Seeds R US Inc. REQUEST FOR PROPOSAL

PROJECT NAME: Inventory Tracking System (ITS) 8801 Crysler Avenue, Kansas City, Missouri 64138

Phone: (816) 358-7787 Fax: (816) 358-7700 seedsrus@live.com

July 13, 2011

Deborah Obasogie Procurement Officer

Table of Contents Request for Proposal: Inventory Tracking System ..................................................................................... 1 1. INSTRUCTIONS TO BIDDERS .................................................................................................................... 1

1.1. General Description of Work............................................................................................................ 2 1.2. What Must Be Included with Bid...................................................................................................... 2 1.3. Schedule of Bid Period Activities ...................................................................................................... 4 1.4. Location of Work .............................................................................................................................. 5 1.5. Basis for Bid Evaluation .................................................................................................................... 5 1.6 Ethical Standards............................................................................................................................... 6 1.7. List of Bidders................................................................................................................................... 6 1.8. Letter of Acknowledgment............................................................................................................... 6

2. DESCRIPTION OF WORK .......................................................................................................................... 7 2.1. Company .......................................................................................................................................... 7 2.2. Mission ............................................................................................................................................. 7 2.3. Long Term Strategy .......................................................................................................................... 7 2.4. Purpose ............................................................................................................................................ 8 2.5. Description ....................................................................................................................................... 8 2.6. Objective .......................................................................................................................................... 9 2.7. Vision ............................................................................................................................................... 9 2.8. Specific Strategies .......................................................................................................................... 10 2.9. Requirements ................................................................................................................................. 10

3. PRICING ................................................................................................................................................. 11 3.1. Breakdown of Bid Price .................................................................................................................. 11

4. SPECIFICATIONS AND DRAWINGS ......................................................................................................... 11 5. GENERAL CONDITIONS AND CONTRACT AGREEMENTS ........................................................................ 12 Appendix A ................................................................................................................................................ 13 Appendix B ................................................................................................................................................ 14 Appendix C ................................................................................................................................................ 15 Appendix D ............................................................................................................................................... 21 Appendix E ................................................................................................................................................ 28 Appendix F ................................................................................................................................................ 29 Appendix G ............................................................................................................................................... 31 Appendix H ............................................................................................................................................... 33

ITS 1

Request for Proposal: Inventory Tracking System

1. INSTRUCTIONS TO BIDDERS

Seeds 4 US Inc. requests your company to bid a proposal for services for the Internet

Inventory Tracking System. This will be a concept to design production. The purpose of this

Request for Proposal (RFP) is to provide a fair evaluation of all candidates and to provide the

candidates with evaluation criteria against which they will be judged. Bidders are cautioned to

read this entire RFP carefully and to comply with all directives to avoid disqualification from an

award.

From the RFP issue date of July 13th

, 2011, until an award is made and announced by

Seeds R US Inc., August 31st, 2011, bidders are not allowed to communicate with any Seeds R

US Inc. employee or officials regarding this procurement, except at the direction of Deborah

Obasogie, the procurement officer in charge of the solicitation. Any unauthorized contact will

disqualify the bidder from further consideration of this RFP.

Bidder is to submit one (1) original proposal which is to be bound into a single document

and clearly marked “ORIGINAL”. Should a discrepancy arise between various copies of the

RFP, information contained in the “ORIGINAL” will prevail over conflicting information.

Bidder is to submit three (3) quality proposal copies, which are to be individually bound and

clearly marked “COPY”. A digital copy of the proposal is to be submitted on either a CD or flash

drive.

Bidders may withdraw proposals at any time prior to the due date/time with written

notification to the Seeds R US Inc. contact listed in Appendix A.

Seeds R US Inc. reserves the right to cancel this RFP, in whole or in part, at any time

before the opening of the proposals. Should it become evident during the evaluation of the

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proposals that it is no longer in the best interest of the company to make an award under this

solicitation, Seeds R US Inc. shall not be responsible for any costs incurred due to the

cancellation of the RFP.

Ownership of all materials and documentation originated and prepared for shall belong

exclusively to Seeds R US Inc. Trade secrets or proprietary information submitted by bidder

shall not be subject to public disclosure under the Missouri Freedom of Information Act. Any

confidential or proprietary data must be clearly marked

Bidder may offer alternative proposals; in which case each proposal will be evaluated by

Seeds R US Inc. as a separate option. Alternative proposals must be clearly marked.

1.1. General Description of Work

This solicitation is for an Inventory tracking system that will fulfill daily inventory

management needs of Seeds R US Inc. Additionally this system must be capable of handle

supply outages in high season to avoid customer complaints due to delays. The intent of this

system will allow timely input and access of seed catalogue data thus allowing for a more

accurate tracking of inventory. The procurement will be for the design stage only for

implementation may or may not be handled under a separate contract at a later date. Detailed

description of work and specifications are found in 2.0 Description of Work. Bidder must fulfill

all requirements by responding Yes/No and commenting when applicable. Bidders will be

evaluated on their responses to these requirements and their presentations.

1.2. What Must Be Included with Bid

Proposals must be mailed to: Seeds R US Inc., Purchasing Office, and Attn: Deborah

Obasogie, RFP- ITS – 07132011, 8801 Crysler Avenue. Seeds R US Inc. may make contact to

validate bidder’s information. Proposal must include a minimum of three (3) references where

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the bidder has successfully developed and implemented an inventory solution over the last three

(3) calendar years. Bidders must clearly identify the following for all references:

company/institution name; contact name, title, and telephone; contact email address; contact

mailing address; the size of the organization; dates and performance. References need to be

similar in size and scope.

