RP 039

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- Gwinnett County Airport

- Briscoe Field Public Private Partnership Page 0

December 8, 2011

REQUEST FOR PROPOSAL

RP039

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The Gwinnett Cou nty Board of Commissioners is soliciting competitive sealed bids from qualified a irport management and development firms or consortia for A Public

- Private Partnership for the Lease, Operation and Improvement of Gwinnett County Airport

- Briscoe Field for the Department of Transportation.

Proposals must be returned in a sealed container marked on the outside with the Request for Proposal number and Company Name. Proposals will be received until 2:50 P.M. local time on February 8 , 2012 at the Gwinnett County Financial Services

- Purchasing Division

– 2 nd Floor, 75 Langley Drive, Lawrenceville, Georgia 30046. Any proposal received after this date and time will not be accepted . Proposals will be publicly opened and only names of submitting firms will be read a t 3:00 P.M. A list of firms submitting proposals will be available the following business day on our website www.gwinnettcounty.com

.

A pre

- proposal conference is scheduled for 2 :00 p .m. on January 5 , 2012 at the Gwinnett County Airport

– Briscoe Field, 600 Briscoe Blvd., Lawrenceville, GA 30046. All interested firms or consorti a are urged to attend. Questions regarding proposals should be directed to Shelley McWhorter, Purchasing Associate III at shelley.mcwhorter@gwinnettcounty.com or by calling 770

- 822

- 8734 , no later than January 9, 2012. Proposals are legal and binding upon the bidder when s ubmitted. One (1) single

- sided unbound original, eight ( 8) double

sided copies should be submitted and one (1) CD/DVD.

Gwinnett County is dedicated to promoting the local economy and contributing to the success of our businesses and citizens. We are interested in doing business with vendors that have a positi ve local impact and support this mission. As outlined in the Proposal Submission Instructions, vendors should submit a one

- page informational narrative describing their firms’ contributions to the local economy.

Successful firm or consortia will be req uired to meet insurance requirements. The Insurance Company should

be authorized to do busines s in Georgia by the Georgia Insurance Department, and must have an A.M. Best rating of A

- 6 or higher.

Gwinnett County does not discriminate on the basis of disab ility in the admission or access to its programs or activities. Any requests for reasonable accommodations required by individuals to fully participate in any open meeting, program or activity of Gwinnett County Government should be directed to Michael Pl onowski, Gwinnett County Justice and Administration Center, 770

- 822

- 8015.

The written proposal documents supersede any verbal or written prior communications between the parties.

Selection criteria are outlined in the request for proposal documents. Gw innett County reserves the right to reject any or all proposals to waive technicalities and to make an award deemed in its best interest.

All companies submitting a proposal will be notified in writing of award.

We look forward to your proposal and a ppreciate your interest in Gwinnett County.



### Shelley McWhorter, CPPB

Purchasing Associate IIIRP 039

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# RP039

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Requests for Proposals

for



## A Public

- P rivate Partnership

for the L ease , Operation and Improvement of Gwinnett County Airport

- Briscoe Field

by

Gwin n ett County Board of Commissioners Lawrenceville, GeorgiaRP 039

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I. INTRODUCTION

A. Pur pose The Gwinnett County Board of Commissioners ("the County") is seeking proposals (“Proposals”) from qualified airport management and development firms or consortia (“Respondents”) interested in entering into a Public Private Partnership (PPP) with the

C ounty under a long

- term lease and corresponding agreement to operate, maintain, develop and improve the Gwinnett County Airport

– Briscoe Field (“the Airport”) located in Lawrenceville, GA.

The County desires to have the Airport operated in perpetuity as an aviation facility available for public use in accordance with all applicable laws and regulations and in compliance with all existing and future agreements between the County, State and the Federal Aviation Administration (FAA), specifically including, but not limited to, FAA grant agreements and the Airport sponsor grant assurances. In seeking to maximize the economic value of the Airport to the community, the County has determined that the Airport could be managed, operated and improved by an entity selected through a competitive process. The County intends to conduct this competitive process leading to a long

- term lease of the Airport to a private operator/developer.

While the selection of a private operator will be primarily based upon the demons trated capability to operate and maintain the existing facility, significant consideration will also be given to the Respondent’s short

- term and long

- term plans for the Airport’s development. This may or may not include the establishment of commercial airl ine service at the Airport, noting that any decision on whether to seek commercial service will reside with the County and not the private operator/developer.

Through the PPP, the County seeks to accomplish the following goals:

1. Improve Airport’s Financia l Performance : Ensure that the Airport is a self

- financing enterprise and the income received from the Airport and grant funds is sufficient to

cover: 1 . A t a minimum, the continued operation of the Airport as a General Aviation Airport; 2. Required and de sired operational and safety upgrades; 3. Capital improvements; and 4. Ongoing maintenance needs to ensure the Airport is operated at its highest and be st use consistent with the County and community interests.

2. Protection of the County from Any Airport Fi nancial Liability : Ensure that investment in the airport is non

- recourse to the County and that the County’s general fund is protected from adverse even ts at the Airport or the Airport

- related consequences of a general economic downturn.

3. Redefinition of th e Airport as a Business Enterprise : Establish the Airport as a more successful business and public service enterprise, including ambitious marketing,

fa cility improvement, and tenant service enhancement.

4. Enhancement of the Economic Value of the Airport to the Community : Increase the Airport’s role as an economic showpiece and business gateway for the County. Further develop the Airport to support the ove rall business activity of the region.

5. Consistency with and Support for Regional Growth : Ensure the Airpo rt development and operation is consistent with community goals and land use including the County’s Unified Plan.RP 039

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6. Increase Airport’s Involvement in Community Affairs : Increase the Airport’s participation in community affairs and its in

- kind support for com munity groups, local
educational institutions, and non

- profit groups.

7. Long

- term Protection of the Asset : Ensure that the Airport is well

- maintained,

con tinually improved, and that the value o f the asset and its immediate environs are protected for generati ons to come.

The County has received approval of its Preliminary Application under the FAA’s Airport Privatization Pilot Program (“Pilot Program”) . Respondents to this RFP are encouraged to consult the County’s Preliminary Application. The application may be viewed and downloaded from either of the following sites:

http://www.gwinnettcounty.com/static/departments/transportation/pdf/Gw innettCount yAirportBriscoeField.pdf

http://www.regulations.gov/search/Regs/home.html#docketDeetail?R=FAA

- 2010

- 0473

A description of the Airport premises and operational performance, a summary of

the 2010

- 2015 Capital Improvement Plan, and a description of Airport revenue sources for the Airport are provided in Exhibits D

, E and F respectively of this RFP.

Respondents to this RFP may submit their P roposal s ind ividually or as a team established for this purpose. This is a one

- step process by which the County will

determine the P roposal and the operator that best satisfies the County’s objectives

. The County will then negotiate with the top ranked Respondent towa rd a long

- term lease and operating agreement. If, in the sole opinion of the County, these negotiations are unsuccessful or are not completed in a timely manner, then the County may terminate the negotiations with the initially

- selected Respondent, reject its proposal, and initiate negotiations with the second

- ranked Respondent and so

on

.

If the County determines, in its sole discretion, that none of the P roposal s submitted

are acceptable and/or the County’s application for participation in the FAA

Privati zation Pilot Program is not ultimately approved by the FAA, the County reserves the right to reject all proposals and terminate the process

.

The process will be conducted in accordance with all applicable Federal, State and County laws and regulations. A ny agreement between the successful Respondent and the County shall be subject to the approval of the County Board of Commissioners and, if applicable and to the extent required by law, the FAA and any other state or federal agency with jurisdiction over t he A greement.

B. Statutory Requirements The County has reviewed the statutory requirements of the FAA’s Privatization Pilot Program, including two notices issued by the Federal Aviation Administration, 62 F.R. 19638 (issued April 22, 1997) and 62 F.R. 48693 (issued September 16, 1997), and is prepared to meet those requirements. In addition to the goals noted above, the following statutory objectives of 49 U.S.C. § 47134 must be satisfied should the CountyRP 039

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participate in the Pilot Program. The County will en sure that these conditions are satisfied by the new airport operator (“Operator”).

1. The Airport will continue to be available for public use on reasonable terms and conditions without unjust discrimination.

2. The operation of the Airport will not be interru pted in the event that the Operator becomes insolvent or seeks or becomes subject to any State or Federal bankruptcy, reorganization, insolvency, liquidation, or dissolution proceeding or any petition or similar law seeking the dissolution or reorganizatio n of the Operator or the appointment of a receiver, trustee, custodian, or liquidator for the Operator or a substantial part of lessee’s property, assets, or business.

3. The private operator/developer will “maintain, improve and modernize” Airport

facilitie s through capital investments, and submit a plan to the designated County

office for these actions.

4. Rates and charges will be governed by the provisions of the FAA Airport Privatization Pilot Program and the terms of tenant lease agreements.

5. Safety and s ecurity at the Airport will be maintained at levels required by the FAA.

6. Adverse effects of noise from airport operations will be mitigated to the same extent as at the public airport.

7. Adverse effects of the environment from airport operations will be m itigated to the same extent as at the public airport.

8. Prospective owners/lessees should note Georgia State Law concerning foreign ownership and operation of airports within the State (Official Code of Georgia, § 6

- 3

- 20.1).

In addition to these requirement s, the FAA Administrator must find that the transfer of the Airport to the successful Respondent will not result in unfair or deceptive trade practices or unfair methods of competition, and that the interests of general aviation users are not adversely aff ected. The Respondent should note that, should it be selected by the County for the PPP , the Respondent’s cooperation will be required in supporting the County ’s application to the Pilot Program.

C. Information and Contact with the Airport and the County

I MPORTANT : Prospective Respondents should note that direct contact with Airport or County employees and officials is prohibited during this competitive process except for official Information Meetings or as defined in paragraph below of this document

. Moreo ver, all such contact must be in compliance with applicable Georgia law and local procurement ordinances.

Contact with the County through any other means may result in the Respondent’s disqualification from the competition process. Individuals, firms and business seekingRP 039

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an award of a Gwinnett County contract may not initiate or continue any verbal or written communications, regarding a solicitation with any County officer, elected official, employee or other County representative without permission of the Purchasing

Associate named in the solicitation between the date of the issuance of the solicitation

and the date of the final selection by the Board of Commissioners. Violations will be reviewed by the County Purchasing Director. If determined that such c ommunication has compromised the competitive process, the offer submitted by the individual, firm or business may be disqualified from consideration for award.

Respondents are instructed to conduct all communication with the County regarding this procurem ent through the channels described above

. Note that all such communication shall be documented and included as part of the official procurement

record.

II. SCOPE OF SERVICES

A. Minimum Airport Management and Operations Responsibilities

The selected Respondent will be required to provide an airport manager and appropriate staff to operate the Airport on

- site at a minimum of 8:00am to 5:00pm Monday through Friday with on

- call availability seven

- day s

- a

- week, 24

- hours

- per

- day. The Respondent's airport manager and staff shall have, at a minimum, full responsibility for all of the operation and maintenance of the Airport, including, but not limited to, the following list of services:

1. Coordinate and maintain airport security.

2. Maintain safety of runways and taxiways and provide Airport Rescue

.

3. Coordinate with the County and FAA regarding grant and operational matters.

4. Supervise and perform all services such as maintenance and maintenance of adequate records.

5. Coordinate any construction, maintenance, or other activ ities at the Airport to minimize interference with airport operations.

6. Enforce Airport regulations and other applicable status or rules.

7. Properly manage the relations with the community and Gwinnett County.

8. Coordinate with the County in working with sur rounding counties, the City of Lawrenceville, other municipalities, and various Federal and State agencies on matters relating to aid programs and operations.

9. Provide general care of the Airport to assure cleanliness, good appearance, and
efficient, safe operation.RP 039

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10. Develop revised airport rules and regulations within the first 180 days, for review and acceptance by the County and, if applicable, the FAA.

11. Develop required and appropriate emergency plans including coordination of off

airport resources.

12. Pr ovide contractual service(s) with third parties as necessary.

13. Furnish, operate and maintain all mechanical, plumbing, electrical and communications systems as may be required to operate the Airport.

