

Proposal Evaluation

Evaluation criteria will be based on, but not necessarily limited to the following factors A. The contractor contact and acknowledgment:

a. cover letter to introduce the company and its qualifications b. provide a general overview of the contractor’s proposal c. signed by the person or persons duly authorized to sign the proposal, office

address, and office telephone number of the primary relationship d. sign the Signature Page, Appendix A. (IF APPLICABLE) 3 points

B. The contractor must explain its proposed comprehensive and aggressive marketing plan specific to Minnesota State University for the affinity credit card. 15 points C. Contractor must specify form of the revenue (cash advance and or royalty payment) to the Minnesota State University Mankato for all opened accounts, account activity and other card benefits. 2 points D. The contractor must explain the card’s plan value, benefits and customer service to cardholders, line of products offered and the benefits of each. 10 points E. The contractor must explain their customer service to the university and how they will support efforts in reaching and retaining cardholders. 5 points F. The contractor must explain how they will conduct maintenance of the affinity card program for Minnesota State University, Mankato at all levels. In this section include information on staff that will be committed to the account. 5 points G. The contractor must affirm that their banking services comply with federal and state banking guidelines, practices and procedures. 2 points H. The contractor must provide their preferred initial agreement terms and renewal terms and the reason why they believe the terms are in the best interest of Minnesota State University Mankato. 3 points based on provision, not quality of document

I. The contractor must acknowledge that they will:

a. be responsible for the cost associated with all marketing collateral including printing, postage, event sponsorships, premiums, etc…

b. gain approval of Minnesota State University Mankato on all marketing materials related to the program prior to distribution. 2 points

J. The contractor must provide examples of quarterly reports regarding the performance of the affinity credit card program.

a. include financial information as well as overall account performance

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b. acknowledgement of provision of quarterly reports. 3 points K. The contractor must include a sample contract with their proposal. The Contractor must address in response to this RFP and identify where in its contract that it guarantees that they will not switch cardholders from their original brand Association card to another. 5 points

L. The contractor will address in response to this RFP their policy on extending conveyance rights in the contract on the card portfolio to Minnesota State University at the end of the contract term. 10 points M. The contractor must describe the products that would be offered to credit adverse constituents. 2 points N. The contractor must describe how they would prohibit Minnesota State University Mankato constituents from receiving other unrelated credit card solicitations of services they may provide that is not outlined in the contract. 3 points O. The contractor may list any additional information or data not requested as part of this RFP, which the Contractor believes should be considered in the evaluation of a response. This section may include sample marketing, guarantees, and where the contractor ranks in the industry. 10

points P. The contractor must state exceptions if any taken to the terms and conditions of this RFP and they shall be listed by the number or letter in the RFP. Following this reference number, the excepted terms/conditions shall be stated followed by a detailed explanation of the exception take. 0 points Q. All RFP’s must be submitted and deemed complete by March 27, 2006, at 2:30 P.M. If the application is deemed to be incomplete, the university may immediately withdraw the applicant from consideration. All proposals and attachments become the sole property of Minnesota State University, Mankato and said institution shall not be responsible for any fees or expenses incurred as a result of the preparation of any response to this request in full or in part. 10

points R. Identify the period for which your pricing structure (proceeds of new accounts and cardholder traffic to Minnesota State University Mankato) are in effect. 10 points

All proposals received by 2:30 P.M., March 27, 2006 will be evaluated by representatives of the Alumni Board Committee. In some instances, an interview may be part of the evaluation process. Factors on which proposals will be judged include, but are not limited to, the following:

A. Expressed understanding of proposal objectives.

B. Work plan. C. Cost detail.

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D. Qualifications of both company and personnel. Experience of personnel who are

committed to work on the contract will be given greater weight than that of the company.

E. Completeness, detail, and thoughtfulness of response as reflected by the proposal’s

discussion and coverage of all elements of work listed above. F. Consistency of the proposed solutions to Minnesota State University, Mankato

present and future needs. G. Cost in relation to level of service to be provided.