Bidder shall provide documentation establishing the individual or company submitting

the proposal has the qualifications and experience to provide the system specified in this RFP,

including, at a minimum: a detailed description of any similar past projects, including the type of

system and dates the systems were provided; the client for whom the services were provided; and

a general description of the firm including its primary source of business, organizational

structure and size, number of employees, years of experience performing services similar to

those described within this RFP.

Bidders must clearly outline their fee structure including initial upfront costs and any

ongoing yearly maintenance, licenses, services and support fees. This document will be used as

the primary representation of each bidders cost/price, and will be used extensively during

proposal evaluations. Additional information should be included as necessary to explain in detail

the bidder cost/price, details found in the 3. Pricing section. Prices quoted in the proposal must

be FIRM and compliant with RFP specifications.

Bidders are required to make an oral presentation to clarify their proposal or to further

define their offer. Bidders should be prepared to send qualified personnel to the Seeds R US Inc.

location, at the bidder’s sole expense, to discuss technical and contractual aspects of the

proposal. See 4. Specifications and Drawings section for the detail of the documents to be

presented at a high level.

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Proposals should be prepared providing a straight-forward, concise description of

bidder’s capabilities to satisfy the requirements of the RFP. Emphasis should be on completeness

and clarity of content. Unnecessarily elaborate brochures or other presentations beyond that

sufficient to respond to each section and beyond that sufficient to present a complete and

effective bid response are neither necessary nor desired. Proposals may not be corrected after the

Due Date/Time of July 18th

, 2011. Each envelope/package must be sealed and clearly marked

with the RFP number and RFP title found in Acknowledgment Letter found in Appendix A.

If bidder is unable or unwilling to submit a proposal, the bidder should as a courtesy

notify the Seeds RUS Inc. contact identified on the cover sheet via email to

obasogiegroup@live.com and provide a brief explanation for the “no-bid” prior to the due

date/time. Failure to extend this courtesy may jeopardize your consideration for receiving future

RFP’s.

If bidder is unable or unwilling to submit a proposal, the bidder should as a courtesy

notify the Seeds RUS Inc. contact identified on the cover sheet via email to

obasogiegroup@live.com and provide a brief explanation for the “no-bid” prior to the due

date/time. Failure to extend this courtesy may jeopardize your consideration for receiving future

RFP’s.

Bidders may withdraw proposals at any time prior to the due date/time with written

notification to the Seeds RUS Inc. contact listed on the Acknowledgment Letter found in

Appendix A.

1.3. Schedule of Bid Period Activities

Seeds R US Inc. will make every effort to adhere to the schedule detailed in Appendix E.

Please send proposal, along with other documents detailed in the 1.2 What Must Be Included in

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Bid section by August 12, 2011 by 5 pm. Bidders having questions, requiring clarification or

interpretation within this RFP must address these issues via email or in writing to the

procurement office. Deadline for questions and responses details are in the 1.3 Schedule of Bid

Period Activities section are July 19th and 20th

, 2011 respectfully. RFP revisions and responses will

be by written addendum and will be posted on website with the RFP at

http://seedsrus/depts/purchasing/ by July 28th

, 2011. Select the Request for Proposal link and the

specific number to show all documents available. August 12th

, 2011 is the deadline for references

checks, company profile and experience, and the cost/fee structure document. Bidder’s

notification presentation is August 17th

, 2011, while the presentations are August 18th

through

August 20th

, 2011. Technical capabilities reviews, detailed in 3.0 Pricing section, are scheduled

August 22-August 24, 2011. Bidders are responsible for checking the website often for any

addenda that may have been added. The intended date for award of the contract is August 31,

2011.

1.4. Location of Work

The location of the project site is at Seeds R US Inc., 8801 Crysler Avenue, Kansas City,

Missouri 64138. In addition to work, all shipments should be made to this address in the

attention of Deborah Obasogie, Purchasing Officer.

1.5. Basis for Bid Evaluation

All proposals submitted by the due date/time deadline will be evaluated by a committee

designated by Seeds R US Inc., who will be responsible for the selection of a firm (or firms) to

which a contract may be awarded.

If an award of contract is made, the respondent whose proposal, in the sole opinion of

Seeds R US Inc., which represents the best overall value to the firm will be selected.

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Evaluation Criteria for this RFP include, but not limited to:

Ability to meet requirements specifications – functionality, miscellaneous, technical and

licenses requirements

Reference checks

Qualifications and experience of proposed personnel and evidence of successful performance

with similar projects of same size and scope

Costs including fee structure

Demonstration, and oral presentation and interview, quality specifications and drawings at

product presentation. Appendix H depicts evaluation criteria checklist for bidders. A total of

300 points can be assessed for a bidder.

1.6 Ethical Standards

Include ethical standards that both Seeds R US Inc. and bidders are required to follow in

their relationships with one another prior to and after the award of a contract in the Instructions.

These standards often come from corporate procurement policies found in Appendix D, Terms

and Conditions. They include such items restrictions on discrimination, conflicts of interest

involving gifts and entertainment from suppliers and contractors to owner personnel as well as

ethnical conduct.

1.7. List of Bidders

Bidders involved in Seeds R US Inc. competitive bidding process are provided in

Appendix B for a detailed list of bidders.

1.8. Letter of Acknowledgment

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In order for bidder’s proposal to be considered, they must have returned the

Acknowledgement Letter, found in Appendix A, by July 18, 2011, 5 pm.

2. DESCRIPTION OF WORK

2.1. Company

Seeds 4 US Inc. delivers a variety of seeds to thousands of American gardeners.

Originally founded in Kansas City, Missouri in 2008, Seeds 4 US Inc. has become one of the

fastest growing mail-order gardening companies in the region. Though catalogs they offer a

complete line of flowers, ornamentals, roses, fruits, vegetables, perennials, annuals, seed-starting

materials, and garden tools.