14. Arrange and pay for all water, sewer, stormwater, elect ricity, gas, telephone and other utilities as may be necessary to operate the Airport.

15. Maintain separate financial accounting records to properly record and categorize revenues by function on a basis prescribed the County, safeguarding the assets being ma naged. The operator/developer will be expected to provide the County at least quarterly and year

- to

- date statements of operating reports, and to permit inspection and/or audit of financial and operating records according to terms to be specified in the pub lic

- private partnership Agreement.

16. Annually submit to the County a 5

- year capital improvement program (“CIP”) addressing the operational needs of the Airport.

17. Assure that aviation fuel, aircraft maintenance and other aircraft services reasonably required to meet the needs of the users of the Airport are provided on the Airport.

18. Obtain and maintain fire, casualty and flood insurance for the Airport and its facilities and, in addition, a general liability insurance policy including aircraft liability and

a irport operator legal liability, automobile liability and workers’ compensation coverage as in Exhib it ( A )

.

19. Provide for concessions and any other consumer service activity related to airport activity or customers that have not been leased to a third party

.

20. Properly manage any environmental and noise issues arising from the contractor’s operation of the Airport.

21. Develop and market the Airport.

22. Coordinate with the County on the County’s operations and maintenance of any on

airport facilities remaining und er the County’s responsibility including air traffic control tower facilities but excluding FAA equipment.

B. Additional Services and Considerations Under the L ease

The list above constitutes most of the operations and maintenance activities of the Airport . The County reserves the right to modify the list as part of the negotiation of the final PPP A greement

.RP 039

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III. INSTRUCTIONS / SUBMITTAL FORMAT AND CONTENT S

A. Structure of the Public

- Private Partnership

The County has determined that the opportunity to operate, ma intain, develop and

maximize the Airport will be tendered to a single firm or consort ia by means of a long

term lease of the facility, with related operating and development agreements

. The County intends to establish the relationship with a single firm or consorti a that will manage and develop the Airport for the mutual benefit of both parties and the community.

B. P roposal Document Submittal The Proposal must consist of two documents: the Technical Proposal and the Financial

Offer. [ One (1) ] single

- sided unbound o riginal (designated as the original) and [ eight ( 8 ) ] double

- sided bound c opies and [ one (1 ) ] CD/DVD of each document of a firm and irrevocable Proposal for the lease of the Airport land, buildings and equipment,

as a whole

.

IMPORTANT : The Financ ial Offer MUST be submitted in a SEPARATE SEALED

ENVELOPE , and may not be bound or replicated in any fashion in the Technical Proposal document, nor may the terms of the Financial Offer be disclosed in the Technical Proposal documents. Any explicit discuss ion of the relationship of the terms of the Financial Offer to the Technical Proposal must be included in the Financial Offer,

and NOT in the Technical Proposal.

Both the Technical Proposal and the Financial Offer must each be signed by a senior

executive of the Respondent who is authorized to bind the firm to its Proposal. The Proposal must include a notarized Statement of Corporate Authority confirming this authority to bind the Respondent to the Proposal.

Proposals sent by telegraphic and/or electronic devices are NOT acceptable and will be rejected upon receipt. Respondents are expected to allow adequate time for delivery of their proposals either by hand delivery, postal service or other means. Proposals arriving after the Submittal deadline will be r eturned unopened. Sole responsibility rests with the Respondents to see that their Submittal s are received on time at the above

stated location.

Proposals submitted are not publicly available until after award by the Gwinnett County

Board of Commissioner s in accordance with Georgia Law and County Ordinance . All proposals and supporting materials as well as correspondence relating to this RFP become property of Gwinnett County when received. Any proprietary information

contained in the Submittal should be so indicated. However, a general indication that the entire contents or a major portion of the proposal is proprietary will NOT be

honored.

The Law s of the State of Georgia shall govern the A greement. Any disputes relating to

this RFP or related or subs equent agreement must be resolved accordingly. Exclusive venue for any lawsuits or disputes arising out of this RFP or an agreement negotiated pursuant thereto shall be in a competent court consistent with all applicable laws.RP 039

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1. F ormat

All materials other t han graphics, brochures, plans and attachments should be

submitted in an 8.5 inch by 11.0 inch format with a general text font of no less than 10 point si z e and page margins of at least one inch all around. There will be no page limit.

2. Proposal Content an d Organization The County invites the Submittal of Proposals from firms or consortia that are capable of performing the scope of services specified above. The County will review responses to this request and other considerations that the County may deem t o be relevant to this assignment. In order for a Proposal to be considered by the County

, the following items should be addressed in the order specified below.

3. Cover Letter The Cover Letter may take any form, but should include the following:

a. An identific ation of the firm or consor tia submitting the Proposal, including t he name and role of each participating firm, if more than one.

b. A brief introduction to the Proposal and highlights of the Respondent’s Qualifications and Proposal (not including specifica tions of the Financial Offer) demonstrating capacity to operate, maintain, develop and maximize the Airport, understanding of the project and the scope of work, and suggested structure of the organization and management methods that will be used.

c. Complian ce with the County’s intent of entering into a PPP through participation

in the Pilot Program.

d. This letter must be signed by a senior executive of the responding firm or consortia empowered by the firm or consortia members to resp ond to this RFP

on their behalf:

i. If the Respondent is a corporation, the Submittal must be signed by an officer of the corporation, indicating the signer’s official capacity and stating that the signer is authorized to sign and submit on behalf of the corporation.

ii. If the Respond ent is a partnership or proprietorship, the Submittal must be signed by a general partner or other duly authorized person. The title and official capacity of the person signing the Submittal must be stated, including a statement that the signer is authoriz ed to sign and submit the Submittal on behalf of the partnership or other entity.

iii. If the Respondent is a consortium or joint venture, the Submittal must be signed by an officer of the lead company(ies) with signed letters from

authorized officials of the o ther participants confirming their participation.

4. Table of Contents The Table of Contents should list Proposal sections, charts, tables and any Appendices in the order in which they appear in the Proposal document.

5. Notarized Statement of Corporate Author ity and Letter of CommitmentRP 039

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The Proposal must include (1) a Letter of Commitment to Proposal declaring that the Respondent, if selected, agrees to be bound to the content of its Proposal, and (2) a notarized statement (such as a Board Resolution, Sharehol der Resolution, Statement of the Chief Executive Officer of the corporation, or other comparable empowering document) declaring that the individual signing the Letter of Commitment to Proposal is genuinely empowered to bind the Respondent to the

content of its Proposal.

6. Certifications and Required Statements

a. Each Technical Proposal must include a fully executed “Certification of Non

Collusion in Proposal Preparatio n” (Attachment C ) and a fully executed “Non

Conflict of Interest Certification” (Attachment D ).

b. Statement acknowledging compliance with U.S Code Title 49 § 47134: Pilot Program on Private Ownership of Airports Statutory Objectives as well as a statement of agreement to comply with the following:

i. The Airport will continue to be available for publ ic use on reasonable terms and conditions and without unjust discrimination.

ii. The operation of the Airport will not be interrupted and will be assured to operate in same manner in the event that the Operator becomes insolvent or seeks or becomes subject of any State or Federal bankruptcy, reorganization, insolvency, liquidation, or dissolution proceeding or any petition or similar law seeking the dissolution or reorganization of the Operator or the appointment of a receiver, trustee, custodian, or liquidato r for the Operator or a substantial part to the lessee’s property, assets, or business.

iii. The lessee will maintain, improve, and modernize the facilities of the Airport through capital investments and will submit to the Secretary of Transportation

or their designee a plan for carrying out such maintenance, improvements,

and modernization.

iv. Safety and security at the Airport will be maintained at the levels required by

the FAA.

v. The adverse effects of noise from operations at the Airport will be mitigated to the same extent as at a public airport.

vi. Any adverse effects on the environment from airport operations will be mitigated to the same extent as at a public airport.

c. Statement summarizing the evidence that the Respondent has the necessary capability to sta rt performing airport management functions as soon as January
1, 2013 . Actual transition date will be mutually agreed to by all parties.

d. Statement that the Respondent will comply with all applicable federal, state and
local statutes, ordinances, rules and regulations concerning operation of airports,

non

- collusion in submission of this Submittal, non

- discrimination and affirmativeRP 039

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action in employment and public work, and non

- discrimination in the conduct of the Respondent’s business.

e. Statement acknowledgi ng that the County reserves the right to accept, reject, or negotiate modifications to any Submittal, Proposal or draft agreement submitted as part of this competition that the County deems is in its best interests.

f. Statement that no broker fee, finder’s fee or contingent fee will be paid by the Respondent as a result of its success in this competition.

g. Statement of affiliations with organizations and persons engaged in aeronautical business activity at the Airport (other than airport management).

h. Statem ent of disclosure of legal affairs where each company named in the

Submittal should disclose:

i. A list of outstanding litigations, claims, or major unresolved client disputes arising from the provision of the type of services requested by the County,

includ ing a brief description of the issue.

ii. A list of any civil or criminal penalties imposed on the firm, consortium or its officers in the past 10 years by a government entity that are related to the provision of the type of services requested by the County, including a brief description of the issue.

iii. A description of all charges of unfair or deceptive practices or unfair methods of competition brought against the Respondent, the Respondent’s key personnel and in the case of a Respondent that is a joint ventu re, partnership or other consortium, the separate members of the entity for the past 10 years. The description should include the disposition or current status of each such proceeding.

iv. If none of the above conditions applies, the Respondent should indicat e so in writing.

7. Description of the Respondent The Description of the Respondent must include the elements listed below :

a. Name and role of each corporate entity included in the Submittal.

b. The form of each corporate entity included in the Submittal (Corpo ration, Partnership, etc.).

c. Primary location, address, email, telephone and fax numbers of each corporate entity included in the Submittal.

d. Name and address of any affiliated parent and/or subsidiary.RP 039

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e. The name, title, address, telephone number, fax numb er, and e

- mail address of the Primary Contact for the Respondent, plus the same data for an Alternative Contact should the Primary Contact be unavailable. All information and notices will be sent to the Primary Contact.

f. References: Five client references from listings including current name, position, organization, address, telephone number and email address. Accuracy of the current phone number and contact person is important. If the contact person or phone number is not correct, or if the reference is in complete, the scoring of that particular reference may negatively affect the possible points awarded to the firm under this section of the scoring criteria.

8. Approach to Meeting the County’s Goals The Respondent shall provide a brief narrative describing i ts approach to achieving each of the County’s goals for the public

- private partnership. For each goal, this narrative should include (1) the Respondent’s general philosophy regarding how the goal would be achieved (if applicable), (2) the general and speci fic means by which it intends to achieve the goal, (3) measures or indicators for judging progress toward those goals as part of the lease Agreement, and (4) references to other clients and/or projects of the Respondent in which similar goals were achieved . In doing so, the Respondent may refer to information provided elsewhere in its Proposal.

a. Improve Airport’s Financial Performance : Ensure that the Airport is a self

financing enterprise and the income received from the Airport is sufficient to

cover:
i. A t a minimum, the continued operation of the Airport as a General Aviation Airport ;
ii. Required and desired operational and safety upgrades;

iii. Capital improvements;

iv. Ongoing maintenance needs to ensure the Airport is operated at its highest

and best use consisten t with the County and community interests.

b. Protection of the County from Any Airport Financial Liability : Ensure that investment in the airport is non

- recourse to the County and that the County’s general fund is protected from adverse events at the Airpor t or the Airport

- related consequences of a general economic downturn.

c. Redefinition of the Airport as a Business Enterprise : Establish the Airport as a more successful business and public service enterprise, including ambitious marketing, facility improvem ent, and tenant service enhancement.

d. Enhancement of the Economic Value of the Airport to the Community : Increase the Airport’s role as an economic showpiece and business gateway for the County. Further develop the Airport to support the overall business activity of the region.

e. Consistency with and Support for Regional Growth : Ensure the Airport development and operation is consistent with community goals and land use including the County’s Unified Plan.RP 039

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f. Increase Airport’s Involvement in Community Affai rs : Increase the Airport’s participation in community affairs and its in

- kind support for community groups,
local educational institutions, and non

- profit groups.

g. Long

- term Protection of the Asset : Ensure that the Airport is well

- maintained, continually i mproved, and that the value of the asset and its immediate environs are protected for generations to come.