Minnesota State University, Mankato reserves the right to name a date with two weeks’ notice at which all responding vendors or selected finalists will be invited to present demonstrations and/or participate in an interview. Minnesota State University, Mankato does not agree to reach a decision by any certain date; however, it is hoped that the evaluation and selection will be completed within 60 business days after March 27, 2006. A proposal may be rejected if Minnesota State University, Mankato determines that any product's ability to work with existing infrastructure will be too limited or difficult to manage.

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Section V: General Requirements

Affidavit of Noncollusion

A responding vendor must complete the attached Affidavit of Noncollusion (Attachment 1) and include it with the proposal.

Conflicts of Interest

A responding vendor must provide a list of all entities with which it has relationships that create, or appear to create, a conflict of interest with the work that is contemplated in this RFP. The list should indicate the name of the entity, the relationship, and a discussion of the conflict.

Disposition of Responses

All materials submitted in response to this RFP will become property of MnSCU and will become public record in accordance with Minnesota Statutes section 13.591 after the evaluation process is completed and an award decision made. Pursuant to this statute, the completion of the evaluation process occurs when the government entity has completed negotiating the contract with the selected vendor. If a responding vendor submits information in response to this RFP that it believes to be trade secret materials, as defined by Minnesota Statutes section 13.37, the vendor must: • Clearly mark all trade secret materials in its response at the time the response is submitted, • Include a statement with its response justifying the trade secret designation for each item, and • Defend any action seeking release of the materials it believes to be trade secret, and

indemnify and hold harmless MnSCU, its agents and employees, from any judgments or damages awarded against MnSCU in favor of the party requesting the materials, and any and all costs connected with that defense. This indemnification survives MnSCU's award of a contract. In submitting a response to this RFP, the vendor agrees that this indemnification survives as long as the trade secret materials are in possession of MnSCU.

Minnesota State University, Mankato will not consider the prices submitted by a responding vendor to be proprietary or trade secret materials. Contingency Fees Prohibited

Pursuant to Minnesota Statutes section 10A.06, no person may act as or employ a lobbyist for compensation that is dependent upon the result or outcome of any legislation or administrative action.

INSTRUCTIONS TO SUCCESSFUL FIRM(S) FOR EXECUTION OF A CONTRACT

A. Contract

1. Minnesota State University Mankato’s Agent listed in III.D.4 will work with the

selected Firm’s representative(s) to develop a mutually agreeable contract.

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2. All terms and conditions (see section I.D.) will be taken into consideration when developing the contract as will the specific tasks and deliverables outlined in Section II, Scope of Work/Technical Specifications.

B. Contract Terms and Conditions

1. If pricing changes, Contractor must request changes in writing, with a minimum of thirty (30) days notice, and all increases must be documented.

2. Extensions

The intent to renew or not to renew the contract by either party shall be filed in writing with the Minnesota State University Mankato’s Agent by June 1st of the current contract year for the succeeding contract year (November 5 to November 5 is contract year). Minnesota State University Mankato’s Agent is to be advised if that is not possible.

3. It is Minnesota State University Mankato’s intent that the required negotiation

and approvals for any extension will be completed by September 1 of the current contract year for the succeeding contract year. Minnesota State University Mankato’s Agent will represent Minnesota State University Mankato during negotiations.

C. Contract Termination

1. Minnesota State University Mankato may without prejudice to any right or

remedy, and after giving the Contractor and his sureties written notice, terminate the contract forthwith if any of the following conditions (a.-d.) exist:

a. If the Contractor should be adjudged bankrupt;

b. If the Contractor shall make a general assignment for the benefit of his

creditors, or a receiver should be appointed over the property;

c. If the work under this contract shall be abandoned or for deficiencies not corrected within a reasonable time; and,

d. If this contract or any part hereof shall be subcontracted without previous written consent of Minnesota State University Mankato.

2. The Owner reserves the right to cancel the contract awarded to the Contractor, if

in the owner’s judgment; performance under the contract is unsatisfactory. It is understood, however, that if at any time during the term of the contract performance thereunder is deemed to be unsatisfactory, Minnesota State University Mankato shall so notify the Contractor and demand that the Contractor shall correct such unsatisfactory conditions immediately but not more than ten

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(10) days from such notification. If such corrections are not made within the allotted time period, Minnesota State University Mankato may terminate the contract within thirty (30) days of the initial notification date.