Seeds R US Inc.’s pledge reads as follows: “Agriculture and seeds provide the basis upon

which our lives depend. We must protect this foundation as a safe and genetically stable source

for future generations. For the benefit of all farmers, gardeners and consumers who want an

alternative. We pledge that we do not knowingly buy or sell genetically engineered seeds or

plants.” Seeds R US Inc. believes wholehearted in pure and natural produce and sustainability.

2.2. Mission

Seeds R US Inc.’s mission is to encourage gardening as a lifestyle, to sustain the natural

world, and to improve the nation's health.

2.3. Long Term Strategy

Seeds 4 US Inc. long term strategy reads as: “The mechanical transfer of genetic

material outside of the natural reproductive methods and between genera, families or kingdoms,

poses great biological risks as well as economic, political, and cultural threats. We feel that

genetically engineered varieties have been insufficiently tested prior to public release. More

research and testing are necessary to further assess the potential risks of genetically engineered

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seeds. Further, we wish to support agricultural progress that leads to healthier soils, genetically

diverse agricultural ecosystems and ultimately healthy people and communities.”

2.4. Purpose

Currently Seeds 4 US Inc. use MS Access to track seed orders from a catalog. To reduce

the frequency of supply outages and customer complaints over delays, Seeds 4 US Inc. has a

need to design a new inventory tracking system that will streamline tracking of their catalog

orders and incorporate the latest web technology. Upon completion of the development, Seeds R

US Inc. will assume full responsibility for web site content maintenance and administration. All

content, coding and graphics will become the sole property of Seeds R US Inc.

The system was originally designed and implemented in 2008 and modified slightly in

2010 (see Appendix F for screen print, database content and table relationships). The system is

maintained with in-house resources.

2.5. Description

Create a flexible, informative system that is easy to maintain. It must be user- friendly

and allow for the tracking of inventory levels by capturing manual input of orders and new

inventory purchases from suppliers. It must be able to track the cost and sales value of each

inventory item separately as well as categorize each inventory item into user specified groupings.

It must provide user transaction forms for logging a sale and creating an order. In addition, the

system must list low inventory and which items need to be reordered through a supplier as well

as the day’s sales so far.

Activities to be performed by the system include:

Centralized view of inventory levels, reorder status and day’s sales.

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Customer, supplier and inventory information forms with a mix of required and option

information, enabling template owners to capture as much data as required for these three

groups.

Easy to use transaction form for logging a sale of an inventory item, including automated

calculation within the form of Quantity in Inventory and Transaction Value (cost of

purchased items). Sales users also enter in the sales price and additional information.

Create an order for new inventory with an easy to use form that shows documented purchase

price, quantity in inventory and calculated transaction value. The form also allows for entry

of expected delivery date, supplier and additional information to be entered regarding the

order.

Detailed inventory level transaction history including type of transaction, customer/supplier,

quantity, transaction price and transaction value.

For detail requirements regarding functional, miscellaneous, technical and license

requirements see 2.9 Requirements section.

2.6. Objective

Our primary objective is to build brand identity, awareness, and interest in the

organization and the services it provides.

2.7. Vision

Our vision is to:

Maximize web-based technology

Build customer loyalty and enhance vendor relationships

Improve system delivery and service

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Leverage human capital

Increase market share.

2.8. Specific Strategies

Our specific strategies include:

Increase awareness of Seeds 4 US Inc.’s mission and promote through system

Retain current customers and gain new ones

Strengthen relationships with community, partners, and donors

Attract qualified and diverse staff

Improve business efficiencies

Present comprehensive information and resources in an easy to use format

Integrate brand messaging

Deliver a consistence image

Deliver a scalable, maintainable foundation.

2.9. Requirements

To enable Seeds R US Inc. to determine the capabilities of a bidder to meeting bid

specifications, bidder shall review and respond to the questionnaire found in Appendix C.

Questionnaire components broken down into four requirements areas: functional, miscellaneous,

technical and license. Functional requirements address the basic features needed of the system;

miscellaneous requirements address the hardware, software, and environment structures needed

for the system; technical requirements address performance-related, reliability and availability

needs of the system; and license requirements address the licensing for the development system.

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All items require a response. Bidders taking exception to any requirement listed in the

questionnaire may be found nonresponsive or subject to point deduction.

Be prepared to discuss technical and contractual aspects of the proposal on August 18th

through August 20th

, 2011 at the Seeds R US Inc. location. See schedule, Appendix E.

3. PRICING

Seeds R US Inc. is requesting fixed price bids showing upfront, materials and labor costs,

in addition to cost by development phase. With this contract type the bidder accepts all the risks

and benefits associated with cost. Should there be cost over-runs, for example, the bidder is

contractually bound to complete the contract without additional funds. Conversely, should the

bidder complete the job at a lower cost, Seeds R US Inc. will be contractually bound to still pay

the full amount for the work. However, since the RFP only addresses the design phase and not

implementation of the project development Seeds R US Inc. found no need to set up additional

provisions to handle costs overruns.

3.1. Breakdown of Bid Price

Pricing information is found in Appendix H.

4. SPECIFICATIONS AND DRAWINGS

A portion of the technical and contractual aspects of the proposal will be conducted for

August 18th

, 2011 through August 20th

, 2011. The review of bidder’s specifications and drawing

that consists of the following documents. These documents are at very high level and the content

is of importance although the final document will be due during the design phase of project.

Seeds R US Inc. would like to ascertain if bidder will have appropriate and acceptable

deliverables.

Project Charter

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Business Requirements

Work Breakdown Schedule

Data and Entity Models

Data Flow Diagrams

Process Diagram

System Design

Technical Requirements

Risk Assessment

Schedule.

5. GENERAL CONDITIONS AND CONTRACT AGREEMENTS

Appendix D outlines the list of terms and conditions that will govern the contractual

obligations of each party either from the issuance of a purchase order or completion of a signed

agreement.