9. Proposal Content It is envisioned that the operation, maintenance, development and maximization of the Airport will be divided into the following th ree (3) phases:

• Part I

– Core General Aviation Airport Operation and Management

• Part II

– Short

- Term (1 to 5 years) Airport Development

• Part III

– Strategic Enhancement of the Airport Over the Lease Term

The Technical Proposal should address the elements identified in Parts I, II and III as described below. Part I refers to core airport operations and management. It will be evaluated according to how well the Respondent demonstrates its competence and understanding of general aviation airport operations and management, as well as the insight and innovation of the Proposal toward improving the operations and management of the Airport. Part II refers to short

- term improvements to the airport that go beyond core operation and management of existing facilit ies. It will be evaluated according to how well the Respondent demonstrates the feasibility of the improvements, their value to the County, and the capacity of the Respondent to implement them. Part III refers to the long

- term vision for the airport (yea r 6 of the lease and beyond). It will be evaluated according to how well the Respondent demonstrates the feasibility of its vision, its potential value to the County, and the capacity of the Respondent to implement the vision.

Part I

– Core General A viation Airport Operation and Management

a. Technical Qualifications : Respondents are required to demonstrate technical capability to successfully complete the PPP transaction and operate and maintain the Airport to its highest and best use. The Respondent must show effective and substantive experience in the provision of similar services under

consideration:

i. Performance on airport operations and management projects relevant to the future operation and management of the Airport.

ii. Performance on commercial and industrial public

- use infrastructure facility operations and management projects relevant to the future operation and management of the Airport.

In each case, Respondent should include the following information:

iii. A description of management and operat ions experience including the following areas: technical and human resources, performance improvement,RP 039

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client relations and client satisfaction, tenant and customer management, employee and labor relations, regulatory compliance, and community and city

gov ernment relations.

iv. A description of the facilities currently or previously under the operation and management of the Respondent

v. If the Respondent is a newly formed entity, a description of the relevant experience of the constituent members and the planne d management structure to integrate operational functions could be submitted.

b. Financial Qualifications : Respondents are required to submit the following information and documents to demonstrate their financial capability to enter in the PPP proposed trans action to operate, manage, develop and maximize the Airport:

i. Demonstrate financial b acking commensurate to a project of this size and complexity as potentially envisioned by the Respondent. This should include demonstrating sufficient resources to carry o ut the scope of work included in this RFP. This requirement applies to both existing entities and special purpose entities enacted for this engagement.

ii. Ability to improve airport infrastructure.

iii. Audited financial statements for the last three years, if a ny, and (if appropriate) Form 10K, submitted to the U.S. Securities and Exchange Commission for the past three years. If no 10K annual reports were filed, then include balance sheets, income statements and/or other appropriate representations of financial capacity prepared in accordance with Generally Accepted Accounting Principles.

iv. Credit ratings, if available.

v. If the Respondent intends that the County would contract with a special

purpose entity, then the Respondent shall make clear in its Proposal the level and type of financial backing that will be provided to the entity by its owners, and those owners shall provide financial information sufficient for the County to evaluate their capacity to meet both the performance and investment

criteria in this R FP and the specifics of their proposal. The County reserves the right to request additional financial information in satisfaction of this requirement.

c. Approach to Gwinnett County Airport

- Briscoe Field : The Respondent should provide a detailed approach on how it proposes to operate and manage the Airport. The proposed approach should include at least the following:

i. Operations and Maintenance Plan

ii. Administration Plan

iii. County, Tenant and Community Relations PlanRP 039

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iv. Transition Plan

v. Any other item the Responden t believes is appropriate to explain its approach to providing and improving operations and maintenance at the Airport.

d. Operations and Maintenance Plan : The Proposal must include an Operations

and Maintenance Plan demonstrating that the Respondent underst ands the basic operating and maintenance requirements and ongoing needs of the Airport. The Operations and Maintenance Plan must include the items listed

below:

i. An organization chart for Airport operations, maintenance and management and emergency respon se.

ii. Basic staffing levels and hours.

iii. A description of the system to be employed by the Respondent for the following: (a) ensuring adequate and proper routine and preventive maintenance, (b) identifying and completing major repairs and replacements, and ( c) providing unplanned or emergency maintenance.

iv. A performance management system sufficient to ensure

– and to demonstrate to the County through periodic reports

-- that the Airport is consistently maintained in current or better

- than

- current condition fo r the term

of the lease.

v. Whatever innovative operations and maintenance systems, policies and procedures it plans to utilize at the Airport, particularly if those systems, policies and procedures have yielded demonstrable benefits at other facilities

mana ged by the Respondent.

vi. A description of the Respondent’s capability of complying with the County’s existing grant assurances, including the assurance of compatible land use around the Airport; the protection of navigation aids, approach lights, runway

saf ety areas, and runway protection zones; and the continuation and extension of navigation easements.

vii. A description of the system that will be employed by the Respondent for ensuring responsiveness and high quality to the needs of Airport tenants.

viii. Any othe r items that the Respondent believes appropriate to explain its approach to operations and maintenance of the Airport.

e. Administration Plan: The Proposal must include an Administration Plan describing the corporate structure by which the Airport will be ma naged and the corporate and personnel experience that will be utilized to carry out the Airport management responsibilities. This Plan must specify the items listed below.

i. The nature of corporate ownership and governance of the Airport operating entity t o be employed.RP 039

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ii. The financial and legal relationship of the operating entity to the parent company or companies.

iii. The percentage ownership and respective responsibilities of each partner firm if the operating entity is owned by more than one firm.

iv. The pri mary point(s) of corporate liaison to the County.

v. An organization chart showing the priority and role of each company and lines of authority and approval, the relationship of the on

- Airport management team to the governing corporate entity, and proposed s taff in charge.

The name, title and responsibility of proposed key staff from the firm or consortia that will be responsible for the daily operation of the Airport and that will be assigned to work with the County should be disclosed as well as profession al qualifications of each person, current title and reporting relationship. Resumes of all proposed staff excluding any current County Airport employees should be included in a separate Attachment.

If the Respondent plans to provide services utilizing oth er firms (subcontractor or firms without ownership in the consortium or joint venture), the Plan should include general information about each such firm (or, if not currently designated, a description of the type of firm to be designated) and detail how it will be integrated into the overall organization. Respondents should explain any proposed coordination between the prime and proposed sub

- consultants as well as explain coordination with the Airport’s operational needs, and provide any

other information t hat may assist the County in making a selection. Where possible

, names, titles, responsibilities and qualifications of only the most important individual(s) from each sub

- contractor should be also included. Respondents are expected to show verification of compliance with O.C.G.A § 13.10.91 that they are registered and participating in the federal work authorization program as appropriate.

It is in the Respondent’s interest to include in the Plan any unique, innovative or noteworthy approaches that the Re spondent intends to employ for financial management, human resources, public relations, marketing efforts and/or legal affairs, as well as one or more examples where these or similar innovations were beneficially employed at another facility taken over by the Respondent.

f. County, Tenant and Community Relations Plan : The Proposal must include a County, Tenant and Community Relations Plan describing how the Respondent will routinely interface with the entities listed below.

i. The County’s Board of Commissioner s

ii. The County’s liaison staff (e.g., the County Administrator, Deputy County Administrator, Finance Director, etc.)RP 039

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iii. Gwinnett County Department of Transportation

iv. Airport Authority or designated oversight group/agency

v. Airport tenants and tenant groups

vi. The Federal Aviation Administration

vii. The State of Georgia.

viii. The City of Lawrenceville and other immediately neighboring municipalities.

ix. The local community and civic organizations.

Both the County and its prospective partners acknowledge that significant

cha nges at the Airport will be of great interest to multiple and likely competing interests. Accordingly, channels for public involvement should be defined, organized and significant. It is in the Respondent’s interest to cite one or more examples where the p ractices or procedures included in the Plan were beneficially employed at another facility operated by the Respondent.

g. Transition Plan : T he Proposal must include a Transition Plan describing the prospective timetable and methods by which the Respondent wi ll perform, at a
minimum, the transition activities listed below.

i. Taking operational control of the Airport.

ii. Installing its planned new practices and systems.

iii. Interviewing, evaluating, training and incorporating existing Airport staff as appropriate.

iv. A ssume day

- to

- day management duties.

v. Any other items that the Respondent believes appropriate to explain its approach to operations and maintenance of the Airport.

vi. Any other items that the Respondent believes appropriate to explain its approach to the tra nsition from public to private management of the Airport.

It is in the Respondent’s interest to cite one or more examples where these or similar transition practices were beneficially employed at another facility taken over by the Respondent.

Part II

– S hort

- Term Airport Development

a. Qualifications : Respondents are required to demonstrate technical capability to successfully develop the Airport in the short term (Year 1 to Year 5 of the lease) to its highest and best use. The Respondent must demonstrate p revious experience in the provision of similar services under consideration.RP 039

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In each example cited, Respondent should include the following information:

i. A description of the development experience in relation to business development, contribution to regi onal economic activity and impact on community development plans.

ii. If the Respondent is a newly formed entity, a description of the relevant experience of the constituent members and the planned management structure to integrate operational functions could be submitted.

b. Business Plan for Improvement of the Airport : Respondents must include in their Proposal a basic Business Plan for the Airport articulating short term goals for developing Airport business opportunities, enhancing the regional economic

acti vity and positioning the Airport as a key contributor to the regional development to meet the County’s objectives for the Airport cited in Section I.A. of this RFP. It is in the Respondent’s interest to cite one or more examples of

where some of the ideas or practices included in the Plan were beneficially employed at another facility developed and/or marketed by the Respondent.

The Business Plan should also include a roster of **specific capital improvements**  including sources of funding for the f irst [ five ] years of Airport development summarizing major repairs and/or replacements that the Respondent intends to implement within the first [ five] years of operation.

c. Financial Plan : Respondent must include proposed sources and uses of funds to implement the Sh ort

- Term Airport Development Plan.

**Note that the County will seek to include the implementation of the Business Plan as a contractual obligation of the Agreement. The specific**  **language, terms and conditions of this obligation will be part of the negotia**  **tion of the Agreement.**

Part III

– Strategic Enhancement (“Vision”) of the Airport

a. Qualifications: Respondents are required to demonstrate technical capability to successfully develop its long

- term vision of the Airport. The Respondent must

show effecti ve and substantive experience of the firm in the provision of similar services under consideration, including on

- airport facility development relevant to the strategic enhancement of the Airport.

In each case, Respondent should include the following infor mation:

i. A complete description of strategic development and economic value

- added of its facilities experience.

ii. A description of the facilities under the long

- term development and business enhancement by the Respondent.RP 039

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iii. If the Respondent is a newly forme d entity, a description of the relevant experience of the constituent members and the planned management structure to integrate operational functions could be submitted.

b. Long

- Term Development and Marketing Strategy : The Proposal must include a Long

- Term D evelopment and Marketing Strategy describing the Respondent’s vision for the Airport during the first 10 to 20 years (or more) of the Respondent’s management; i.e., the Respondent’s strategy and vision for developing and improving the physical and commerci al aspects of the Airport, as well as how it plans to market the Airport to prospective tenants and other users. The Respondent’s Long

- Term Development and Marketing Strategy should also include a description of any assets, facilities, or personnel Respond ent envisions the County providing to facilitate such. The County identified the following main areas for service development at the Airport:

i. General Aviation

ii. Other Services and on

- Airport Development

iii. In addition, the Respondent may specifically propose t he introduction of scheduled passenger service, and/or how the Respondent would position the airport to proceed if and when the County were to approve the seeking of schedule passenger service Safety and Security

Respondents should demonstrate the economi c and social value of the Long

Term Development Plan and Marketing Strategy. Where possible, the proposal should cite demographic, economic, and industry information in support of its Plan. In addition, the Respondent should address the risks and benefits to the County that are associated with the Plan.

If the proposed Long

- Term Development and Marketing Strategy includes scheduled passenger service, then the Respondent should provide its view of the timing of the associated application for Part 139 certif icate with the understanding that the County will make the final decision to pursue Part 139 certification and, later, to approve the development of facilities suitable to support scheduled passenger service.

It is in the Respondent’s interest to cite o ne or more examples of where some of the ideas or practices included in the Strategy were beneficially employed at another facility developed and/or marketed by the Respondent.

