Development of Private/Corporate Hangar Building(s) at the Gwinnett County Airport Central Basing Area

RP030-22 Page 1 July 27, 2022 REQUEST FOR PROPOSAL RP030-22 The Gwinnett County Board of Commissioners is soliciting competitive sealed proposals from qualified firms for the Development of Private/Corporate Hangar Building(s) at the Gwinnett County Airport Central Basing Area 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 August 31, 2022 at the Gwinnett County Financial Services - Purchasing Division – 2nd 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 at 3:00 P.M. A list of firms submitting proposals will be available the following business day on our website

target="_blank">www.gwinnettcounty.com. A pre-proposal conference is scheduled for 10:30 A.M. on August 11, 2022 at the Gwinnett County Airport, 600 Briscoe Blvd, Lawrenceville, GA 30046. All vendors are strongly encouraged to attend. Questions regarding proposals should be directed to Lindsey Gravitt, lindsey.gravitt@gwinnettcounty.com, Purchasing Associate II, no later than August 15, 2022 by 10:00 a.m. Proposals are legal and binding upon the bidder when submitted. One unbound original, six (6) bound copies and one (1) pdf electronic thumb drive of the proposal should be submitted. Successful firm will be required to meet insurance requirements. The Insurance Company should be authorized to do business in Georgia by the Georgia Insurance Department and must have an A.M. Best rating of A-6 or higher and must submit any bonds required as a result of contract negotiations. Gwinnett County does not discriminate on the basis of disability 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 the ADA Coordinator at the Gwinnett County Justice and Administration Center, 770-822-8165. The written proposal documents supersede any verbal or written prior communications between the parties. Selection criteria are outlined in the request for proposal documents. Gwinnett County reserves the right to reject any or all proposals to waive technicalities, and to make an award deemed in its best interest. Award notification will be posted after award on the County website, www.gwinnettcounty.com and companies submitting a proposal will be notified via email. We look forward to your proposal and appreciate your interest in Gwinnett County. Sincerely, Lindsey Gravitt Purchasing Associate II http://www.gwinnettcounty.com/ mailto:lindsey.gravitt@gwinnettcounty.com http://www.gwinnettcounty.com/ RP030-22 Page 2 REQUEST FOR PROPOSALS (RFP) Development of Private/Corporate Hangar Building(s) at the Gwinnett County Airport Central Basing Area SECTION I – INSTRUCTIONS 1. DESCRIPTION – STATEMENT OF NEED: 1.1 Gwinnett County (“County”) and the Gwinnett County Airport Authority (“Authority”) invite responses to this Request for Proposals (RFP) from qualified firms (“Respondents”) desiring to finance, build, manage, and operate an aircraft hangar facility at Gwinnett County Airport – Briscoe Field (“Airport” or “LZU”). The airport is offering an approximately 11 acre parcel of land, that can be sub-divided, to be leased and developed in accordance with the Proposed Airport Lease Agreement (“Lease”) appearing in Exhibit A – Sample Lease, and all other provisions of this RFP. 1.2 In addition to the Lease and the provisions of the RFP, proposers will also need to meet the responsibilities described below which include but are not limited to: A. Adherence to the Airport’s Minimum Standards (Exhibit B) B. Adherence to the Airport’s Master Plan (Exhibit C) C. Adherence to the Airport’s Architectural Standards (Exhibit D) D. Adherence to the Federal Aviation Administration’s (FAA’s) standards for aviation use (e.g., residential, and non-aviation related retail development is prohibited), and the FAA’s Policy on Non-Aeronautical Use of Airport Hangars https://www.govinfo.gov/content/pkg/FR-2016-06-15/pdf/2016-14133.pdf 1.3 The County and Authority will not pay for the preparation of any information submitted by a Respondent or for the County’s and/or Authority’s use of that information. 2. SCHEDULE OF EVENTS: Public Posting of RFP July 27, 2022 Pre-Proposal Conference In person at 600 Briscoe Blvd., Lawrenceville, GA 30046 OR Virtually via WebEx. Please see below for access information. 10:30 a.m. (EDT) August 11, 2022 Site Tour Immediately Following the Pre- Proposal Conference. Site Tour Address 600 Briscoe Blvd. Lawrenceville, GA 30046 Written Questions Due Date 10:00 a.m. (EDT) August 15, 2022 RFP Due Date August 31, 2022 The County and/or Authority reserves the right to change dates and/or locations as necessary. 3. PRE-PROPOSAL MEETING: A Pre-Proposal Meeting will be held in person at 600 Briscoe Blvd., Lawrenceville, GA 30046 and virtually via WebEx on the date and time listed above in Section 2 – Schedule of Events. https://www.govinfo.gov/content/pkg/FR-2016-06-15/pdf/2016-14133.pdf RP030-22 Page 3 The meeting number and password for the Pre-Proposal Meeting are: Meeting number (access code): 2341 261 5626 Meeting password: MqW4aGQce42 To join the meeting, you may visit www.webex.com At the top right of the page will be a tab Join a Meeting. Click on the Join a Meeting tab. Enter the meeting number. You will then be asked to enter the meeting password. You can also call into the meeting by dialing 1-408-418-9388 Meeting number (access code) is: 2341 261 5626 You can also gain access via: https://gwinnettgov.webex.com/gwinnettgov/j.php?MTID=m2217e8486e7d789d1af5a0b30885d 02e To request a reasonable accommodation or an alternative format for the pre-proposal meeting or the site tour (see below), please contact the County’s ADA coordinator, Mr. Matthew Eason, 75 Langley Drive, Lawrenceville, GA 30046 at 770.822.8165 or at matthew.eason@gwinnettcounty.com no later than seven (7) working days prior to the meeting and/or site tour. Attendance at the pre-proposal meeting or site tour (see below) is not required to submit a proposal. 4. SITE TOUR: In addition to the Pre-Proposal Meeting, a site tour of the area will be offered immediately following the Pre-Proposal Meeting for in person attendees. Questions will not be taken during the site tour. The site tour is an opportunity for Respondents to see the site in person, and to develop any questions that can then be submitted in writing to the Purchasing Representative. 