SOLICITATION DOCUMENTS · Web viewNotice of Request for Proposal (“RFP”) Project Location:...

Request for Proposal Arizona State Parks1300 W. WashingtonPhoenix, AZ 85007(602) 542-6937

Solicitation No: ADSPO16-00005913Description: Concessionaire Patagonia Lake State Park

Notice of Request for Proposal (“RFP”)

Project Location: Arizona State Park Patagonia Lake400 Patagonia Lake RoadPatagonia, AZ 85624

Due Date and Time: Offers must be received by 3:00 PM MST, on December 14, 2015

Questions: Inquiries regarding the solicitation must be submitted online through ProcureAZ using the Q & A Tab. All questions must be submitted no later than 5:00 PM MST on December 11, 2015.

Vendor Registration: The bidder must be registered in ProcureAZ located at https://procure.az.gov. Ensure that the ProcureAZ registration matches the legal name on the Arizona Substitute W-9 and that name matches the name registered with the Internal Revenue Service.

Ariz. Rev. Stat. § 41-2534(a) allows for contract for materials or services may be entered into by competitive sealed proposals. The State Procurement Office will engage in this process and will only receive competitive sealed proposals online through ProcureAZ (https://procure.az.gov) at the date and time posted in ProcureAZ. Proposals received by the required time and date will be opened, and the name of each offeror will be recorded. Proposals must be in the possession of the State on or prior to the time and date indicated in the due date and time notice. Late proposals will not be considered.

Persons with a disability may request a reasonable accommodation, such as a sign language interpreter, by contacting the appropriate procurement agency. Requests should be made as early as possible to allow time to arrange the accommodation. Persons requiring special accommodations based on the actual need must contact the solicitation contact person responsible for this procurement as identified above.

OFFERORS ARE STRONGLY ENCOURAGED TO CAREFULLY READ THE ENTIRE SOLICITATION

A V A I L A B L E O N L I N E A T P R O C U R E . A Z . G O V

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https://procure.AZ.gov/

https://procure.az.gov/

Table of Contents Arizona State Parks1300 W. WashingtonPhoenix, AZ 85007(602) 542-6937


SOLICITATION DOCUMENTS

Background..................................................................................................................................................... 3

Scope of Work................................................................................................................................................. 7

Special Instructions to Offerors.................................................................................................................... 34

Uniform Instructions to Offerors................................................................................................................... 41

Special Terms and Conditions.......................................................................................................................47

Uniform Terms and Conditions..................................................................................................................... 60

Exhibit A (Land Area Map)............................................................................................................................. 69

Exhibit B (Concessioner Facilities)...............................................................................................................70

Exhibit C (State Assigned Real and Personal Property).............................................................................71

Exhibit D (Visitor Survey Results Patagonia)...............................................................................................72

Exhibit E (Links to State Comprehensive Outdoor Recreation Plan and 2015 Trails)..............................76

Exhibit F (Concessionaire Sales Report)......................................................................................................77

Exhibit G (Plan Pre Authorization Form)......................................................................................................78

Exhibit H (Incident Report)............................................................................................................................. 79

END OF SOLICITATION


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Year

Peo

ple

Request for Proposal: Background

Arizona State Parks1300 W. WashingtonPhoenix, AZ 85007(602) 542-6937


1. Introduction

1.1. The Arizona State Parks Board (“ASPB”) is seeking proposals from qualified firms or individuals to develop and operate a concession operation at Patagonia Lake State Park. The intent is to partner with State Parks (“Parks”) to expand revenue-producing services and enhance the Agency’s brand through a joint marketing effort between the successful contractor and the Park. The Contractor shall have the requisite experience, expertise and resources to operate and develop an expanded concessionaire operation.

1.2. ASPB Mission Statement. Managing and conserving Arizona’s natural, cultural and recreational resources for the benefit of the people, both in our Parks and through our Partners.

1.3. ASPB Vision Statement. ASPB is indispensable to the economies, communities, and environments of Arizona.

2. Patagonia Lake State Park Background. Patagonia Lake State Park was established in 1975 as a State Park. The park consists of a campground and a 265 acre man-made lake. Park amenities include a beach, a picnic area with ramada’s, tables, grills, a creek trail, boat ramps, a marina, and the Lakeside Market.

Patagonia Lake State Park is popular for its recreational activities. The activities include, but are not limited to, the following: water skiing, fishing, camping, picnicking, and hiking. Camping ranges from undeveloped spots to sites with water and electric hookups. The lake attracts a multitude of water sport enthusiasts during summer months.

The Lakeside Market offers boat rentals, fishing licenses, bait, ice, and more. Jet-Skis, V-8 jet boats and above board jet engines are all prohibited. Water Skiing or towing of a recreational device is prohibited on weekends and holidays from May 1st through September 31st.

For anglers' sake, the east half of the lake is designated a no wake area. A handicap fishing dock is located at the marina and behind the Sonoita Creek Visitor Center.

3. Park Visitation and Seasonality

Table 1: Patagonia Lake State Park Visitation

Historical Data: ASPB makes no guarantee regarding future visitation statistics. This historical data is being provided for informational purposes only.


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Peo

ple

Month




3.1. Total visitation has averaged more than 170,000 people over the last five years. Over the last four years, from 2011 through 2014, total visitation has been growing at a compound annual growth rate of approximately 10 percent nearly reaching 190,000 in 2014.

Table 2: Patagonia Lake Seasonality

Historical Data: ASPB makes no guarantee regarding future visitation statistics. This historical data is being provided for informational purposes only.

3.2. Park visitation is heavily reliant upon the use and access to the lake. Peak season takes place during the summer months of April through September and the off-season occurs during the winter months of October through March. An estimated two-thirds of visitation takes place during the summer months, while the remaining one-third of visitors visit in the winter.

4. Concession Opportunity

4.1. The ASPB is offering the opportunity for a concession operator to provide visitor services in the park. The current concession operation utilizes a 1,440-square foot pre-manufactured unit (24’x60’) retail store and, a 672-square foot block masonry building that is located at the edge of the lake. A portion of the concrete dock located behind the masonry building (Marine Store) is utilized for boat rental and retail sales. The Retail Store includes space for food and beverage sales, souvenirs, general merchandise items, and a fuel sales station. The Marine Store provides space for watercraft rental operations, fishing license sales, and fishing bait and tackle sales.

Table 3: Required ServicesRequired

RetailFood and BeverageEquipment/Watercraft Rentals Fuel Sales Fishing licenses

Note: The above chart identifies the services required and authorized under the Contract. Required services must be offered. Additional Services may be offered pursuant to approval by the ASPB.


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Rev

enue

/$

Years




5. Historical Concessioner Revenue

Table 4: Historical Concessioner Revenue

Historical Data: ASPB makes no guarantee regarding future revenue. This historical data is being provided for informational purposes only.

6. Projected Revenue

6.1. The Offeror will be required to develop financial projections based upon current operations under this contract. The ASPB has provided information that may assist the Offeror in developing, projections which may aid in the Offerors estimation of future concessionaire fees. Offerors will compile and prepare their own financial projections, based on their independent assumptions and industry knowledge.

Table 5: Projection RangesDepartment 2016 Range

Visitation $170,000 - $200,000Food and Beverage $115,000 - $130,000Retail $155,000 - $175,000Boat Rental $190,000 - $205,000Fuel $6,000 - $10,000Other $40,000 - $50,000

Note: The operating projections are estimates based on assumptions developed from publicly available historical data, industry standards, and other comparable information from similar park facilities. The ASPB does not guarantee these projections will materialize and assumes no liability for their accuracy.

7. Investment Analysis

7.1. Real Property. ASPB will provide the following State-owned facilities for use at no additional cost to the successful contractor.

7.1.1. One 1,440-square foot trailer (Retail Store)

7.1.2. One 672-square foot masonry building (Marine Store)


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7.1.3. One 3,000-gallon above-ground fuel resale tank and dispensing system

7.1.4. Docks for mooring rental watercraft

7.2. Personal Property. The ASPB will not supply any personal property to the Offeror. All personal property will be provided by the Offeror and remain the property of the Offeror.

7.3. Working Capital, Inventory, and Pre-Opening Costs.

7.3.1. Working capital includes merchandise inventory, accounts receivable, and accounts payable. ASPB estimates working capital as the deduction of accounts payable from the sum of ending inventory and accounts receivable. These costs should be included in the estimation of the concession fee.

7.3.2. The production of collateral materials includes estimated expenses for developing brochures, advertisements, and web-based promotional pieces. These requirements should be included in the estimation of the Concession Fee.

8. Current Concessioner Fees

Revenue Category Percentage to ASPB

Store Sales

8% of all store merchandise sales and vending machine sales up to $300,000, net of all sales tax and 10% of all store merchandise sales and vending machine sales over $300,000, net of sales tax

Boat Rentals 15% of all boat rentals up to $60,000, net of sales tax and 20% of all boat rentals over $60,000, net of sales tax

Gasoline Sales 2% of all gasoline sales, net of all sales and excise taxes

Franchise Fee $10,000 Annually


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Request for Proposal:Scope of Work



1. Purpose

1.1. The ASPB has an ongoing requirement for the concessionaire services described herein. The purpose of the solicitation is to conduct a competitive process in accordance with Arizona Revised Statutes (ARS) § 41-2501 et seq. and create a contract that enables the State to acquire desired services.

1.2 The ASPB is looking to increase customer service offerings, attendance and the positive reputation of the park. ASPB is looking to partner with an Offeror who will provide time, attention and investment into the property to achieve these goals. An innovative and progressive offer based on the opportunities available at the property is highly desirable.

1.3. The Offeror’s goals for concession operations at the Park will be consistent with the ASPB’s goals of (1) pursuing creative new visitor opportunities and activities and (2) providing high-quality visitor experiences. All new ideas for visitor services must be approved by the ASPB before implementation. The ASPB will work with the Offeror to address reasonable suggestions.

2. General

2.1. At a minimum, the Offeror shall have the requisite experience, expertise, and resources to operate and develop an expanded concession operation at Patagonia Lake State Park. This will include, but not be limited to, providing retail sales of groceries, fishing and camping supplies, food and beverages, souvenirs, and fuel sales. The Offeror must provide equipment and watercraft rentals, and it may offer other optional services, as described in subsequent sections of this RFP.

2.2. A minimum of three years’ experience in similar retail management and development within the last five years is required.

2.3 The Offeror, shall at a minimum, comply with the requirements and specifications listed in the Scope of Work for providing concessionaire and maintenance services at the property.

3. Concession Requirements

3.1. Concession Space

3.1.1. The 1,440-square foot manufactured concession retail structure may be used to sell general store merchandise, camping supplies, groceries, and approved retail items. This concession retail structure may also be used to provide food and beverage services, as well as to conduct the park’s fuel sales operations. Furthermore, the concession retail structure may be used for other suitable purposes, subject to ASPB approval.

3.1.2. The marina concession building may continue to be used as a bait shop and to provide boat rentals. The ASPB wishes to avoid traffic congestion resulting from a general store/marina operation in close proximity to a public boat launch ramp. This building may be used for other suitable purposes, subject to ASPB approval.

3.1.3. The Offeror will activate all utilities, including, but not limited to, the following: public and private telephones; Internet; electric service; and natural gas/LPG;

3.1.4. Any modifications to the structures or primary uses must comply with all applicable regulations identified within the approved Capital Building Plan.


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3.2. Required Services

3.2.1 The Offeror must provide, operate, and maintain the required visitor services and any related support facilities and services in accordance with the Scope of Work. This must be done in a manner satisfactory to ASPB. The Offeror must provide the plant, personnel, equipment, goods, supplies, and commodities necessary to provide, operate, and maintain the required and authorized visitor services. The ASPB may also provide any such items, at its discretion.

3.2.2 Required Visitor Services

3.2.2.1. Retail Product Sales

3.2.2.2. Food and Beverage Sales

3.2.2.3. Equipment and Watercraft Rentals

3.2.2.4. Fuel Sales

3.2.2.5. Fishing License Sales

3.2.3 If public demand requires an increased level of products or services currently identified under the required services, the Offeror will have the first right of refusal to provide the products and services. If the Offeror is unable to satisfy the increased demand, ASPB retains the right to allow other Offerors on site to satisfy the need.

3.3. Services Authorized by ASPB

3.3.1 The current services authorized to be offered include an outdoor beer garden, pre-manufactured rental cabins (park models installed at operator’s expense), mobile food stations within the park, vending machines, and catering. The ASPB operates the campgrounds at the park, and it is interested in improving existing campsites to enhance visitor services.

3.3.2 Current Authorized Visitor Services

3.3.3.1. Beer Garden

3.3.3.2. Pre Manufactured Rental Cabins

3.3.3.3. Mobile Food/Merchandise Carts

3.3.3.4. Vending

3.3.3.5. Catering

3.3.3 Currently, the concessioner is only offering a selection of microwaveable foods and convenience store-style hot meals. The ASPB is interested in improving the quality and variety of food, beverage, and services provided. Offerors are encouraged to develop concepts, designs, plans, and new ideas for additional authorized services.

3.3.4 The ASPB reserves the right to evaluate the Offeror’s offer of new services that are not currently identified under this contract. In order to determine whether the current Offeror may offer new services, the ASPB may request from the Offeror a business case analysis for proposed services.


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The ASPB is not required to approve additional service requests that are not within the Scope of Work.

3.4. Additional Services to be identified by Offeror

3.4.1. The ASPB is open to considering additional visitor services not currently authorized or envisioned by ASPB that align with the mission(s) of the park and the ASPB.

3.4.2 The Offeror shall list any additional services they wish to offer, are anticipating to offer or that will be suggested for inclusion as part of this contract.

3.4.2. All future authorized visitor services must receive prior written approval from ASPB, and may require additional insurance coverage.

3.4.3. All future authorized visitor services that are not included in the current Concession Fee categories will be negotiated prior to approval.

4. Concession Fee. The Offeror must propose a concession fee as a component of the Offeror’s submitted response to this Request for Proposal (“RFP”). This fee will be a percentage of the annual adjusted gross revenue that is generated from all sales and services provided by the Offeror during the Contract term.

4.1. Concession Fees. The Offeror must pay the ASPB a concession fee as described herein.

4.2. Franchise Fees. The Offeror must pay the ASPB a franchise fee for use of parks facilities as described herein.

4.3. Payments Due

4.3.1. The concession fee payment must be paid on a quarterly basis within twenty (20) days after the end of each quarter. The fee will be based upon the prior quarter’s adjusted gross revenue. Included with the payment shall be documentation of the adjusted gross revenue upon which the payment is based. The ASPB will have the right to review and confirm that the adjusted gross revenue calculation is accurate.

4.3.2. The franchise fee payment must be paid on an annual basis within twenty (20) days after the end of the year.

4.3.3. At the end of each year, the Offeror must make an annual accounting to the ASPB in the form of the Annual Financial Report. The purpose of the annual accounting is to determine whether any additional payments are due to the ASPB by the Offeror, based on the percentage of adjusted gross revenue for the year. These may verified by the ASPB. Payment of any additional fees must be submitted within one hundred and twenty (120) days after the end of the contract year. Overpayments will be offset by the following year’s fees.

4.3.4 All fees must be paid electronically and in accordance with the ASPB’s policies. An interest charge will be levied on all overdue amounts for every thirty (30) days beyond the prescribed due date. For late payments, the interest rate charge will be based upon State Delinquent Accounts Rate from the date the payment was due.

5. Service Hours


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5.1. The Offeror shall provide the services outlined in the Contract year round. Some service levels may be reduced seasonally. The ASPB expects operating hours to be as expansive as possible. Suggested operating hours are as follows:

Marina Campground Sunday-Thursday

Friday-Saturday Sunday-Thursday Friday-Saturday

October – February

8:00 a.m. – 5:00 p.m.

8:00 a.m. – 5:00 p.m.

8:00 a.m. – 5:00 p.m.

8:00 a.m. – 7:00 p.m.

March - September

8:00a.m.– 6:00 p.m.

8:00 a.m. – 6:00 p.m.

8:00 a.m. – 6:00 p.m.

8:00 a.m. – 8:00 p.m.

Holidays 8:00a.m.– 7:00 p.m.

8:00 a.m. – 7:00 p.m.

8:00 a.m. – 7:00 p.m.

8:00 a.m. – 7:00 p.m.

6. Concession Operational Requirements

6.1. Equipment Rental Operations:

6.1.1. Ensure that all equipment offered for rental is safe, clean, well-maintained, and in good functioning condition. The inventory of available equipment must be sufficient to accommodate customer demand.

6.1.2. Ensure that all rented watercraft comply with all local, state, and federal laws, regulations, regulations, rules, and ordinances. This includes, but is not limited to, the regulations of The United States Coast Guard (USCG) and the Arizona Game & Fish Department (AZGFD).

6.1.3. Ensure that all of the Offeror’s rental watercraft passes mandated USCG inspections.

6.1.4. Provide USCG-approved life jackets and all other necessary safety equipment as required by law. All safety equipment provided must meet USCG safety requirements.

6.1.5. Conduct mandatory safety video viewing if the Offeror rents personal watercraft (“PWC”). The Offeror will be responsible for providing a safety video viewing area and informing users of safe and proper use of a PWC. Videos are typically available from PWC manufacturers. The Offeror will ensure that anyone who rents a personal watercraft views the safety video before operating a rented PWC. At its discretion, the ASPB may determine whether to approve the safety video.

6.1.6. Supply its own rescue boat for the purposes of responding to disabled and stranded watercraft.

6.1.7. Ensure watercraft launching occurs only from ramps/docks designated for use by the Concessioner, and from the adjacent shoreline.

6.1.8. Provide and maintain safe docking and mooring structures at the equipment rental area. The Offeror will also be responsible for complying with all applicable water safety regulations and laws.

6.1.9. Establish and maintain written policies and procedures for watercraft rental operations. These policies and procedures must be reviewed by the ASPB and must address, at a minimum, the following: Process for registering equipment rentals, including legal user identification documentation,

and check-in/check-out procedures; Methods for accurately reporting rental activities to Parks;


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Identification of legal renters (rental to impaired users is prohibited); Identification of where equipment is rented and picked up; Identification of how damages to equipment are verified and handled; Identification of who is responsible for damages to equipment; Identification of how property theft will be handled; Identification of policies for rescuing stranded and/or disabled watercraft; and Identification of how and where these policies are posted, and how they will be enforced.

6.1.10. Ensure that all rental operations complete a signed rental agreement that includes language regarding liability among renter, Offeror, and/or the ASPB. The ASPB must have the opportunity to review the standard rental agreement form used by the Concessioner. Accurate records must be maintained for all long-term rental agreements. Accurate records of all other types of all other types of agreements must be kept in accordance with the records retention requirement as outlined in the Special Terms and Conditions Section 11.

6.1.11. Ensure that at least one employee with current first aid/basic CPR training is on duty in the watercraft rental area at all times.

6.1.12. Establish and maintain standards for safety and security procedures. Such procedures include, but are not limited to, verifiable maintenance record-keeping methods that will ensure a high level of safety for all visitors who use the Offeror’s rental services.

6.2 Food and Beverage Services

6.2.1. Ensure that all menu items and pricing are visible, easy to read, available in printed form and in adequate supply.

6.2.2. Provide visitors with a wide variety of healthy food choices. This includes, but is not limited to, offering items suitable for vegetarians, children, and those with dietary restrictions.

6.2.3. Ensure that all food preparation, storage, and dishwashing conform to current local, state and federal, regulations.

6.2.4. Serve food at the appropriate temperature.

6.2.5. Use a formal food safety management plan to ensure compliance with public health and safety operating procedures, processes, personnel responsibilities, and training. At a minimum, this plan will address safe food storage, handling, and preparation.

6.2.6 Receive required inoculations and hold certification as a ServSafe Food Protection operation from either the National Restaurant Association or an equivalent entity.