3. The contract will automatically terminate at the end of the initial contract period

unless both parties agree to a renegotiated optional extension as stated in Section I.B.

D. Conflict of Interest

No officer, employee or alumnus/a of Minnesota State University Mankato shall participate in any decision relating to this Agreement which affects his/her personal interest or the interest of any corporation, partnership, or association in which he/she is directly or indirectly interested; and no officer or employee of the university, or alumnus/a participating in the review process, shall have any interest, direct or indirect, in this Agreement or in the proceeds thereof. The purpose of this clause is to ensure that persons who are in a position to approve this contract on behalf of the university, do not experience a personal gain by entering into any contract, which directly affects them.

E. Confidentiality

The contractor shall keep confidential all personal and other confidential data and information that is provided to the contractor by Minnesota State University Mankato or that otherwise comes into its possession in the performance of its obligations under this Agreement, and the contractor shall not disclose the same to other persons or entities without the prior written authorization of the Minnesota State University Mankato.

F. Publications, Reproductions, and Use of Material

All documentary material, including without limitation, plans, reports, manuals, pamphlets and articles prepared by the contractor for any purpose in connection with the making or performance of this Agreement, shall be the property of the Minnesota State University Mankato and shall appropriately designate the university as owner. No such material prepared in whole or in part under this Agreement shall be subject to copyright in the United States of America or in any other country. Minnesota State University Mankato shall have unrestricted authority to publish, disclose, distribute and otherwise use, in whole or in part, any such materials. Any material, which has been copyrighted previously and is used by the contractor in the performance of this Agreement, shall not lose its copyright status by being so used.

G. Force Majeure

Neither party shall be liable to the other or be deemed to be in breach of this Agreement for any failure or delay in rendering performance arising out of causes

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beyond its reasonable control and without fault or negligence. Such causes may include, but are not limited to Acts of God or of a public enemy, fires, flood, epidemics, quarantine restrictions, strikes, freight embargoes, or unusually severe weather. Dates or times of performance shall be extended to the extent of delays excused by this section, provided that the party whose performance is affected notifies the other promptly of the existence and nature of such delay, and provided that nothing in this provision shall be deemed to extend the term hereof.

H. Severability

If any provision of this Agreement is declared or found illegal, unenforceable, or void, then both parties shall be relieved of all obligations under the provision. The remainder of the Agreement shall be enforced to the fullest extent permitted by law.

I. Waivers

All conditions, covenants, duties and obligations contained in this Agreement can be waived or amended only by written agreement. Forbearance or indulgence in any form or manner by a party shall not be construed as a waiver, nor in any way limit the legal or equitable remedies available to that party.

J. Records

The contractor shall maintain books, records and other compilations of data, pertaining to the performance of its obligations hereunder and shall do so to such extent and in such detail as shall properly substantiate claims for payment hereunder. The State of Minnesota or its designees shall have the right, at reasonable times and upon reasonable notice, to examine and copy the books, records and other compilations of data that are required to be maintained hereunder.

K. Status

Nothing in this Agreement shall be deemed to constitute the contractor as an employee of Minnesota State University Mankato or of any other agency of the State of Minnesota, nor shall it be deemed to constitute the contractor as a partner of or a joint venture with the university for any purpose whatsoever.

L. Indemnification

The contractor shall indemnify and hold Minnesota State University Mankato harmless from and against any and all liabilities, losses, damages, costs and expenses (including, without limitation, reasonable attorneys fees) for personal injury or damage to any real or personal property which Minnesota State University Mankato may sustain, incur or be required to pay arising out of or in connection with the services required to be performed hereunder by reason of any negligent action or inaction or any willful misconduct of the contractor or of any person employed by the

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contractor or of any person to whom the contractor has sub-contracted the performance of any services hereunder.

M. Evaluation Committee Rights/Rules of Conduct

1. The evaluation committee expressly reserves the right to reject any and all

proposals without penalty, to waive all technicalities and irregularities and deviations of proposals from this request for proposal, to decide whether a proposal does or does not substantially comply with the requirements of this request for proposal, to be the final judge as to which is the best overall proposal, and to award a contract to the Firm whose proposal it considers to be in the best interest to Minnesota State University Mankato.