5. INQUIRIES: All questions that arise relating to this RFP should be directed in writing via e-mail or U.S. Mail to the Purchasing Representative: Ms. Lindsey Gravitt, Purchasing Associate II 75 Langley Drive, 2nd Floor Lawrenceville, GA 30046 lindsey.gravitt@gwinnettcounty.com All questions must be received by the due date indicated in Section 2. No informal contact initiated by Respondents on the proposed service will be allowed with members of the County or Airport Authority from the distribution of this RFP until after the closing date and time for the submission of responses. All questions concerning the RFP, or issues related to this RFP must be presented in writing to the Purchasing Representative. http://www.webex.com/ https://gwinnettgov.webex.com/gwinnettgov/j.php?MTID=m2217e8486e7d789d1af5a0b30885d02e https://gwinnettgov.webex.com/gwinnettgov/j.php?MTID=m2217e8486e7d789d1af5a0b30885d02e mailto:matthew.eason@gwinnettcounty.com mailto:lindsey.gravitt@gwinnettcounty.com RP030-22 Page 4 The Purchasing Representative will answer written inquiries in an addendum and publish any addendums on the Purchasing Webpage to ensure all parties have the same information available to them. 6. PUBLIC RECORD: All responses submitted in response to this RFP will become the property of Gwinnett County. All information submitted in response to this RFP will be kept confidential until final award or other public action by the Gwinnett County Board of Commissioners in accordance with the Georgia Open Records Act. By submitting a proposal, Respondent acknowledges that all hard copy and electronic documents, correspondence, and audio recordings will become part of the files subject to open records requests in accordance with the Georgia Open Records Act. 7. RESPONDENT EXPERIENCE: The County and Authority encourage interested parties with a record of accomplishment in financing, building, managing, and operating an aircraft hangar facility to respond to this RFP. 8. GENERAL INFORMATION: A. Disclaimer: There is no warranty or representation as to the accuracy of the information included in this RFP. Any site plans depicted herein are illustrative and include approximations which are subject to change. It is the responsibility of the Respondent to visit the site during the timeframe specified in the notice for information. B. This RFP, submissions from Respondents to this RFP, and any relationship between the County/Authority and Respondent arising from or connected or related to this RFP, are subject to the specific limitations and representations expressed below, as well as the terms contained elsewhere in this RFP. By participating in the selection process, Respondents are deemed to accept and agree to these conditions. By submitting a response to this RFP, the entity acknowledges and accepts Gwinnett County’s rights as set forth in the RFP. C. County/Authority reserves the right, in its sole discretion, without liability, to qualify or reject any or all of the RFP responses. This RFP shall not be construed in any manner to create an obligation on the part of the County/Authority to enter into any agreement, nor to implement any of the actions contemplated herein, nor to serve as a basis for any claim whatsoever for reimbursement of costs for efforts expended in preparing a response to the RFP or participating in the selection process. D. County/Authority reserves the right in its sole discretion to hold discussions with, to obtain information from, to request presentations from, and to conduct negotiations with, any or all Respondents that County/Authority deems appropriate. County/Authority reserves the right, as it deems its interests may require in its sole discretion, to accept or reject any or all submissions, to waive any informality, informalities or nonconformity in the submissions received, and to accept or reject any or all items in a submission. E. Failure to respond to any of the items required by the RFP could result in a Respondent’s RFP response being rejected. In all events, County/Authority shall not be liable for any costs associated with the preparation, clarification, or negotiation of responses submitted to this RFP. F. A response to this RFP is not an offer to enter into an agreement with any party and cannot be accepted to form a binding contract. This document is not an offer to enter into an RP030-22 Page 5 agreement with any party. No agreements or understandings between County/Authority and the selected Respondent(s) shall be binding until after Gwinnett’s Board of Commissioners, in a public meeting, has authorized binding documents that will be executed by all appropriate parties. County/Authority reserves the right to reject any and all submittals and to waive any immaterial defects and irregularities in proposals at any time in its sole discretion. G. County/Authority will not reimburse any party for costs incurred in responding to this RFP, including the development of architectural or planning documents or drawings. SECTION II – SCOPE OF PROPOSALS 1. INTRODUCTION: Gwinnett County owns and operates LZU and is requesting proposals from qualified Respondents to finance, build, manage, and operate an aircraft hangar facility. 2. BACKGROUND: Gwinnett County is a cosmopolitan community in the northeast metropolitan Atlanta area that is home to a vibrant, diverse blend of people and places. It is the second most populous county in Georgia and has been one of the fastest growing counties in the United States for several decades. LZU is a general aviation reliever airport for Hartsfield-Jackson International Airport (ATL). It is categorized by the FAA as an airport of regional significance and is the third busiest airport in Georgia based on number of operations, trailing only Atlanta (ATL) and DeKalb Peachtree (PDK) airports. The airport is located on approximately 500 acres northeast of the city of Lawrenceville adjacent to Georgia State Route 316. The airport has a single 6,000-foot long by 100-foot-wide grooved asphalt runway with a dual wheel landing capacity of 120,000 lbs. Runway 25 has a full Instrument Landing System (ILS). The airport has an Air Traffic Control Tower that is in operation from 7:00 a.m. to 9:00 p.m. year-round. Airport operation counts and fuel flowage numbers for the past five (5) years are contained in Exhibit E to this RFP. 3. SITE DESCRIPTION: The area available for lease is an approximately 11-acre parcel (approx. 