6.3 Retail/Merchandise

6.3.1. Provide a broad range of retail/merchandise items for sale in the locations identified within the solicitation. Retail items may be deemed inappropriate, offensive, or distasteful, or be otherwise prohibited for sale by the ASPB. Themes and artwork on souvenirs and clothing must be appropriate for the park setting and enhance the Arizona State Parks Brand. Products, goods, souvenirs, snacks, groceries, etc. will be professionally displayed in an orderly and attractive fashion in product departments. At a minimum, the following items will be permitted for sale/rent: Grocery items normally purchased by both day-use visitors and campers;


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Prepared foods, such as chips and/or nachos, sandwiches, hot dogs, ice cream, microwaveable/convenience store type foods etc.;

Beverages, including soft drinks, juices, water, etc.; Beer and wine; Basic picnic supplies, such as ice, plastic or paper cups and plates, napkins, utensils, etc.; Miscellaneous products, such as film, newspapers, sunscreen, aspirin, first aid supplies,

paper towels, toilet paper, etc.; Firewood, charcoal and lighter fluid (pending local/Park fire restrictions); AZGFD fishing licenses, and supplies like bait, tackle, etc.; T-shirts, hats, sun visors, sunglasses, water shoes, swim wear, etc.; Souvenir/gift shop items.

6.3.2. Allow the ASBP to annually review the nature, type and quality of merchandise to be sold or provided by the Offeror within the Park. Details regarding the process for review will be provided within the Scope of Work components.

6.3.3. Retail marketing at the park will emphasize enhanced visitor experiences and promotion of the Arizona State Parks Brand. The Offeror’s retail strategy must include an extra measure of dignity and professional integrity deemed appropriate for an Arizona State Park. All retail products and services offered under this solicitation shall support the purpose and theme of the Park and the Agency.

6.3.4. The Offeror should monitor current retail trends in order to enhance its knowledge of the park’s visitor base. At a minimum, the Offeror will consider: Appropriate “impulse” purchase items; Visitation patterns; Seasonal visitation and market changes; Market segments; Consumer profiles for the greater Park vicinity; Other nearby recreation sites & attractions; Site-specific emphasis, purpose and history; ASPB public information and education information; and Available floor space.

6.3.5. The Offeror will not sell beverages in glass containers.

6.3.6. The Offeror will not sell products deemed offensive by local park management personnel.

6.3.7. The Concession shall ensure that retail and merchandise pricing is properly labeled and easily understood by visitors.

6.4 Alcohol Service (if applicable)

6.4.1. Follow all applicable federal, state, and local laws concerning alcoholic beverage services.

6.4.2. Possess a valid alcohol license from the Arizona Department of Alcoholic Beverage Control for the sale of beer and wine.

6.4.3. Employ a trained security guard during special events involving alcohol sales in order to monitor the event area and maintain order in accordance with state law.

6.5 Fuel and Propane


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6.5.1. The Offeror will be responsible for the maintenance and operation of the fuel station, which includes, but is not limited to, fuel ordering, storage, and dispensing. The Offeror will also be responsible for the liability risk associated with fuel dispensing activities.

6.5.2. Fuel dispensing equipment must include nozzles that shut off automatically. Each hose must be equipped with a breakaway device. Fuel dispensers, including nozzles and hoses, must be in good working condition. Pumps must be secured when an attendant is not on duty. A readily accessible and posted valve to shut off the fuel supply at fueling pumps must be provided near the fuel station. Fire response equipment must be provided at the fuel station in accordance with the National Fire Protection Associate (NFPA) and other applicable state and federal regulations.

6.5.3. Upon request, the Offeror will provide ASPB with copies of invoices for fuel purchases to facilitate verification of sale prices.

6.6 Reservation System

6.6.1. Reservations systems will allow for advanced reservations and ensure that all visitors have equal access to a reservation opportunity. Reservation services will be available via Internet or telephone. If they are available via Internet, they should be available on a 24-hour real-time basis. If available via telephone, service should be available during normal business hours. Confirmation numbers will be provided to all guests. Policies and procedures regarding check-in and check-out times, deposits (e.g.: reservation and damage), cancellations, and refunds will be clearly stated on visitor reservation forms.

6.6.2. Accurate and up-to-date reservation and registration logs will be maintained. These logs will be made available electronically to ASPB, upon request.

7. General Park Operational Responsibilities and Requirements

7.1. Designate a Site Manager who has the authority to:

7.1.1. Provide all licenses.

7.1.2. Operate and manage the required and authorized services within the land area and facilities assigned under this Contract.

7.1.3. Ensure that the services are provided in a consistent and high-quality manner.

7.1.4. Employ staff to fulfill contractual requirements.

7.1.5. Act as a liaison between the Offeror and the ASPB for all issues related to the Contract.

7.1.6. Have a designated “acting” Site Manager in the absence of the Site Manager.

7.2 Customer Service: The Offeror shall, at a minimum;

7.2.1. Establish a clearly defined visitor service standard. All actions by concession staff will reflect a desire to fulfill a high-level quality service obligation to visitors. All points of visitor contact will make a respectful, courteous, and service-oriented impression on the visitor. Concession management staff will respond quickly to any conflicts, disputes, or concerns expressed by the visiting public. Staff will also represent ASPB in a positive, professional, and courteous manner at all times.


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7.2.2. Monitor and be responsive to feedback received from visitors. Complaints will be handled expeditiously and at the most local level possible. The assigned on-site concession manager will be responsible for handling ordinary complaints and demonstrating to the Park Manager that issues are being resolved in a timely and satisfactory manner.

7.2.3. Ensure the Park rules are clearly posted and can be easily understood by visitors. The Offeror will also maintain standard rules for enforcement. The approach will be to use education and information to gain voluntary compliance with Park rules. This approach assumes that visitors do not intentionally break the rules, but are simply not aware of the rules.

7.2.4. Any visitor-related incidents that escalate to a higher level of enforcement authority will be referred to the appropriate level of enforcement authority among Park staff; all such incidents will be documented on an incident report completed by the concession manager. Reports will be shared with the Park Manager within 24 hours of any such incident.

7.3 Rates/Prices:

7.3.1. Ensure that product and service pricing is based on the premise that the public will be charged no more for merchandise and services at the Park than for the same or similar merchandise and services at other recreational facilities in the area. Details on requirements for rates review and management are outlined within the Scope of Work.

7.3.2. Provide the ASPB with a list of rates to be utilized for all services and facilities for the following year. Discounting policies will be provided on an annual basis and no later than ninety days (90) prior to the end of the Contract year. The Offeror may request a mid-year rate change. All mid-year rate changes must be initiated sixty days (60) in advance.

7.3.3. Ensure that employees strictly and impartially observe rates and services in all circumstances. The Offeror will comply with all applicable state laws regarding nondiscrimination of the public.

7.3.4. Grant complimentary or reduced rates under such circumstances as are customary in businesses of the character conducted under this Contract. The ASPB reserves the right to review and modify the Offeror's complimentary or reduced rate policies and practices.

7.3.5. Grant State employees conducting official State business reduced rates for lodging, essential transportation, and other specified services necessary for conducting official state business. Complimentary or reduced rates and charges will not otherwise be provided to state employees by the Offeror, except to the extent that they are equally available to the public.

7.3.6. Establish refund policies that incorporate high quality visitor service standards and are provided in a fair and expeditious manner.

7.3.7. Post the following notice at all cash registers and payment transaction locations:

This good/service is provided by an Offeror under contract with the Arizona State Parks Board. The Offeror is responsible for conducting operations. Please address any comments to:

Park ManagerPatagonia Lake State Park400 Patagonia Lake Road

Patagonia, AZ [email protected]

7.4 Acceptable methods of payment for Facilities and Service


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7.4.1. Accept credit cards (Visa and MC at a Minimum), debit cards and cash as forms of payment.

7.4.2. Provide cash register (or Point-of-Sale) receipts for all retail sales transactions and post a notice to that effect in convenient view of visitors.

7.4.3. Install a cash control system or point of sale equipment that record all sales via a stock keeping unit (SKU) or equivalent.

7.4.4. Require all cash registers to be equipped with sale counters that are locked and constantly accumulating, and cannot be reset.

7.4.5. Run cash register tapes upon which sales details are imprinted. The beginning and ending sales totalizer counter readings will be recorded daily (“X” or “Z” tapes). Newer equipment will provide the equivalent of “X” and “Z” tapes.

7.4.6. Provide copies of the register tapes upon request by ASPB.

7.4.7. Remain in compliance with PCI Data Security Standards.

7.5 Human Resources

7.5.1. Key Personnel. The Offeror will provide adequate staff of experienced personnel who are capable of and devoted to the successful accomplishment of work to be performed under this contract. The Offeror will assign specific individuals to key positions. Once assigned to work under the contract, key personnel will not be removed or replaced without the prior written approval of the issuing agency, and they must be adequately replaced at the time of such removal.

7.5.2. Management Point of Contacts. Annually, the Offeror will provide the ASPB with a list of the names, titles, and contact information of the contract manager, site manager, and all other management staff overseeing and assigned to the operation, as well as anyone who is removed from the firm.

7.5.3. Experience. On-site management staff must possess a high level of experience and professional expertise in order to ensure a high-quality, visitor-friendly operation.

7.5.4. Employee Identification:

7.5.4.1. Ensure that all on-duty staff shall wear identifiable uniforms, including a name badge, so they are well distinguishable as concession employees.

7.5.4.2. Develop procedures to ensure that terminated employees lose access to any form of identification immediately following termination.

7.5.5 Employee Hiring Procedures:

7.5.5.1. Hire a sufficient number of staff to ensure consistent, high-quality visitor services and facility maintenance throughout the operating season.

7.5.5.2. Offeror must have a written hiring policy in place which may be reviewed by ASPB.

7.5.6 Staff Training and Orientation:


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7.5.6.1. Provide an employee handbook identifying policies and regulations to all employees. Within sixty (60) days of contract commencement, a copy of the employee handbook shall be provided to the ASPB. Updates to the handbook shall be sent to the ASPB with all applicable updates. The code of conduct shall be included in the employee handbook.

7.5.6.2. Ensure employees are properly trained to perform their assigned tasks in a safe and knowledgeable manner. At a minimum, employees will be trained in customer service, resource management (appropriate for park setting), safety, interpretation of park resources, sanitation, and general orientation to the local area.

7.5.6.3. Ensure that all employees meet all applicable local and state health standards and requirements.

7.5.6.4. Within sixty (60) days of the contract commencement, develop and share with ASPB a detailed code of conduct for the Offeror’s employees, including how the employees will adhere to the Offeror’s standards for appearance, customer service, conduct while on the park, representation of the ASPB, and compliance with all laws and regulations. The Offeror will include a provision regarding the measures that will be implemented if an employee breaches the code of conduct.

7.5.7. Vehicle Operation.

7.5.7.1 Employees driving Offeror-owned vehicles must have a valid Arizona Operator’s license for the size and class of vehicles driven. All vehicles must be clearly marked with Offeror’s company name.

7.5.7.2 Vehicle and Equipment Safety. Vehicles and Equipment must at all times be in compliance with state and federal safety standards. This applies to all vehicles, vessels, and equipment used by the Offeror for its operations, as well as to vehicles, vessels, and equipment used as rental equipment for visitors. Additionally, all concession-owned vehicles, vessels, and equipment must be clearly identified as belonging to or associated with concession operations.

7.5.8 Risk Management. The Offeror will provide a safe and healthy environment for its employees and visitors. The Offeror will ensure that safety inspections are conducted and documented. The ASPB retains the right to review at any time the Offeror’s risk management procedures in order to ensure compliance.

7.5.8.1 The Offeror must develop and submit for ASPB review an “Acknowledgement of Risk and Liability” form. This approved form must be signed by visitors before they use or participate in required or authorized services that involve a high degree of risk or liability. Risk Prevention must, at a minimum standard, require concession staff to address within a reasonable timeframe, the following: Excessive concentrations of bees, hornets, wasps, ants, and other insects; Slippery floors in restrooms and other structures; Offeror-owned equipment or personal property in need of repair; Protruding nails, bolts, wire ends, splinters, etc. on fences, buildings, table seats or

other improvements; Loose traffic barriers; Hazards on docks, and other water-based resources; Missing or damaged navigational aids or buoys; Toxic plants;


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Broken glass or sharp fragments of metal or plastic; Unsanitary conditions, such as dead animals, garbage dumped in open areas,

unauthorized effluent dumping, etc.; and Hazards and objects on walkways, paths, and trails.

7.5.8.2. As soon as risk conditions are identified, concession staff must complete the following steps: Inform all persons who are at imminent risk; Take all prudent and necessary actions to protect the public; Immediately report the hazard to any other employee(s) who may be affected, or

who may be able to assist in remedying the hazard; and Remedy the hazard risk as quickly as possible, and document the action taken.

7.5.9. Emergency Response Plan (Concession Area):

7.5.9.1. Identify specific emergency response procedures for potential incidents in the following categories: Medical Fire Rules Compliance/Law Enforcement

7.5.9.2. Regularly update the emergency response plan and indicate the levels of emergency response training staff have received. Develop a process for evaluating emergency responses after the required annual emergency response reporting. Concession staff shall demonstrate professionalism in all emergency responses, and be in compliance with the park’s Annual Operating Plan, as established by the Park Manager.

7.5.10. Security Procedures:

7.5.10.1. Secure its personal property. ASPB is not responsible for Offeror’s personal property.

7.5.10.2. Provide, in writing, specific procedures for safeguarding and securing all such property. Upon request, offeror will make these procedures available for ASPB review.

7.5.11. Hazardous Materials

7.5.11.1. Hazard Mitigation and Safety Inspections. The Offeror will perform detailed safety inspections at least annually, document the inspection results in a pre-approved format, and present all documented findings to the Park Manager. Additionally, hazard prevention and a safety and health inspection will be conducted prior to the typical high-visitation season(s). All safety and health issues will be thoroughly documented and corrective actions will be implemented expeditiously.

7.5.11.2 Storage. In the event that the Offeror must store small amounts of hazardous materials on Park premises in order to fulfill its duties under this Contract, such materials must be stored in designated hazardous materials sheds or approved storage facilities. These materials include, but are not limited to, the following: fuel, paint, pesticides, herbicides, and cleaning/disinfecting products. In all cases, care must be taken to store all potentially hazardous materials in an approved and properly ventilated facility.

7.5.11.3. Storage of Hazardous Materials. Offeror must comply with all applicable laws and best practices pertaining to the use, storage, transportation, and disposal of hazardous


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substances. Gasoline, oil, and other materials considered—under law or otherwise—to be hazardous to public health and safety must be stored, handled, and dispensed as required by present or future regulations and laws.

7.5.11.4. Hazardous Substances: Engage in any offensive or dangerous trade, business, or occupation; or Use or operate any machinery or apparatus that may damage the premises or

adjacent building’s in any way. Nothing in this Section shall preclude Offeror from bringing, keeping, or using on or

about said premises such materials, supplies, equipment, and machinery as is appropriate or customary in carrying on Offeror’s business.

7.5.12. Fire Prevention and Protection

7.5.12.1. The Offeror’s Site Manager will have a close working relationship with both the Park Manager and the fire district that has the most immediate response jurisdiction for the park. Prevention efforts must be carefully coordinated with the district. At a minimum, the concession operator must have: Clear procedures for the notification of the responding district(s); Adequate emergency communications; A current list of Emergency Phone Numbers; Basic fire equipment and proper storage of equipment; An evacuation plan that has been coordinated with the Park Manager, local fire,

and local law enforcement agencies; Regular training and review of procedures with park staff; and An emergency equipment maintenance schedule.

7.6. Accessibility Guidelines and Compliance. Current federal and State of Arizona regulations pertaining to Americans with Disabilities Act (ADA)/Architectural Barriers Act (ABA) Accessibility Guidelines must be integrated into concession operations. Concession management staff and employees will ensure effective communications with all visitors with disabilities, including persons with impaired vision or hearing, so that all visitors are adequately informed about accessible services, activities, and facilities within the park.

7.7. Incident Management and Documentation. The Offeror must utilize an incident report form to document and record any occurrence that is out of the ordinary (typically related to law enforcement or risk management) or may involve the need for follow-up at a later time. Events warranting an incident report include, but are not limited to, accidents, injuries, deaths, theft, vandalism, natural disasters, all calls to emergency services, property damage, and any incident that may involve an insurance carrier (i.e. civil liability). If in doubt, the Offeror should complete an incident report. Such reports must be shared with local park management staff within 48 hours.

7.8 Support of Parks Friends Groups. ASPB is interested in collaborating with non-profit support groups (“Friends”) dedicated to park stewardship. There is not a friends group associated with this park. It is ASPB’s goal to nurture one in the future. ASBP encourages friends groups to operate in a professional manner and employ practices that support concession operations. The Offeror must work with the park manager to understand the needs of friends group and how they can complement (not compete with) the Offeror’s provision of required and authorized services. The Offeror must meet with the park manager and the appointed friend’s group representative to determine mutually supportive strategies. Participation in such strategies and events will not place undue financial costs upon the Offeror.

7.9 Communications. In order to facilitate efficient and safe operations, the Offeror must utilize a variety of communications equipment, the extent and complexity of which depend upon the scope of the contracted operations. Communication equipment typically involves the use of public airwaves, which are monitored


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and regulated by the Federal Communications Commission. As such, federal licensing and use guidelines must be followed. The Offeror must notify the Park Manager within thirty (30) days of the contract start date of its plans regarding communications equipment and procedures.

7.10 Lost and Found Procedures. The Offeror must establish a formal lost and found procedure for visitors. A log must be kept for all found items, items returned (and to whom), and unclaimed items turned over to the park manager.

7.11 Sub-Concessioner Services. All Sub-concessioners must be pre-approved by the ASPB, and held to the same contract standards as the primary Offeror.

8. General Maintenance Responsibilities (As Approved by the Chief of Development) and Standards: At a minimum, the Offeror must;

8.1. The Offeror must maintain the concession and state facilities (interior and exterior areas, as applicable) in a clean, sanitary, and safe manner, and in good order and repair, at its own expense and to the satisfaction of the ASPB, based upon guidance provided in the Scope of Work. This satisfaction includes, but is not limited to, complying with all guidelines provide herein;

8.2. Perform all maintenance in accordance with applicable laws, rules, regulations, ordinances, codes, and industry standards;

8.3. Ensure that all personnel performing maintenance tasks possess appropriate skills, experience, licenses and certifications to conduct said work;

8.4. Obtain the appropriate licenses and permits required by the jurisdictional regulatory agencies and follow all state and local laws, rules, regulations, ordinances, codes, and industry standards applicable to the tasks being performed. Copies of said licenses and permits must be made available to ASPB upon request;

8.5. To the greatest extent possible, conduct maintenance activities in a manner that minimizes negative environmental impacts;

8.6. Perform emergency repairs without prior ASPB approval, as long as appropriate documentation follows within one business day. An emergency is defined as a condition that poses an imminent threat to public health and safety, or property.

8.7. Schedule and track completion of all maintenance activities in an electronic format approved by the ASPB. This process must be capable of providing information regarding the maintenance standards outlined in this document. The format of the maintenance tracking must provide ASPB with information regarding preventative and cyclic maintenance.

8.7.1. Preventative Maintenance: means planned scheduled, periodic maintenance that is performed on assets weekly, monthly, semi-annually or annually.

8.7.2. Cyclic Maintenance: means planned work tasks that recur on a periodic cycle greater than one year to sustain the useful life of an asset.

8.8. Conduct annual inspections of concession and/or state facilities to verify compliance with the Offeror’s current Operations and Maintenance Plan and to develop a list of future maintenance requirements. The Offeror must provide advance notification of such inspections to the park manager in order to ensure an ASPB representative can be present if desired.


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8.9. Ensure that its maintenance activities are in compliance with the National Environmental Policy Act, and all other applicable laws. Required performance measures to ensure legal compliance with such laws are the responsibility of the Offeror.

8.10. Annually provide the ASPB with a concessioner general maintenance plan. This plan must be provided within sixty (60) days prior to the end of the contract year. This plan will outline the proposed activities for preventative and cyclic maintenance with the estimated budgeted expenditures.

9. Specific Maintenance Standards

9.1. For Land Areas and Facilities: Building and Structures:

9.1.1. Housekeeping

9.1.2. Cleaning and maintenance of building interiors and visitor use areas must be performed with sufficient regularity to provide a positive visitor impression, give an overall appearance of clean and sanitary conditions, be free of litter, be safe, and be neat in appearance.

9.2. Utilities

9.2.1. Utilities provided by State

9.2.1.1. The ASPB may provide utilities to the Offeror for use in connection with the operations required or authorized hereunder when available and at rates to be determined in accordance with applicable laws. Specifics on the utilities to be provided and method for payment shall be outlined in the Scope of Work.