Where major capital improvements and developments are envisioned, the

Strat egy should include a description of the likely sources of financing for these major improvements, plus a basic demonstration

– including a simple hypothetical pro forma financial analysis incorporating lease payments to the County to be included separately in the Financial Offer document

-- that the planned improvements could be supported by the cash flow of the Airport under the Respondent’s management. This demonstration may include any target Airport activity levels, new developments, events or conditio ns that may be required for feasibility or could interfere with feasibility.RP 039

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9. Optional Attachment Respondents may include corporate brochures and other marketing materials (including CD

- ROMs), client testimonials, etc. as a separate Attachment to their

Sub mittals. Such an Attachment must be labeled “Optional Attachment”. Respondents should be aware that the County will review and consider any such optional material at its sole discretion, and that it may investigate any claims or

information included in the se materials.

10. Financial Proposal

a. Proposed Payment Schedule and Lease Terms : The following items must be addressed in the Proposal as they will be required to fully explain the proposed payment schedule and lease terms:

i. The amount, if any , of Up

- front Pa yment to the County upon execution of

the lease.

ii. The percentage rate of the Share of Gross Revenues, if any , from all Airport operations and related businesses and the schedule of such payments, as well as any contingencies and exclusions from the Gross

R evenue calculation (see item “vi” below).

iii. The Fixed Lease Payment amount or Minimum Guaranteed Lease Payment to the County, including Payment Schedule and/or Escalation

Formula.

iv. The amount, if any , of regular and/or periodic payments to the County with

r espect to the fees or other payments for the provision of County and municipal services to the Airport

.

v. Any other source of payment to the County, if any

.

vi. Any conditions attached to the fixed or variable rates and amounts of payment previously specified.

11. The Competition Process The County has determined that the opportunity to operate, maintain, develop and maximize the Airport will be tendered to a single firm or consortium of firms by means of a future privatization agreement with related operating a nd development agreements, as appropriate. The County intends to establish a relationship with a single firm or consortium of firms that will manage and develop the Airport for the mutual benefit of both parties.

a. Pre

- Proposal Meeting

An information meetin g for interested Respondents will be held that will include County officials, an overview of the competition process and expectations for Submittals, evaluation process, and a question

- and

- answer session. Prospective Respondents are strongly encouraged to attend the meeting.RP 039

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b. Data Room A Data Room with relevant documents will be set up in the Airport Administrative Office, and is available by appointment only through the Gwinnett County Purchasing Division. The Data Room will remain open until the deadline date for questions. It is the proposer’s responsibility to ensure that they have all applicable addenda prior to proposal submittal.

c. Questions, Clarifications and Requests for Information Questions, Clarifications and Requests for Information concerni ng this RFP should be directed IN WRITING by letter, telefax or electronic mail directly to:

Shelley McWhorter Purchasing Associate III Gwinnett County Purchasing Division 75 Langley Drive Lawrenceville, Georgia 30046

Fax: 770.822.8735

Email: shelley.mcwhorter@gwinnettcounty.com

Where appropriate, GCDOT responses to formal questions will also be in writing and will be distributed to all firms on our record as having received a copy of this

RFP. In each case, GCDOT will determine whether a response is appropriate or necessary. However, no mention or identification of the Respondent that submitted the question will be made in the written response.

Questions, clarifications and requests for additio nal information submitted after the question deadline may not be responded to.

d. Proposal Review, Selection and Negotiation The County will consider Submittals that include the elements cited in this RFP. The County encourages highly innovative proposals. S ubmissions received in a format other than the requirements outlined above may be rejected by the County in its sole and absolute discretion. The County also retains the right to cancel this RFP at any time without compensation to the Respondents.

Proposa ls will be evaluated according to their completeness and adherence to the requirements of this RFP. Respondents are asked to include the qualifications relevant to the provision of the services being considered by the County and clearly articulate their ap proach to the operation, maintenance, short

and mid

- term development of the Airport and their long

- term visionary approach. Following the completeness check, the County will review all Submittals to determine whether one or more satisfies the County’s obje ctives for the competition. Before making such a determination, however, the County may interview one or more of the Respondents, seek clarifications of their Proposal(s) and/or visit and inspect any facilities currently operated by the Respondent(s).

Othe r Respondents will not be notified of any such requests. Interviews may be

held the week of March 12, 2012 so please reserve availability.

The County would then select one or more Respondents for negotiation of a final PPP Agreement. A proposed list of p rinciples to be addressed in the AgreementRP 039

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is included in Exhibit B . The County intends, but shall not be obligated, to qualify Respondents for further negotiation. The County reserves the right to reject or accept any or all proposals and to waive technic alities, informalities and minor irregularities in the proposals received. Furthermore, the County reserves the right to seek the approval of any designated Respondent from appropriate federal and state agencies.

If the RFP process ultimately results in an award from the County, all Respondents should be aware that the County reserves the right to make an

award as deemed in its best interest.

All applicable State of Georgia and Federal Laws, City and County ordinances, licenses and regulations of all ag encies having jurisdiction shall apply to the selected Partner and project throughout and be incorporated here by reference. The Agreement with the selected Respondent, and all questions concerning the execution, validity or invalidity, capacity of the par ties, and the performance of the Agreement, shall be interpreted in all respects in accordance with Code of Gwinnett County and the laws of the State of Georgia.

e. Evaluation Criteria Proposals will be evaluated according to the standards listed below.

i. Te chnical Proposal a) The benefits of the Proposal for the Airport, the County and the community. b) The level of innovation, insightfulness, competence and strategic vision demonstrated by the Proposal. c) The overall clarity and quality of the Proposal and its r esponsiveness to the stated goals and objectives of the County d) Any identifiable cost impacts that would accrue to the County as a result of the implementation of the Proposal, separate from any lease payments, revenue share or up

- front payments.

ii. Qualifica tions and Record of Relevant Performanc e a) Experience : 1) Demonstrated technical and human resources capability to successfully and safely manage, operate and develop a general aviation airport such as Gwinnett County Airport

- Briscoe Field.RP 039

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2) Record of performanc e improvement (operations, maintenance,
facilities, costs, revenues, labor relations, marketing, administration, and/or economic development, etc.) at facilities, services and projects managed by the Respondent.

3) Record of successful client relations and c lient satisfaction at facilities, services and projects managed by the Respondent.

4) Record of successful tenant and customer management at facilities, services and projects managed by the Respondent.

5) Record of successful and positive employee and labor re lations for facilities, services and projects managed by the Respondent.

6) Record of successful relations, reputation and regulatory compliance with regional and/or national officials at the FAA and appropriate state governing bodies.

7) Record of successful a nd positive community and city government relations for facilities and projects managed by the Respondent.

8) Record of successful business development initiatives at facilities and projects managed by the Respondent.

9) Demonstrated participation in regional economic growth by facilities and projects managed by the Respondent.

10) Demon strated participation in community development plans and initiatives by facilities and projects managed by the Respondent.

11) Record of successful long

- term development objectives at facilities and projects managed by the Respondent.

b). Financial Capability:

1). Financial capacity for successfully managing, operating and

d eveloping the Airport without material risk to the County.

2). Record of meeting contractual commitments at fac ilities, services and projects managed by the Respondent.

iii. Financial Offer (to be submitted in a separate sealed envelope)

a). The estimated Net Present Value to the County of the proposed monthly lease payments and/or any other fixed payments, takin g into consideration any contingencies o r conditions in the Financial Offer, and/or apparent risks that may affect the ultimate value to the County of the Financial Offer, if any.RP 039

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b). Potential and likely net present value to the County of the proposed sha re of gross revenues, if any.

c). The likely economic value of the Proposal to the County and the State of any taxes and other fees for services that may be derived from the Airport and other Airport related businesses, if any, as a result of the implemen tation of the Respondent’s proposal.

In evaluating the Respondent’s Financial Offer, the County plans to give the greatest consideration to the sum of the discounted present values of the respective payment streams and bona fide reductions in the County’s own cost of operating the Airport, recognizing that not all Financial Offers will include all types of payments. The discount rate used is expected to approximate the County’s own long

- term cost of capital, however the County

retains full and absolute di scretion in establishing the discount rate and any additional risk premiums, and in weighting, discounting and/or otherwise considering any proposed payment stream that may not be absolute, fixed or certain, including without limitation, any risks, concern s or possible mitigating factors that the County believes may be associated with the subject payment

stream.

f. Criteria Weights

The following is a list of the criteria that will be used in the evaluation of the

p roposals and their relative weights shown as a percentage of the total value.

CRITERIA Points
Technical Proposal

Part I

- Core General Aviation Airport Operation and Management

50

a Qualifications

b Approach to Gwinnett County Airport

- Briscoe Field

c Community Involvement Plan

d Demonst rated Financ ial and Expertise Capability to Operate and Manage the Airport

Part II

– Short

- Term Airport Development Plan

30

a Qualifications

b Approach to Gwinne tt County Airport

- Briscoe Field

c Demonstrated Feasibility of the Plan and Capability to Execute

the Plan

Part III

– Strategic Enhancement (“Vision”) of the Airport

20

a Qualifications

b Approach to Gwinne tt County Airport

- Briscoe Field

c Demonstrated Feasibility of the Plan and Capability to Execute

t he Plan

Sub

- Total 100

Financial Offer (to be submitted in a separate sealed envelope) 20 Proposed Fee Schedule and lease Terms

TOTAL 1 2 0RP 039

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The Technical Propos al s will be evalu ated in order to select the firms which rate highest according to the criteria elaborated above. The selectio n committee may then short list the highest scoring firms.

The Financial Offer of the short listed firm(s) will then be opened and scored. The highest scoring firms may be selected at this point or the committee may invite a number of the highest scoring firms to interview. The number of firms short listed and interviewed, if any, will be at the discretion of the selection

committee.

If an interview is requested, it will be worth an additional 25 points in the selection process. The firms will be responsi ble for any cost associated with the request for additional information and/or an interview. Based upon the results of the proposal scoring, the County will negotiate with the firm ranked highest in an attempt to reach agreement. If negotiations with the h ighest ranked firm are unsuccessful the County may then negotiate with the second ranked firm and so on until a satisfactory agreement has been reached or the County may terminate the process.

g. Respondent Costs and County Rights All costs and expenses incu rred by the Respondent relating to the preparation of the Proposals will be borne by the Respondent. The County is not liable to pay any costs or expenses to Respondent under any circumstance including the rejection of any or all Proposals and/or the cance llation of this process.

The County has the right at its sole discretion to reject any and all of the Proposals, to accept any Proposal, and to elect not to proceed with this process.

This RFP does not constitute an offer of any nature or kind whatsoeve r by the County to any or all of the Respondents.

h. Amendment to this Request for Proposals The County may in its discretion amend the terms and conditions of this RFP. For this purpose the County will issue amendments to this RFP which will be provided in writing to all registered Respondents that solicited this RFP. Respondents must acknowledge in writing receipt of the amendment(s) in their proposal on the firm information page.

i. Clarification and Investigation of Proposal The County reserves the right to request clarifications of the contents of any Proposal and further investigate its content. The County may require some or all Respondents to submit supplementary information clarifying any matters contained in their Proposals. This supplementary informat ion will be considered an integral part of the Proposal. The request from the County will be in writing and all responses from Respondents should be in the same manner. Requests from the County will come from the Purchasing Office.

The County may make suc h investigations as it deems necessary to determine the ability of the Respondent to perform, and the Respondent shall furnish to theRP 039

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County all such information and data for this purpose as the County may request. The County reserves the right to reject a ny Submittal if the evidence submitted by, or investigation of, such Respondent fails to satisfy the County that such Respondent is properly qualified to carry out the obligations of the Agreement. The County also reserves the right to reject or accept any or all Submittals and to waive technicalities, informalities and minor irregularities in the

Submittals received.

j. Respondent Consent to the Terms of this RFP By submitting a Proposal, the Respondent agrees to abide by all the terms and

conditions herewit h established.

IV. CONCLUSION The County recognizes and appreciates the considerable effort your firm will undertake in developing your Proposals, and is committed to the conduct of an exceptionally fair, methodical and efficient process. The County welcomes your Proposal and looks forward to the successful conclusion of this promising competition.