481,172 sq. ft.) that can be subdivided for multiple hangar sites. The site is located on the North side of the airfield and has access to Taxiway Zulu via an in-place stub taxi-lane. The site also contains an existing shared central ramp area, and a stubbed in vehicle access road (See Figure 1 and Figure 2). Electric, water, phone/internet, and sewer are located up to the site (Respondent is responsible to verify location of required utilities). In addition, storm water detention for the site has already been constructed. It is the intent of the airport to have the site developed in a horse-shoe shaped manner with hangar development bounding the central ramp area to the west, north, and east. Up to nine (9) 100 ft X 100 ft hangars can be constructed on the site. Any development that does not occupy the entire 11 acres must provide for sharing the central ramp area and taxi-lane with additional hangar tenants. It is the intent of the County/Authority to place multiple hangars on the site if any single development is not large enough to occupy the entire site. RP030-22 Page 6 FIGURE 1 RP030-22 Page 7 FIGURE 2 The height of any proposed developments on these parcels will be restricted by Federal Aviation Administration (FAA) airspace-related restrictions. It is up to the Respondent to do their due diligence on the requirements. The development area is offered “as is” and in its present condition. The County and Authority make no warranties regarding the condition of the parcel(s) including, but not limited to, its soil condition or existing utilities. RP030-22 Page 8 4. DESIGN CRITERIA The County/Authority will not limit proposals to a specific building layout and will consider layouts or configurations that may suit the Respondent’s requirements, so long as any layout makes efficient use of the available parcel and allows for additional development (if the entire parcel is not utilized). Hangar configurations may include corporate hangar(s) (minimum 10,000 sq. ft.), or multi-bay box hangars (minimum bay of 60 ft. X 60 ft.) or a combination thereto. T- hangars are NOT a permitted use. Hangar building(s) shall be a modern, fully enclosed, high quality, steel building(s) equipped with individual or common restrooms, interior and exterior lighting, electrical services and other amenities as required. Additional building space not allocated for aircraft storage, such as office, restrooms, or waiting areas, shall be determined by and at the discretion of the Respondent. These spaces are not included as a part of the minimum sq. ft. as referenced in the paragraph above. The successful Respondent shall construct sufficient ramp (in addition to the existing common ramp area) to accommodate their aircraft. This ramp must adhere to the design standards contained in the most current version of FAA Advisory Circular 150/5300-13B Airport Design. Pavement design weight bearing capacity shall equal that of the largest aircraft able to occupy the proposed hangar, but not greater than 120,000 lbs. dual landing gear. The successful Respondent shall construct an access driveway and/or deceleration lane (as required by Gwinnett Department of Transportation and/or County) and electronic security gate for personal vehicles to access the facility. Any deceleration lane or addition to the roadway outside of the airport fence is not a portion of the lease and shall be maintained in accordance with any agreement between the Respondent and the County/Gwinnett DOT. During construction and upon completion, the project shall insure integrity of the airport security fence and boundary to prevent unauthorized persons from entering the aircraft operation area. The hangar building(s) shall conform to the Gwinnett County Airport Architectural Standards and shall be painted in color palette acceptable to the Respondent and County/Authority. The hangar building(s) shall conform to the latest standards for aircraft hangars as established by the National Fire Protection Association. The successful Respondent shall construct paved auto parking as required by zoning or County building code requirements. The successful Respondent must submit a Federal Aviation Administration (FAA) Form 7460 and receive a Determination of No Hazard from the FAA PRIOR TO BEGINNING ANY CONSTRUCTION ACTIVITIES. This requirement is to ensure the construction does not create an obstruction to air navigation, operationally impact the airport, or cause interference with any radio navigation aids. 5. PERMITTED USES The lease shall permit the successful Respondent to use the leased premises solely for the construction and operation of an aircraft hangar facility. The successful Respondent may use the leased premises for the purpose of managing, storing, maintaining (limited to preventative maintenance as defined by the FAA), and operating the Respondent’s own aircraft and/or other aircraft. Stored aircraft shall be airworthy and comply with the FAA’s Policy on Non-Aeronautical RP030-22 Page 9 Use of Airport Hangars. The successful Respondent may use the facility for general office purposes related to aircraft operations. The successful Respondent may sublease use of the hangar(s) to third parties for aviation related purposes. Any sublease, sale, or transfer of the Lease will require written approval by the County and Authority. The successful Respondent shall be responsible for and shall pay for maintenance and repair of land, structure, utilities, and facilities located upon the premises during the term of the subject Lease. The successful Respondent shall be responsible for all grass cutting, landscaping, and routine cleaning of the lease premises. 