9.2.2. Utilities not provide by the State

9.2.2.1. If ASPB does not provide utilities to the Offeror, the Offeror must, with the written approval of the ASPB and under any requirements that the ASPB shall prescribe, secure necessary utilities at its own expense from sources outside the Park, or install the utilities within the Park with the written authorization of the ASPB, subject to the following conditions:

9.2.2.1.1. All appliances and machinery to be used in connection with the privileges granted in this subsection, as well as the plans for location and installation of such appliances and machinery, must first be approved by the ASPB.

9.2.2.1.2. The Offeror is responsible for the appropriate disposal of solid and liquid waste and byproducts in accordance with Arizona Department of Environmental Quality (ADEQ) standards and all applicable local, state, and federal laws and regulations.

9.2.3. General (As approved by the ASPB)

9.2.3.1. The Offeror must operate, repair, replace, and maintain all interior and exterior utility systems within the park as part of the Contract.

9.2.3.2. Operation, repair, and replacement of these systems must comply with state laws and ADEQ and ADOA guidelines.


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9.2.3.3. The Offeror must not extend or alter utility systems without prior written approval of the ASPB.

9.2.3.4. All utility services not provided by ASPB will be provided directly to the Offeror by independent suppliers.

9.2.4. Electricity, the Offeror must, at a minimum;

9.2.4.1. Activate, maintain, and pay for electrical service by establishing an account with the electric service provider. The Offeror must maintain the secondary electrical lines and equipment (conduit, fuses, panel, switches, transformers, lines, etc.) that supply the concession facilities within the park. This includes, but is not limited to, completing minor repairs.

9.2.4.2. Ensure that all electrical circuits meet or exceed the standards for the National Electrical Code.

9.2.4.3. Replace any electrical systems within the concession facilities that are damaged as a result of negligence by the Offeror, its employees, or its contractors while working on or operating Offeror equipment.

9.2.5. Water and Sewer Systems

9.2.5.1. Water service is available at the concession building, which is not separately metered. As such, ASPB will continue to be responsible for water and sewer costs as long as the Contractor’s water usage is considered reasonable as defined by ASPB. However, if a separate meter is installed at a later date, the Contractor will become responsible for its own water and sewer costs.

9.2.5.2. Concessionaire staff must utilize the following maintenance standards for all water fountains/hydrants included in the land area assignment:

9.2.5.2.1. All units and faucets must flow freely and operate properly.

9.2.5.2.2. Catch basins must be kept free of food particles, soap, grease, debris and standing water.

9.2.5.2.3. Painted surfaces/water devices must be maintained in a clean condition.

9.2.5.2.4. Faucets and drains must be cleaned and maintained as needed.

9.2.5.2.5. Drain areas at spigots and well pumps must drain properly.

9.2.5.2.6. Gravel in gray water sumps must be removed and replaced as needed.

9.2.5.3. The Offeror must install and maintain grease traps in accordance with ADEQ and other regulatory guidance in order to ensure that grease does not flow into the wastewater systems. Maintenance includes, but is not limited to, inspecting grease traps, pumping grease traps, and, as needed, disposing of grease in a safe and sanitary manner. If a grease trap fails, the Offeror must immediately notify the park manager in order to mitigate the impact on the wastewater treatment plan.

9.2.6. Telephone, Internet and Television Services


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9.2.6.1. The Offeror must contract directly with a commercial provider for telephone, internet, and television services needed for the concession facilities. Installation and location proposals must be submitted to the ASPB prior to commencement.

9.3. Fire Prevention and Protection Systems.

9.3.1. Within thirty (30) days of the beginning of each contract year, the Offeror must ensure that a full facility inspection has occurred. Copies of the inspection must be forwarded to the park manager. If the inspection identifies any hazards or deficiencies, the Offeror must correct them either immediately (for immediate life safety issues) or within ten (10) days (for non-immediate life safety issues).

9.3.2. The Offeror must install, inspect, operate, and maintain fire detection alarm and notification systems and equipment. Fixed and portable fire suppression systems and equipment in the concession facilities must be in good working order, in accordance with applicable laws.

9.3.3. The Offeror must ensure that all buildings, facilities, and support equipment within the concession facilities meet or exceed NFPA Fire Codes. This includes, but is not limited to, the FPFA Life Safety Code and Uniform Fire Code, as adopted by the State of Arizona, unless a specific variance is approved in writing by the ASPB.

9.3.4. The Offeror must ensure that the fire protection systems are in service at all times. If systems are being repaired, the Offeror must provide adequate means of alternate protection. The Offeror must notify the park manager immediately regarding any system outages or repairs, as well as plan of action.

9.4 Refuse and Waste Disposal.

9.4.1 The Offeror must appropriately dispose of solid and liquid waste and byproducts in accordance with ADEQ standards and all applicable local, state, and federal laws and regulations.

9.4.2 The Offeror must contract with a local solid waste disposal company for the removal of waste from within the contract area. The Offeror is responsible for positioning an adequate number of dumpsters and trash receptacles to maintain refuse and waste disposal in a presentable and odor-free manner. The park manager will approve the number of receptacles, as well as their size, color, style, and condition. Overflowing solid waste containers are not permissible, and only the disposal of legal substances is allowed.

9.5. Restrooms. Public restrooms maintained by the Offeror must be visited a minimum of twice daily (during peak visitation periods), cleaned daily, and stocked with toilet tissue, towels, and seat covers as often as necessary. During off peak periods restrooms should be visited a minimum of once daily, cleaned daily, and stocked with toilet tissue, towels and seat covers as often as necessary. Toilet tissue will be replaced sufficiently to last until the next scheduled cleaning or at least the following day. Disinfectant will be used on fixtures, risers, and floors. Floors will be routinely swept and mopped, as needed. Floors will be squeegeed and/or swept to prevent water from standing and creating a potential hazard. Attention will be given to graffiti, cobwebs, hornet and wasp nests, missing signs, etc., and the aforementioned situations will be resolved quickly. Odor-control agents will be used to control odorous conditions in restrooms.

9.6. Flooring. The Offeror must maintain clean flooring free of stains, cracks, chips, and worn places. Interior masonry or tile must have clean grouting and be in good repair. The Offeror must clean the floors no less than once daily in visitor areas and food preparation areas.


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9.7. Windows. The Offeror must keep windows clean, unbroken, and in good repair.

9.8. Interior Lighting. Inoperable fixtures or fixtures requiring bulb replacement must be remedied as quickly as possible upon discovery. Only current UBC-approved fixtures will be used for lighting.

9.9. Heating, Ventilation and Air Conditioning (HVAC) Systems: The Offeror must;

9.9.1. Maintain HVAC systems with clean ducts and filters at all times.

9.9.2. Operate, maintain, repair, and replace any HVAC systems associated with concession facilities, as needed.

9.9.3. Ensure that all HVAC systems are inspected annually; these systems must be kept clean, maintained and operating in accordance with manufacturer’s instructions.

9.9.4. Ensure that all repairs to HVAC equipment are conducted by a certified HVAC technician, with the approval of ASPB. The Offeror must retain and make available to ASPB copies of all inspections occurring throughout the term of the Contract.

9.9.5. Clean all chimneys, stoves, fireplaces, and exhaust ducts; the Offeror must inspect these at least once each year. Chimneys that serve active fireplaces or solid burning stoves must be lined, provided with spark arrestors, and maintained in good working order.

9.10. Signs (As Approved by Park Manager)

9.10.1. The Offeror must maintain and replace all interior and exterior signs relating to its operations and services within the concession facilities, as well as all directional signs that relate specifically to concession operations. Sign standards for the park will be consistent with sign standards included in the Park’s Annual Operating Plan.

9.10.2. In the event that a message must be temporarily conveyed to the public and the cost of obtaining a professionally made sign to convey that message is not feasible, a laminated computer-generated sign may suffice for temporary purposes and must be approved by the Park Manager. Concession staff must avoid taping signs to doors and windows, especially when a positive first impression to our visitors may be compromised.

9.10.3. The ASPB Park Manager may install signs within the concession operating areas, following consultation with the concessionaire.

9.10.4. Kiosks and public information panels in the park must be kept in an organized manner and current with the information posted. Objectionable material must not be posted. The Park Manager reserves the right to remove items deemed inappropriate, unsightly, or out-of-date.

9.11. Concession Area Grounds and Landscaping. The Offeror must maintain the land area assignment grounds free from litter and domestic animal waste.

9.12. Roads, Parking Areas and Walkways

9.12.1. The Offeror must maintain and keep in good repair all roads, curbs, parking islands, paved sidewalks walkways and parking areas within the land area assignment.

9.12.2. The Offeror must ensure that roads, walkways, and parking spurs are blown or swept as needed to remove needles, leaves, or other debris. Shoulders of roads must be kept mowed and


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trimmed. Grass and brush must be trimmed around sign posts and traffic control devices. Ditches and culverts must be cleaned and maintained to allow proper drainage.

9.12.3. The Offeror must ensure that parking bumper blocks, bollards, and barriers are routinely checked for damage. Wood, rock, concrete, and other barriers must be inspected and maintained in a safe and stationary condition. Barriers must be replaced as needed; replacements must match existing materials, colors, and style. Bollards, barrier rocks, and other such delineation devices must be straightened or replaced to control and regulate proper use. Excess vegetation around barriers must be trimmed to keep barriers visible.

9.13. Tables, Grills and Outdoor Amenities

9.13.1. The Offeror’s staff must remove food particles, grease, and other debris from tables and benches. Graffiti must be removed from tabletops and benches upon discovery or notification.

9.13.2. The Offeror must ensure that excessive grass or vegetation around the table areas remains trimmed.

9.13.3. The Offeror must ensure that there is adequate vegetation, gravel, or other approved material around tables to prevent mud and erosion.

9.13.4. The Offeror must ensure that tables are level and secured to the ground to prevent relocation or theft. Wooden tables must be painted on a three-year rotating cycle.

9.14. Pest Control

9.14.1. The Offeror must ensure that pest inspections are performed regularly. Offeror will remedy all pest infestations in a timely manner. The Offeror must provide Parks with copies of all pest inspection reports or other professional assessments of the condition of the facilities within 30 days of completion.

10. Personal Property Management: The Offeror shall;

10.1. Real and Personal Property

10.1.1. The Offeror must provide all personal property. This includes, without limitation, removable equipment, furniture, and goods necessary for its operations under this Contract. At its discretion, the State may choose to provide personal property.

10.1.2. Real property provided by the State: The ASPB may provide personal property, including, without limitation, removable equipment, furniture, and goods, for the Offeror's use in the performance of the Scope of Work.

10.1.2.1. Assigned State real and personal property is listed in Exhibit C. This Exhibit C may be modified from time to time by the ASPB as items are added or withdrawn. The Offeror is responsible for the personal property provided by the ASPB and must maintain the property to keep it in good and operable condition. If the property ceases to be serviceable, it must be returned to the ASPB for disposition. ASPB is not responsible for replacement of real property provided by the State if its useful life ends prior to the end of the contract.


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10.2. Provide the ASPB within sixty (60) days of the beginning of each contract year an updated inventory of all personal property used for concession services. The inventory will include the year purchased and item description.

10.3. Maintain all personal property free from defects and in accordance with industry standards for public use. Personal property must be safe, serviceable, and usable for intended purposes

10.4. Maintain, service and repair personal property used by visitors and staff according to the manufacturer’s recommendations, and replace such property as necessary.

10.5. Comply with all public health and safety regulations associated with food service operations.

10.6. Inspect and thoroughly clean exhaust hoods and ductwork associated with food service operations at least once per year

10.7. Keep within the park personal property necessary for the delivery of the required and authorized services approved under this Contract. Security and storage of such property is the responsibility of the Offeror. All personal property kept within public view shall be kept presentable. Storage structures may be erected, at the contractor’s sole expense, and only by advance permission of the ASPB.

11. Capital Building Plan

11.1. Capital Budget Plan: The Offeror must submit a capital budget plan to the ASPB annually, (60) days prior to the end of each year. The ASPB has approval rights on all capital budget plans.

11.2. Site Improvements. The Offeror is solely responsible for providing, coordinating, and funding any optional interior or exterior site improvements, with prior written approval by the ASPB Development Section Chief. This includes, but is not limited to:

11.2.1. Construction and/or installation in accordance with all applicable codes, regulations, and laws, including, but not limited to: (a) ADEQ bulletins; (b) ADA guidelines; and (c) all local, city, county, state and federal building codes.

11.2.2. All applicable architectural, engineering, site planning and related technical services must be sealed and signed by an authorized technical registrant, as required by the Arizona Department of Administration and the Arizona Board of Technical Registration, with ASPB review required prior to the commencement of any work.

11.2.3. Construction administration; labor; materials; equipment; testing; permits (including clearance from the State Historic Preservation Office for the construction and/or installation of all improvements); taxes; and services necessary to design, lay out and construct and/or install all improvements, as required or specified, including cleanup and final grading.

11.2.4. Preservation of all public and private property on the surface, underground, and adjacent to and along work areas. The Contractor must insure against injury and/or any direct or indirect damage to public or private property by any act, omission, negligence, or misconduct in the execution of the work, or because of non-execution thereof, on the part of the contractor. Property shall be restored at the Contractors expense. Repair must be equal to that existing before such damage was done, completing restoration in a manner acceptable to the owner. All work must be performed with care and safety, and the entire work area must be secured against harmful actions of the elements during the entire course of construction and/or installation.

11.3. Construction Approval Process:


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11.3.1. The Offeror must not construct or establish any structure or facility without prior written approval from the ASPB Chief of Development.

11.3.2. The Offeror and ASPB recognize that if additional facilities at a Park are approved that there shall be an approval process governing how this will occur. Construction improvement projects include, but are not limited to, any new construction, renovation, repair, or replacement of any facilities at the park, as deemed necessary to operate the Park.

11.3.3. The Offeror must provide project management services in order to complete design of construction improvement projects, as agreed to by the Parties.

11.3.4. All construction improvement projects on the Park must be contracted and procured by the Offeror in conformance with current Parks procedures. All construction must comply with the Arizona Registrar of Contractors Statutes and Rules.

11.3.5. The Offeror must create and provide a detailed scope of work that includes plans and specifications sealed by an Arizona Registered Architect or Engineer for any construction improvement projects. The Offeror must provide this scope of work, including the plans and specifications, to ASPB’s Chief of Development.

11.3.6. Prior to beginning any construction, the Offeror must receive written approval of said Scope of Work, including plans and specifications, from ASPB’s Chief of Development. This approval is for scope, type, quantity, and location only. The Offeror will design for code compliance, including the requirements of the State Fire Marshall. The Chief of Development must be given adequate time to review and approve all required documents submitted by the Offeror. As a prerequisite to this approval, the ASPB will submit the plans and specifications to ADOA Building and Planning for its review. During the course of construction, any changes to the project design or work or cost shall have prior approval from the Chief of Development, followed by the appropriate written change orders. Upon completion of each project, the Offeror must submit a sealed copy of “As-Built Drawing” on CD or DVD media to the Chief of Development.

11.3.7. The Offeror must obtain all necessary permits, concurrences, and authorizations. Copies of all permits, concurrences, and authorizations must be submitted to the ASPB’s Chief of Development, along with a detailed schedule of progress for said project(s).

11.3.8. Any improvements to historic buildings or property that affect building materials or character-defining elements must first be discussed with the ASPB’s Chief of Development to ascertain whether or not the improvement will require the review and concurrence of the State Historical Preservation Office (SHPO).

11.3.9. All previous Historic Structures Reports, Building Conditions Assessments or Historic Building Preservation Plans that have been completed for the ASPB or SHPO will be used as a basis for repairs, improvements or construction improvement projects.

11.3.10. All improvements, repairs and installations to historic buildings or property must meet the Secretary of the Interior’s Standards for historic structures. The Chief of Development will consider all improvements, repairs and installations complete upon his final approval.

11.3.11. In addition to construction documents, the following must also be submitted: a business summary that includes the proposed demand build-up for the activity to be housed within the proposed improvements, including proposed rates; and a five-year financial pro forma, that provides income and expenses associated with the proposed development, as well as the proposed sources of


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financing. If the improvement is for a support facility, the Offeror will only be required to outline the proposed expenses associated with the support facility.

11.3.12. Any permanent interior, exterior, and/or site improvements constructed in the Park will become the property of ASPB upon expiration or termination of this contract. Compensation for improvements will be as outlined in the Scope of Work.

11.4. Documentation for Real Property Improvements Compensable Interest

11.4.1. Upon substantial completion of the construction of a real property improvement in which the Offeror has been approved to have a compensable interest, the Offeror must provide the ASPB with a detailed construction report, the elements of which will be established during the construction review process. The construction report shall include, but not be limited to, contracts or agreements, permits, pay requests and invoices, lien waivers, and close-out documents, from all parties involved in completing the approved construction project. The construction report must be supported by actual invoices of the real property improvement's construction cost and, if requested by the ASPB, a written certification from a certified public accountant paid for by Offeror. The construction report must document, and any requested certification by the certified public accountant must certify, that all components of the construction cost were incurred and capitalized by the Offeror in accordance with GAAP, and that all components are eligible direct or indirect construction costs. Invoices for additional construction costs or elements of the project that were not completed as of the date of substantial completion may subsequently be submitted to the ASPB for inclusion in the project's construction cost.

12. Removal of Approved Real Property Improvements

12.1. The Offeror will not remove, dismantle or demolish real property improvements within the land area assignment without the approval of the ASPB.

12.2. Upon the request of the ASPB, if the assigned real property improvement is removed, abandoned, demolished or subsequently destroyed and no other improvement is constructed on the site, the Offeror, at its own expense, will promptly restore the site as nearly as practicable to its original condition.

13. Removal of Non ASPB Approved Real Property Improvements

13.1. The Offeror must, at its own cost and expense and within thirty (30) days after service by the Administrator of notice to do so, remove from the contract area any structures, facilities, or other improvements that were constructed or installed without the advance written approval of the ASPB and restore the premises substantially to their previous condition. If the Offeror fails to comply with said notice, the ASPB may, at its option, perform such removal and restoration work and bill Offeror for the cost thereof. The Offeror must pay any bill so rendered within thirty (30) days after receipt.

14. Inspections by the ASPB

14.1. The ASPB may, upon twenty four (24) hours’ advance notice, enter the premises operated by the Offeror at reasonable times for purposes necessary, incidental to, or connected with the performance of Parks obligations hereunder, in exercise of Parks governmental functions. These functions include, but are not limited to, ensuring compliance with appropriate laws regarding the storage and handling of hazardous substances, safety issues, public complaints, accident investigations and for fire protection or security purposes.

14.2. The Park Manager may perform monthly inspections of all aspects of the Offeror’s operation. The Offeror must correct any deficiencies noted within thirty (30) calendar days of the concession inspection report


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date. If the deficiency is not correctable within this period of time, a plan of action for correcting the deficiency must be submitted to the Park Manager with ten (10) calendar days of the report date. If the deficiency poses a health or safety hazard, a shorter correction period may be imposed. If the deficiency poses a severe threat to the public, closure of the entire facility may result.

14.3. Semiannually, the ASPB and the Concessioner must inspect of all aspects of the Offeror’s operation. This will include, but will not be limited to, reviewing facilities, operations, and contract compliance. Inspections will include a rating score.

15. Marketing and Special Events: The Offeror shall, on an annual basis, develop a marketing campaign to advertise the property and special events.

15.1 Advertising and Promotion:

15.1.1. Use a high level of professionalism in advertising, marketing, and promotions. The ASPB is a family-friendly public agency; therefore, all promotional materials must be appropriate for all ages. The Offeror’s marketing and advertising will support the mission of the ASPB and the specific purpose and unique qualities of the Park. Offensive or poorly designed promotions will be immediately discontinued if deemed inappropriate by the ASPB. Advertising and promotions will include language stating that the Offeror is operating under a contract with the ASPB. The use of the Park name or logo are by permission only. All advertising, promotions, and marketing efforts must comply with applicable laws, including, but not limited to civil rights laws. Any properties or entities named shall be approved by ASPB and all naming rights shall remain the property of ASPB.

15.2 Special Events. The Offeror will support the Park’s scheduled special events throughout the year. Local park management will partner with concessionaire to enhance special events by facilitating promotional sales and services that enhance the public’s experience of, and participation in, such events.