.

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Appendix A

Acknowledgment Letter

Acknowledgment Letter for bid no. RFP-ITS-07132011

This solicitation is for an inventory tracking system that will fulfill daily inventory management

needs of Seeds R US Inc. Additionally this system must be capable of handle supply outages in high

season to avoid customer complaints due to delays. The intent of this system will allow timely input and

access of seed catalogue data thus allowing for a more accurate tracking of inventory. The procurement

will be for the design stage only; implementation may or may not be handled under a separate contract at

a later date.

Attention: Ava Hempstead Date: July 13, 2011

Receipt of the above captioned Request for Proposal is hereby acknowledged with the following

comments:

We will submit a bid on or before ______________________

We will not submit a bid for the following reasons:

_____________________________________________________________________________________

_____________________________________________________________________________________

_____________________________________________________________________________________

Deborah Obasogie has been assigned to be the primary contact person for the bid submission process.

The contact telephone, fax and email are as follows:

Telephone 816-358-7789

Fax 816-358-7700

Email dobasogie@seedsrus.com

Designated

Officer Deborah Obasogie

Title Procurement Officer

Address 8801 Crysler Avenue

Kansas City, Missouri 64138

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Appendix B

Supplier/Bidder List

Supplier/Bidder Contact #

Perceptive Software, 22701 West 68th Terrace, Shawnee, KS 66226 913-422-7525

AXIS Integrated Solutions, 11184 Antioch Rd, Overland Park, KS 66210 913-498-0725

Rush Tracking Systems, 8527 Bluejacket St , Overland Park, KS 66214 913-227-0922

Performance Group, Inc., 5427 Johnson Drive, Suite 138, Mission, KS 66205 913-262-0064

Professional Data Systems, Inc., 664 SE Bayberry Lane, Suite 105, Lee's Summit, MO

64063

800-711-7374

Mersoft, Corporate Woods Building 5, 9300 W. 110th Street, Suite 350, Overland Park, KS

66210

913-871-6200

The above potential suppliers were found on the Internet and presented to the Proposal

Committee as being local inventory tracking software vendors. Each offers tool sets and

technical solutions that can be customized to address common inventory control problems for

handling distributed web-based transactions.

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Appendix C

Requirements Specification Questionnaire

Question Supplier Comments

Yes No

Functionality Requirements 1. Is system easy to use? 2. Is system capable of

enforcing uniform policies and procedures throughout? Please cover various levels of user’s class or group. Please describe on separate sheet, what security provisions your system has.

3. Does system allow for entry of items or services that have been ordered?

4. Does system allow for entry to show that orders of items or services have been received?

5. Does system allow for removal of items or services from the system upon intended usage?

6. Does system allow for re-entry of items or services previously removed from the system?

7. Does system allow fields for

the following data? This data

will be entered manually and

all data entered into the fields

must be adjustable. Each field

must hold a minimum of 80

characters, not to exceed 100

characters. Fields are shown

to the right. Does your

system meet requirements,

can be modified to meet

required? Explain.

Purchase

order number

Requisition

number

Order date

Status code

Purchase

order total

Vendor

identification

number

Vendor name

Line total

Invoice

number

Item

description

Internal

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financial

accounting

code

Account code

Open item

number

Detail total

Create date

Paid date

Credit card

indicator

Quantity

Unit of

measure

Unit cost

Unit pack

(quantity per

unit measure)

Lot number

Item number

Seal number

Container

number

Expiration

date

Inventory

storage

location –

room

Inventory

storage

location –

row and shelf

Entered into

storage date

Removal for

inventory

date

Removal

from

inventory

comment

Serial number 8. Does system allow for pick

and ship tracking? The ability to

track picked items

and shipped items.

The ability to

track items, the

quantity shipped

and the shipping

method.

9. Is system able to track item’s

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location?

10. Is system able to track quantity of items allocated to individual shipments to locations?

11. Is system able to view shipping information including when the shipment left facility, vehicle transportation and estimated delivery time?

12. Is system able to mark supplies as received?

13. Does system allow tracking

of service contracts?

14. Does system allow for special handling instructions?

System to provide

an alert that order

requires special

handling.

15. Does system allow for creation of user defined

reports?

Allow for system

to create report

templates.

Export all

generated reports

to Microsoft

Excel and

Microsoft Word,

Software versions

must be 2010 or

later.

16. Does system have portable bar code scanning and production?

Provide 3 portable

bar code scanners.

Allow for removal

of item or service

from inventory.

Place newly

received orders

into inventory.

Allow for

production of

barcodes when

necessary.

Scan item(s) for

an instant

inventory level

report.

17. Is system able to approve but hold an order to assure that the quantity approved is not removed from inventory until order is removed from hold

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status, or picked, but held for shipping until released?

18. Is system able to preload orders so that orders can be built and then further processed when ready to ship?

19. Does system allow for quality control to ensure all items on pick list have been picked and ready to ship?

20. Is system capable of expanding to include full warehouse functionality for inventory management?

Miscellaneous

1. What hardware is required to run system?

2. Describe your systems back up process and disaster recovery capability.

3. Describe future subsystems to be enabled.

4. Describe conversion process and expected time required.

5. How is system upgrades handled? Both software and hardware.

6. What type of payment does system allow?

7. Does system include basic password protection access? Explain, if yes.

8. Does system have state-of-the-art database, such as Oracle, SQL Server to support real time processes?

9. Is there any special printing configuration required or does system use standard Windows based printers? Explain, if yes.

10. Is file recovery automatic after system failure?

11. Does system have menus with drill-down capabilities for detail?

12. Does system have complete line of help functions?

Technical Requirements

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1. The system must be accessible and capability of allowing multiple simultaneous logons. Does your system meet this requirement?