6. IMPROVEMENTS TO BE CONSTRUCTED BY SELECTED RESPONDENT: The selected Respondent will finance, design, and construct all required utility extensions including, but not limited to, water, sanitary sewer, telephone, and electric power at no cost to the County/Authority. The selected Respondent shall be responsible for constructing improvements in accordance with plans and specifications prepared by a professional architect and/or engineering firm, which shall be reviewed and approved by the airport administration, Gwinnett County Airport Authority’s Lease Committee (Lease Committee), and all appropriate building plan review agencies (e.g., Gwinnett County Planning and Development, Gwinnett County Fire Marshall, etc.). Construction of the hangar facility shall begin within 120 days of receiving approval of the site plan from the airport administration, Lease Committee, and appropriate plan review agencies. The hangar facility shall be complete and available for occupancy no later than eighteen (18) months from the date of approval from the airport administration, Lease Committee, and appropriate plan review agencies. If a delay is expected in any of these deadlines due to supply chain issues, or similar issues outside of the selected Respondent’s control, a mutually agreeable date can be negotiated based on sufficient evidence of the supply chain or other similar issues. The selected Respondent shall furnish the County, prior to start of work, a Performance Bond for 100% of the total construction cost, to guarantee completion of the approved construction. A fuel farm or other permanent fueling facility will NOT be considered on this site. Several different finish types for executive offices and hangar space and aircraft storage hangars are specified in the Airport Architectural Standards (Exhibit D). While any of the finishes specified would be acceptable, it is the desire of the County to have a single finish used in all of the hangars constructed at the site. Uniformity of building design is a key goal for the County/Authority. If more than one Respondent submits a successful proposal, the same finish may be required from all Respondents to ensure uniformity of building design. 7. LEASE TERMS: The Lease is offered as a 25-year term. Up to three (3) additional 5-year renewals may be added to the lease term for a maximum term of 40 years. Any additional 5-year renewal, above the initial 25-year term, must be justified based on the improvements being made to the site or other investments being made that will benefit the airport and County/Authority to justify the additional term. RP030-22 Page 10 40 years is the maximum lease term, and no further extensions will be provided beyond 40 years. At the conclusion of the lease term, the leasehold and ALL improvements shall revert to County ownership. The minimum rent offer accepted is $0.50 per square foot per year and shall apply to the actual leasehold. The lease rate will include a Consumer Price Index increase every three (3) years, and every five (5) years there will be a provision to have the rent set by a Market Rent Analysis. The actual leasehold shall be determined from the successful Respondent’s approved site plan and shall include all exclusive use space necessary to operate the facility. The leasehold parcel shall include the following: a. hangar building(s) b. automobile parking areas c. landscaped areas, buffers, and or setbacks d. any exclusive use aircraft parking aprons e. any other exclusive use areas that may be required/desired The successful Respondent shall be responsible for and shall pay for all maintenance and repair of the land, structures, utilities, and facilities located upon the leasehold during the term of the Lease. The successful Respondent shall be responsible for all grass cutting, landscaping, trash removal, and routine cleaning of the lease premises. The Tenant shall be responsible for all taxes and assessments to the site. Proposer must meet the insurance requirements set forth in the Lease document. Insurance requirements may vary depending on the type of activity proposed/value of aircraft being stored. The successful Respondent will be required to certify that the hangar will serve as the Primary Home Base (as that term is defined by O.C.G.A. Section 48-5-16(e)) for all aircraft parked in the hangar and to provide an explanation as to any aircraft for which such a certification cannot be made. 8. EVALUATION CRITERIA The selection committee will consist of representatives from Gwinnett County, the Gwinnett Airport Authority and one (1) independent evaluator designated by the County's Purchasing Division. The proposals will be evaluated to select the Respondent that rates highest according to the criteria listed in this document. The County will evaluate all proposals based on the first six criteria; then, if necessary, may invite several of the highest scoring firms for interviews and presentations. If interviews/presentations are necessary, the number of firms invited will be at the discretion of the selection committee. If interviews are necessary, the dates and nature of the interview requirements will then be relayed to the invited firms. The interviews and presentations will be conducted, and the selection committee will tabulate the results of the interviews with the previous scoring. The highest scoring company/companies will be determined, and the selection committee will make a recommendation of award to the Purchasing Division. RP030-22 Page 11 It is the intent of the County/Authority to place hangars on the entire site. If several proposals are submitted for less than the total area, it is possible that multiple awards will be made, to utilize the entire leasable area. Gwinnett County reserves the right to negotiate price, scope, and schedule with the highest scoring firm(s). If for any reason a recommended firm cannot execute the contract, the County may select a firm with the next highest scoring proposal, etc. until an agreement is reached, and a contract is executed. Upon the County's award of the contract, the County will present an agreement for execution to the selected Company. If execution of this agreement with the selected Company is unsuccessful, the County will negotiate with the next highest ranked Company and so on until satisfactory agreement has been reached. Proposal Evaluation Criteria Proposals will be evaluated based on the following criteria: Criteria Points Terms of Lease 20 Qualifications of the Company and business approach 15 Rent and Financial Benefits to the County 25 Site improvements 35 References 5 PROPOSAL TOTAL POINTS 100 Points Interview (If applicable) 25 Maximum Total Points 125 Points 9. CONTRACT AWARD INFORMATION If the selected Proposer(s) refuses or fails to enter contract negotiations within five (5) days after notification, then Gwinnett County may award the contract to the next highest scoring individual or company. Gwinnett