16. Meetings

16.1. At ASPB’s request, upon a reasonable notice, and not more frequently than once each month, the Offeror will meet with ASPB and/or its representative to review operational and financial performance, real property operations, maintenance, development, and any other operational issues that may be of relevance to both parties. One of the meetings each year must be attended by a corporate representative from the Offeror, above the local site manager level. Meetings will take place at the Offeror’s Park location.

17. Reports

17.1. Monthly Activity and Revenue Reporting

17.1.1. A monthly activity/usage report will be due twenty (20) days after the end of each month.

17.2. Annual Financial and Usage Reporting

17.2.1. The Offeror must submit an annual financial report that is prepared by a certified public accountant licensed in the State of Arizona. The financial report is due within sixty (60) calendar days after the end of the contract year. If any additional payment is due to the ASPB, said payment will be submitted with the financial report. Included within the balance sheet shall be a schedule providing details on any concessioner facilities in which the Offeror has been approved by ASPB for claiming a Compensable Interest in the past year. The schedule must include a detailed listing of new Concessioner Facilities added, date added, amount of investments, and financing break down.


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17.2.2. The Offeror must submit an annual summary of the monthly activity/usage reports. Reports shall be submitted by January 30th of each year.

17.2.3. The Offeror must submit quarterly sales reports utilizing a format provided by the ASPB. The Quarterly Sales Report is due within twenty (20) calendar days after the end of the calendar quarter (January 20th, April 20th, July 20th, and October 20th). Refer to Exhibit D for a current version of the Concessionaire Quarterly Sales Report.

17.2.4. The Offeror must submit an Annual Financial Report prepared by an independent Certified Public Accountant. The Annual Financial Report must include the Offeror’s detailed income statement, balance sheet, and summary of the quarterly payments made to the ASPB. The Annual Financial Report must be submitted within ninety (90) days of the end of the contract year.

17.2.5. The Offeror must submit an Annual Budget, including revenue projections, anticipated facility maintenance and repairs, and any planned cyclical maintenance by January 30th of each year. This budget must include usage forecasts, revenue forecasts and estimated income statements.

17.3. Operational Reporting: The Offeror must; Provide a Management Listing, including names, email addresses, and mobile and/or landline

telephone numbers for its entire management staff. This listing must be updated and resubmitted as changes occur.

Provide a local staff listing for Offeror’s staff assigned to the concession area, along with their identification information. This listing shall be updated and resubmitted as changes occur.

Provide a Vehicle Listing Report, including a listing of all vehicles used by the Offeror for contracted services.

Provide an Annual Rate Report indicating all approved rates. Provide Incident Reports, when applicable. Provide a Hazard Mitigation and Safety Inspection Annual summary report. Provide an Emergency Response Plan. Provide an Annual Staff Training Calendar. Provide a Visitor Usage Report on a monthly and annual basis.

17.4. Maintenance Reporting: The Offeror must provide; Annual Maintenance Plan; Annual Safety and Maintenance Inspection; Annual Personal Property Listing; Annual Emergency Response Plan; and Annual Fire Inspection Report.

18. Compensatory Interest

18.1. The Offeror will have a Compensable Interest in the Concession Facilities and/or State Facilities it acquires and/or builds over the course of the contract. There will not be Compensable Interest as a result of expenditures for repair and maintenance of Concession Facilities or expenditures.

18.2. The ASPB will not be responsible for any Compensable Interest payment. All Compensable Interest Payments will be made by a successor Offeror, unless the ASPB decides otherwise. The ASPB will have the right to exercise a contract extension clause if a successor Offeror payment is not in place.

18.3. Any Compensable Interest shall be valued based on the Actual Cost of construction or installation by the Concessioner less any Depreciation, or Market Value, whichever is less.


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18.3.1. Actual Cost shall include those original construction or installation costs for real property improvements outlined in the Determination of Cost section of the Long-lived Resources topic in the State of Arizona Accounting Manual, for facilities remaining in existence at the time of the transfer or termination of this contract and additional improvements which ASPB has, in advance, approved in writing to constitute betterment of existing improvements. Depreciation shall be determined by the methods listed in the Computation of Depreciation and Capitalization, Depreciation, Amortization and Posting Tables sections of the Long-lived Resources topic in the State of Arizona Accounting Manual. Actual Cost less depreciation shall be calculated either by an Appraiser or by ASPB staff, per the discretion of ASPB.

18.3.2. Market Value means the market value as defined by the Uniform Standards of Professional Appraisal Practice issued by the Appraisal Institute for the most recent year. Market value shall be established through an appraisal. Additional definitions can be found in the Special Terms and Conditions.

18.3.3. Offeror’s failure to comply with the requirement of sections 17.4.1 and 23.2.1 of the Scope of Work for the construction of any approved real property improvements and the Compensable Interest therein will result in Offeror not being compensated for the construction of such improvement.

19. Procedure for Estimating the Value of a Compensable Interest.

19.1 If the Offeror has an approved Compensable Interest in Concession and/or State Facilities, the Offeror must convey the interest to a Successor Concessioner or other entity as designated by the State (including the State if appropriate). Compensation shall be paid by the Successor Concessioner. ASPB shall have the right to exercise its contract extension clause if a Successor Concessioner payment is not in place at Contract Expiration.

19.2. If the Offeror has no remaining Compensable Interest in the Concession and/or State Facilities, the facilities will become the property of the ASPB upon expiration of this contract.

19.3. Nine months prior to contract expiration the compensation valuation process will commence and shall be completed prior to contract expiration. This will include the completion of an Appraisal to estimate Market Value and establish Actual Costs less Depreciation. Offeror shall work with ASPB to provide the Appraiser all necessary documentation.

19.4. The Appraiser selected for the Appraisal must be approved by the ASPB and the Offeror. Instructions to the Appraiser for valuation will be established by ASPB and shared with the Offeror prior to engaging the Appraiser. Upon the receipt of the draft Appraisal, the Offeror and the ASPB will have fourteen (14) days to submit their comments on the Appraisal findings to the Appraiser. The Appraiser will have thirty (30) days to review the Appraisal in consideration of the comments and issue a final Appraisal for the Market Value.

19.5. ASPB will use the final appraisal in its determination of the Market Value for Compensable Interest.

20. End of Contract Transition

20.1 General Transition In the event of contract termination whereby Offeror is not to continue the operations, ASPB and the Offeror in good faith will fully cooperate with one another and with a successor concessioner to achieve an orderly transition of operations in order to avoid disruption of services to visitors and minimize transition expenses.

20.2. Cooperation Prior to the Contract Expiration or Termination Date


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20.2.1. At such time as the ASPB notifies the Offeror that it will not continue its operations upon the Termination of this Contract, the Offeror, notwithstanding such notification, must undertake the following tasks

20.2.1.1. Continue to provide visitor services and otherwise comply with the terms of the Contract in the ordinary course of business and endeavor to meet the same standards of service and quality that were being provided previously with a view to maintaining customer satisfaction.

20.2.1.2. Continue to accept all future bookings for any required or authorized services that involve advance reservations. The Offeror will not divert any bookings to other facilities managed or owned by the Offeror or any affiliate of the Offeror. The Offeror will notify all visitors with bookings for any period after the Termination Date that the Successor Concessioner will operate the facilities and services.

20.2.1.3. Provide the Successor Concessioner a copy of the Offeror’s booking/reservation logs within ten days of notification to the Offeror by the ASPB of the selection of the Successor Concessioner. These logs will be current as of the date of notification. The Offeror will thereafter update such log every thirty (30) days until the Termination Date. The log must include at a minimum, name of visitor, address, contact information, dates of usage, rates quoted, amount of advanced deposit, and confirmation number.

20.2.1.4. Designate one of the Offeror’s key personnel as the point of contact (POC) for communications between the Offeror and the Successor Concessioner. This POC will timely respond to the ASPB’s meeting and information requests. The POC will either meet monthly to discuss transition issues for up to six months prior to contract termination or agree to another schedule deemed to be reasonable, based upon an accelerated termination period. In the final month of the contract, the POC will meet weekly. Meetings may be conducted via conference call or other practical means.

20.2.1.5. Review a transition plan developed by the ASPB. Following a review by the Offeror, both the ASPB and the Offeror will follow the transition plan as closely as reasonably possible.

20.2.1.6. Provide the Successor Concessioner with access to all Concession Facilities, including “back-of-house areas.” The Offeror will also provide the Successor Concessioner copies of the keys to all Concession Facilities.

20.2.1.7. Provide the ASPB and the Successor Concessioner full access to all relevant information and materials pertaining to the operation of the Concession Facilities. This information includes, but is not limited to, complete information regarding the following: utilities, including gas and electric; fuel systems and fuel storage tanks; telephone service; water service; security systems; and life safety. The Offeror must provide all such information within thirty (30) days after receipt of notification of the selection of the Successor Concessioner and update the information periodically (but not less frequently than thirty (30) days), until the Termination Date.

20.2.1.8. Provide the ASPB and the Successor Concessioner with copies of all maintenance agreements, equipment leases, service contracts, supply contracts, liquor licenses, and other licenses and permits (collectively “licenses”). Liquor licenses must not be cancelled prior to contract termination.


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20.2.1.9. Allow the Successor Concessioner to solicit and interview for employment all of the Offeror’s salaried and hourly employees, including seasonal employees, through a coordinated process implemented by the Offeror.

20.2.1.10. Not enter into any contracts or agreements that would be binding on any Concession Facilities or concession operations in general after the Termination Date, without the prior written agreement of the Successor Concessioner.

20.2.1.11. Provide to the ASPB a copy of the Offeror’s monthly financial report within thirty (30) days after the receipt of the notification of selection of the Successor Concessioner. The Offeror, thereafter, must provide the ASPB with monthly updates of the financial report, up to the termination date.

20.2.1.12. The Offeror shall provide the Successor Concessioner with a complete, detailed, and well-organized list of personal property owned or leased by the Offeror in connection with its operations under the Contract. The Offeror shall provide the list to the Successor Concessioner within thirty (30) days following receipt of the notification of the selection of the Successor Concessioner. The Offeror shall designate those items that the Offeror believes are essential to maintaining continuity of operations or the special character of the concession operations. The Offeror shall assist the Successor Concessioner in reviewing and validating the list.

20.2.1.13. The Offeror shall provide the Successor Concessioner with all other information and reports as would be helpful in facilitating the transition, including, without limitation, a list of maintenance records for the Offeror’s operations for the period of one year prior to notification of the selection of the Successor Concessioner. The Offeror shall provide all such information within thirty (30) days after receipt of selection of the Successor Concessioner and update the information monthly until the Termination Date.

20.3. The Offeror must provide the ASPB and the Successor Concessioner with such other cooperation as reasonably may be requested.

20.4. Cooperation upon the Contract Expiration or Termination Date

20.4.1. Upon the Termination Date, the Offeror must undertake the following activities.

20.4.1.1. Attend a final transition meeting as part of the overall transition plan no later than twenty (20) days prior to the Termination Date. The objective of this meeting is to ensure that all elements of the transition plan have been accomplished and all parties agree that issues have been addressed appropriately. This meeting will take place at a location that is mutually acceptable to both parties and will be attended by representatives of the ASPB, the Offeror, and the Successor Concessioner.

20.4.1.2. Cooperate with the transfer or assignment of all contracts and licenses entered into by the Offeror that the Successor Concessioner elects to assume.

20.4.1.3. Disconnect itself from the booking/reservation platform associated with the existing contract and provide support, if necessary, to the Successor Concessioner in transitioning its information from its booking/reservation log. All reports due to the ASPB for the final operating season prior to Termination Date will be due post termination at the time period outlined in the Contract.


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20.4.1.4. No later than ten (10) days after the Termination Date, the Offeror will provide the ASPB with an itemized statement of all fees and payments due to the ASPB under the terms of the Contract as of the Termination Date, including, without limitation, all deferred, accrued, and unpaid fees and charges. The Offeror, within ten (10) days of its delivery to the ASPB of this itemized statement, must pay such fees and payments to the ASPB. The Offeror and the ASPB acknowledge that adjustments may be required because of information that was not available at the time of the statement.

20.4.1.5. Make available to the ASPB for the ASPB’s collection, retention, and use, copies of all books, records, licenses, permits, and other information in the Offeror’s possession or control that, in the opinion of the ASPB, are related to or necessary for orderly and continued operations of the related facilities and services, notwithstanding any other provision of this Contract to the contrary.

20.4.1.6. The Offeror must remove (with no compensation to Offeror) all items of collateral, inventory, and supplies, as may be marked with any trade name or trademark belonging to the Offeror within thirty (30) days after Termination.

20.4.1.7. The Offeror shall provide the ASPB and the Successor Concessioner with such other cooperation as reasonably may be requested.

20.5. Surrender: Upon termination or within thirty (30) days after the Contract expiration, Offeror will surrender the premises to the State with all fixtures, improvements, and alterations in good condition, less reasonable wear and tear, except for fixtures, improvements, and alterations that Offeror is obligated to remove. Offeror will remove all of its personal property and perform all restoration required by the terms of this Contract within the above stated time, unless otherwise agreed to in writing.

20.6. Failure to Surrender: If Offeror fails to surrender the Premises to the State upon the expiration, assignment, or within thirty (30) days after early, Offeror will hold the State harmless for all damages resulting from Offeror’s failure to surrender the Premises.

21. ASPB Responsibilities

21.1. ASPB and/or its designated representatives are responsible for oversight of all Park operations and concession operations. This includes

21.1.1. Allowing Concessioner to enter the park daily.

21.1.2. Allowing deliveries of supplies for the Concessioner.

21.1.3. Evaluation and inspection of Concessioner’s required and authorized services.

21.1.4. Review and approval of the elements within the Concession Operation and Maintenance Plan.


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Request for Proposal:Special Instructions to Offerors



1. Definitions

1.1. ProcureAZ terms. ProcureAZ (https://procure.az.gov) is the State’s online eProcurement system. Although the system was configured for the State’s needs, the application is based on a commercial product known as BuySpeed Online, made by Periscope Holdings, Inc. As a result, some of the terms used in the BuySpeed Online application may be semantically different to similar terms used by the State. The following terms are as they appear in BuySpeed Online (and ProcureAZ), along with their corresponding meanings as they apply to the solicitation.

1.1.1. “Allow Electronic Quote” means an indicator, signifying whether or not offers may be submitted in ProcureAZ.

1.1.2. “Alternate Id” means a data field, in which may contain additional data in order to link a solicitation to a related project, activity or program.

1.1.3. “Amendments” means solicitation amendments.

1.1.4. “Attachments” means the section, as displayed in ProcureAZ, where the solicitation’s electronic documents may be attached.

1.1.5. “Available Date” means a data field, in which may contain the date that the solicitation was published.

1.1.6. “Bid”, depending on its use may mean solicitation or offer. For example, in the terms “Bid Solicitation” and “Bid Number”, the term “Bid” means solicitation. In the terms “Bid Opening Date” and “Pre Bid Conference”, “Bid” means offer.

1.1.7. “Bid Method” means the type of solicitation process being conducted.

1.1.8. “Bid Number” means the solicitation’s identification number.

1.1.9. “Bid Opening Date” mean the date and time that offers are due.

1.1.10. “Bid Solicitation” means solicitation.

1.1.11. “Bid Type” means the extent the solicitation notices were issued, ranging from “OPEN” (notices went to vendors registered with the selected commodity codes) to “CLOSED” (notices were only sent to the specific vendors invited by the State).

1.1.12. “Bill-to Address” means the department address where invoices occurring under any resulting contract may be billed.

1.1.13. “Bulletin Description” means a data field, in which may contain additional information regarding the scope of the solicitation.

1.1.14. “Buyer” means procurement officer.

1.1.15. “Department” means the customer for whom the solicitation is being done.

1.1.16. “Description” means the solicitation’s title.

1.1.17. “Equipment Downtime” means the period of time a piece of equipment is waiting for service to be completed. This time starts with the original service call into the Contractor and ends once all


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https://procure.az.gov/




repairs, parts, installations, equipment modifications, configuration changes, or any prescribed work is completed and the Equipment functions according to the published specifications.

1.1.18. “Fiscal Year” means the State Fiscal Year in which the solicitation was initiated.

1.1.19. “Header Information” means the section of the solicitation, as displayed in ProcureAZ, containing solicitation information other than the line items.

1.1.20. “Info Contact” means a data field, in which may contain the contact information of a person to whom inquiries are to be directed.

1.1.21. “Item information” means the section of the solicitation, as displayed in ProcureAZ, containing the solicitation’s line items.

1.1.22. “Location” means the specific customer, within the department, for whom the solicitation is being done.

1.1.23. “May” means something that is not mandatory but permissible.

1.1.24. “Organization” means the state agency under whose authority the solicitation is being conducted.

1.1.25. “Pre Bid Conference” means pre-offer conference.

1.1.26. “Print Format” means the format of the solicitation’s print output.

1.1.27. “Purchase Method” means the type of contract transaction contemplated, ranging from an “Open Market” (one-time) transaction to a “Blanket” (term) transaction.

1.1.28. “Quote” means offer.

1.1.29. “Required Date” means a data field, in which may contain the date that the materials, services or construction are needed by the State.

1.1.30. “Shall, Must” means a requirement. Failure to meet the requirement may result in the rejection of a proposal as non-responsive

1.1.31. “Ship-to Address” means the department address where materials, services or construction purchased under any resulting contract may be billed.

1.1.32. “Should” means something that is recommended but not mandatory.

1.1.33. “Type Code” means the category of customers that may use any resulting contract(s). E.g., Single-Agency, Multi-Agency or Statewide.

1.1.34. ”Purchaser” means procurement officer.

2. Pre-Offer Conference

2.1. Prospective Offerors are invited to attend a Pre-Offeror Conference. The Pre-Offeror Conference will be held at the time and place indicated. The purpose of the conference is to clarify the content and components of the solicitation in order to prevent any misunderstanding of the State of Arizona's positions and requirements for this contract. Any doubt as to the requirements of the solicitation or any apparent omission or discrepancy should be presented to the State at this conference. The State of Arizona will then


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determine the appropriate remedy necessary, if any, and issue a written amendment to the solicitation, if required. Oral statements or instructions will not constitute an amendment to the solicitation.

2.2. Persons with a disability may request a reasonable accommodation, such as a sign language interpreter, or this document in an alternative format, by contacting the Solicitation contact person.

3. Inquiries

3.1. All questions related to this Request for Proposal are required to be submitted through ProcureAZ using the Q&A tab. Questions will be answered via ProcureAZ and are due no less than five (5) calendar days prior to the solicitation due date and time.

3.2. Offerors may not contact the employees of the Eligible Agency concerning this procurement while the proposal and evaluation are in process.

4. Proposal Preparation/Submission of Offer

4.1. Required Attachments. Offers shall include the following Attachments completed accurately, in the format provided and according to any instructions contained within. Failure to follow attachment Instructions may result in rejection of Offer. Attachment 1 Questionnaire Attachment 2 Approach to Scope of Work Attachment 3 References Attachment 4 Business Information Offeror Financial Workbook Attachment 5 Confidentiality and Trade Secrets Attachment 6 Offer and Acceptance

4.2. Proposals shall be prepared simply and economically, providing a concise description of capabilities to satisfy the requirements of the RFP. Emphasis should be place on completeness and clarity of content.

4.3. The responses shall be typed using a 12-point font and single-spaced. Each proposal shall include responses to each attachment in this solicitation. The material should be sequenced and organized as outlined below and related to the RFP. Failure to include the requested information may have a negative impact on the evaluation of the Offeror’s proposal. Offerors shall copy ProcureAZ Attachments to their own computer, save the information entered, and submit the completed information as a new, appropriately re-named Attachment in ProcureAZ. On each document, insert a Footer that specifies: Name of the Offeror, Name of the Attachment, the Solicitation Number, and Page Number. The Offer shall include at least the following information:

4.3.1. Under the “General Tab” in ProcureAZ in the “Info Contact” text box, provide complete contact information that includes the following: Contact Name (For Questions related to Offer); Mailing Address; E-mail Address; and Telephone Number.