2. The evaluation committee reserves the right to award a contract without

discussion or negotiation if it determines that such an award will result in fair and reasonable prices and would be the most advantageous to Minnesota State University Mankato.

3. In the event that the awarded Firm refuses to enter into a contract, that proposal

will be rejected. 4. The evaluation committee will treat all proposals received prior to the due date

and time as confidential. The committee may disseminate information to others whom the committee deems in its sole discretion to have an interest in the proposal. In no event shall the committee be liable for any breach of confidentiality. All materials submitted will become the property of the committee and will become part of the public record, with the exception of any materials that both the Contractor and committee deem as confidential.

5. The content of the evaluation committee’s working papers and discussions

relating to the proposals will be considered confidential. 6. The evaluation committee will evaluate all proposals against the evaluation

criteria listed in this request for proposal and determine which Firm will best meet the needs of Minnesota State University Mankato.

7. In the event that a contract acceptable to the committee cannot be executed with

the top Firm, the committee may eliminate that Firm from further consideration. The committee may then proceed to conduct negotiations and planning sessions with the Firm next preferred among the Firms who have not been eliminated. Such processes will be continued until either an acceptable contract is executed or all proposals have been eliminated.

8. Minnesota State University Mankato reserves the right to negotiate

simultaneously with more than one Firm.

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Preference to Targeted Group and Economically Disadvantaged Businesses and

Individuals

In accordance with Minnesota Rules 1230.1810, subpart B and Minnesota Rules 1230.1830, certified Targeted Group Businesses or Individuals submitting proposals as prime contractors will receive up to six percent preference in the evaluation of their proposals. For information regarding certification, contact the Department of Administration, Materials Management Helpline at 651.296.2600, TTY 651.282.5799

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Section VI: Vendor Information

A responding vendor must answer each of the following questions. If the answer to any question is in the affirmative, all relevant circumstances must be explained in detail, including the current status and ultimate disposition of each matter: A. Has the vendor been declared in default of any contract? B. Has the vendor forfeited any payment of a performance bond issued by a surety company

on any contract? C. Has an uncompleted contract been assigned by the vendor's surety company on any

payment or performance bond issued to the vendor arising from its failure to fully discharge all contractual obligations thereunder?

D. Within the past three (3) years has the vendor filed for reorganization, protection from

creditors, or dissolution under the bankruptcy statutes? E. Is the vendor now the subject of any litigation in which an adverse decision might result

in a material change in the company's financial position or future viability? A responding vendor should describe the history of the company and the history of its specific involvement with affinity cards.

A responding vendor should demonstrate long-term viability and future development with a description of the vendor's long-term development strategy and plans to ensure that the proposed

affinity card and the vendor as a business company remain viable in the market. In addition, a responding vendor should describe the process by which customer requests for affinity card enhancements are considered and prioritized by the vendor in formulating its future research and development strategy.

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ATTACHMENT 1

MINNESOTA STATE COLLEGES AND UNIVERSITIES

AFFIDAVIT OF NON-COLLUSION

I hereby swear (or affirm) under the penalty of perjury: 1. That I am the responder (if the responder is an individual), a partner in the company (if

the responder is a partnership), or an officer or employee of the responding corporation having authority to sign on its behalf (if the responder is a corporation);

2. That the attached proposal covering the order for: _______________________ has been

arrived at by the responder independently and has been submitted without collusion with, and without any agreement, understanding or planned common course of action with, any other vendor of materials, supplies, equipment or services described in the Request for Proposal designed to limit independent quoting or competition;

3. That the contents of the Request for Proposal have not been communicated by the

responder or its employees or agents to any person not an employee or agent of the responder or its surety on any bond furnished with the Request for Proposal and will not be communicated to any such person prior to the official opening of the Request for Proposal; and

4. That I have fully informed myself regarding the accuracy of the statements made in this

affidavit. Signed: ______________________________________________________________ Company Name: _______________________________________________________ Subscribed and sworn to me this day of _____________, 20________. Notary Public My commission expires ______________, 20_________. PUR009.doc 5/15/00