County reserves the right to negotiate with whichever Proposer(s) that it deems to best meet the needs of Gwinnett County. Gwinnett County will notify all Proposers of award. The award, if made, is expected to be made within 90 days from the due date of the proposals. The period of time specified above, within which award of contract may be made, is subject to extension by agreement between Gwinnett County, the concerned Proposer, and the Proposer's surety, if applicable. Gwinnett County will make no guarantees to any Proposer until such time as the Gwinnett County Board of Commissioners approves the negotiated contract. RP030-22 Page 12 10. EVALUATION CRITERIA 1) Terms of Lease: The term of the lease will be for twenty-five (25) years. Options to extend the lease beyond 25 years, for up to three (3) 5-year renewal terms, may be considered if site improvements and other investments justify them. If a proposal requests a term greater than 25 years, Proposers should specifically identify the site improvements, investments, and reasons the term should be extended. This justification should be provided in a narrative or other format to clearly indicate the reasons for an extended term. Proposals asking for a term longer than 25 years but not providing justification for the additional term may be scored lower in this category than proposals providing justification. Forty (40) years is the maximum lease term. No term greater than 40 years will be considered. All improvements made during the term of the lease will revert to County ownership upon termination of the lease. Therefore, proposals with shorter proposed terms may be scored higher in this category than proposals with longer terms. Respondents are encouraged to utilize the ‘Summary Schedule’ included in this document to provide a summary of proposed terms to aid in proposal evaluation. Additional sheets may be added to the schedule provided in order to allow for adequate explanation for proposals seeking additional term lengths, rent abatements, etc. Respondents may also place this explanation in their proposal documents and indicate page numbers where explanations are contained on the summary schedule. 2) Qualifications of Company and Business Approach: The County is seeking a qualified individual or company to finance, build, manage, and operate an aircraft hangar facility at Gwinnett County Airport – Briscoe Field. Each proposer must be able to prove their ability to finance, build, manage and operate an aircraft hangar facility. Financial ability, previous experience managing or constructing aviation facilities and/or businesses, and company officials involved in the management or construction, including each individual’s experience in aviation, will all be considered during the proposal evaluation. Each proposal must contain adequate financial information to assure the County that proposed site improvements/construction can be completed. This should include sources of funding. Each proposer should also provide a narrative or other sources of information to demonstrate that they understand the Gwinnett County Standard and provide an explanation as to how their facility will meet that Standard. 3) Rent and Financial Benefits to the County: Monthly rent should be indicated on the attached Proposal Fee Schedule. Minimum base rent is set at $0.50 per square foot per year. In addition, the rent will be adjusted at the end of the first three-year period of the term, and every three years thereafter, based on the Consumer Price Index (CPI). The rental rate will also be adjusted every 5 years based on a Market Rent Analysis. $0.50 per square foot per year is the minimum base rent. Proposals providing the greatest amount of rent to the County may be scored higher in this category than proposals offering the RP030-22 Page 13 minimum base rent. In addition to rent, the successful Respondent will be required to certify that the hangar will serve as the Primary Home Base (as that term is defined by O.C.G.A. Section 48-5-16(e)) for all aircraft parked in the hangar and to provide an explanation as to any aircraft for which such a certification cannot be made. Proposals to park higher value aircraft in the hangar(s), or a larger number of aircraft, may be scored higher in this category than proposals with lower value aircraft or fewer aircraft. An estimated value of aircraft to be parked in the hangar(s) should be provided in the proposal. 4) Site Improvements: Respondent acknowledges that they are leasing the area in an “as-is” condition and that all improvements, utilities, etc., will require installation/completion solely at the cost of the proposer. Proposals should include an approximate project cost based on the proposed construction. Respondents should provide a layout plan showing the proposed construction in relation to the layout of the parcel. Respondents are also encouraged to provide drawings or graphical depictions of proposed construction to help reviewers visualize the proposed construction. The proposal containing the most site improvements with the least amount of modified Lease terms may be scored higher in this category than a proposal with less improvements but more requested Lease modifications. 5) References: Both personal and professional references may be provided. References should be able to provide information on financial ability of proposer to complete proposed site improvements, information on ability of proposer to successfully manage an aviation construction project, and information on proposer’s previous experience in aviation and operating a business and/or hangar on an airport. A minimum of 3 references should be provided. RP030-22 Page 14 FAILURE TO RETURN THIS PAGE AS PART OF YOUR l PROPOSAL DOCUMENT MAY RESULT IN REJECTION OF PROPOSAL. FIRM INFORMATION The undersigned acknowledges receipt of the following addenda, listed by number and date appearing on each: Addendum No. # Date Certification Of Non-Collusion in Proposal Preparation (Signature) (Date) In compliance with the attached specifications, the undersigned acknowledges all requirements outlined in the "Instructions to Proposers" and all documents referred to therein, if this proposal is accepted by the Board of Commissioners within one hundred and twenty (120) days of the date of proposal opening, to negotiate an agreement for any