4.4. ProcureAZ. Offers in response to this solicitation shall be submitted within the State's online eProcurement system, ProcureAZ (https://procure.az.gov). Please be advised that utilizing ProcureAZ requires a certain level of technical competency that should be considered when selecting staff to work in the system. The successful submission of your offer in ProcureAZ is critical in order for the State to receive and evaluate your offer. Therefore, particular focus should be placed on the selection of staff given the responsibility for submitting your offer in ProcureAZ. Offers shall be received before the due date and time listed in the solicitation's 'Bid Opening Date' field. Offers submitted outside the ProcureAZ system, or those that are


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received after the due date and time stated in the 'Bid Opening Date' field, shall be rejected. Questions in this regard shall be directed to the Procurement Officer or to the ProcureAZ Help Desk ([email protected] or 602-542-7600) prior to the solicitation due date and time.

5. Proposal Content

5.1. Table of Contents. The Offeror shall provide page numbers for each section of the proposal; the entire Proposal shall be sequentially numbered.

5.2. Tab 1: Offeror’s Approach to Scope of Work. The Offeror shall prepare and submit a written operating and maintenance plan describing the procedures the Offeror will implement to meet the requirements outlined in the Scope of Work under the following areas. Provide this in Attachment 2.

5.2.1. Proposed Authorized Services

5.2.2. Service Hours

5.2.3. Equipment Rental Operations/Services and Facilities

5.2.4. Alcohol Service

5.2.5. Retail Services

5.2.6. Reservation Services

5.2.7. Rates

5.2.8. Staff Training and Orientation

5.2.9. Advertising and Promotion – Professional Standards

5.2.10. Advertising and Promotion – Special Events

5.2.11. Maintenance Tracking

5.2.12. Inspections

5.3. Concession Fee. Offeror shall enter their proposed Concession Fees in the Unit Cost field within the line item in ProcureAZ.

5.4. Tab 2: Experience and Expertise (15 page maximum). The Offeror shall provide a description of experience and expertise regarding the services offered including the following:

5.4.1. Firm Overview,

5.4.2. Company History,

5.4.3. Headquarters Location,

5.4.4. Number of years in business,

5.4.5. Types of services provided, and5.4.6. Number of current full and part-time employees.


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5.4.7. Provide a listing of the locations and references for which you have provided similar services to those outlined in the Scope of Work for a period of at least three years and within the last five years. For this listing include: Name of Location Name of Client Served Date of Service Gross Revenue at Location Point of Contract at Location (name, position, email and phone number)

5.4.8. Provide an Organizational Chart outlining the key personnel to be assigned to the Scope of Work and the relationships between the Key Personnel at the Park and any Central Office staff supporting the organization including the ownership entity. Identify what support functions will be conducted by the Central office.

5.4.9. Provide Resumes for Key Personnel as defined in the Special Terms and Conditions, responsible for delivery of services. Resumes shall include name, title, key responsibilities and previous experiences that are relative to that field. Include all professional licensure, certifications, experience, educational history, professional awards and publications. Do not include personal information such as address, telephone number or email address as the resume will be posted on ProcureAZ at Contract award.

5.4.10. Describe Responsibilities of Key Personnel including how much time each person will devote to the Scope of Work.

5.4.11. Provide Staffing Plan necessary to meet the requirements of the Scope of Work. Include number of staff by position, and whether they are full time or part time.

5.4.12. Identify construction experience including: procuring sealed drawings and plans, dealings with licensed contractors for various projects from conception to completion, construction using Offeror’s own staff, and a general list of any completed projects and years of experience.

5.5. Tab 3: Financial Stability.

5.5.1. Complete Attachment 1: Questionnaire.

5.5.2. The Offeror shall be financially stable and able to substantiate the financial stability of its company. Offerors shall at a minimum include a copy of their independently audited financial statements from the last three (3) years.

5.5.3. Demonstrate that your Offeror is financially viable and that you understand the financial obligations of the RFP by providing the following in Attachment 4: Business Information Offeror Financial Workbook

5.5.4. Your estimate of the acquisition and start-up costs of this business using the Initial Investment and Start-Up Expense and the Initial Investments and Start-Up Expenses. The information provided should be of sufficient detail to allow a reviewer to understand how the estimates were determined. If you are the Existing Concessioner and will have no initial investment or start-up costs, include that information on the form.

5.5.5. Complete the Income Statement and Income Statement Assumptions forms and the Cash Flow Statement and the Cash Flow Statement Assumptions forms. Provide estimates of prospective revenues and expenses of the concession business in the form of annual prospective income and


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cash flow statements for the entire term of the Draft Contract. Also complete the Operating Assumptions tab to explain your financial projections.

5.5.6. General notes regarding the forms provided with this TAB:

5.5.6.1. These forms are provided in the format that ASPB desires. Do not add or eliminate rows on the Excel spreadsheets provided. Columns should not be deleted and formulas shall not be changed; however, columns may be added to reflect the number of years in the Contract term, if necessary. If you wish to provide additional information, do so in additional spreadsheets, outside of the ones provided. If additional information is provided, clearly identify how it fits into the income statement, cash flow, and/or assumption tables. For the purpose of the pro forma statements utilize the calendar year as the fiscal year.

5.5.6.2. Provide a clear and concise narrative explanation of the method(s) used to prepare the estimates and the assumptions on which your projections are based. Information shall be sufficiently detailed to provide a full understanding of how the estimates were determined.

5.5.7. Offerors may be requested to provide additional information pertaining to their financial stability as deemed necessary by the State. Offeror’s proposals, which do not include sufficient information regarding their financial stability, may be negatively impacted. The State reserves the right to request reports on financial stability from independent financial rating services. The State reserves the right to reject any offeror who does not demonstrate financial stability sufficient for the scope of this contract.

6. Responsibility, Responsiveness and Susceptibility

6.1. In accordance with A.R.S. 41-2534(G), A.A.C. R2-7-C311, A.A.C. R2-7-C312 and R2-7-C316, the State shall consider, at a minimum, the following criteria when determining Offeror’s responsibility, as well, as the proposal’s responsiveness and susceptibility for contract award.

6.1.1. Whether the Offeror has had a contract within the last five (5) years that was terminated for cause due to breach or similar failure to comply with the terms of the contract;

6.1.2. Whether the Offeror’s record of performance includes factual evidence of failure to satisfy the terms of the Offeror’s agreements with any party to a contract. Factual evidence may consist of documented vendor performance reports, customer complaints and/or negative references;

6.1.3. Whether the Offeror is legally qualified to contract with the State and the Offeror’s financial, business, personnel, or other resources, including subcontractors;

6.1.3.1 Legally qualified includes if the vendor or if key personnel have been debarred, suspended or otherwise lawfully prohibited from participating in any public procurement activity, including but not limited to, being disapproved as a subcontractor of any public procurement unit or other governmental body.

6.1.4. Whether the Offeror promptly supplied all requested information concerning its responsibility;

6.1.5. Whether the Offer was sufficient to permit evaluation by the State, in accordance with the evaluation criteria identified in this Solicitation or other necessary offer components. Necessary offer components include: attachments, documents or forms to be submitted with the offer, an indication of the intent to be bound, reasonable or acceptable approach to perform the Scope of


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Work, acknowledged Solicitation Amendments, references to include experience verification, adequacy of financial/business/personal or other resources to include a performance bond and stability including subcontractors and any other data specifically requested in the Solicitation;

6.1.6. Whether the Offer was in conformance with the requirements contained in the Scope of Work, Terms and Conditions, and Instructions for the Solicitation including its Amendments and all documents incorporated by reference;

6.1.7. Whether the Offer limits the rights of the State;

6.1.8. Whether the Offer includes or is subject to unreasonable conditions, to include conditions upon the State necessary for successful Contract performance. The State shall be the sole determiner as to the reasonableness of a condition;

6.1.9. Whether the Offer materially changes the contents set forth in the Solicitation, which includes the Scope of Work, Terms and Conditions, or Instructions; and,

6.1.10. Whether the Offeror provides misleading or inaccurate information.

7. Evaluation

7.1. In accordance with the Arizona Procurement code § 41-2534, Competitive Sealed Proposals, award(s) shall be made to the responsible offeror(s) whose offer is determined in writing to be the most advantageous to the State based upon the evaluation factors listed below. The evaluation factors are listed in their relative order of importance. Approach to Scope of Work Concession Fee Experience/Expertise Financial Stability and Capability to implement the Proposed Plan and AttachmentsExceptions to the Terms and Conditions, as stated in the Uniform Instructions Section C.3, may impact an Offeror’s susceptibility for award.

8. Inclusiveness. Offerors are encouraged to make every effort to utilize subcontractors that are small, women- and/or minority-owned business enterprises. Offerors who are committing a portion of their work to such subcontractors shall provide the name of the subcontractor, which of the following categories apply: small, women- and/or minority-owned business, the specific services or work to be performed, the percentage of work or services to be provided by the subcontractor, and how this effort will be administered and managed, including reporting requirements.

9. Clarifications. Upon receipt and opening of proposals submitted in response to this solicitation, the State may request oral or written clarifications, including demonstrations or questions and answers, for the sole purpose of information gathering or eliminating minor informalities or correcting nonjudgmental mistakes in proposals. Clarifications shall not otherwise afford the Offerors the opportunity to alter or make a material change in its proposal.

10. Negotiations. As provided by A.A.C. R2-7-C314, negotiations may be conducted with Offerors who submit offers determined to be reasonably susceptible of being selected for award. If negotiations are conducted pursuant to A.A.C. R2-7-C314, the State shall issue a written request for Best and Final Offers. Award may be made without negotiations, therefore, offers shall be submitted complete and on most favorable terms.

11. Best and Final Offers. If negotiations are conducted, the ASPB shall issue a written request for best and final offers. The request shall set forth the date, time and place for the submission of best and final offers. Best and final offers shall be requested only once, unless the ASPB makes a determination that it is advantageous to conduct further negotiations or change the solicitation requirements.


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Request for Proposal:Uniform Instructions to Offerors



A. Definition of Terms As used in these Instructions, the terms listed below are defined as follows:1. “Attachment” means any item the Solicitation requires an Offeror to submit as part of the Offer.

2. ‘Best and Final Offer” means a revision to an Offer submitted after negotiations are completed that contains the Offeror’s most favorable terms for price, service, and products to be delivered. Sometimes referred to as a Final Proposal Revision.

3. “Contract” means the combination of the Solicitation, including the Uniform and Special Terms and Conditions, and the Specifications and Statement or Scope of Work; the Offer, any Clarifications, and any Best and Final Offers; and any Solicitation Amendments or Contract Amendments.

4. "Contract Amendment" means a written document signed by the Procurement Officer issued for the purpose of making changes in the Contract.

5. “Contractor” means any person who has a Contract with a state governmental unit.

6. “Day” means calendar days unless otherwise specified.

7. “eProcurement (Electronic Procurement)” means conducting all or some of the procurement function over the Internet. Point, click, buy and ship Internet technology is replacing paper-based procurement and supply management business processes. Elements of eProcurement also include Invitation for Bids, Request for Proposals, and Request for Quotations.

8. “Exhibit” means any document or object labeled as an Exhibit in the Solicitation or placed in the Exhibits section of the Solicitation.

9. “Offer” means a response to a Solicitation.

10. “Offeror” means a person who responds to a Solicitation.

11. “Person” means any corporation, business, individual, union, committee, club, or other organization or group of individuals.

12. “Procurement Officer” means the person, or his or her designee, duly authorized by the State to enter into and administer Contracts and make written determinations with respect to the Contract.

13. ”Solicitation” means an Invitation for Bids (“IFB”), a Request for Technical Offers, a Request for Proposals (“RFP”), a Request for Quotations (“RFQ”), or any other invitation or request issued by the purchasing agency to invite a person to submit an offer.

14. "Solicitation Amendment" means a change to the Solicitation issued by the Procurement Officer.

15. “Subcontract” means any Contract, express or implied, between the Contractor and another party or between a subcontractor and another party delegating or assigning, in whole or in part, the making or furnishing of any material or any service required for the performance of the Contract.

16. “State” means the State of Arizona and Department or Agency of the State that executes the Contract.

B. Inquiries

1. Duty to Examin e . It is the responsibility of each Offeror to examine the entire Solicitation, seek clarification in writing (inquiries), and examine its Offer for accuracy before submitting an Offer. Lack of care in


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preparing an Offer shall not be grounds for modifying or withdrawing the Offer after the Offer due date and time.

2. Solicitation Contact Pers o n . Any inquiry related to a Solicitation, including any requests for inquiries regarding standards referenced in the Solicitation shall be directed solely to the Procurement Officer.

3. Submissi o n o f Inquirie s . All inquiries related to the Solicitation are required to be submitted in the State’s eProcurement system. All responses to inquiries will be answered in the State’s eProcurement system. Any inquiry related to the Solicitation should reference the appropriate solicitation page and paragraph number. Offerors are prohibited from contacting any State employee other than the Procurement Officer concerning the procurement while the solicitation and evaluation are in process.

4. Timelines s . Any inquiry or exception to the Solicitation shall be submitted as soon as possible and should be submitted at least seven days before the Offer due date and time for review and determination by the State. Failure to do so may result in the inquiry not being considered for a Solicitation Amendment.

5. No R i ght to Rely on Verbal or Electronic Mail R e sp o nse s . An Offeror shall not rely on verbal or electronic mail responses to inquiries. A verbal or electronic mail reply to an inquiry does not constitute a modification of the solicitation.

6. Solicitation A mend m ents . The Solicitation shall only be modified by a Solicitation Amendment.

7. Pre-Offer C o nfere n c e . If a pre-Offer conference has been scheduled under the Solicitation, the date, time and location shall appear in the State’s eProcurement system. Offerors should raise any questions about the Solicitation at that time. An Offeror may not rely on any verbal responses to questions at the conference. Material issues raised at the conference that result in changes to the Solicitation shall be answered solely through a Solicitation Amendment.

8. Persons with Disabilitie s . Persons with a disability may request a reasonable accommodation, such as a sign language interpreter, by contacting the Procurement Officer. Requests shall be made as early as possible to allow time to arrange the accommodation.

C. Offer Preparation

1. Electronic Documents. The Solicitation is provided in an electronic format. Offerors are responsible for clearly identifying any and all changes or modifications to any Solicitation documents upon submission to the State’s eProcurement system. Any unidentified alteration or modification to any Solicitation, attachments, exhibits, forms, charts or illustrations contained herein shall be null and void. Offeror’s electronic files shall be submitted in a format acceptable to the State. Acceptable formats include .doc and .docx (Microsoft Word), .xls and .xlsx (Microsoft Excel), .ppt and .pptx (Microsoft PowerPoint) and .pdf (Adobe Acrobat). Offerors wishing to submit files in any other format shall submit an inquiry to the Procurement Officer.

2. Evidence of Intent to be Boun d . The Offer and Acceptance form within the Solicitation shall be submitted with the Offer in the State’s eProcurement system and shall include a signature by a person authorized to sign the Offer. The signature shall signify the Offeror’s intent to be bound by the Offer and the terms of the Solicitation and that the information provided is true, accurate and complete. Failure to submit verifiable evidence of an intent to be bound, such as a signature, shall result in rejection of the Offer.

3. Exceptio n s to Ter m s and Conditio n s . All exceptions included with the Offer shall be submitted in the State’s eProcurement system in a clearly identified separate section of the Offer in which the Offeror clearly identifies the specific paragraphs of the Solicitation where the exceptions occur. Any exceptions not included in such a section shall be without force and effect in any resulting Contract unless such exception


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is specifically accepted by the Procurement Officer in a written statement. The Offeror’s preprinted or standard terms will not be considered by the State as a part of any resulting Contract.

3.1. Invitation for Bids. An Offer that takes exception to a material requirement of any part of the Solicitation, including terms and conditions, shall be rejected.

3.2. Re q u e s t for Prop o sa l s . All exceptions that are contained in the Offer may negatively impact an Offeror’s susceptibility for award. An Offer that takes exception to any material requirement of the solicitation may be rejected.

4. Subc o ntr a c t s . Offeror shall clearly list any proposed subcontractors and the subcontractor’s proposed responsibilities in the Offer.

5. C o st of Offer Prep a ration . The State will not reimburse any Offeror the cost of responding to a Solicitation.

6. Fed e ral Excise Tax . The State is exempt from certain Federal Excise Tax on manufactured goods. Exemption Certificates will be provided by the State.

7. Provisi o n of Tax Identification Nu m b e r s . Offerors are required to provide their Arizona Transaction Privilege Tax Number and/or Federal Tax Identification number as part of the Offer.

7.1 Employee Id e ntification . Offeror agrees to provide an employee identification number or social security number to the State for the purposes of reporting to appropriate taxing authorities, monies paid by the State under this Contract. If the federal identifier of the Offeror is a social security number, this number is being requested solely for tax reporting purposes and will be shared only with appropriate state and federal officials. This submission is mandatory under 26 U.S.C. § 6041A.

8. Identification of Taxes in O ffer . The State is subject to all applicable state and local transaction privilege taxes. All applicable taxes shall be identified as a separate item offered in the Solicitation. When applicable, the tax rate and amount shall be identified on the price sheet.

9. Discl o s u re . If the person submitting this Offer has been debarred, suspended or otherwise lawfully precluded from participating in any public procurement activity, including being disapproved as a subcontractor with any federal, state or local government, or if any such preclusion from participation from any public procurement activity is currently pending, the Offeror shall fully explain the circumstances relating to the preclusion or proposed preclusion in the Offer. The Offeror shall set forth the name and address of the governmental unit, the effective date of the suspension or debarment, the duration of the suspension or debarment, and the relevant circumstances relating to the suspension or debarment. If suspension or debarment is currently pending, a detailed description of all relevant circumstances including the details enumerated above shall be provided.

10. Delivery. Unless stated otherwise in the Solicitation, all prices shall be F.O.B. Destination and shall include all freight, delivery and unloading at the destination(s).

11. Fed e ral Imm i gration a nd Nationality Act . By signing of the Offer, the Offeror warrants that both it and all proposed subcontractors are in compliance with federal immigration laws and regulations (FINA) relating to the immigration status of their employees. The State may, at its sole discretion require evidence of compliance during the evaluation process. Should the State request evidence of compliance, the Offeror shall have five days from receipt of the request to supply adequate information. Failure to comply with this instruction or failure to supply requested information within the timeframe specified shall result in the Offer not being considered for contract award.


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12. Offsh o re Per f orm a nce of W o rk Prohibi t ed . Any services that are described in the specifications or scope of work that directly serve the State or its clients and involve access to secure or sensitive data or personal client data shall be performed within the defined territories of the United States. Unless specifically stated otherwise in the specifications, this paragraph does not apply to indirect or 'overhead' services, redundant back-up services or services that are incidental to the performance of the contract. This provision applies to work performed by subcontractors at all tiers. Offerors shall declare all anticipated offshore services in the Offer.

D. Submission of Offer

1. Offer Submissi o n, Due Date and Time. Offerors responding to a Solicitation must submit the Offer electronically through the State’s eProcurement system. Offers shall be received before the due date and time stated in the solicitation. Offers submitted outside of the State’s eProcurement system or those that are received after the due date and time shall be rejected.

2. Offer and Acceptance. Offers shall include a signed Offer and Acceptance form. The Offer and Acceptance form shall be signed with a signature by the person authorized to sign the Offer, and shall be submitted in the State’s eProcurement system with the Offer no later than the Solicitation due date and time. Failure to return an Offer and Acceptance form may result in rejection of the Offer.

3. Solicitation A mend m ents . A Solicitation Amendment shall be acknowledged in the State’s eProcurement system no later than the Offer due date and time. Failure to acknowledge a Solicitation Amendment may result in rejection of the Offer.

4. Offer Amen d ment or Wit h dr a wa l . An Offer may not be amended or withdrawn after the Offer due date and time except as otherwise provided under applicable law.

5. Confidential Information. If an Offeror believes that any portion of an Offer, protest, or correspondence contains a trade secret or other proprietary information, the Offeror shall clearly designate the trade secret and other proprietary information, using the term “confidential.” An Offeror shall provide a statement detailing the reasons why the information should not be disclosed including the specific harm or prejudice that may arise upon disclosure. The Procurement Officer shall review all requests for confidentiality and provide a written determination. Until a written determination is made, a Procurement Officer shall not disclose information designated as confidential except to those individuals deemed to have a legitimate State interest. In the event the Procurement Officer denies the request for confidentiality, the Offeror may appeal the determination to the State Procurement Administrator within the time specified in the written determination. Contract terms and conditions, pricing, and information generally available to the public are not considered confidential information.

6. Public Recor d . All Offers submitted and opened are public records and must be retained by the State for six years. Offers shall be open and available to public inspection through the State’s eProcurement system after Contract award, except for such Offers deemed to be confidential by the State.