END

ATTACHMENTS

Attachment A : Firm Information Page

Attachment B : Code of Ethics Affidavit

Attachment C : Certificate of Non

- Collusion

Attachment D : Non

- Confli ct of Interest Certification

Attachment E : References

Exhibit A : Insurance Requirements

Exhibit B: Potential Principles of the PPP Agreement

Exhibit C : General Instructions For Proposers, Terms And Conditions

Exhibi t D : Description of the airport premi ses & operational performance

Exhibit E : 2010

- 2015 CIP

Exhibit F : Airport Revenue SourcesRP 039

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## ATTACHMENT A

FAILURE TO RETURN THIS PAGE AS PART OF PROPOSAL DOCUMENT MAY RESULT IN REJECTION OF

PROPOSAL



### FIRM INFORMATION PAGE

The undersigned acknowledges receipt of the following addenda, listed by number and date appearing on each:

Addendum No. Date Addendum No. Date

In compliance with the attached specifications, the undersigned offers and agrees, if this bid is accepted by the bo ard of commissioners within one hundred twenty ( 120) days of the date of bid opening, to furnish any or all of the items upon which prices are quoted within the time specified in the proposal fee schedule.

Legal Business Name (If your compa ny is an LLC, you must identify all principals to include addresses and phone numbers in your submittal)

Federal Tax ID

Add ress

Does your company currently have a location within Gwinnett County? Yes No

Representative Signature

Print Authorized Representative's Name

Telephone Number Fax Number

E

- Mail AddressRP 039

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### ATTACHMENT B

Public

- Private Partnership for the Lease, Operation and Improvement of Gwinnett County Airport

- Briscoe Field RP 039

- 11

CODE OF ETHICS AFFIDAVIT

( THIS FORM SH OULD BE FULLY COMPLETED AND RETURNED WITH
YOUR SUBMITTAL AND WILL BE REQUIRED PRIOR TO EVALUATION)

In accordance with Section 60

- 33 of the Gwinnett County Code of Ordinances the undersigned
bidder/proposer makes the following full and complete disclosure , under oath, of the name(s)
of all elected officials whom it employs or who have a direct or indirect pecuniary interest in or
with the bidder/proposer, its affiliates or its subcontractors:

 No information to disclose

 Disclosed information below ( if additional space if required, please attach list)

__________________________________ Elected Official Name

__________________________________ Elected Official Name

__________________________________ Ele cted Official Name

_________________________ ______ ___ Business Entity Name

BY:________________________________ Sworn to and subscribed before me this
Signature of Affiant

__ __ ___day of _____

__ _______, 20_____.

___________________________________ _________________ ___ _______________ Name

– Typed or printed Notary Public

(Seal)

___________________________________ Title

Note: See Gwinnett County Code of Ethics Ordinance EO2011, Sec. 60

- 33 . The ordinance will be available to
view in its’ entirety at www.gwinnettcounty.com

Code of Ethics Affidavit 11.29.11RP 039

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### ATTACHMENT C

FAILURE TO RETURN THIS PAGE AS PART OF PROPOSAL DOCUMENT MAY RESULT IN REJECTION OF

PROPOSAL

CERTIFICATION OF NON

- COLLUSION IN PROPOSAL PREPARATION

Now here appeared before the undersigned officer duly authorized by the State of Georgia to administer

oaths______________________________________________and after being first duly sworn, depose
and say that, they are all the officers, agents, persons or employees who have acted for
(Company Name) on the A Public

- Private Partnership for the Lease, Operation and Impro vement

of Gwinnett County Airport

- Briscoe Field and that said has not by (himself,
themselves) or through any persons, officers, agents or employees prevented or attempted to prevent by
any means whatsoever, competition in such bidding; or by any means whatever prevented or endeavored
to prevent anyone from making a bid therefore, or induced or attempted to induce another to withdraw

bid from said work.

BY: ______________________________________ Signature of Affiant

________________________________________

Name

– Typed or printed

________________________________________

Title

Sworn to and subscribed before me this
_______ Day of ______________, 20

.

Notary Public

(Seal)

Note: See OC GA § 36

- 91

- 21 (e)RP 039

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## ATTACHMENT D

FAILURE TO RETURN THIS PAGE AS PART OF PROPOSAL DOCUMENT MAY RESULT IN REJECTION OF

PROPOSAL

GWINNETT COUNTY

DEPARTMENT OF TRANSPORTATION

NON

- CONFLICT OF INTEREST CERTIFICATION

I, , as the legal representative o f , do certify that we will not perform any type of engineering services for property owners adjacent or contiguous to any road project assigned by Gwinnett County, during the active life of such project, without prior approval by Gwinnett County. Furth er, I additionally certify that if we already have an engineering Contract(s) with property owner(s) adjacent or contiguous to a road project assigned to Gwinnett County, we will notify Gwinnett County and will either reject the County assignment,

or cance l the property owner already in effect if so directed by the Gwinnett County Board of Commissioners. In no case will our firm utilize our knowledge of on

- going Gwinnett County Road Improvement Programs for professional gain, during the active life of such program.

NAME

TITLE

DATE

WITNESS:

NAME

TITLE

DATERP 039

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ATTACHMENT E

FAILURE TO RETURN THIS PAGE AS PART OF PROPOSAL DOCUMENT MAY RESULT IN REJECTION OF

PROPOSAL

REFERENCES

Gwinnett County requests a minimum of three, (3) references where work of a similar size and scope has been completed.

1. Company Name

Brief Description Of Project

Completion Date

Contact Person

Telephone Facsimile

E

- Mail Address

2

. Company Name

Brief Description Of Project

Completion Date

Contact Person

Telephone Facsimile

E

- Mail Address

3

. Company Name

Brief Description Of Project

Completion Date

Contact Person

Telephone Facsimile

E

- Mail Address

Company NameRP 039

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### Exhibit A

INS URANCE REQUIREMENTS

1. Statutory Workers' Compensation Insurance (If required by Georgia Law): (a) Employers Liability: Bodily Injury by Accident

- $100,000 Each Accident Bodily Injury by Disease

- $500,000 Policy Limit Bodily Injury by Disease

- $10 0,000 Each Employee

2. Auto Liability Insurance (a) Not less than $1,000,000 Limit of Liability per Occurrence for Bodily Injury and Property Damage (b) Comprehensive Form Covering all Owned, Non

- Owned, Leased, Hired, and

Borrowed Vehicles (c) Additional Insured Endorsement (d) Contractual Liability (e) No exclusions for Airport Exposures

If your business does not own any automobiles, you still need to carry non

- owned and

hired insurance.

3. Property Insurance: The leasee shall procure and maintain Property Ins urance which provides "All Risk" coverage including earthquake and flood, collapse, transit coverage, boiler and machinery including operational testing and startup, debris removal, demolition occasioned by enforcement of Laws and Regulations, water damage , resultant damage from faulty workmanship or materials or errors in design. The policy shall include no exclusion for foundations or underground pipes, tanks, or machinery. The limit of insurance will be for the amount necessary to cover 100% of buildi ng and contents on a replacement cost basis. Business Interruption should be carried at the limit determined by the Business Interruption Worksheet.

4. Airport Liability Insurance: (a) Not Less than $50,000,000 Combined Single Limit Bodily Injury and Property Damage. (b) Not Less than $50,000,000 Combined Single Limit Bodily Injury and Property Damage for Products and Completed Operations Liability. (c) The Following Additional Coverages Must Apply:

* Additional Insured Endorsement * Contractual Liability

* Severability of Interest * Personal Injury (d) Not less than $5,000 for medical expense any one person.

5. Environmental Impairment Liability (Pollution Liability): $1,000,000 Limit of Liability per Occurrence for Bodily Injury and Property Damage for anyone having stationary fuel tanks, portable fuel tanks, waste oil tanks and drums of chemicals.RP 039

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6. Aircraft Liability: Not less than $5,000,000 Combined Single Limits Bodily Injury and Property Damage, Limited to $100,000 per Seat Passenger legal Li ability if the Business owns any aircraft.

7. Hangarkeepers’ Legal Liability and Non

- Owned Aircraft Liability : $50,000,000 limit per occurrence and any one aircraft for hangarkeepers’ liability and $50,000,000 per

occurrence for now

- owned aircraft li ability.

8. Gwinnett County Board of Commissioners and the Airport Advisory Group Committee should be shown as an additional insured on Aircraft Liability, Airport Liability, Environmental Impairment Liability (Pollution Liability), Hangarkeepers’ Liabili ty, and Automobile Liability policies that are required as above.

9. The cancellation provision should provide 60 days notice of cancellation.

10. Certificate Holder should read:

Gwinnett County Board of Commissioners 75 Langley Drive Lawrenceville, GA 30046

- 6900

and

Airport Advisory Group Committee

600 Briscoe Boulevard Lawrenceville, GA 30046

11. Insurance Company, except Workers' Compensation carrier, must have an A.M. Best Rating of A

- 6 or higher.

12. Insurance Company shall be licensed to do business by the Georgia Department of

Insurance.

13. Certificates of Insurance, and any subsequent renewals, must reference specific lease.

14. The Leasee shall agree to provide complete certified copies of current insurance policy(ies) if req uested by the County to verify their compliance with these minimum insurance requirements.

15. All minimum insurance coverages required to be provided by the Leasee will be primary over any insurance program carried by the County.

16. No Leasee shall commence an y work of any kind, or participate on Airport property, until all minimum insurance requirements contained in this lease have been complied

with.

17. The Leasee shall agree to waive all rights of subrogation against the Airport Advisory Group Committee, Gwinnett County, the Board of Commissioners, its officers, officials, employees, or volunteers from losses arising from the issue of this lease.RP 039

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18. The Leasee shall make available to the County, through its records or records of their

insure r, information regarding a specific claim. Any loss run information available from the Leasee or their insurer will be made available to the County upon request.

19. Compliance by the Leasee with the foregoing requirements as to carrying minimum

insurance sh all not relieve the Leasee of their liability provisions of the lease.

20. The Leasee is to comply with the FAA, EPA, OSHA and any other laws that may apply

to this lease.

21. The Leasee shall, at a minimum, apply risk management practices accepted by the

Leasee ’s industry.

22. The County reserves the right to amend the minimum standards for insurance at any time, based on the increase in legal liability exposures and the availability of insurance coverages and limits.RP 039

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### EXHIBIT B

Potential Principles of the PPP Agreement

**The following is a roster of potential principles that may be embodied in the final PPP Agreement to be negotiated with the successful Respondent. Note that these principles**  **are included merely as directional indicators of what the County is cu rrently**  **considering for the Agreement. Accordingly, the actual principles, wording and provisions of the Agreement will likely vary from and be more detailed than those listed** 

**below.**

Term of the lease: up to 50 Years, including any options for renewal or extension at any time during the initial term.

Commencement Date: After FAA approval of Final Application for Exemptions under the Federal Airport Privatization Pilot Program (subject provision may be waived by the County at its discretion), and any requ ired approval by the State of Georgia.

Termination and the Pilot Program: The County may terminate the Agreement if Pilot Program exemptions granted to the County are revoked or rescinded by the FAA as a result of any action of the Private Operator.

Te rmination in Event of Economic Failure: If, during the first 10 years of the Agreement the gross income of the airport falls below a critical operational level (to be specified in the Agreement) through no fault of the Private Operator, then either the Cou nty or the Private Operator may terminate the Agreement provided such termination will not result in financial loss to the County.

Change of Law Impacting Financial Viability: In the event that there are changes in laws and/or regulations which substanti ally increase the Private Operator’s expenses in fulfilling its obligations under the lease to a level that is demonstrably uneconomic to support its continued operation of the Airport, then the Private Operator may seek renegotiation or termination of the Agreement.

Force Majeure Termination: In the event that the Private Operator’s ability to operate the Airport is substantially impaired (to the point of rendering the airport demonstrably uneconomic to support its continued operation) as a result of an act of Force Majeure, then the Private Operator may seek renegotiation or termination of the agreement.

Non

- Reimbursement Upon Termination for Uncontrollable Events: In the event that the Private Operator exercises any of these above

- described options t o terminate the Agreement, the County shall not be obligated to reimburse the Private Operator for any capital investment on the Property and the Private Operator shall not be entitled to any compensation of any kind from the County except for specific fac ilities identified in the Agreement.