or all of the items proposed, within the timeline specified in the proposal submittal. Legal Business Name Federal Tax ID Address Does your company currently have a location within Gwinnett County? Yes No Representative Signature Print Authorized Representative's Name RP030-22 Page 15 FAILURE TO RETURN THIS PAGE AS PART OF YOUR l PROPOSAL DOCUMENT MAY RESULT IN REJECTION OF PROPOSAL. SUMMARY SCHEDULE Proposed Lease Terms Lease Term Proposed Square Foot Rate, Per Year Leasehold Size Annual Rate (square foot rate x leasehold size) Discounts Proposed Lease Years Discounted ___ YEARS $______ per square foot, per year _________ square feet $ ________________ $______ per square foot, per year Years ____ to _____ Market Adjustment Rent Escalator Proposed Comments: Other Revenues Fuel Flowage Fee (Please describe the rate structure, market adjustments, discounts, etc. proposed below) ______ % of sales _______ $ per gallon Other: Comments: Other: _________$ per ________ Comments: Vendor Name: _________________________________________________________________________________________ Representative Signature: ______________________________________________________________________________ RP030-22 Page 16 FAILURE TO RETURN THIS PAGE AS PART OF YOUR l PROPOSAL DOCUMENT MAY RESULT IN REJECTION OF PROPOSAL. REFERENCES References to involve Private/Corporate Hangar Building(s) similar in scope and complexity to the services proposed. Said services should have been provided within the last five (5) years. 1. Airport Name Description of Building Date of Construction (Within the last five years) Building Cost $ Client Contact Telephone E-Mail Address 2. Airport Name Description of Building Date of Construction (Within the last five years) Building Cost $ Client Contact Telephone E-Mail Address 3. Airport Name Description of Building Date of Construction (Within the last five years) Building Cost $ Client Contact Telephone E-Mail Address Vendor Name: __________________________________________________________________________ RP030-22 Page 17 RP030-22, Development of Private/Corporate Hangar Building(s) at the Gwinnett County Airport Central Basing Area Page 19 CODE OF ETHICS AFFIDAVIT (THIS FORM SHOULD BE FULLY COMPLETED AND RETURNED WITH YOUR SUBMITTAL AND WILL BE REQUIRED PRIOR TO EVALUATION) In accordance with Section 54-33 of the Gwinnett County Code of Ordinances the undersigned bidder/proposer makes the following full and complete disclosure under oath, to the best of his/her knowledge, 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: 1. (Company Submitting Bid/Proposal) 2. (Please check one box below)  No information to disclose (complete only section 4 below)  Disclosed information below (complete section 3 & section 4 below) 3. (if additional space is required, please attach list) Gwinnett County Elected Official Name Gwinnett County Elected Official Name Gwinnett County Elected Official Name Gwinnett County Elected Official Name 4. Sworn to and subscribed before me this BY: day of , 20 Authorized Officer or Agent Signature Printed Name of Authorized Officer or Agent Notary Public Title of Authorized Officer or Agent of Contractor (seal) Note: See Gwinnett County Code of Ethics Ordinance EO2011, Sec. 54-33. The ordinance will be available to view in its’ entirety at www.gwinnettcounty.com http://www.gwinnettcounty.com/ RP030-22 Page 18 RP030-22, Development of Private/Corporate Hangar Building(s) at the Gwinnett County Airport Central Basing Area Page 20 CONTRACTOR AFFIDAVIT AND AGREEMENT (THIS FORM SHOULD BE FULLY COMPLETED AND RETURNED WITH YOUR SUBMITTAL) By executing this affidavit, the undersigned contractor verifies its compliance with The Illegal Immigration Reform Enhancements for 2013, stating affirmatively that the individual, firm, or corporation which is contracting with the Gwinnett County Board of Commissioners has registered with and is participating in a federal work authorization program* [any of the electronic verification of work authorization programs operated by the United States Department of Homeland Security or any equivalent federal work authorization program operated by the United States Department of Homeland Security] to verify information of newly hired employees, pursuant to the Immigration Reform and Control Act, in accordance with the applicability provisions and deadlines established therein. The undersigned further agrees that, should it employ or contract with any subcontractor(s) in connection with the physical performance of services or the performance of labor pursuant to this contract with the Gwinnett County Board of Commissioners, contractor will secure from such subcontractor(s) similar verification of compliance with the Illegal Immigration Reform and Enforcement Act on the Subcontractor Affidavit provided in Rule 300-10-01- .08 or a substantially similar form. Contractor further agrees to maintain records of such compliance and provide a copy of each such verification to the Gwinnett County Board of Commissioners at the time the subcontractor(s) is retained to perform such service. _________________________________________ _____________________________________ E-Verify * User Identification Number Date Registered _________________________________________ Legal Company Name _________________________________________ Street Address _________________________________________ City/State/Zip Code _____________________________________ _____________________________________ BY: Authorized Officer or Agent Date (Contractor Signature) __________________________________________ Title of Authorized Officer or Agent of Contractor ___________________________________________ Printed Name of Authorized Officer or Agent SUBSCRIBED AND SWORN BEFORE ME ON THIS THE _______ DAY OF ______________________, 20_______ ________________________________________________ Notary Public My Commission Expires: ___________________________ * As of the effective date of O.C.G.A. 13-10-91, the applicable federal work authorization program is “E-Verify” operated by the U.S. Citizenship and Immigration Services Bureau of the U.S. Department of Homeland Security, in conjunction with the Social Security Administration (SSA). For Gwinnett County Use Only: Document ID #________________ Issue Date: ___________________ Initials: ______________________ RP030-22 Page 19 FAILURE TO RETURN THIS PAGE MAY RESULT IN REMOVAL OF YOUR COMPANY FROM COMMODITY LISTING. Buyer Initials: LG IF YOU DESIRE TO SUBMIT A "NO BID" IN RESPONSE TO THIS PACKAGE, PLEASE INDICATE BY 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. ______ Specifications 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 RP030-22 Page 20 GWINNETT COUNTY DEPARTMENT OF FINANCIAL SERVICES – 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 proposer 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 authorized agent of the company must sign proposals. C. With the exception of solicitations for the sale of real property, 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 official, employee or other County representative other than 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. The Purchasing Director will review violations. 