7. No n -coll u sio n , Employment, and Servic e s . By signing the Offer and Acceptance form or other official contract form, the Offeror certifies that:

7.1. The Offeror did not engage in collusion or other anti-competitive practices in connection with the preparation or submission of its Offer; and

7.2. The Offeror does not discriminate against any employee or applicant for employment or person to whom it provides services because of race, color, religion, sex, national origin, or disability, and that it complies with an applicable federal, state and local laws and executive orders regarding employment.


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E. Evaluation

1. Unit Price Prevail s . In the case of discrepancy between the unit price or rate and the extension of that unit price or rate, the unit price or rate shall govern.

2. Taxe s . If the products and/or services specified require transaction privilege or use taxes, they shall be described and itemized separately on the Offer. Arizona transaction privilege and use taxes shall not be considered for evaluation.

3. Prompt Pay m ent Disc o un t . Prompt payment discounts of thirty (30) days or more set forth in an Offer shall be deducted from the Offer for the purpose of evaluating that price.

4. Late Offer s . An Offer submitted after the exact Offer due date and time shall be rejected.

5. Disqualif i c ation s . An Offeror (including each of its principals) who is currently debarred, suspended or otherwise lawfully prohibited from any public procurement activity shall have its Offer rejected.

6. Offer Accept a nce P e rio d . An Offeror submitting an Offer under the Solicitation shall hold its Offer open for the number of days from the Offer due date that is stated in the Solicitation. If the Solicitation does not specifically state a number of days for Offer acceptance, the number of days shall be one hundred twenty (120). If a Best and Final Offer is requested pursuant to a Request for Proposals, an Offeror shall hold its Offer open for one hundred twenty (120) days from the Best and Final Offer due date.

7. Waiver a nd Rejecti o n Righ t s . Notwithstanding any other provision of the Solicitation, the State reserves the right to:

7.1 Waive any minor informality;

7.2. Reject any and all Offers or portions thereof; or

7.3 Cancel the Solicitation.

F. Award

1. Num b er of T y pes of Aw a r d s . The State reserves the right to make multiple awards or to award a Contract by individual line items or alternatives, by group of line items or alternatives, or to make an aggregate award, or regional awards, whichever is most advantageous to the State.

2. Contract I n c e ptio n . An Offer does not constitute a Contract nor does it confer any rights on the Offeror to the award of a Contract. A Contract is not created until the Offer is accepted in writing by the Procurement Officer’s signature on the Offer and Acceptance form. A notice of award or of the intent to award shall not constitute acceptance of the Offer.

3. Effe c tive Date . The effective date of the Contract shall be the date that the Procurement Officer signs the Offer and Acceptance form or other official contract form, unless another date is specifically stated in the Contract.

G. Protests

A protest shall comply with and be resolved according to Arizona Revised Statutes Title 41, Chapter 23, Article 9 and rules adopted thereunder. Protests shall be in writing and be filed with both the Procurement Officer of the purchasing agency and with the State Procurement Administrator. A protest of the Solicitation shall be received by the Procurement Officer before the Offer due date. A protest of a proposed award or of


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an award shall be filed within ten (10) days after the Procurement Officer makes the procurement file available for public inspection. A protest shall include:

1. The name, address, email address and telephone number of the interested party;

2. The signature of the interested party or its representative;

3. Identification of the purchasing agency and the Solicitation or Contract number;

4. A detailed statement of the legal and factual grounds of the protest including copies of relevant documents; and

5. The form of relief requested.

H. Comments Welcome

The State Procurement Office periodically reviews the Uniform Instructions to Offerors and welcomes any comments you may have. Please submit your comments to: State Procurement Administrator, State Procurement Office, 100 North 15th Avenue, Suite 201, Phoenix, Arizona, 85007.


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Request for Proposal:Special Terms and Conditions



1. Definitions

1.1. “Adjusted Gross Revenue” means total revenue collected less sales tax and any expenses related to shipping items to the consumer for items purchased.

1.2. “Annual Financial Report” means a report provided each year by each Offeror, which includes the operating entity’s balance sheet, income statement, statement of cash flows and notes that are an integral part of such financial statements. This report shall be prepared for by an independent Certified Public Accountant. The income statement shall be organized using the uniform system of accounts for each asset type. (E.g. lodging, Uniform Systems of Accounts for the Lodging Industry)

1.3. “Applicable Laws” means all laws, rules, regulations, codes and other legal requirements that apply or may apply.

1.4. “Appraisal” means a report conducted by a qualified Appraiser. The appraisal process shall be governed by the most recent Uniform Standards of Professional Appraisal Practice.

1.5. “Appraiser” means a qualified professional appraiser who holds the designation of a member of the Appraisal Institute.

1.6. “Arizona State Parks Board, ASPB or State” means the board that has been statutorily created under A.R.S. § 41-511. ASPB has the right to delegate its responsibilities to the State Parks Executive Director, State Park employees and/or its agents.

1.7. “Authorized Services” means any service that has been approved to be offered but is not required to be offered.

1.8. “Capital Budget Plan” means a plan that is submitted annually which outlines the real and personal property capital improvements the Offeror is planning to complete in the coming year.

1.9. “Capital Improvement” means a non-expensed real property improvement approved in advance by the ASPB and completed by the Offeror to support the ongoing operation of the contract. Capital Improvements can be made to both Concession and State Facilities. When a capital improvement is made, ASPB shall identify if there is a Compensable Interest granted.

1.10. “Concessioner, Contractor or Offeror” means an individual(s), corporation, partnership, association or entity that provides the general public with services, products, facilities and programs under the terms of a contract with the State. The term is inclusive of the business and all its staff members. This term relates to the awardee of the contract.

1.11. “Concession Facilities” means capital improvements provided by the Concessioner at the Concessioners’ expense for the purposes of a concession contract. It does not include any rights to a permanent interest in the land.

1.12. “Concession Fee” means compensation due to the state (i.e. Store Sales, Boat Rentals, Gasoline Sales, etc.). It shall be estimated as a percentage of adjusted gross revenue.

1.13. “Compensable Interest” means an interest that the Offeror has in the Concession Facilities that they have purchased or Concession/State Facilities they have built over the term of the contract. A Compensable Interest can be granted for State Facilities if the Offeror has made approved improvements to State Facilities. The valuation method and terms of payment for Compensable Interest at contract expiration and/or termination for convenience or cause shall be within this document.


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1.14. “Contract Expiration” means the date the Contract is set to expire.

1.15. “Cyclic Maintenance” means planned work that reoccur on a periodic cycle of greater than one year to sustain the useful life of an asset. Typical work projects could include, but are not limited to, painting, pump and motor replacement, repair and replacement of lighting, engine overhaul, replacement of carpeting and fixtures, etc.

1.16. “Damages” means costs incurred to cure a contract breach.

1.17. “Director” shall mean the Executive Director of Arizona State Parks Board.

1.18. “Franchise Fee” means compensation due to the state by the Concessioner for use of park facilities.

1.19. “Gross Revenue” means any and all revenue generated on or within the concession contract boundaries. It shall be further defined as the total amount of sales received pursuant to the rights granted in the contract including the gross revenue of sub-concessioners.

1.20 “Inspection” means both informal and formal annual reviews and evaluation of operations and contract compliance by the ASPB and its representatives as well as other government entities. Inspections shall include rating scales (e.g. unsatisfactory to outstanding) for the purposes of future contract actions.

1.21. “Key Personnel” means the site manager and assistant site manager or equivalent.

1.22. “Land Area Assignment or Concession Contract Boundaries, or Contract Area or Concession Area” means the land area in which the Offeror operates and maintains Concession and State facilities. The Scope of Work shall identify maintenance responsibilities within the land area assignment.

1.23. “Maintenance Expense” means routine and preventative maintenance activities that maintain and extend the equipment’s useful life. These are expensed on the income statement on an annual basis.

1.24. “Market Value or (MV)” means market value as defined by the Uniform Standards of Professional Appraisal Practice issued by the Appraisal Institute for the most recent year. Market value shall be established through an appraisal.

1.25. “Offeror” means the individual responding to the RFP. This will be converted to Concessioner/Contractor upon contract award.

1.26. “Operational Maintenance” means maintenance that occurs on a daily basis including, but not limited to, janitorial and custodial services, operations of utilities and grounds keeping.

1.27. “Park Manager” means and ASPB staff member who has responsibility for managing a park unit.

1.28. “Parties” means the Arizona State Parks Board (ASPB) its designees and the Offeror.

1.29. “Personal Property” means any equipment, furniture or goods necessary for operations that are not recognized as real property. The Offeror or State can provide these. Personal property is defined as moveable assets that when removed from the realty does not cause undue harm or damage to the realty. Compensable Interest does not relate to these items.

1.30. “Preventative Maintenance” means planned, scheduled, periodic maintenance that is performed weekly, monthly, semi-annually or annually on assets, typically including but not limited to, inspection, lubrication and adjustments.


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1.31. “Real Property Improvements” means improvements made to buildings, structures, fixtures and other capital improvements, which are permanently affixed to the land in a manner that they are part of the realty. This term includes marina docks and slips. All real property improvements shall be approved by the ASPB prior to construction. If purchased by or built by the Offeror they are considered Concessioner Facilities following approval by the ASPB.

1.32. “Request for Proposal or RFP” means the document that the ASPB presents for proposals from Offerors. The RFP will convert to a Contract after an award has been made.

1.33. “Required Services,” means services which are required to be offered within a contract.

1.34. “State Facilities” means facilities owned by the State of Arizona. A Concessioner can create a Compensable Interest in State Facilities if they expend proceeds to improve or rehabilitate a State Facility with ASPB approval.

1.35. “Successor Concessioner means the new awardee that will become the new concessioner at the Park or that has already become the new concessioner at the Park.

1.36. “Sub concessioner” means an individual, corporation, partnership association or entity that is operating under a subcontract with the Offeror for the delivery of required or authorized services identified in the Scope of Work.

1.37. “Termination Date” means the date the contract is terminated for any reason.

1.38. “Usage Report” means a report provided monthly and annually that includes usage data from each required and authorized service provided in the Scope of Work. The type of usage to be reported and due dates of reporting shall be provided in the Scope of Work.

1.39. “Utilities” means, any water, sewer, electric, telecommunication, waste management, gas, fuel, oil and propane offerings.

2. Contract

2.1. The contract between the State of Arizona and the Contractor shall consist of the solicitation as amended, any requests for clarifications and/or best and final offers, the proposal submitted by the Contractor, their responses to any requests for clarifications and/or their best and final offer. In the event of a conflict in language between the documents referenced above, the provisions and requirements set forth and/or referenced in the solicitation as amended shall govern. However, the State reserves the right to clarify any contractual requirement in writing, and such written clarification shall govern in case of conflict with the applicable requirements stated in the solicitation as amended or the Contractor's proposal. In all other matters not affected by the written clarification, if any, the solicitation shall govern.

2.1.1. The State’s primary contact for this solicitation and resultant contracts shall be the Procurement Officer assigned to the contract and listed in ProcureAZ

2.1.2. The Contractor’s primary contact shall be the contact information contained in the ProcureAZ vendor profile or as stated in the submitted Offer and Acceptance of this solicitation.

2.2. Contract Restructure. The State may clarify any Contract following award. This clarification shall not substantially alter the contents of the Contract, but shall only edit and reformat the Contract in a manner that will facilitate ease of use, contract administration, and concurrence of the Parties.


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3. Term of Contract

3.1. The term of the contract shall commence on February 1, 2016, and shall remain in effect for a period of ten (10) years unless terminated, cancelled or extended as otherwise provided herein.

3.2. Contract Renewal. The contract shall not bind nor purport to bind, the State for any contractual commitment in excess of the original contract period. The State shall have the right, at its sole option, to renew the contract for up to an additional ten (10) years, in five (5) year increments, based upon future improvements as approved by ASPB.

3.2.1. Under a contract extension, the State may consider revisions to the percentage of franchise fee to be paid to the State based upon concession operations activity and may consider other changes that are deemed to be in the State's best interest. Evidence of sales volume may be a factor in ASPB’s determination to extend the contract.

4. Alternate Proposal. If the bidder submits an alternate proposal, each alternate will be submitted as a completely separate proposal package including all documents, signatures, and requirements of the Request for Proposal.

5. Appropriation of Funds. Every payment obligation of the Eligible Agency under this Contract is conditioned upon the availability of funds appropriated or allocated for the payment of such obligation. If funds are not allocated and available for the continuance of this Contract, this Contract may be terminated by the Eligible Agency at the end of the period for which funds are available. No liability shall accrue to the Eligible Agency or the State of Arizona in the event this provision is exercised, and neither the Eligible Agency nor the State shall be obligated or liable for any future payments or for any damages as a result of termination under this paragraph.

6. Facilities

6.1. Condition. The Offeror has inspected the Concession and State Facilities and any assigned government personal property, is thoroughly acquainted with their condition, and accepts the Concession and State Facilities, and any assigned government personal property, “as is.”

6.2. Assignment. The ASPB will assign facilities and land areas as defined within the Scope of Work.

6.2.1. Parcels of land identified under Exhibit A in the RFP upon which, the Offeror may be authorized, with the ASPBs approval, to construct real property improvements;

6.2.2. Certain Concession and State facilities as described in Exhibit B in the RFP, currently in existence as of the effective date of this RFP, as may be modified to include additional real property improvements completed in accordance with the Special Terms and Conditions.

6.2.3. The ASPB shall have the right to amend Exhibit B and C to reflect changes in Concession and/or State facilities assigned to the Offeror, including, without limitation, amending to reflect the addition of real property improvements completed in accordance with the Uniform and Special Terms and Conditions.

6.3. Withdrawal.

6.3.1. The ASPB may withdraw all or portions of these Concession or State Facility assignments at any time during the term of the Contract if:

6.3.1.1. The operations utilizing the assigned Concession or State Facilities have been terminated or suspended by the ASPB; or


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6.3.1.2. The land or real property improvements assigned to the Offeror are no longer necessary for the concession operation.

6.3.2. Effect of Withdrawal. Any permanent withdrawal of assigned Concession or State Facilities that the ASPB considers to be essential for the Offeror to provide the visitor services required by the Uniform and Special Terms and Conditions may be treated as a Termination for Convenience.

6.3.3. Right of Entry. The ASPB has the right at any time to enter upon or into the Concession or State Facilities assigned to the Offeror for any purpose they may deem necessary for the administration of the Park.

7. ADA Compliance. The Offeror shall comply with the Americans with Disabilities Act of 1990 (Public Law 101-336) and the Arizona Disability Act of 1992 (A.R.S § 41-1492 et. seq.), which prohibits discrimination on the basis of physical or mental disabilities in delivering contract services or in the employment, or advancement in employment of qualified individuals. Persons with a disability may request a reasonable accommodation, such as a sign language interpreter, by contacting the ASPB Contract Manager for the solicitation. Request should be made as early as possible to allow time to arrange the accommodation.

8. Indemnification

8.1. General Information

8.1.1. To the fullest extent permitted by law, Offeror shall defend, indemnify, save and hold harmless the State of Arizona, and its departments, agencies, boards, commissions, universities, officers, officials, agents, and employees (hereinafter referred to as “Indemnitee”) from and against any and all claims, actions, liabilities, damages, losses, or expenses (including court costs, attorneys’ fees, and costs of claim processing, investigation and litigation) (hereinafter referred to as “Claims”) for bodily injury or personal injury (including death), or loss or damage to tangible or intangible property caused, or alleged to be caused, in whole or in part, by the negligent or willful acts or omissions of Offeror or any of its owners, officers, directors, agents, employees or subcontractors. This indemnity includes any claim or amount arising out of, or recovered under, the Workers’ Compensation Law or arising out of the failure of such Offeror to conform to any federal, state, or local law, statute, ordinance, rule, regulation, or court decree. It is the specific intention of the parties that the Indemnitee shall, in all instances, except for Claims arising solely from the negligent or willful acts or omissions of the Indemnitee, be indemnified by Offeror from and against any and all claims. It is agreed that Offeror will be responsible for primary loss investigation, defense, and judgment costs where this indemnification is applicable. In consideration of the award of this Contract, the Offeror agrees to waive all rights of subrogation against the State of Arizona, its officers, officials, agents, and employees for losses arising from the work performed by the Offeror for the State of Arizona.

8.1.2. This indemnity shall not apply if the Offeror or sub-contractor(s) is/are an agency, board, commission or university of the State of Arizona.

9. Insurance Requirements

9.1. Offeror and subcontractors shall procure and maintain, until all of their obligations have been discharged, including any warranty periods under this Lease, insurance against claims for injury to persons or damage to property arising from, or in connection with, the performance of the work hereunder by the Offeror, its agents, representatives, employees or subcontractors.

9.2. The Insurance Requirements herein are minimum requirements for this Contract and in no way limit the indemnity covenants contained in this Contract. The State of Arizona in no way warrants that the minimum


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limits contained herein are sufficient to protect the Offeror liabilities that arise out of the performance of the work under this Contract by the Offeror its agents, representatives, employees or subcontractors, and the Offeror is free to purchase additional insurance.

9.3. Minimum Scope and Limits of Insurance Coverages

9.3.1. Offeror shall provide coverage with limits of liability not less than those stated below.

9.3.2. Commercial General Liability (CGL) – Occurrence Form

9.3.2.1. Policy shall include bodily injury, property damage, and broad form contractual liability coverage. General Aggregate $2,000,000 Products – Completed Operations Aggregate $1,000,000 Personal and Advertising Injury $1,000,000 Each Occurrence $1,000,000

9.3.2.2. The policy shall be endorsed, as required by this written agreement, to include the State of Arizona, and its departments, agencies, boards, commissions, universities, officers, officials, agents, and employees as additional insureds with respect to liability arising out of the activities performed by or on behalf of the Offeror.

9.3.2.3. Policy shall contain a waiver of subrogation endorsement, as required by this written agreement, in favor of the State of Arizona, and its departments, agencies, boards, commissions, universities, officers, officials, agents, and employees for losses arising from work performed by or on behalf of the Offeror.

9.3.3. Marina Operators Legal Liability

9.3.3.1. Obtain and maintain Marina Operators Legal Liability Insurance with limits of $2,000,000 any one occurrence.

9.3.4. Dram Shop/Liquor Liability

9.3.4.1. Obtain and maintain Dram Shop/Liquor Liability Insurance to cover occupancy and operations related to the “public pier”, including all services provided by the Offeror.

9.3.5. Protection and Indemnity

9.3.5.1. Obtain and maintain Protection and Indemnity insurance with respect to all owned or leased watercraft with limits of no less than $2,000,000 any one occurrence.

9.3.6. Pollution Liability

9.3.6.1. Obtain and maintain Lessee’s Pollution Liability.

9.3.6.2. For losses caused by pollution conditions that arise from the operations of the Offeror as described in this Contract. Per Occurrence $1,000,000 General Aggregate $2,000,000

9.3.6.3. Coverage must be identified specific to the operations as described in this Contract.


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9.3.6.4. Pollution coverage must apply to all locations utilized for the acceptance, storage, or disposal of any RCRA waste or hazardous materials (non-owned disposal sites).

9.3.6.5. The policy is written on an “occurrence” basis with no sunset clause. In the event that the Pollution Liability insurance required by this Contract is written on a claims-made basis, Operator warrants that any retroactive date under the policy shall precede the effective date of this Lease. That either continuous coverage will be maintained, or an extended discovery period will be exercised, for a period of ten (10) years beginning at the time this Contract is terminated.

9.3.6.6. Pollution coverage must apply to all phases of the work described in this Contract.

9.3.6.7. The policy shall include coverage on and off-site for bodily injury, sickness, disease, mental anguish, or shock sustained by any person, including death and medical monitoring costs.

9.3.6.8. The policy shall include coverage for property damage, and physical damage to, or destruction of, tangible property including the resulting loss of use thereof, clean-up costs (On and Off-Site), and the loss of use of tangible property that has not been physically damaged or destroyed including diminution in value.

9.3.6.9. The policy shall include coverage for environmental damage including physical damage to soil, surface water, ground water, plant, or animal life, caused by pollution conditions and giving rise to cleanup costs, on-site and off-site.