2. The system shall be accessed

through the internet with

appropriate security. Does

your system meet this

requirement?

3. Accessibility should be 24 hours, 7 days a week and must accommodate peak load and product shortages. Does your system meet this requirement?

4. The system must maintain a 99.999% uptime rate. Does your system meet this requirement?

5. A search will occur within less than three seconds 95 percent of the time. Does your system meet this requirement?

6. The system must log usage for security auditing purposes. Does your system meet this requirement?

7. Database software must support load balancing between multiple database servers. Does your system meet this requirement?

8. A data storage solution must be chosen that is fault tolerant. Does your system meet this requirement?

9. A backup solution must be chosen that will allow nightly backups of the database. Does your system meet this requirement?

10. User machines should be capable of running current versions of major web browsers. Does your system meet this requirement?

11. Networking infrastructure

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must be able to handle the annual increase of 30,000 records. Does your system meet this requirement?

License Requirements 1. Do you have alliances for

software licenses? If so, who are they and what are the terms?

2. Why are the licensing concerns with the system? Answer in turns of hardware and software.

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Appendix D

Terms and Conditions

Seeds R US Inc. Terms and Conditions Acceptance:

Acknowledgment of Purchase Order, shipment of any goods or commencement of work pursuant to the Purchase

Order or agreement shall be deemed an acceptance of these Terms and Conditions. No modification of or release

from this Purchase Order shall be binding unless agreed to in writing by Seeds R US Inc. and Contractor and

specifically labels as a modification or release. Unless specifically agreed to otherwise by Seeds R US Inc. and

Contractor, these Terms and Conditions supersede any others submitted by Contractor in any proposal or

acknowledgment.

Advertising:

Contractor will not appropriate or make use of Seeds R US Inc.’s name or other identifying marks or property in its

advertising without prior written consent of Seeds R US Inc.

Assignment:

Neither party may assign this Agreement or any rights, duties or obligations under this Agreement without the prior

written consent of the other party.

Audits:

During performance of this Agreement and for a period of seven years after its completion, Contractor will maintain

auditable records of all charges pertaining to this Agreement and will make such records available to Seeds R US

Inc. as may reasonably require. All audits of Contractor by Seeds R US Inc. will be conducted in a manner that does

not unreasonably interfere with the conduct of a Contractor’s business. If any such audit discloses a deficiency,

Contractor will promptly pay to Seeds R US Inc. any deficiency and, if the deficiency is material, the cost of the

audit.

Authority to Contract:

Each party represents that it has the full power and authority to enter into this Agreement and to convey the rights

herein conveyed.

Changes:

No substitutions, alterations or additions are authorized to this Purchase Order without the written consent of Seeds

R US Inc. Seeds R US Inc. reserves the right to return goods at Contractor’s expense if the order is billed at a higher

price than specified or the goods are non-conforming, unless prior written approval for the modification has been

obtained by Contractor from Seeds R US Inc.

Charges/increases:

Charges to Seeds R US Inc. identified by this Agreement are complete and no additional charges or price increases

of any type will be added without Seeds R US Inc.’s express written consent.

Compliance with Law and Seeds R US Inc. Policies

Contractor hereby covenants and agrees that in the course of Contractor’s performance of its duties hereunder,

Contractor will comply with all applicable federal, state and local government statutes, ordinances and regulations,

and Seeds R US Inc. policies and procedures.

If professional licensing or certification constitutes a qualification for Contractor’s performance under this

Agreement, Contractor will make immediately available, at Seeds R US Inc.’s request, a copy of said certification or

licensure.

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The Contractor warrants that it has complied with all federal, state and local laws regarding business permits and

licenses of any kind.

The Contractor agrees to comply with all applicable state and federal laws regarding drug-free workplace and

ensure that all its employees, while working on state property, will not purchase, transfer, use or possess illegal

drugs or alcohol or abuse prescription drugs in any way.

Conflict of Interest:

No personnel of Contractor or member of the governing body of any locality or other public official or employee of

any such locality in which, or relating to which, the work under this Agreement is being carried out, and who

exercise any functions or responsibilities in connection with the review or approval of this Agreement or carrying

out of any such work, will, prior to the completion of said work, voluntarily acquire any personal interest, direct or

indirect, which is incompatible or in conflict with the discharge and fulfillment of his or her functions and

responsibilities with respect to the carrying out of said work.

Any such person who acquires an incompatible or conflicting personal interest, on or after the effective date of this

Agreement, or who involuntarily acquires any such incompatible or conflicting personal interest, will immediately

disclose his or her interest to Agency in writing. Thereafter, he or she will not participate in any action affecting the

work under this Agreement, unless Agency will determine in its sole discretion that, in the light of the personal

interest disclosed, his or her participation in any such action would not be contrary to the public interest.

Contractor represents, warrants, and certifies that it and its employees engaged in the administration or performance

of this Agreement are knowledgeable of and understand the Ohio Ethics and Conflicts of Interest laws. Contractor

further represents, warrants, and certifies that neither Contractor nor any of its employees will do any act that is

inconsistent with such laws and Executive Order.

Customer Service:

It is expected that all Contractors working with Seeds R US Inc. associates maintain a professional and courteous

nature and that phone calls and order confirmations be promptly returned.

It is the desire of Seeds R US Inc. that a dedicated Customer Service Representative, or team thereof, be placed

on the Seeds R US Inc. account during regular business hours with e-mail capabilities.

It is the Contractor’s responsibility to communicate changes in representatives and coordinate introductions to

key personnel at Seeds R US Inc. This includes sales and internal customer service reps.

Entire Agreement:

This Agreement supersedes any and all agreements, both oral and written between the parties, and contains all of the

covenants and agreements between the parties. Any modification of this Agreement will be effective only if it is in

writing signed by the party to be charged.