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. Solicitations for the sale of real property may allow for verbal or written communications with the appropriate Gwinnett County representative. D. Sample contracts (if pertinent) 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. Effective, July 1, 2013 and in accordance with the Georgia Illegal Immigration Reform Enhancements for 2013, an original signed, notarized and fully completed Contractor Affidavit and Agreement should be included with your bid/proposal submittal, if the solicitation is for the physical performance of services for all labor or service contract(s) that exceed $2,499.99 (except for services performed by an individual who is licensed pursuant to Title 26, Title 43, or the State Bar of Georgia). Failure to provide the Contractor Affidavit and Agreement with your bid/proposal submittal may result in bid/proposal being deemed non-responsive and automatic rejection. 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). RP030-22 Page 21 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 proposer 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. 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 specifications 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 proposal 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. RP030-22 Page 22 I. Information submitted by a proposer in the proposal process shall be subject to disclosure after proposal award in accordance with the Georgia Open Records Act. V. WITHDRAWAL 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 otherwise 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 Office 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 request 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 contractor 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, FORMS WILL BE PROVIDED IN THIS DOCUMENT) A five percent (5%) bid bond, a one hundred percent (100%) performance bond, and a one hundred percent (100%) payment bond must be furnished to Gwinnett County for any proposal as required in the proposal package or document. Failure to submit a bid bond with the proper rating will result in the proposal being deemed non-responsive. Bonding RP030-22 Page 23 company must be authorized to do business in Georgia by the Georgia Insurance Commission, listed in the Department of the 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. Best rating as stated in the insurance requirement of the solicitation. The bid bond, payment bond, and performance bond must have the proper an A.M. Best rating as stated in the proposal when required in the proposal package or document. 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 investigations 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 waive 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 award 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 contractor to deliver within the time specified or within reasonable time as interpreted by the Purchasing Director, or failure to make replacements of rejected RP030-22 Page 24 articles/ services when so requested, immediately or as directed by the Purchasing Director, shall constitute 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 reasonable 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 instructions 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 commodities 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 proposal. 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 Contract” 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 taken 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. Any Consultant as defined in O.C.G.A. §36-80-28 that is engaged to develop or draft specifications/requirements or serve in a consultative role during the procurement process for any County procurement method, by entering into such an arrangement or executing a contract that the consultant a agrees to: (1) Avoid any appearance of impropriety and shall follow all policies and procedures of the County (2) disclose to the County, any material transaction or relationship pursuant to §36-80-28, considered a conflict of interest, any involvement in litigation or other dispute, relationship or financial interest not disclosed in the ethics affidavit, when ethics affidavit is required or such that may be discovered during the pending contract or arrangement; and (3) Acknowledge that any violation or threatened violation of the agreement may cause irreparable injury to the County, entitling the County, to seek injunctive relief in addition to all other legal remedies. This requirement does not apply to confidential economic RP030-22 Page 25 development activities pursuant to §50-18-72 or to any development authority for the purpose of promoting the development of trade, commerce, industry, and employment opportunities or for other purposes and, without limiting the generality of the foregoing, shall specifically include all authorities created pursuant to Title 36 Chapter 62; However, per provisions of subparagraph (e)(1)(B)of Code Section 36-62-5 reporting of potential conflicts of interest by development authority board members is required. When the contractor has performed 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, the 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 contract, the County shall pay the contractor interest at the rate of 1⁄2% per month or pro rata fraction thereof, beginning the sixty-first (61st) day following receipt of pay requests. The contractor’s acceptance