Airport Property: The leased premises encompass all Airport property as identified in the Agreement.RP 039

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Airport Condition: The Private Operator accepts the premises in its present “as is” condition, except for claims r elating to breaches of the express representations and warranties set forth in the Agreement, i.e., undisclosed known defects.

Operation of the Airport: The Private Operator agrees to operate and use the Airport as a public airport and perform all work and furnish all services and equipment in accordance with all applicable laws and requirements of the FAA and the State of Georgia. The Private Operator may utilize the premises for other purposes permitted by Georgia law and the rules and regulations of t he FAA, unless prohibited under the terms of the Agreement.

Prohibited Use: The Private Operator may not use, operate or develop the premises, or any portion thereof, without obtaining the written consent of the County (in its sole discretion), for

the prohibited activities listed in the Agreement.

Public Use: The Private Operator is obligated to use and maintain the Airport and make all facilities available for public use on fair and reasonable terms without unjust discrimination in

accordance with th e regulations of the FAA and the State of Georgia.

Safety and Security: The Private Operator will provide safety and security at the Airport at levels consistent with FAA, County and State of Georgia requirements, and will offer to the County an opportuni ty to propose a contract for it to provide security services at the Airport under competitive terms.

Environmental Care: The Private Operator agrees to comply with all reasonable requirements imposed by the County with respect to the adverse effects of n oise and on the environment from the operation of the Airport that are necessary to achieve the objective of mitigating such to the same extent as at a public airport, as required under the Federal Airport Privatization Pilot Statute. The Private Operator shall promptly comply with all applicable

Environmental Laws.

Impositions: The Private Operator shall pay all impositions

- defined as all taxes, excluding ad valorem real property taxes assessed on the premises except as listed in the Agreement.

If ad valorem real property taxes are assessed on the premises or leasehold improvements, the County may terminate and cancel the lease unless the Private Operator agrees to include such assessment as an imposition, or the County may pay the amount of the taxes per the Agreement.

Right of First Refusal on Airport Sale: The County agrees not to sell the leased premises unless it has first offered to sell the property to the Private Operator on the same terms and conditions offered by any other person acceptable to the County.

Capital Improvements: The Private Operator must submit a Capital Improvement Plan (CIP) as part of the Final Application filed with the FAA for the Privatization Pilot Program. The County is not responsible to pay from General Fund reven ues for any portion of the cost of capital improvements made and constructed during the term of the lease. The Private Operator must prepare and file with the FAA a CIP within five (5) years of any previously submitted CIP. No CIP may be adopted or implem ented without County’s written consent, which may not be unreasonably withheld.RP 039

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CIP Review Expense: The Private Operator must pay the County all reasonable expenses for reviewing and approving all capital improvements, up to a specified maximum amount or percentage of revenues.

After

- Expiration Amortization Period: If the amortization period of any capital investment made by or at the direction of the Private Operator expires after the Scheduled Expiration Date, the Private Operator and other users may not make any such capital investment without the prior written consent of the County, which consent may be granted or denied in the sole discretion of County or waive any rights to compensation for the unammortized amounts.

Demolition and Alteration of C ounty Assets on the Airport: The Private Operator may not demolish or materially alter (change the use of) any existing asset owned by the County without the consent of the County which consent may not be unreasonably withheld. During the last ten years of the term of the lease, the Private Operator may not demolish any improvements it has constructed without the consent of the County which may not be unreasonably withheld.

End

- of

- lease Reconciliation: Upon the Scheduled Expiration Date or earlier termin ation of the Agreement at the County’s discretion, other than an early termination resulting from a default, or as a result of a governmental taking or a termination, the County and the Private Operator shall mutually agree upon a schedule pursuant to whic h the County shall reimburse the Private Operator for any unamortized capital investment made by the Private Operator with the consent of the County. In no event shall the County be responsible to make any payments for unamortized capital investments for a ny amount paid in whole, or in part, with Federal, State, or local grant funds or aid or with funds provided by any entity other than the Private Operator, the Private Operator’s lenders and equity participants in any capital investments on the leased prem ises.

Maintenance and Repair: The Private Operator is responsible for all maintenance and repair obligations, including replacements of all improvements and systems as necessary during the term of the lease, except (1) extraordinary maintenance and repa ir directed by the County; (2) repairs and replacements to the roadbed and the utilities, lighting, drainage, sewerage facilities and storm water facilities of access roads and other transportation facilities traditionally maintained by the County. The Pr ivate Operator is responsible to repair or rebuild any damaged buildings with available insurance proceeds or if such proceeds are not available or sufficient through use of its own funds. The County is not responsible to restore any damaged buildings, etc ., except for those improvements, if any, which the County is obligated to maintain and repair under the terms of the Agreement.

Reporting to the County: The Private Operator must submit to the County an annual written Airport Economic Development and Mar keting Plan for the subsequent five years. The initial plan must be submitted no later than 90 days after the Commencement Date.

Operator As County’s Agent: The Private Operator shall be considered by the FAA as a “resident agent” of the County for purpos es of conforming to the Assurances. Where the County must provide Assurances, the Private Operator has the responsibility for complying to the extent that the Private Operator can reasonably control such compliance. The County reserves the right and autho rity to ensure the premises will be operated and maintained inRP 039

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accordance with all FAA Agreements and Assurances; nevertheless, the Private Operator has the primary responsibility for compliance with FAA Agreements and Assurances.

Maintenance of FAA Pil ot Program Requrements: The Private Operator agrees to maintain the exemptions granted by the FAA under the Pilot Program and the rules and regulations promulgated thereunder. FAA is granted third party beneficiary rights to all obligations of the

Private Operator in order to insure compliance with the requirements of the Pilot Program. If the County, with the concurrence of the FAA, or the FAA in its sole and absolute discretion, determines that any condition exists which threatens the continuous, uninter rupted, safe operation of the Airport, then the County and/or the FAA are authorized to take any action necessary to assure the continuous, uninterrupted, safe operation of the Airport.

Indemnity: The Private Operator shall defend, indemnify and hold for ever harmless the County and its commissioners, officers, employees, agents, and representatives from and against all liabilities, damages, costs and reasonable expenses (including reasonable attorneys’ fees) asserted against the County by reason of any ac cident, injury to or death of any person, or loss of or damage to property, occurring on or off the premises, resulting from the Private Operator’s occupancy or use of the premises, except for the County's own acts of intentional fault or negligence. The P rivate Operator agrees to maintain at its expense throughout the term of the lease all necessary airport liability, workers’ compensation, employers liability, business interruption, fire, flood and casualty insurance. The County is to be named as protecte d (additional insured, etc.) under all policies. All property insurance must provide coverage on a replacement cost basis. The Private Operator assumes all responsibility for the condition of the premises, the buildings and any improvements thereon,

and th e County will not be liable for injuries or damages caused by any defect therein or from any cause whatsoever to any person on the premises.

Current Airport Employees: The Private Operator agrees to interview Airport employees for available positions at t he Airport not later than during the period between the Effective Date and the Commencement Date and to give Airport employees due consideration for available positions.

Existing Agreements: The lease is entered into subject to the existing leases, cont racts, agreements and subject to all new leases, contracts and other agreements entered into by the County, with the approval of the Private Operator, which may not be unreasonably withheld,

between the date of the execution of the lease and the Commenceme nt Date. Upon termination of the lease, the County will have the right, but not the obligation, to assume any or all of the then existing agreements with respect to the premises, unless previously consented to by the County.

Representations: The County wi ll represent and warrant that it is not in default under any of the existing agreements; that after due inquiry, the County is not knowingly in violation of any law, statute, building code, etc. of a governmental authority having jurisdiction over the

prem ises; that to the best knowledge of the appropriate staff of the County, after due inquiry, the improvements are in material compliance with all laws, ordinances, etc. and there are no material inadequacies nor material damage to the improvements on the pr emises; and, that as of the Commencement Date the improvements on the premises shall be in the same condition, ordinary wear and tear excepted, as they were on the date of execution of the lease.RP 039

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Financial Capacity of the Operator: The Private Operator w arrants that it has the financial resources to meet its obligations under the lease.

Transfer of the lease: The Private Operator may not sell, convey, transfer or assign, by operation of law or otherwise, the lease, or any part thereof, or any rights crea ted thereby, nor enter into any management agreement with respect to the premises, or any part thereof, without (1) the prior written consent of the County, which may not be unreasonably withheld, and (2) if required, pursuant to 49 U.S.C. § 47134, without the prior written consent of the FAA. The County reserves the right to impose a reasonable transfer fee equal to County’s actual, reasonable cost to review any such assignment or management agreement, up to an amount specified in the Agreement.

Sublease and Mortgage: The Private Operator may not sublease the premises or any part thereof, by operation of law or otherwise, without the prior written consent of the County, which may not be withheld arbitrarily or capriciously. No attempt may be made to avoid payment of Percentage Rent whether by minimizing Gross Income or otherwise.

Rates and Charges: In accordance with the requirements of the FAA, the Private Operator may only increase all landing, rental, parking, or any other fees and/or charges imposed at the premises, subject to the limitations provided under 49 U.S.C. §47134(c)(4) & (5).

Marketing: The Private Operator agrees to take all reasonable measures to maintain, develop, market, advertise and increase the business conducted by it at the Air port.

Entry and Inspection Rights: The County has the right at all times upon adequate notice to enter upon the premises for the purpose of inspection and for doing any act which the County may be obligated or have the right to do under the lease, excep t in cases of emergency, in which case no notice shall be necessary.

Assurances: The County also retains under its control final assurance of FAA/AIP Regulatory and Grant Assurance Compliance; enforcement of all of the required terms for the Airport’s

suc cessful participation in the FAA Privatization Pilot Program; issuance of indebtedness by the County; and, Wetlands and Environmental Mitigation Policy. The Private Operator shall be responsible, at its sole cost, for compliance with the Americans With Dis abilities Act.

Reversion: The lease will contain a standard “reversion” clause under which the Private Operator agrees to surrender to the County possession and ownership of all buildings, structures, improvements, additions, and other installations, with out payment or compensation of any kind, free and clear of all liens and subleases, except for those created or consented to hereafter by the County, on the day of termination of the lease.

Licenses and Applications: The County and the Private Operator ag ree to jointly and promptly file, and diligently prosecute, the required Application for Exemptions under the Pilot Program. The Private Operator agrees to obtain all necessary licenses, certificates and permits and to comply with all present and future l aws, rules and regulations applicable to the operation of the Airport.

Private Operator Default: The County shall have the right to terminate the lease, and seek any other legal and equitable remedies as may be available under applicable law or theRP 039

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provis ions of the lease, if the Private Operator breaches any of its obligations, subject to the requirement that the County provide written notice of its intention to terminate, and the Private Operator shall have the opportunity to cure within a period to be s pecified in the Agreement, or if the Private Operator is diligently proceeding to cure the same and such cure reasonably requires additional time, such additional necessary time, or within such longer or shorter time (cure period) as provided in the Agreem ent. At any time the Private Operator is generally not paying its debts or acknowledges its insolvency, or the County review of financial information indicates the material potential for insolvency, the County may suspend the lease for a period,
and enter, use and operate the premises or engage an operator to operate the premises during the period of suspension.

Non

- Discrimination and Diversity: The lease will contain provisions requiring compliance with all applicable federal and state civil rights leg islation. Moreover, the Private Operator agrees to assist the County in meeting its overall goals for participation by DBE individuals or businesses in connection with services performed and supplies provided by contractors and vendors in the operation of the Airport, and agrees to designate a person on its On

- Airport Staff to oversee compliance with any contract provisions relating to DBE participation that may be required by law.

Disputes: If there is any dispute relating to the lease between the parti es, except for failure to pay the rent for which the County may institute legal proceedings, representatives of the parties shall meet and enter into good faith negotiations aimed at curing the dispute.

Airport Roads: The Private Operator agrees to keep the public roads located on the Airport open, without any charge, toll, etc., for use by the County, its employees, agents, representatives and tenants and the general public during the term of the lease.