9.3.6.10. For losses that arise from the facility, coverage shall apply to sudden and non-sudden pollution conditions including the discharge, dispersal, release or escape of smoke, vapors, soot, fumes, acids, alkalis, toxic chemicals, liquids or gases, waste materials or other irritants, contaminants or pollutants, into or upon land, atmosphere, or any watercourse or body of water which results in cleanup costs (On and Off-Site), bodily injury or property damage. Coverage shall include or not exclude loading/unloading (or transporting cargo) of hazardous materials, fuel and lubricants, waste handling, storage and disposal.

9.3.6.11. The policy shall include defense including costs, charges and expenses incurred in the investigation, adjustment or defense of claims for such compensatory damages.

9.3.6.12. The policy shall explicitly include coverage for natural resource damages as well as fines and penalties, where insurable by law.

9.3.6.13. The policy shall include or not exclude coverage for asbestos and lead, mold, spores, fungi or fungal derivatives, and microbial matter.

9.3.6.14. The policy shall be endorsed, as required by this written agreement, to include the State of Arizona, and its departments, agencies, boards, commissions, universities, officers, officials, agents, and employees as additional insureds with respect to liability arising out of the activities performed by or on behalf of the Operator.

9.3.6.15. The policy shall contain a waiver of subrogation endorsement, as required by this written agreement, in favor of the State of Arizona, and its departments, agencies, boards, commissions, universities, officers, officials, agents, and employees for losses arising from work performed by the Operator.


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9.3.6.16. The policy shall explicitly include coverage for above-ground and underground storage tanks, including financial assurance, as applicable.

9.3.7. Business Automobile Liability

9.3.7.1. Bodily Injury and Property Damage for any owned, hired, and/or non-owned automobiles used in the performance of this Contract. Combined Single Limit (CSL) $1,000,000

9.3.7.2. The policy shall be endorsed, as required by this written agreement, to include the State of Arizona, and its departments, agencies, boards, commissions, universities, officers, officials, agents, and employees as additional insureds with respect to liability arising out of the activities performed by or on behalf of the Offeror.

9.3.7.3. Policy shall contain a waiver of subrogation endorsement, as required by this written agreement, in favor of the State of Arizona, and its departments, agencies, boards, commissions, universities, officers, officials, agents, and employees for losses arising from work performed by or on behalf of the Offeror.

9.3.8. Worker’s Compensation and Employers’ Liability Worker’s Compensation Statutory Employers’ Liability

Each Accident $1,000,000 Disease – Each Employee $1,000,000 Disease – Policy Limit $1,000,000

9.3.9. Property Insurance

9.3.9.1. Property insurance on the building is only required if the Offeror is the sole occupant of the building. Coverage on Offeror’s Contents (Replacement Value) $TBD Coverage on Building* (Replacement Value) $TBD

*If Offeror is sole occupant Coverage on Offeror’s Inventory (Replacement Value) $TBD

9.3.9.2. Business Interruption coverage shall be included in the policy.

9.3.9.3. Obtain, maintain and pay for insurance on the Piers, Wharves, Docks and related structures, against All Risks of direct physical damage, including Flood and Earthquake, for the full replacement cost value of the structures.

9.3.9.4. Obtain, maintain and pay for direct physical damage insurance on all recreational marine vessels and similar rental equipment. Said coverage to be on an “All Risks” form on an Actual Cash Value basis.

9.3.9.5. Contract of property with Underground Storage Tanks, Aboveground Storage Tanks, or Dry Wells – If the Offeror is a gas station, or agricultural contract with storage tanks, then pollution coverage should be required along with the Offeror providing copies of all permits with the Arizona Department of Environmental Quality.

9.3.9.6. Property insurance shall be written on an "all risk, replacement cost coverage, including coverage for flood and earth movement.


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9.3.9.7. If property coverage on the building is required, and the State has an insurable interest, then State of Arizona (and the respective agency or university) shall be named as a loss payee.

9.3.9.8. Policy shall be endorsed as required by this written agreement, to include the State of Arizona, and its departments, agencies, boards, commissions, universities, officers, officials, agents, and employees as additional insureds with respect to liability arising out of the use and/or occupancy of the property subject to this Contract.

9.3.9.9. Policy shall contain a waiver of subrogation endorsement as required by this written agreement in favor of the State of Arizona, and its departments, agencies, boards, commissions, universities, officers, officials, agents, and employees for losses arising from the Contract.

9.3.9.10. In the event of loss, the Offeror shall use all proceeds of such insurance to repair, rebuild, restore or replace Concession Facilities and/or personal property utilized in the Offeror's operations under this Contract, as directed by the ASPB. Policies may not contain provisions limiting insurance proceeds to in situ replacement. The Offeror shall not be relieved of its obligations under because insurance proceeds are not sufficient to repair or replace damaged or destroyed property.

9.3.9.11. Insurance policies that cover Concession Facilities shall contain a loss payable clause approved by the ASPB which requires insurance proceeds to be paid directly to the Offeror without requiring endorsement by the ASP unless the damage exceeds $180,000.00. The use of insurance proceeds for repair or replacement of Concession Facilities will not alter their character as properties of ASP and, notwithstanding any provision of this Contract to the contrary; the Offeror shall gain no ownership, or other compensable interest as a result of the use of these insurance proceeds.

9.3.10. Supplemental Insurance Requirements

9.3.10.1. Builder’s risk insurance - for those situations where the Offeror will construct, install or erect a building, signs, docks, wharves or other tenant improvement including, property/builder’s risk coverage should be on an “All Risks” basis including but not limited to Flood and Earthquake. Must include breakdown of machinery or equipment and the resultant damage when undergoing “hot” or “cold” testing & commissioning for a period of no less than 30 days.

9.3.11. Additional Insurance Requirements

9.3.11.1. The policies shall include, or be endorsed to include, as required by this written agreement, the following provisions:

9.3.12. Notice of Cancellation

9.3.12.1. For each insurance policy required by the insurance provisions of this Contract, the Offeror must provide to the State of Arizona, within two (2) business days of receipt, a notice if a policy is suspended, voided, or cancelled for any reason. Such notice shall be mailed, emailed, hand delivered or sent by facsimile transmission to (Arizona State Parks 1300 W. Washington, Phoenix, AZ 85007 to Attn: Contract Department).

9.3.13. Acceptability of Insurers


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9.3.13.1. Offeror’s insurance shall be placed with companies licensed in the State of Arizona or hold approved non-admitted status on the Arizona Department of Insurance List of Qualified Unauthorized Insurers. Insurers shall have an “A.M. Best” rating of not less than A- VII. The State of Arizona in no way warrants that the above-required minimum insurer rating is sufficient to protect the Offeror from potential insurer insolvency.

9.3.14. Verification of Coverage

9.3.14.1. Offeror shall furnish the State of Arizona with certificates of insurance (valid ACORD form or equivalent approved by the State of Arizona) as required by this Contract. An authorized representative of the insurer shall sign the certificates.

9.3.14.2. All certificates and endorsements, as required by this written agreement, are to be received and approved by the State of Arizona before work commences. Each insurance policy required by this Contract, must be in effect at, or prior to, commencement of work under this Contract. Failure to maintain the insurance policies as required by this Contract, or to provide evidence of renewal, is a material breach of contract.

9.3.14.3. All certificates required by this Contract shall be sent directly to the ASPB. The State of Arizona project/Contract number and project description shall be noted on the certificate of insurance. The State of Arizona reserves the right to require complete copies of all insurance policies required by this Contract at any time.

9.3.15. Subcontractors

9.3.15.1. Offeror’s insurance certificate(s) shall include all subcontractors, as insureds under its policies or Offeror shall be responsible for ensuring and/or verifying that all subcontractors have valid and collectable insurance as evidenced by the certificates of insurance and endorsements for each subcontractor. All coverages for subcontractors shall be subject to the minimum Insurance Requirements identified above. The Department reserves the right to require, at any time throughout the life of the Lease, proof from the Offeror that its subcontractors have the required coverage.

9.3.16. Approval and Modifications

9.3.16.1. The Contracting Agency, in consultation with State Risk, reserves the right to review or make modifications to the insurance limits, required coverages, or endorsements throughout the life of this Lease, as deemed necessary. Such action will not require a formal Contract amendment but may be made by administrative action.

10. Records

10.1. Under A.R.S. § 35-214 and § 35-215, the Offeror shall retain and shall contractually require each subcontractor to retain all data and other 'records' relating to the acquisition and performance of the Contract for a period of five years after the completion of the Contract. All records shall be subject to inspection and audit by the State including the Auditor General's duly authorized representative, at reasonable times. Upon request, the Offeror shall produce and deliver to the State and Auditor General's office, at no charge, a legible copy of any or all such books, documents, records and any other audit documentation that are in any way pertinent to this contract.

10.2. If the contract is completely or partially terminated, the records relating to the work terminated shall be preserved and made available for a period of five years from the date of any resulting final settlement. Upon


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termination all goods, materials, documents, data and reports prepared by the Offeror under the Contract shall become the property of and be delivered to the State on demand.

10.3. Records which relate to appeals, litigation or the settlement of claims arising out of the performance of the contract, or cost and expenses of the contract as to which exception has been taken by the State Agency, shall be retained by the Offeror until such appeals, litigation, claims or exceptions have been resolved. The provisions of this section shall be applicable to and included in each subcontract hereunder.

10.4. The ASPB may audit the Offeror’s books and records at any time to verify compliance with this contract. If an audit reveals that the Offeror has understated Gross Revenue by three percent (3%) or more, the entire expense of the audit shall be borne by the Offeror. The Offeror shall immediately pay any additional amount due to the ASPB, and at the Board’s option, the prevailing interest rate imposed by the State for delinquent accounts may be assessed from the date the underpayment was due.

10.5. Pursuant to ARS § 35-214, at any time during the term of this Contract and five (5) years thereafter, the Offeror 's or any subcontractor's books and records shall be subject to audit by the State and, where applicable, the Federal Government, to the extent that the books and records relate to the performance of the Contract or Subcontract. Should Offeror not desire to retain the audit documentation in its entirety for a period of five (5) years from the date of the audit report, they shall be given to the Auditor General for safekeeping.

11. Assignment or Transfer. Offeror may not assign, transfer or convey any rights or obligations under this Contract without the written permission of the Agency.

12. Breach of Contract

12.1. In the event of a breach of this Contract, the ASPB shall give notice to the Concessioner and shall give the Concessioner thirty (30) days in which to correct the breach. In the event that such breach shall not have been corrected within thirty (30) days after such notice, the ASPB may terminate on the thirty-first (31st) day following the service of said notice.

12.2. The duration of the period in which the Concessioner may correct a breach may be extended by the ASPB.

12.3. The duration of the period in which the Concessioner may correct a breach may also be shortened by the ASPB if determined that the breach is material and/or the breach affects the health and safety of people, or the value of property. Where the duration to cure a breach is shortened, the ASPB must provide notice to Concessioner and the time to cure the breach must be reasonable.

13. Suspension, Termination or Expiration

13.1. The State reserves the right to suspend all operations at any time for any reason, including the following:

13.1.1 Weather: The Offeror shall suspend operations if weather or road conditions are such that services cannot be carried out in a safe, effective manner or will pose an environmental hazard. If such suspension occurs, the Offeror shall immediately notify the State's Project Manager for the project site.

13.1.2. The State may suspend operations at any time, when in their judgment, present or impending weather conditions are such that operations cannot be carried out in a safe, effective manner

13.1.3. Work Operations: The State shall immediately suspend operations when work performance is observed in violation of safety rules, regulations or practices.


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13.1.4. Other Conditions: There may be certain times during the year when small areas within a project work site may be excluded from project requirements because of, but not limited to: Threatened and endangered species nesting times Current bark beetle mitigation restrictions. Wet weather restrictions, when soil moisture conditions are such that they may cause

detrimental rutting or compaction. When the soil is beginning to puddle and vehicles and equipment may cause ruts of four (4) inches deep. If the Offeror causes damage to roads, landings, or skid trails, the Offeror shall repair the damage at no expense to the State.

Red flag days issued by the National Weather Service. Fire restrictions issued by the Forest Service

13.1.5. Military Operations: Some project assignments resulting from this contract may be performed on an active military installation. Offeror operations may be temporarily suspended due to security constraints and/or military activities. In such case a change order may be completed at Offeror request and Agency Project Manager agreement, to extend the period of performance.

13.1.6. When possible, the State will provide at least five (5) days advance warning. Even so, the Offeror acknowledges that advance warning is not always possible. If suspension of work is ordered, the State will meet with the Offeror to revise the project completion date.

13.1.7. No compensation of any nature shall be due to the Offeror by the ASPB in the event of a suspension of operations, including, but not limited to, compensation for loss of income.

13.2. Notice of Termination. A written notice will be provided to the Offeror identifying grounds for termination. The Offeror shall have 7 days to respond to the notice of termination including concurrence or non-concurrence with the State’s rationale for termination.

13.3. Expiration. At the end of the Contract term, the Contract will be considered expired unless a Contract extension is granted.

13.4. Compensation Requirements in the Event of Termination or Expiration.

13.4.1. In the event of termination for any reason or expiration of this Contract, the total compensation due to the Offeror for such termination or expiration shall be as described in Section 18 of the Scope of Work. No other compensation shall be due to the Offeror in the event of a termination or expiration of this Contract, including, but not limited to, compensation for loss of income.

13.4.2. Upon termination of this Contract for any reason, or upon its expiration, and except as otherwise provided in this section, the Offeror shall, at the Offeror 's expense, promptly vacate the Park, remove all of the Offeror 's personal property which may not have been purchased by a successor Offeror, repair any injury caused by installation or removal of such property, and ensure that Concession Facilities are in at least as good condition as they were at the beginning of the term of the Contract, reasonable wear and tear excepted. The removal of such personal property shall occur within thirty (30) days after the termination of this Contract for any reason or its expiration (unless the ASPB in particular circumstances requires immediate removal).

13.4.3. All Contract requirements that relate to contract termination, transition, or that are otherwise applicable beyond the term of this Contract shall survive the expiration or termination of this Contract, and the Offeror shall continue to abide by those requirements after this Contract has terminated.


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13.5. Cost of Appraisal.

13.5.1. Termination for Cause: The full cost of the Appraisal shall be paid by the Offeror

13.5.2. Contract Expiration: The cost of the Appraisal shall be shared evenly (50/50) by both parties.

14. Compensation for Personal Property

14.1. No compensation is due to the Offeror from the ASPB or a successor Offeror for the Offeror's personal property used in operations under this Contract. However, the ASPB or a successor Offeror may purchase such personal property from the Offeror subject to mutually agreed upon terms.

14.2. All personal property, including that of the Offeror, shall be removed within thirty (30) days of the termination of this Contract. Any personal property remaining on the Contract Area beyond such time specified shall be dealt with in accordance with Arizona law. Offeror waives all claims against the State for any damage to Offeror resulting from State’s retention or disposition of Offeror’s personal property after the time specified for its removal. Offeror shall be liable to the State for the State’s cost in storing, removing, and disposing of Offeror’s personal property or fixtures.

14.3. Any cost or expense incurred by ASPB as a result of such disposition may be offset from any amounts owed to the Offeror by the ASPB to the extent consistent with Applicable Law.

14.4. Where Compensation for Personal Property in this section is inconsistent with requirements for Termination for Convenience in the Uniform Terms and Conditions section 9.4, Uniform Terms and Conditions section 9.4 shall prevail.

15. Contract Notice

15.1. All notices, requests, demands, consents, approvals, and other communications which may or are required to be served (here in referred to as “Notices”) shall be in writing and shall be sent by registered or certified United States mail, return receipt requested, postage prepaid, addressed to the party below:

Arizona State Parks BoardAttn: Contract Administration/CPO1300 W. Washington St. Suite 212

Phoenix, AZ 85007Email: [email protected]

Phone: (602)542-6937

15.2. Notices maybe hand delivered. If intended for the State notices can be delivered to the Arizona State Parks Board, Chief Procurement Officer, and, if intended for the Offeror, to the person named on the Offer & Acceptance Form of this contract, or to such other person as either party may from time to time furnish in writing to the other.


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mailto:[email protected]

Request for Proposal:Uniform Terms and Conditions



1. Definition of TermsAs used in this Solicitation and any resulting Contract, the terms listed below are defined as follows:1.1. “Attachment” means any item the Solicitation requires the Offeror to submit as part of the Offer.

1.2. “Contract” means the combination of the Solicitation, including the Uniform and Special Instructions to Offerors, the Uniform and Special Terms and Conditions, and the Specifications and Statement or Scope of Work; the Offer and any Best and Final Offers; and any Solicitation Amendments or Contract Amendments.

1.3. "Contract Amendment" means a written document signed by the Procurement Officer that is issued for the purpose of making changes in the Contract.

1.4. “Contractor” means any person who has a Contract with the State.

1.5. “Days” means calendar days unless otherwise specified.

1.6. “Exhibit” means any item labeled as an Exhibit in the Solicitation or placed in the Exhibits section of the Solicitation.

1.7 “Gratuity” means a payment, loan, subscription, advance, deposit of money, services, or anything of more than nominal value, present or promised, unless consideration of substantially equal or greater value is received.

1.8. “Materials” means all property, including equipment, supplies, printing, insurance and leases of property but does not include land, a permanent interest in land or real property or leasing space.

1.9. “Procurement Officer” means the person, or his or her designee, duly authorized by the State to enter into and administer Contracts and make written determinations with respect to the Contract.

1.10. “Services” means the furnishing of labor, time or effort by a contractor or subcontractor which does not involve the delivery of a specific end product other than required reports and performance, but does not include employment agreements or collective bargaining agreements.

1.11. “Subcontract” means any Contract, express or implied, between the Contractor and another party or between a subcontractor and another party delegating or assigning, in whole or in part, the making or furnishing of any material or any service required for the performance of the Contract.

1.12. “State” means the State of Arizona and Department or Agency of the State that executes the Contract.

1.13. “State Fiscal Year” means the period beginning with July 1 and ending June 30.

2. Contract Interpretation

2.1. Arizona Law. The Arizona law applies to this Contract including, where applicable, the Uniform Commercial Code as adopted by the State of Arizona and the Arizona Procurement Code, Arizona Revised Statutes (A.R.S.) Title 41, Chapter 23, and its implementing rules, Arizona Administrative Code (A.A.C.) Title 2, Chapter 7.

2.2. Implied Contract Terms. Each provision of law and any terms required by law to be in this Contract are a part of this Contract as if fully stated in it.

2.3. Contract Order of Precedence. In the event of a conflict in the provisions of the Contract, as accepted by the State and as they may be amended, the following shall prevail in the order set forth below:


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2.3.1. Special Terms and Conditions;2.3.2. Uniform Terms and Conditions;2.3.3. Statement or Scope of Work;2.3.4. Specifications;2.3.5. Attachments;2.3.6. Exhibits; 2.3.7. Documents referenced or included in the Solicitation.

2.4. Relationship of Parties. The Contractor under this Contract is an independent Contractor. Neither party to this Contract shall be deemed to be the employee or agent of the other party to the Contract.

2.5. Severability. The provisions of this Contract are severable. Any term or condition deemed illegal or invalid shall not affect any other term or condition of the Contract.

2.6. No Parole Evidence. This Contract is intended by the parties as a final and complete expression of their agreement. No course of prior dealings between the parties and no usage of the trade shall supplement or explain any terms used in this document and no other understanding either oral or in writing shall be binding.

2.7. No Waiver. Either party’s failure to insist on strict performance of any term or condition of the Contract shall not be deemed a waiver of that term or condition even if the party accepting or acquiescing in the nonconforming performance knows of the nature of the performance and fails to object to it.

3. Contract Administration and Operation

3.1. Records. Under A.R.S. § 35-214 and § 35-215, the Contractor shall retain and shall contractually require each subcontractor to retain all data and other “records” relating to the acquisition and performance of the Contract for a period of five years after the completion of the Contract. All records shall be subject to inspection and audit by the State at reasonable times. Upon request, the Contractor shall produce a legible copy of any or all such records.

3.2. Non-Discrimination. The Contractor shall comply with State Executive Order No. 2009-09 and all other applicable Federal and State laws, rules and regulations, including the Americans with Disabilities Act.

3.3. Audit. Pursuant to ARS § 35-214, at any time during the term of this Contract and five (5) years thereafter, the Contractor’s or any subcontractor’s books and records shall be subject to audit by the State and, where applicable, the Federal Government, to the extent that the books and records relate to the performance of the Contract or Subcontract.