Ethical Conduct:

It is expected once an agreement or Purchase Order is issued, Contractors (awarded or not awarded) will not

undertake any actions that might interfere with, or be detrimental to, the contractual obligations of Seeds R US Inc.

Seeds R US Inc. reserves the right to take any and all actions deemed appropriate in response to unethical conduct

by a Contractor. Such actions include, but are not limited to: establishing guidelines for campus visits by Contractor,

and/or removal of a Contractor from Seeds R US Inc.’s supplier list.

Force Majeure:

Neither party will be liable or deemed in default for any delay or failure in performance under this Agreement or

interruption of service resulting directly or indirectly from acts of God, civil or military authority, acts of the public

enemy, war, riots, civil disturbances, insurrections, accidents, fires, explosions, earthquakes, floods, the elements or

any other cause beyond the reasonable control of such party.

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Freight Terms:

All goods will be shipped to Seeds R US Inc.’s designated destinations as F.O.B. Destination. No charge for packing

or cartage will be allowed except as approved in writing by Seeds R US Inc.’s Purchasing Office prior to shipment.

As such, Contractor should include all applicable storage, labor, packing, freight/cartage/delivery, insurance, duty,

taxes and custom related documentation charges necessary, as Seeds R US Inc. will not be responsible for any

additional fees or activities associated with goods or commencement of work listed on Purchase Order. All

packages, shipping units, bills of lading or shipping memorandums must clearly be marked with Purchase Order

number.

Governing Law:

All questions relating to the validity, interpretation, performance or enforcement of this Agreement, and any claims

arising from or related to this Agreement, will be governed by and construed in accordance with the laws of the

State of Missouri, without regard to the principle of conflict of laws. Any litigation arising from or related to this

Agreement may be brought only in the federal or state courts of Missouri with appropriate jurisdiction, and the

parties irrevocably consent to the jurisdiction and venue of such courts.

Indemnification:

Supplier agrees to indemnify Seeds R US Inc., its governing board, officers, employees, and the State of Missouri

from and against any and all costs, losses, damages, liabilities, expenses, demands, and judgments, including court

costs, and attorney’s fees, which may arise out of Supplier’s performance of this Agreement, or suffered by failure

to perform this Agreement according to its provisions and in accordance with the Statement of Services.

Intellectual Property Indemnification: (for agreements including software):

Supplier at its own expense will defend and hold Seeds R US Inc. harmless from (i) any judgment against Seeds R

US Inc. to the extent that such judgment is based on a claim that software used within the scope of this Agreement

infringes any patents, copyrights, license or other property rights of a third party. Seeds R US Inc. will promptly

notify Supplier in writing of any such claims. To the extent Seeds R US Inc. is named party in such claim; Seeds R

US Inc. will have the right to approve all legal counsel used in the defense of such claim and the right to approve

any settlement regarding the claim.

Independent Contractor:

1. The Contractor agrees that it is an independent contractor, and not an agent, partner or employee of Seeds R US

Inc. The Contractor understands that it does not have the authority to sign agreements, notes or obligations or to

make purchases or dispose of property for or on behalf of Seeds R US Inc.

2. The Contractor’s personnel are not employees or agents of Seeds R US Inc. at any time or for any purpose. This

includes application of the Fair Labor Standards Act, Security Act, the Federal Unemployment Tax Act, the

provisions of the Internal Revenue Code and for state revenue and tax laws, state worker’s compensation laws and

state unemployment insurance laws.

3. The Contractor accepts full responsibility for payment of all taxes including without limitation, unemployment

compensation insurance premiums, all income tax deductions, social security deductions, and any and all other taxes

or payroll deductions required for all employees engaged by the Contractor in the performance of the Services

authorized by this Agreement.

Insurance:

Contractor (“Contractor”) shall purchase and maintain liability insurance which will protect the Contractor from

claims which may arise out of or result from the Contractor’s performance or obligations under the contract, whether

due to action or inaction by the Contractor, or any person for whom the Contractor is responsible. Refer to the

following website for information: http://seedsrus/depts/risk/rm/policies/contractors.html.

Invoicing:

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Hard copy invoices are to be mailed to Seeds R US Inc., 8801 Crysler Avenue, Kansas City, Missouri 64138.

Invoices may also be sent electronically to accountspayable@seedsrus.com referencing "email processing‟ in the

subject line with name of Contractor and invoice number. Invoices must reference Purchase Order number and

match Purchase Order on a line by line basis to ensure prompt payment. Seeds R US Inc. shall have the option of

using any method of payment including credit card, ACH, or check. Any cash discounts offered will be accepted.

Limitation of Liability:

Seeds R US Inc. liability for damages, whether in contract or in tort, will not exceed the total amount of

compensation payable to Contractor under this Agreement.

IN NO EVENT WILL SEEDS R US INC. IS LIABLE FOR ANY INDIRECT OR CONSEQUENTIAL

DAMAGES, INCLUDING LOSS OF PROFITS, EVEN IF SEEDS 4 US INC. IS ADVISED, KNEW OR

SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES.

NOTWITHSTANDING ANY LANGUAGE TO THE CONTRARY, THE CONTRACTOR WILL BE LIABLE

FOR ANY PERSONAL INJURY OR DAMAGE TO SEEDS R US INC. IN PERFORMING THE SERVICES,

INCLUDING DAMAGE TO REAL PROPERTY OR TANGIBLE PERSONAL PROPERTY, CAUSED BY ITS

FAULT OR NEGLIGENCE.

Meetings:

The Contractor is required to meet with Seeds R US Inc.to resolve technical or contractual problems that may occur

during the term of the contract or to discuss the progress made by Contractor and Seeds R US Inc. in the

performance of their respective obligations, at no additional cost to Seeds R US Inc.