Letters of Credit or Performance Bond: The Priva te Operator shall deliver to the County an irrevocable Letter of Credit, or similar performance bond as security for the payment and performance by the Private Operator of the Private Operator's obligations under the Agreement should there be an event of d efault and monetary damages are due the County. In lieu of a Letter of Credit, the Private Operator may with the consent of the County deposit with a Federally Insured Banking Institution in Gwinnett County cash in an amount equal to the

amount of the Let ter of Credit.

Reporting: The Private Operator shall provide the County with Quarterly and Annual Financial Statements and an Annual Report on the state of the Airport.

Audit Rights: Upon adequate written notice, the Private Operator shall permit, du ring ordinary business hours, the examination, copying and audit by the County of all records, books and accounts. If the Private Operator fails to provide records and information in accordance with this Agreement, or if any of such records and information provided are materially inaccurate or fraudulently prepared, then the Private Operator shall pay the reasonable costs and expenses of any audit. The FAA and any other Governmental Authority shall have the right to audit Private Operator’s operations, to e valuate the Private Operator’s internal control system and to engage independent accounting firms to conduct periodic audits including audits of revenues and expenses of the operation of the Airport.RP 039

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EXHIBIT C

GWINNETT COUNTY DEPARTMENT OF FINANCIAL SERV ICES

– PURCHASING DIVISION
GENERAL INSTRUCTIONS FOR PROPOSERS, TERMS AND CONDITIONS

I. PREPARATION OF PROPOSALS

A. Each proposer shall examine the drawings, specifications, schedule and all instructions. Failure to do so
will be at the proposer’s risk.

B. Each pr oposer shall furnish all information required by the proposal form or document. Each proposer shall
sign the proposal and print or type his or her name on the schedule. The person signing the proposal must
initial erasures or other changes. An authorize d agent of the company must sign proposals.

C. Individuals, firms and businesses seeking an award of a Gwinnett County contract may not initiate or
continue any verbal or written communications regarding a solicitation with any County officer, elected

officia l, employee or other County representative without permission of the Purchasing Associate named in

the solicitation between the date of the issuance of the solicitation and the date of the final contract award
by the Board of Commissioners. Violations wil l be reviewed by the Purchasing Director. If determined
that such communication has compromised the competitive process, the offer submitted by the individual,
firm or business may be disqualified from consideration for award.

D. Sample contracts (if pertine nt) are attached. These do NOT have to be filled out with the bid/proposal
submittal, but are contained for informational purposes only. If awarded, the successful proposer(s) will be
required to complete them prior to contract execution.

E. In accordance with the Georgia Illegal Reform and Enforcement Act of 2011, an original signed, notarized
and fully completed Contractor Affidavit and Agreement should be included with your bid/proposal
submittal, if applicable. Failure to provide the Contractor Affidavi t and Agreement with your bid/proposal
submittal may result in bid/proposal being deemed non

- responsive and automatic rejection.

F. Gwinnett County is dedicated to promoting the local economy and contributing to the success of our

businesses and citizens. We are interested in doing business with vendors that have a positive local impact
and support this mission. As outlined in the Proposal Submission Instructions, vendors should submit a

one

- page informational narrative describing their firms’ contributions to the local economy.

II. DELIVERY

A. Each proposer should state time of proposed delivery of goods or services.

B. Words such as “immediate,” “as soon as possible,” etc. shall not be used. The known earliest date or the
minimum number of calendar days required after receipt of order (delivery A.R.O.) shall be stated (if
calendar days are used, include Saturday, Sunday and holidays in the number).

III. EXPLANATION TO PROPOSERS Any explanation desired by a proposer regarding the meaning or interpretation of the request for proposals,
drawings, specifications, etc. must be requested by the question cutoff deadline stated in the solicitation in order for a
reply to reach all proposers before the close of the proposal. Any information given to a prospective pro poser concerning a request for proposal will be furnished to all prospective proposers as an addendum to the invitation if
such information is necessary or if the lack of such information would be prejudicial to uninformed proposers. The
written proposal document supersedes any verbal or written communication between the parties. Receipt of addenda
should be acknowledged in the proposal. It is the proposer’s responsibility to ensure that they have all
applicable addenda prior to proposal submittal. This may be accomplished via contact with the assigned
Procurement Agent prior to proposal submittal.

IV. SUBMISSION OF PROPOSALS

A. Proposals shall be enclosed in a sealed package, addressed to the Gwinnett County Purchasing Office with

the name and address of the proposer, the date and hour of opening, and the request for proposal number on
the face of the package. Telegraphic/faxed proposals will not be considered. Any addenda should be
enclosed in the sealed envelopes as well.

B. ADD/DEDUCT: Add or deduct amounts indicated on the outside of the envelope are allowed and will be
applied to the lump sum amount. Amount shall be clearly stated and should be initialed by an authorized
company representative.RP 039

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C. Samples of items, when required, must be submitted within the time specified and, unless otherwise
specified by the County, at no expense to the County. Unless otherwise specified, samples will be returned
at the proposer’s request and expense if testing does not destroy items.

D. Items offered must meet required spec ifications and must be of a quality that will adequately serve the use
and purpose for which intended.

E. Full identifications of each item proposed, including brand name, model, catalog number, etc. must be
furnished to identify exactly what the proposer is offering. Manufacturer’s literature may be furnished.

F. The proposer must certify that items to be furnished are new and that the quality has not deteriorated so as
to impair its usefulness.

G. Unsigned proposals will not be considered except in cases where pr oposal is enclosed with other documents
that have been signed. The County will determine this.

H. Gwinnett County is exempt from federal excise tax and Georgia sales tax with regard to goods and services
purchased directly by Gwinnett County. Suppliers and contractors are responsible for federal excise tax and
sales tax, including taxes for materials incorporated in county construction projects. Suppliers and
contractors should contact the State of Georgia Sales Tax Division for additional information.

I. Info rmation submitted by a proposer in the proposal process shall be subject to disclosure after proposal
award in accordance with the Georgia Open Records Act. Proprietary information must be identified.
Entire proposals may not be deemed proprietary.

V. WITH DRAWAL OF PROPOSAL DUE TO ERRORS No proposer who is permitted to withdraw a proposal shall, for compensation, supply any material or labor or
perform any subcontract or other work agreement for the person or firm to whom the contract is awarded or

otherwis e benefit, directly or indirectly, from the performance of the project for which the withdrawn proposal was

submitted.

To withdraw a proposal after proposal opening, the supplier has up to forty

- eight (48) hours to notify the Gwinnett
County Purchasing Of fice of an obvious clerical error made in calculation of proposal. Withdrawal of bid bond for
this reason must be done in writing. Suppliers who fail to request withdrawal of proposal by the required forty

- eight
(48) hours shall automatically forfeit bid bond. Bid bond may not be withdrawn otherwise.

Proposal withdrawal is not automatically granted and will be allowed solely at Gwinnett County’s discretion.

VI. TESTING AND INSPECTION Since tests may require several days for completion, the County reserves the right to use a portion of any supplies
before the results of the tests are determined. Cost of inspections and tests of any item that fails to meet the
specifications shall be borne by the proposer.

VII. F.O.B. POINT Unless otherwise stated in the requ est for proposal and any resulting contract, or unless qualified by the proposer,
items shall be shipped F.O.B. Destination. The seller shall retain title for the risk of transportation, including the
filing for loss or damages. The invoice covering the items is not payable until items are delivered and the contract of
carriage has been completed. Unless the F.O.B. clause states otherwise, the seller assumes transportation and related
charges either by payment or allowance.

VIII. PATENT INDEMNITY

The contract or guarantees to hold the County, its agents, officers or employees harmless from liability of any nature
or kind for use of any copyrighted or uncopyrighted composition, secret process, patented or unpatented invention,
articles or appliances furnished or used in the performance of the contract, for which the contractor is not the
patentee, assignee or licensee.

IX. BID BONDS AND PAYMENT AND PERFORMANCE BONDS (IF REQUIRED) A five percent (5%) bid bond, a one hundred percent (100%) performance bond, and a one hundred percent (100%)
payment bond shall be furnished to Gwinnett County for any proposal as required in proposal documents. Failure to
submit appropriate bonding will result in automatic rejection of proposal. Bonding company must be authorized t o do business in Georgia by the Georgia Insurance Commission, listed in the Department of Treasury’s publication of
companies holding certificates of authority as acceptable surety on Federal bonds and as acceptable reinsuring
companies, and have an A.M. B est rating as stated in the insurance requirements of the solicitation.RP 039

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X. DISCOUNTS

A. Time payment discounts will be considered in arriving at net prices and in award of proposal. Offers of
discounts for payment within ten (10) days following the end of the month are preferred.

B. In connection with any discount offered, time will be computed from the date of delivery and acceptance at
destination, or from the date correct invoice or voucher is received, whichever is the later date. Payment is

deemed to be made for the purpose of earning the discount, on the date of the County check.

XI. AWARD

A. Award will be made to the highest scoring responsive and responsible proposer according to the criteria
stated in the proposal documents. The County may make such investigat ions as it deems necessary to
determine the ability of the proposer to perform, and the proposer shall furnish to the County all such
information and data for this purpose as the County may request. The County reserves the right to reject
any proposal if the evidence submitted by, or investigation of, such proposer fails to satisfy the County that
such proposer is properly qualified to carry out the obligations of the contract.

B. The County reserves the right to reject or accept any or all proposals and to w aive technicalities,
informalities and minor irregularities in the proposals received.

C. The County reserves the right to make an award as deemed in its best interest, which may include awarding
a proposal to a single proposer or multiple proposers; or to aw ard the whole proposal, only part of the
proposal, or none of the proposal to single or multiple proposers, based on its sole discretion of its best

interest.

D. In the event scores rounded to the nearest whole number result in a tie score, the award will be based on

lowest cost.

E. In the event that negotiations with the highest ranked firm are unsuccessful the County may then negotiate
with the second ranked firm and so on until a satisfactory agreement has been reached.

XII. DELIVERY FAILURES

Failure of a contract or to deliver within the time specified or within reasonable time as interpreted by the Purchasing
Director, or failure to make replacements of rejected articles/ services when so requested, immediately or as directed
by the Purchasing Director, shall cons titute authority for the Purchasing Director to purchase in the open market
articles/services of comparable grade to replace the articles/services rejected or not delivered. On all such purchases,
the contractor shall reimburse the County within a reasona ble time specified by the Purchasing Director for any
expense incurred in excess of contract prices, or the County shall have the right to deduct such amount from monies
owed the defaulting contractor. Alternatively, the County may penalize the contractor one percent (1%) per day for a
period of up to ten (10) days for each day that delivery or replacement is late. Should public necessity demand it, the
County reserves the right to use or consume articles/services delivered which are substandard in quality , subject to an
adjustment in price to be determined by the Purchasing Director.

XIII. COUNTY FURNISHED PROPERTY The County will furnish no material, labor or facilities unless so provided in the RFP.

XIV. REJECTION OF PROPOSALS Failure to observe any of the instru ctions or conditions in this request for proposal shall constitute grounds for
rejection of proposal.

XV. CONTRACT Each proposal is received with the understanding that the acceptance in writing by the County of the offer to furnish
any or all of the commodit ies or services described therein shall constitute a contract between the proposer and the
County which shall bind the proposer on his part to furnish and deliver the articles quoted at the prices stated in
accordance with the conditions of said accepted p roposal. The County, on its part, may order from such contractor,
except for cause beyond reasonable control, and to pay for, at the agreed prices, all articles specified and delivered.

Upon receipt of a proposal containing a Gwinnett County “Sample Cont ract” as part of the requirements, it is
understood that the proposer has reviewed the documents with the understanding that Gwinnett County requires that
all agreements between the parties must be entered into via these documents. If any exceptions are t aken to any part,
each exception must be stated in detail and submitted as part of the proposal document. If no exceptions are stated,
it is assumed that the proposer fully agrees to the “Sample Contract” in its entirety.RP 039

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When the contractor has performe d in accordance with the provisions of this agreement, Gwinnett County shall pay
to the contractor, within thirty (30) days of receipt of any department approved payment request and based upon
work completed or service provided pursuant to the contract, th e sum so requested, less the retainage stated in this
agreement, if any. In the event that Gwinnett County fails to pay the contractor within sixty (60) days of receipt of a
pay request based upon work completed or service provided pursuant to the contrac t, the County shall pay the
contractor interest at the rate of 1⁄2% per month or pro rata fraction thereof, beginning the sixty

- first (61 st ) day
following receipt of pay requests. The contractor’s acceptance of progress payments or final payment shall relea se all claims for interest on said payment.