3.4. Facilities Inspection and Materials Testing. The Contractor agrees to permit access to its facilities, subcontractor facilities and the Contractor’s processes or services, at reasonable times for inspection of the facilities or materials covered under this Contract. The State shall also have the right to test, at its own cost, the materials to be supplied under this Contract. Neither inspection of the Contractor’s facilities nor materials testing shall constitute final acceptance of the materials or services. If the State determines non-compliance of the materials, the Contractor shall be responsible for the payment of all costs incurred by the State for testing and inspection.

3.5. Notices. Notices to the Contractor required by this Contract shall be made by the State to the person indicated on the Offer and Acceptance form submitted by the Contractor unless otherwise stated in the Contract. Notices to the State required by the Contract shall be made by the Contractor to the Solicitation Contact Person indicated on the Solicitation cover sheet, unless otherwise stated in the Contract. An authorized Procurement Officer and an authorized Contractor representative may change their respective


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person to whom notice shall be given by written notice to the other and an amendment to the Contract shall not be necessary.

3.6. Advertising, Publishing and Promotion of Contract. The Contractor shall not use, advertise or promote information for commercial benefit concerning this Contract without the prior written approval of the Procurement Officer.

3.7. Property of the State. Any materials, including reports, computer programs and other deliverables, created under this Contract are the sole property of the State. The Contractor is not entitled to a patent or copyright on those materials and may not transfer the patent or copyright to anyone else. The Contractor shall not use or release these materials without the prior written consent of the State.

3.8. Ownership of Intellectual Property. Any and all intellectual property, including but not limited to copyright, invention, trademark, trade name, service mark, and/or trade secrets created or conceived pursuant to or as a result of this contract and any related subcontract (“Intellectual Property”), shall be work made for hire and the State shall be considered the creator of such Intellectual Property. The agency, department, division, board or commission of the State of Arizona requesting the issuance of this contract shall own (for and on behalf of the State) the entire right, title and interest to the Intellectual Property throughout the world. Contractor shall notify the State, within thirty (30) days, of the creation of any Intellectual Property by it or its subcontractor(s). Contractor, on behalf of itself and any subcontractor(s), agrees to execute any and all document(s) necessary to assure ownership of the Intellectual Property vests in the State and shall take no affirmative actions that might have the effect of vesting all or part of the Intellectual Property in any entity other than the State. The Intellectual Property shall not be disclosed by contractor or its subcontractor(s) to any entity not the State without the express written authorization of the agency, department, division, board or commission of the State of Arizona requesting the issuance of this contract.

3.9. Federal Immigration and Nationality Act. The contractor shall comply with all federal, state and local immigration laws and regulations relating to the immigration status of their employees during the term of the contract. Further, the contractor shall flow down this requirement to all subcontractors utilized during the term of the contract. The State shall retain the right to perform random audits of contractor and subcontractor records or to inspect papers of any employee thereof to ensure compliance. Should the State determine that the contractor and/or any subcontractors be found noncompliant, the State may pursue all remedies allowed by law, including, but not limited to; suspension of work, termination of the contract for default and suspension and/or debarment of the contractor.

3.10. E-Verify Requirements. In accordance with A.R.S. § 41-4401, Contractor warrants compliance with all Federal immigration laws and regulations relating to employees and warrants its compliance with Section A.R.S. § 23-214, Subsection A.

3.11. Offshore Performance of Work Prohibited. Any services that are described in the specifications or scope of work that directly serve the State of Arizona or its clients and involve access to secure or sensitive data or personal client data shall be performed within the defined territories of the United States. Unless specifically stated otherwise in the specifications, this paragraph does not apply to indirect or 'overhead' services, redundant back-up services or services that are incidental to the performance of the contract. This provision applies to work performed by subcontractors at all tiers.

4. Costs and Payments

4.1. Payments. Payments shall comply with the requirements of A.R.S. Titles 35 and 41, Net 30 days. Upon receipt and acceptance of goods or services, the Contractor shall submit a complete and accurate invoice for payment from the State within thirty (30) days.


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4.2. Delivery. Unless stated otherwise in the Contract, all prices shall be F.O.B. Destination and shall include all freight delivery and unloading at the destination.

4.3. Applicable Taxes.

4.3.1. Payment of Taxes. The Contractor shall be responsible for paying all applicable taxes.

4.3.2. State and Local Transaction Privilege Taxes. The State of Arizona is subject to all applicable state and local transaction privilege taxes. Transaction privilege taxes apply to the sale and are the responsibility of the seller to remit. Failure to collect such taxes from the buyer does not relieve the seller from its obligation to remit taxes.

4.3.3. Tax Indemnification. Contractor and all subcontractors shall pay all Federal, state and local taxes applicable to its operation and any persons employed by the Contractor. Contractor shall, and require all subcontractors to hold the State harmless from any responsibility for taxes, damages and interest, if applicable, contributions required under Federal, and/or state and local laws and regulations and any other costs including transaction privilege taxes, unemployment compensation insurance, Social Security and Worker’s Compensation.

4.3.4. IRS W9 Form. In order to receive payment the Contractor shall have a current I.R.S. W9 Form on file with the State of Arizona, unless not required by law.

4.4. Availability of Funds for the Next State fiscal year. Funds may not presently be available for performance under this Contract beyond the current state fiscal year. No legal liability on the part of the State for any payment may arise under this Contract beyond the current state fiscal year until funds are made available for performance of this Contract.

4.5. Availability of Funds for the current State fiscal year. Should the State Legislature enter back into session and reduce the appropriations or for any reason and these goods or services are not funded, the State may take any of the following actions:

4.5.1. Accept a decrease in price offered by the contractor;

4.5.2. Cancel the Contract; or

4.5.3. Cancel the contract and re-solicit the requirements.

5. Contract Changes

5.1. Amendments. This Contract is issued under the authority of the Procurement Officer who signed this Contract. The Contract may be modified only through a Contract Amendment within the scope of the Contract. Changes to the Contract, including the addition of work or materials, the revision of payment terms, or the substitution of work or materials, directed by a person who is not specifically authorized by the procurement officer in writing or made unilaterally by the Contractor are violations of the Contract and of applicable law. Such changes, including unauthorized written Contract Amendments shall be void and without effect, and the Contractor shall not be entitled to any claim under this Contract based on those changes.

5.2. Subcontracts. The Contractor shall not enter into any Subcontract under this Contract for the performance of this contract without the advance written approval of the Procurement Officer. The Contractor shall clearly list any proposed subcontractors and the subcontractor’s proposed responsibilities. The Subcontract shall incorporate by reference the terms and conditions of this Contract.


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5.3. Assignment and Delegation. The Contractor shall not assign any right nor delegate any duty under this Contract without the prior written approval of the Procurement Officer. The State shall not unreasonably withhold approval.

6. Risk and Liability

6.1. Risk of Loss: The Contractor shall bear all loss of conforming material covered under this Contract until received by authorized personnel at the location designated in the purchase order or Contract. Mere receipt does not constitute final acceptance. The risk of loss for nonconforming materials shall remain with the Contractor regardless of receipt.

6.2. Indemnification

6.2.1. Contractor/Vendor Indemnification (Not Public Agency) The parties to this contract agree that the State of Arizona, its departments, agencies, boards and commissions shall be indemnified and held harmless by the contractor for the vicarious liability of the State as a result of entering into this contract. However, the parties further agree that the State of Arizona, its departments, agencies, boards and commissions shall be responsible for its own negligence. Each party to this contract is responsible for its own negligence.

6.2.2. Public Agency Language Only Each party (as 'indemnitor') agrees to indemnify, defend, and hold harmless the other party (as 'indemnitee') from and against any and all claims, losses, liability, costs, or expenses (including reasonable attorney's fees) (hereinafter collectively referred to as 'claims') arising out of bodily injury of any person (including death) or property damage but only to the extent that such claims which result in vicarious/derivative liability to the indemnitee, are caused by the act, omission, negligence, misconduct, or other fault of the indemnitor, its officers, officials, agents, employees, or volunteers."

6.3. Indemnification - Patent and Copyright. The Contractor shall indemnify and hold harmless the State against any liability, including costs and expenses, for infringement of any patent, trademark or copyright arising out of Contract performance or use by the State of materials furnished or work performed under this Contract. The State shall reasonably notify the Contractor of any claim for which it may be liable under this paragraph. If the contractor is insured pursuant to A.R.S. § 41-621 and § 35-154, this section shall not apply.

6.4. Force Majeure.

6.4.1. Except for payment of sums due, neither party shall be liable to the other nor deemed in default under this Contract if and to the extent that such party’s performance of this Contract is prevented by reason of force majeure. The term “force majeure” means an occurrence that is beyond the control of the party affected and occurs without its fault or negligence. Without limiting the foregoing, force majeure includes acts of God; acts of the public enemy; war; riots; strikes; mobilization; labor disputes; civil disorders; fire; flood; lockouts; injunctions-intervention-acts; or failures or refusals to act by government authority; and other similar occurrences beyond the control of the party declaring force majeure which such party is unable to prevent by exercising reasonable diligence.

6.4.2. Force Majeure shall not include the following occurrences:

6.4.2.1. Late delivery of equipment or materials caused by congestion at a manufacturer’s plant or elsewhere, or an oversold condition of the market;


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6.4.2.2. Late performance by a subcontractor unless the delay arises out of a force majeure occurrence in accordance with this force majeure term and condition; or

6.4.2.3. Inability of either the Contractor or any subcontractor to acquire or maintain any required insurance, bonds, licenses or permits.

6.4.3. If either party is delayed at any time in the progress of the work by force majeure, the delayed party shall notify the other party in writing of such delay, as soon as is practicable and no later than the following working day, of the commencement thereof and shall specify the causes of such delay in such notice. Such notice shall be delivered or mailed certified-return receipt and shall make a specific reference to this article, thereby invoking its provisions. The delayed party shall cause such delay to cease as soon as practicable and shall notify the other party in writing when it has done so. The time of completion shall be extended by Contract Amendment for a period of time equal to the time that results or effects of such delay prevent the delayed party from performing in accordance with this Contract.

6.4.4. Any delay or failure in performance by either party hereto shall not constitute default hereunder or give rise to any claim for damages or loss of anticipated profits if, and to the extent that such delay or failure is caused by force majeure.

6.5. Third Party Antitrust Violations. The Contractor assigns to the State any claim for overcharges resulting from antitrust violations to the extent that those violations concern materials or services supplied by third parties to the Contractor, toward fulfillment of this Contract.

7. Warranties

7.1. Liens. The Contractor warrants that the materials supplied under this Contract are free of liens and shall remain free of liens.

7.2. Quality. Unless otherwise modified elsewhere in these terms and conditions, the Contractor warrants that, for one year after acceptance by the State of the materials, they shall be:

7.2.1. Of a quality to pass without objection in the trade under the Contract description;

7.2.2. Fit for the intended purposes for which the materials are used;

7.2.3. Within the variations permitted by the Contract and are of even kind, quantity, and quality within each unit and among all units;

7.2.4. Adequately contained, packaged and marked as the Contract may require; and

7.2.5 Conform to the written promises or affirmations of fact made by the Contractor.

7.3. Fitness. The Contractor warrants that any material supplied to the State shall fully conform to all requirements of the Contract and all representations of the Contractor, and shall be fit for all purposes and uses required by the Contract.

7.4. Inspection/Testing. The warranties set forth in subparagraphs 7.1 through 7.3 of this paragraph are not affected by inspection or testing of or payment for the materials by the State.

7.5. Compliance with Applicable Laws. The materials and services supplied under this Contract shall comply with all applicable Federal, state and local laws, and the Contractor shall maintain all applicable licenses and permit requirements.


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7.6. Survival of Rights and Obligations after Contract Expiration or Termination.

7.6.1. Contractor's Representations and Warranties. All representations and warranties made by the Contractor under this Contract shall survive the expiration or termination hereof. In addition, the parties hereto acknowledge that pursuant to A.R.S. § 12-510, except as provided in A.R.S. § 12-529, the State is not subject to or barred by any limitations of actions prescribed in A.R.S., Title 12, Chapter 5.

7.6.2. Purchase Orders. The Contractor shall, in accordance with all terms and conditions of the Contract, fully perform and shall be obligated to comply with all purchase orders received by the Contractor prior to the expiration or termination hereof, unless otherwise directed in writing by the Procurement Officer, including, without limitation, all purchase orders received prior to but not fully performed and satisfied at the expiration or termination of this Contract.

8. State's Contractual Remedies

8.1. Right to Assurance. If the State in good faith has reason to believe that the Contractor does not intend to, or is unable to perform or continue performing under this Contract, the Procurement Officer may demand in writing that the Contractor give a written assurance of intent to perform. Failure by the Contractor to provide written assurance within the number of Days specified in the demand may, at the State’s option, be the basis for terminating the Contract under the Uniform Terms and Conditions or other rights and remedies available by law or provided by the contract.

8.2. Stop Work Order.

8.2.1. The State may, at any time, by written order to the Contractor, require the Contractor to stop all or any part, of the work called for by this Contract for period(s) of days indicated by the State after the order is delivered to the Contractor. The order shall be specifically identified as a stop work order issued under this clause. Upon receipt of the order, the Contractor shall immediately comply with its terms and take all reasonable steps to minimize the incurrence of costs allocable to the work covered by the order during the period of work stoppage.

8.2.2. If a stop work order issued under this clause is canceled or the period of the order or any extension expires, the Contractor shall resume work. The Procurement Officer shall make an equitable adjustment in the delivery schedule or Contract price, or both, and the Contract shall be amended in writing accordingly.

8.3. Non-exclusive Remedies. The rights and the remedies of the State under this Contract are not exclusive.

8.4. Nonconforming Tender. Materials or services supplied under this Contract shall fully comply with the Contract. The delivery of materials or services or a portion of the materials or services that do not fully comply constitutes a breach of contract. On delivery of nonconforming materials or services, the State may terminate the Contract for default under applicable termination clauses in the Contract, exercise any of its rights and remedies under the Uniform Commercial Code, or pursue any other right or remedy available to it.

8.5. Right of Offset. The State shall be entitled to offset against any sums due the Contractor, any expenses or costs incurred by the State, or damages assessed by the State concerning the Contractor’s non-conforming performance or failure to perform the Contract, including expenses, costs and damages described in the Uniform Terms and Conditions.


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9. Contract Termination

9.1. Cancellation for Conflict of Interest. Pursuant to A.R.S. § 38-511, the State may cancel this Contract within three (3) years after Contract execution without penalty or further obligation if any person significantly involved in initiating, negotiating, securing, drafting or creating the Contract on behalf of the State is or becomes at any time while the Contract or an extension of the Contract is in effect an employee of or a consultant to any other party to this Contract with respect to the subject matter of the Contract. The cancellation shall be effective when the Contractor receives written notice of the cancellation unless the notice specifies a later time. If the Contractor is a political subdivision of the State, it may also cancel this Contract as provided in A.R.S. § 38-511.

9.2. Gratuities. The State may, by written notice, terminate this Contract, in whole or in part, if the State determines that employment or a Gratuity was offered or made by the Contractor or a representative of the Contractor to any officer or employee of the State for the purpose of influencing the outcome of the procurement or securing the Contract, an amendment to the Contract, or favorable treatment concerning the Contract, including the making of any determination or decision about contract performance. The State, in addition to any other rights or remedies, shall be entitled to recover exemplary damages in the amount of three times the value of the Gratuity offered by the Contractor.

9.3. Suspension or Debarment. The State may, by written notice to the Contractor, immediately terminate this Contract if the State determines that the Contractor has been debarred, suspended or otherwise lawfully prohibited from participating in any public procurement activity, including but not limited to, being disapproved as a subcontractor of any public procurement unit or other governmental body. Submittal of an offer or execution of a contract shall attest that the contractor is not currently suspended or debarred. If the contractor becomes suspended or debarred, the contractor shall immediately notify the State.

9.4. Termination for Convenience. The State reserves the right to terminate the Contract, in whole or in part at any time when in the best interest of the State, without penalty or recourse. Upon receipt of the written notice, the Contractor shall stop all work, as directed in the notice, notify all subcontractors of the effective date of the termination and minimize all further costs to the State. In the event of termination under this paragraph, all documents, data and reports prepared by the Contractor under the Contract shall become the property of and be delivered to the State upon demand. The Contractor shall be entitled to receive just and equitable compensation for work in progress, work completed and materials accepted before the effective date of the termination. The cost principles and procedures provided in A.A.C. R2-7-701 shall apply.

9.5. Termination for Default.

9.5.1. In addition to the rights reserved in the contract, the State may terminate the Contract in whole or in part due to the failure of the Contractor to comply with any term or condition of the Contract, to acquire and maintain all required insurance policies, bonds, licenses and permits, or to make satisfactory progress in performing the Contract. The Procurement Officer shall provide written notice of the termination and the reasons for it to the Contractor.

9.5.2. Upon termination under this paragraph, all goods, materials, documents, data and reports prepared by the Contractor under the Contract shall become the property of and be delivered to the State on demand.

9.5.3. The State may, upon termination of this Contract, procure, on terms and in the manner that it deems appropriate, materials or services to replace those under this Contract. The Contractor shall be liable to the State for any excess costs incurred by the State in procuring materials or services in substitution for those due from the Contractor.


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9.6. Continuation of Performance through Termination. The Contractor shall continue to perform, in accordance with the requirements of the Contract, up to the date of termination, as directed in the termination notice.

10. Contract Claims

All contract claims or controversies under this Contract shall be resolved according to A.R.S. Title 41, Chapter 23, Article 9, and rules adopted thereunder.

11. Arbitration

The parties to this Contract agree to resolve all disputes arising out of or relating to this contract through arbitration, after exhausting applicable administrative review, to the extent required by A.R.S. § 12-1518, except as may be required by other applicable statutes (Title 41).

12. Comments Welcome

The State Procurement Office periodically reviews the Uniform Terms and Conditions and welcomes any comments you may have. Please submit your comments to: State Procurement Administrator, State Procurement Office, 100 North 15th Avenue, Suite 201, Phoenix, Arizona, 85007.


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Request for Proposal:Exhibit A



Land Area Map


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Request for Proposal:Exhibit B



Concessioner Facilities

Offeror’s Concessioner Facilities (If Applicable)None as of this Date – For Future use if Facilities are added

Building Number

Building Name

Square Footage

Year Approved

for Construction

Year Completed

Construction

Total Construction

Costs

Arizona State Park

Construction Approval

File #


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Request for Proposal:Exhibit C



State Assigned Real and Personal Property

Quantity Make/Model Year


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Request for Proposal:Exhibit D



Visitor Survey Results


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Request for Proposal:Exhibit E



Links to State Comprehensive Outdoor Recreation Plan and 2015 Trails Plan

2013 State Comprehensive Outdoor Recreation Plan:http://azstateparks.com/publications/index.html#SCORP2012

2015 Trails Planhttp://azstateparks.com/trails/downloads/2015_AZTrailsPlan_FINAL_BoardApproved_02-18-15.pdf


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http://azstateparks.com/trails/downloads/2015_AZTrailsPlan_FINAL_BoardApproved_02-18-15.pdf

http://azstateparks.com/publications/index.html#SCORP2012

Request for Proposal:Exhibit F



Concessionaire Sales Report


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Request for Proposal:Exhibit G



Pre-Authorization Form

Park: Credit Applied Toward (Year):

Estimated Costs:

Purchase / Project Description:

Agency Instructions:

Estimated Costs:

Project Pre-Approved by:

Park Manager Date

Provided below is a description and estimation of expenses directly associated with a qualified FacilityMaintenance Fee-Offset purchase and/or project. Upon completion of the approved purchases, specificdocumentation of all pre-approved expenses must be submitted to Arizona State Parks, according to theguidelines set forth in the concession contract of record. Concessioner affirms that there is no mark-upincluded in the cost estimates submitted. This purchase/project is subject to all provisions of the signedconcession contract, executed by the parties, which provides for a credit in the amount of the totalpurchase/project costs against the concession fees due from Concessioner under the contract, forqualified purchases, replacements, and/or approved improvements.

Date

Facility Maintenance Fee-Offset CertificationPurchase / Project Pre-Approval

Concessioner Submittal for Pre-Authorization

Regional Manager (if over $5,000)

Concessioner Authorized Representative Date

Project Name:


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Request for Proposal:Exhibit H



Incident Report


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