Non-Discrimination:

Contractor acknowledges and agrees that Contractor does not discriminate in employment on the basis of race,

color, religion, sex, age, ancestry, national origin, sexual orientation, gender identity and expression, military or

veteran status, disability, familial status, political affiliation, or participation in protected activity.

Non-Waiver:

The delay or failure of either party to exercise any of its rights under this Agreement for a breach thereof will not be

deemed to be a waiver of such rights, nor will the same be deemed to be a waiver of any subsequent breach, either of

the same provision or otherwise.

Notices:

Any notice to either party hereunder must be in writing signed by the party giving it, and will be served personally

or by registered or certified mail addressed as follows:

To Seeds R US Inc.

Seeds R US Inc.

Attn: Legal Dept.

RFP: ITS - 07132011

8801 Crysler Avenue

Kansas City, Missouri 64138

or to such other addressee as may be hereafter designated by written notice. All such notices will be effective only

when received by the addressee.

Paragraph Headings:

The paragraph headings in this Agreement are inserted only as a matter of convenience as a reference, and in no

way define, limit or describe the scope or intent of this Agreement.

Payment Terms:

Seeds R US Inc. standard payment terms are NET30 days and will be calculated by the date goods are received;

the date the invoice is received; or the date of acceptance, whichever is later.

To

Contractor:

(fill in

address)

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Public Records:

The parties acknowledge that Seeds R US Inc. is required to disclose public records. When Seeds R US Inc.

receives a request involving Contractors information, including this Agreement, Seeds R US Inc. will notify

Contractor immediately of the request. Contractor will have 15 days to obtain an order prohibiting the disclosure

or a protective order to protect the disclosure of any information. Contractor’s failure to obtain an order

prohibiting the disclosure within the 15 day period constitutes a waiver of any claim Contractor may have against

Seeds R US Inc. for disclosure of the information.

Record Keeping Requirements:

1. The Contractor will keep all financial records in a manner consistent with generally accepted accounting

procedures. The Contractor will file all documentation to support each action in a manner allowing it to be readily

located.

2. The Contractor will keep separate business records for this project, including records of disbursements made

and obligations incurred in the performance of this Agreement. The Contractor will support these records with

contracts, invoices, vouchers and other data as appropriate.

3. The Contractor agrees to provide Seeds R US Inc., its duly authorized representatives or any person, agency or

instrumentality providing financial support to the Services undertaken under this Agreement, with access to and

the right to examine any books, documents, papers and records of the Contractor involving transactions related to

this Agreement. This right will continue during the term of this Agreement plus 3 years after termination or

expiration of this Agreement.

Rights in Data, Patents and Copyrights, Public Use:

1. If applicable, the Contractor will deliver and assign to Seeds R US Inc. all rights, title and interest to:

documents, data, materials, information, processes, studies; reports, surveys, proposals, plans, codes; scientific

information, technology information, regulations; equipment, charts, schedules, photographs, exhibits;

documentation and other materials and property prepared or developed or created or discovered under or in

connection with this Agreement (the “Deliverables”).

2. If applicable, the Deliverables provided by the Contractor in rendering the Services will become the property of

Seeds R US Inc. Seeds R US Inc., and any person, agency or instrumentality providing financial assistance for the

Services performed under Article 1 will have the unrestricted right to reproduce, distribute, modify, maintain and

use the Deliverables.

3. The Contractor will not obtain copyright, patent or other proprietary protection for the Deliverables, provided,

however, that the Contractor will reserve its rights in all methods, pre-existing work, software and data used to

prepare such Deliverables.

4. The Contractor will not include in any Deliverable any copyrighted matter, unless the copyright owner and any

person, agency or instrumentality providing financial assistance to the Services under this Agreement gives prior

written approval to use such copyrighted matter in the manner provided herein.

5. Neither the Contractor nor any of its employees, agents, subcontractors or assigns will make a disclosure for

securing a patent in the United States or any other country for any of the Deliverables unless Seeds R US Inc.

approves this disclosure in writing prior to application for the patent.

6. In the event that the Contractor does obtain this patent, the Contractor will, at the request of Seeds R US Inc.,

provide Seeds R US Inc. written authorizations for Seeds R US Inc. and any other person, agency or

instrumentality contributing financial support to the Services contemplated under this Agreement to make use of

the subject of the said patent disclosure without any payment.

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7. The Contractor agrees that all Deliverables will be freely available to the public to the extent required by law.

Right of Inspection/Rejection:

All goods shall be received subject to Seeds R US Inc.’s right of inspection and rejection on non-conforming or

defective goods. Those goods rejected as a result of inspection will be held for Contractor’s inspection at

Contractor’s risk and, if Contractor directs, will be returned at Contractor’s expense. Freight to and from original

destination for excess goods, except for customary quantity variations recognized by trade practice, will be paid

by Contractor. Payment for goods on an order prior to inspection shall not constitute acceptance.

Rights of Person, not Parties:

Nothing contained in this Agreement will be deemed to create rights in persons not parties to actual Agreement.

Rules of Construction:

The parties have participated jointly in the negotiation and drafting of this Agreement. If any ambiguity or

question of intent or interpretation arises, this Agreement will be construed as if drafted jointly by the parties and

no presumption or burden of proof will arise favoring any party by virtue of authorship of any specific provisions

of this Agreement.

Severability of Terms:

The provisions of this Agreement are divisible. If any such provision will be deemed invalid, illegal, or

unenforceable in any respect, by a court of competent jurisdiction, such invalidity, illegality, or unenforceability

will not affect any other provision, and this Agreement will be construed as if the invalid, illegal, or

unenforceable provision had never been contained herein, unless such severance would cause this Agreement to

fail of its essential purpose.