XVI. NON

- COLLUSION Proposer declares that the proposal is not made in connection with any other proposer submitting a proposal for the
same commodity or commodities, and that the proposal is bona fide and is in all r espects fair and without collusion
or fraud. Each proposer, if included in proposal documents, shall execute an affidavit of non

- collusion. Collusion
and fraud in bid preparation shall be reported to the State of Georgia Attorney General and the United S tates Justice
Department.

XVII. DEFAULT The contract may be canceled or annulled by the Purchasing Director in whole or in part by written notice of default
to the contractor upon non

- performance or violation of contract terms. An award may be made to the next highest
rated responsive and responsible proposer, or articles specified may be purchased on the open market similar to
those so terminated. In either event, the defaulting contractor (or his surety) shall be liable to the County for costs to
the County in excess of the defaulted contract prices; provided, however, that the contractor shall continue the
performance of this contract to the extent not terminated under the provisions of this clause. Failure of the contractor

to deliver materials or services within the time stipulated on his proposal, unless extended in writing by the
Purchasing Director, shall constitute contract default.

XVIII. TERMINATION FOR CAUSE The County may terminate this agreement for cause upon ten days prior written notice to the contra ctor of the
contractor’s default in the performance of any term of this agreement. Such termination shall be without prejudice to
any of the County’s rights or remedies by law.

XIX. TERMINATION FOR CONVENIENCE The County may terminate this agreement for its c onvenience at any time upon 30 days written notice to the

contractor. In the event of the County’s termination of this agreement for convenience, the contractor will be paid
for those services actually performed. Partially completed performance of the ag reement will be compensated
based upon a signed statement of completion to be submitted by the contractor, which shall itemize each element of
performance.

XX. DISPUTES Except as otherwise provided in the contract documents, any dispute concerning a questio n of fact arising under the
contract which is not disposed of shall be decided after a hearing by the Purchasing Director who shall reduce his/her
decision to writing and mail or otherwise furnish a copy thereof to the contractor. The decision of the Purc hasing
Director shall be final and binding; however, the contractor shall have the right to appeal said decision to a court of
competent jurisdiction.

XXI. SUBSTITUTIONS: Proposers offering and quoting on substitutions or who are deviating from the attached sp ecifications shall list such
deviations on a separate sheet to be submitted with their proposal. The absence of such a substitution list shall
indicate that the proposer has taken no exception to the specifications contained therein.

XXII. INELIGIBLE PROPOSERS The County may choose not to accept the proposal of one who is in default on the payment of taxes, licenses or other

monies owed to the County. Failure to respond three (3) consecutive times for any given commodity may result in

removal from the list un der that commodity.

XXIII. OCCUPATION TAX CERTIFICATE Each successful proposer shall provide evidence of a valid Gwinnett County occupation tax certificate if the
proposer maintains an office within the unincorporated area of Gwinnett County. Incorporated, ou t of County andRP 039

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out of State proposers are required to provide evidence of a certificate to do business in any town, County or
municipality in the State of Georgia, or as otherwise required by County ordinance or resolution.

XXIV. PURCHASING POLICY AND REVIEW C OMMITTEE: The Purchasing Policy and Review Committee has been established to review purchasing procedures and make
recommendations for changes; resolve problems regarding the purchasing process; make recommendations for

standardization of commodities, sche dule buying, qualified products list, annual contracts, supplier performance
(Ineligible Source List) and other problems or requirements related to Purchasing. The Purchasing Policy and
Review Committee have authority to place suppliers and contractors on the Ineligible Source List for reasons listed
in the Gwinnett County Purchasing Ordinance.

XXV. AMERICANS WITH DISABILITIES ACT: All contractors for Gwinnett County are required to comply with all applicable sections of the Americans with
Disabilities Act (AD A) as an equal opportunity employer. In compliance with the Americans with Disabilities Act
(ADA), Gwinnett County provides reasonable accommodations to permit a qualified applicant with a disability to
enjoy the privileges of employment equal to those em ployees without disabilities. Disabled individuals must satisfy
job requirements for education background, employment experience, and must be able to perform those tasks that are
essential to the job with or without reasonable accommodations. Any request s for reasonable accommodations
required by individuals to fully participate in any open meeting, program or activity of Gwinnett County should be
directed to Michael Plonowski, Human Relations Coordinator, 75 Langley Drive, Lawrenceville, Georgia 30046,

7 70

- 822

- 8015.

XXVI. ALTERATIONS OF SOLICITATION AND ASSOCIATED DOCUMENTS: Alterations of County documents are strictly prohibited and will result in automatic disqualification of the firm’s
solicitation response. If there are “exceptions” or comments to any of the solicitation requirements or other
language, then the firm may make notes to those areas, but may not materially alter any document language.

XXVII. TAX LIABILITY: Local and state governmental entities must notify contractors of their use tax liability on pu blic works projects.
Under Georgia law, private contractors are responsible for paying a use tax equal to the sales tax rate on material and
equipment purchased under a governmental exemption that is incorporated into a government construction project:

e xcluding material and equipment provided for the installation, repair, or expansion of a public water, gas or sewer
system when the property is installed for general distribution purposes. To the extent the tangible personal property

maintains its charact er (for example the installation of a kitchen stove), it remains tax

- exempt. However, if the
installation incorporates the tangible personal property into realty, e.g., the installation of sheetrock, it becomes
taxable to the private contractor.See O.C.G. A. 48

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- 3(2) and O.C.G.A. 48

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XXVIII. STATE LAW REGARDING WORKER VERIFICATION State Law requires that all who enter into a contract for the physical performance of services with the County or any
other performance of labor for the County must s atisfy the Illegal Immigration Reform and Enforcement Act of

2011, in all manner, and such are conditions of the contract.

By submitting a proposal to the County, contractor agrees that, in the event the contractor employs or contracts with
any subcontr actor(s) in connection with the covered contract, the contractor will secure from the subcontractor(s)
such subcontractor(s’) indication of the employee

- number category applicable to the subcontractor, as well as
attestation(s) from such subcontractor(s) t hat they are in compliance with the Illegal Immigration Reform and
Enforcement Act of 2011. Original signed, notarized Subcontractor Affidavits and Agreements must be submitted to
the County.

The Purchasing Division Director with the assistance of the Per formance Analysis Division shall be authorized to
conduct random audits of a contractor’s or subcontractors’ compliance with the Illegal Immigration Reform and

Enforcement Act of 2011 and the rules and regulations of the Georgia Department of Labor. The c ontractor and
subcontractors shall retain all documents and records of its compliance for a period of three (3) years following
completion of the contract. This requirement shall apply to all contracts for the physical performance of services or
for the p erformance of labor where any persons are employed on the County contract.RP 039

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Whenever it appears that a contractor’s or subcontractor’s records are not sufficient to verify the work eligibility of
any individual in the employ of such contractor or subcontra ctor, the Purchasing Director shall report same to the
Department of Homeland Security.

A contractor’s failure to participate in the federal work authorization program as defined by the Illegal Immigration

Reform and Enforcement Act of 2011 shall be san ctioned by termination of the contract. If it is determined that a
subcontractor is not participating in the federal work authorization program as defined by the Illegal Immigration

Reform and Enforcement Act of 2011 , Gwinnett County may direct the contrac tor to terminate that subcontractor. A
contractor’s failure to follow Gwinnett County’s instruction to terminate a subcontractor that is not participating in
the federal work authorization program as defined by the Illegal Immigration Reform and Enforcemen t Act of 2011
may be sanctioned by termination of the contract.

XXIX. SOLID WASTE ORDINANCE No individual, partnership, corporation or other entity shall engage in solid waste handling except in such a manner
as to conform to and comply with the current G winnett County Solid Waste Ordinance and all other applicable local,
state and federal legislation, rules, regulation and orders.

XXX. GENERAL CONTRACTORS LICENSE Effective July 1, 2008: All General Contractors must have a current valid license from t he State Licensing Board for
Residential and General Contractors, unless specifically exempted from holding such license pursuant to Georgia law
(O.C.G.A. Section 43

- 41

- 17).

XXXI. INDEMNIFICATION To the fullest extent permitted by law, the Contractor s hall, at his sole cost and expense, indemnify, defend, satisfy
all judgments, and hold harmless the County, the engineer, and their agents and employees from and against all
claims, damages, actions, judgments, costs, penalties, liabilities, losses and exp enses, including, but not limited to,
attorney's fees arising out of or resulting from the performance of the work, provided that any such claim, damage,
action, judgment, cost, penalty, liability, loss or expense (1) is attributable to bodily injury, sic kness, disease, or
death, or to injury to or destruction of tangible property (other than the work itself) including the loss of use resulting
therefrom, and (2) is caused in whole or in part by any act or omission of the Contractor, any subcontractor, any one directly or indirectly employed by any of them or anyone for whose acts any of them may be liable, regardless
whether such claim is caused in part by a party indemnified hereunder. Such obligation shall not be construed to
negate, abridge or otherwise reduce any of the rights or obligations of indemnity which would otherwise exist as to
any party or person described in this agreement. In any and all claims against the County, the engineer, or any of
their agents or employees by any employee of the Con tractor, any subcontractor, anyone directly or indirectly
employed by any of them, or anyone for whose acts any of them may be liable, the indemnification obligation
contained herein shall not be limited in any way by any limitation on the amount or type o f damages, compensation,
or benefits payable by or for the Contractor or any subcontractor under Worker's Compensation Acts, disability
benefit acts, or other employee benefit acts.

XXXII. CODE OF ETHICS: “Proposer/Bidder” shall disclose under oath the name of a ll elected officials whom it employs or who have a direct
or indirect pecuniary interest in the business entity, its affiliates, or its subcontractors. The “Proposer/Bidder” shall
execute a Code of Ethics affidavit. Failure to submit the affidavit during t he bid or proposal process shall render the
bid or proposal non

- responsive.

The act of submitting false information or omitting material information shall be referred to the Purchasing Policy &
Review Committee for action pursuant to the Purchasing Ordina nce or to the District Attorney for possible criminal
prosecution.

Any business entity holding a contract with Gwinnett County that subsequent to execution of the contract or issuance
of the purchase order employs, subcontracts with, or transfers a direc t or indirect pecuniary interest in the business
entity to an elected official shall within five (5) days disclose such fact in writing under oath to the Clerk of the
Board of Commissioners. Failure to comply shall be referred to the Purchasing Policy & Re view Committee for
action pursuant to the Purchasing Ordinance or to the District Attorney for possible criminal prosecution.

Note: See Gwinnett County Code of Ethics Ordinance EO2011, Sec. 60

- 33. The ordinance will be available to view
in its entirety at www.gwinnettcounty.comRP 039

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DIRECTIONS TO GJAC BUILDING FROM I

- 85

Take I

- 85 north to Georgia Highway 316 (Lawrenceville/Athens exit). Exit Highway 120 (Lawrenceville/Duluth exit) and
turn right. At sixth tra ffic light, turn right onto Langley Drive. Cross Highway 29 through the traffic light to the 4

- way stop sign. The public parking lot is on the left. The Purchasing Division is located in the Administrative Wing

- 2 ND Floor.RP 039

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FAILURE TO RETURN THIS PAGE MAY RESULT IN REMOVAL OF YOUR COMPANY FROM

COMMODITY LISTING.

Buyer Initials: SM

IF YOU DESIRE TO SUBMIT A "NO BID" IN RESPONSE TO THIS PACKAGE, PLEASE INDICATE

B Y CHECKING ONE OR MORE OF THE REASONS LISTED BELOW AND EXPLAIN.

Do not offer this product or service; remove us from your bidder's list for this item only.

Specifications too "tight"; geared toward one brand or manufacturer only.

Speci fications are unclear.

Unable to meet specifications

Unable to meet bond requirements

Unable to meet insurance requirements

Our schedule would not permit us to perform.

Insufficient time to respond.

Other

COMPANY NAME

AUTHORIZED REPRESENTATIVE

SIGNATURE