Termination:

Seeds R US Inc. reserves the right to terminate this Agreement for any reason and at any time upon 10 days

written notice to Contractor. In the event of termination prior to completion of all Services described in the

requirements of the Agreement, the amount of the total fee to be paid the Contractor will be determined by Seeds

R US Inc. on the basis of the portion of the total Services actually completed up to the time of such termination.

If either party fails to perform any of the requirements of this Agreement, or is in violation of a specific

provision of this Agreement, and then the non-breaching party may suspend or terminate this Agreement if the

breaching party fails to cure such non-performance or violation within ten (10) business days following delivery

of written notice of the breach.

The Contractor, upon receipt of suspension or termination, will comply with the following; cease work on the

suspended or terminated activities; suspend or terminate all subcontracts relating to the suspended or terminated

activities; take all necessary or appropriate steps to limit disbursements and minimize costs; and, if requested by

Seeds R US Inc., furnish a report, as of the date of receipt of notice of suspension or termination describing the

status of all Services under this Agreement including without limitation, results accomplished, conclusions

resulting from its Services to date plus all other matters as Seeds R US Inc. may require.

Seeds R US Inc. will not be liable for any further claims, and the claims submitted by the Contractor will not

exceed the total amount of consideration stated in this Agreement. In the event of suspension or termination,

Contractor will return to Seeds R US Inc. within 15 days any payments made by Seeds R US Inc. where the

Contractor has not rendered Services.

Warranty:

Contractor warrants that the work performed and equipment supplied hereunder will be of first quality, in full

compliance with the requirements of the Agreement, and free from defects in material, workmanship and design

for one year from initial operations. If any aspect of the above warranty will be breached, Contractor shall, upon

receipt of notice thereof from Seeds R US Inc. and at Contractor’s sole cost and expense, promptly repair or

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ITS 27

replace the defective materials, workmanship, or design or pay Seeds R US Inc. the costs and expenses incurred

by Seeds R US Inc. in conducting such repair and replacement.

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Appendix E

Schedule

Schedule of Bid Activities

RFP Issue Date: July 13th, 2011

Deadline for Acknowledgment Letter July 18th, 2011, 5 pm

Deadline for Receipt of Written Questions: July 19th, 2011, 2 pm

Deadline for Emailing Questions: July 26th, 2011, 5 pm

Response to Questions: July 29th

, 2011, 5 pm

RFP Response/Proposal Due Date August 12th, 2011, 5 pm

Deadline Bidder References August 12th, 2011, 5 pm

Deadline Company Profile and Experience August 12th, 2011, 5 pm

Deadline Fee Structure August 12th, 2011, 5 pm

Notification of Bidder Presentations August 17th, 2011

Bidder Presentations August 18th - August 20

th, 2011

Technical Reviews August 22nd

– August24th, 2011

Anticipated Award Date August 31st, 2011

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Appendix F

Screen Print, Contents and Table Relationships

Database Contents

Tables Customers

Employees

Order Details

Orders

Company Information

Payment Method

Products

Shipping Methods Queries Add Employee Names

Add New Customer

Add or Delete Payment Methods

Add or Delete Shipping Methods

Change Company Information

Order Details Extended

Order Details Totals

Order Summary Forms Provide Feedback

Add an Order and Details

Add or Detail Products

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ITS 30

Customer Order Subform

Add or Delete Customer

Order Details Subform

Add Employees

Add or Delete Payment Methods

Add or Delete Shipping Methods

Change Company Information Reports Customers Listing

Orders Summary Macros Add an Order and Details Macros

Feedback

Add or Delete Customer Macros

Table Relationships

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Appendix G

Pricing Information

Quantity Unit Price Subtotal

Upfront Costs ISP Provider $

Licenses $

Development Environment $

Hardware (Workstation Upgrade) $

Database software $

Application development software $

Material Costs Servers $

Database server $

Web server $

Mail server $

SAN $

Software $

Firewall/Routing software $

Software Tools $

Network $

Labor Costs Resources $

Project Manager $

Developer $

Database Administrator $

System Engineer $

Software Tester $

Trainer $

Help Desk Support $

Cost by Development Phase Project Initiation $

Scope Definition $

Problem Analysis $

Systems Analysis $

Requirements Analysis $

Logical Design $

Decision Analysis $

System Design $

Physical Design and Integration $

System Implementation $

Construction and Testing $

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ITS 32

Installation and Delivery $

Total cost of Development Phase $

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Appendix H

Evaluation Criteria

Category Section of RFP Point

Value

Ability to Meet Requirement Specification 60% of points for a possible 120 points

Functionality Requirements 2.9 Requirements

Miscellaneous

Technical Requirements

License Requirements

Bidder References 7.5 of points for a possible 15 points

Bidder Reference #1 1.2 What Must Be Included with

Bid

Bidder Reference #2 1.2 What Must Be Included with

Bid

Bidder Reference #3 1.2 What Must Be Included with

Bid

Company Profile And Experience 12.5% of points 25 points

Years of Relevant Experience 1.2 What Must Be Included with

Bid

Relevant Past Projects 1.2 What Must Be Included with

Bid

Fee Structure 20% of points for a possible 40 points

Pricing Information 3. Pricing

Bidder Presentation 100% of points for a possible 100 points

Oral Technical Presentation

Product Demonstration 1.2 What Must Be Included with

Bid

20

Oral Presentation 1.2 What Must Be Included with

Bid

20

Oral Interview 1.2 What Must Be Included with

Bid

10

Specifications and Drawings 4. Specifications and Drawings 50

Project Chapter 5

Business Requirements 5

Work Breakdown Schedule 5

Data and Entity Models 5

Data Flow Diagrams 5

Process Diagram 5

System Design 5

Technical Requirements 5

Risk Assessment 5

Schedule 5

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