of progress payments or final payment shall release 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 respects 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 States 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 contractor 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 convenience 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. RP030-22 Page 26 Partially completed performance of the agreement 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 question 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 Purchasing 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 specifications 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 under 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, out of County and 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 COMMITTEE 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, schedule 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 (ADA) 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 employees 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 requests for reasonable accommodations RP030-22 Page 27 required by individuals to fully participate in any open meeting, program or activity of Gwinnett County should be directed to the ADA Coordinator, 75 Langley Drive, Lawrenceville, Georgia 30046, 770-822-8165. 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 public 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: excluding 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 character (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. 48-8-3(2) and O.C.G.A. 48-8-63 XXVIII. STATE LAW REGARDING WORKER VERIFICATION Effective July 1, 2013 State Law requires that all who enter into a contract for the physical performance of services for all labor or service contract(s) that exceed $2,499.99 (except for services performed by an individual who is licensed pursuant to Title 26, Title 43, or the State Bar of Georgia) for the County, must satisfy the Illegal Immigration Reform Enhancements for 2013, in all manner, and such are conditions of the contract. The Purchasing Division Director with the assistance of the Performance Analysis Division shall be authorized to conduct random audits of a contractor’s or subcontractors’ compliance with the Illegal Immigration Reform Enhancements for 2013 and the rules and regulations of the Georgia Department of Labor. The contractor and subcontractors shall retain all documents and records of its compliance for a period of five (5) years following completion of the contract. This requirement shall apply to all contracts for all labor or service contracts that exceed $2,499.99 except for services performed by an individual who is licensed pursuant to Title 26, Title 43, or the State Bar of Georgia. 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 subcontractor, the Purchasing Director shall report same to the Department of Homeland Security and may result in termination of the contract if it is determined at any time during the work that the contractor/or subcontractor is no longer in compliance with the Illegal Immigration Reform Enhancements for 2013. 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 Gwinnett County RP030-22 Page 28 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 the 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). XXIX. PRODUCTS MANUFACTURED IN GEORGIA Gwinnett County, when contracting for or purchasing supplies, materials, equipment, or agricultural products that exceeds $100,000.00, excluding beverages for immediate consumption, shall give preference as far as may be reasonable and practicable to such supplies, materials, equipment, and agricultural products as may be manufactured or produced in this state. Such preference shall not sacrifice quality. Gwinnett County Board of Commissioners shall consider, among other factors, information submitted by the bidder which may include the bidder's estimate of the multiplier effect on gross state domestic product and the effect on public revenues of the state and the effect on public revenues of political subdivisions resulting from acceptance of a bid or offer to sell Georgia manufactured or produced goods as opposed to out-of-state manufactured or produced goods. Any such estimates shall be in writing. (O.C.G.A. Section 36-84-1). XXXI. INDEMNIFICATION To the fullest extent permitted by law, the Contractor shall, 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 expenses, 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, sickness, 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 the negligent acts, errors or omission of the Contractor, any subcontractor, anyone 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 Contractor, 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 of 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 all 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 RP030-22 Page 29 affidavit. Failure to submit the affidavit during the 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 Ordinance 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 direct 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 & Review 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.com XXXIII. PENDING LITIGATION A proposal submitted by an individual, firm or business who has litigation pending against the County, or anyone representing a firm or business in litigation against the County, not arising out of the procurement process, will be disqualified. XXXIV. ELECTRONIC PAYMENT Vendors accepting procurements should select one of Gwinnett County’s electronic payment options. A. A vendor may select ePayables payment process which allows acceptance of Gwinnett County’s virtual credit card as payment for outstanding invoices. The authorized vendor representative must send an email to: vendorelectronicpayment@gwinnettcounty.com and indicate the desire to enroll in Gwinnett County’s virtual credit card payment process. B. A vendor may select Direct Deposit payment process and the payment will be deposited directly into an account at their designated financial institution. To securely enroll in Direct Deposit, either access your online Vendor Login and Registration on the County’s web site and update the requested information on the Direct Deposit tab or mail a Direct Deposit Authorization Agreement form. The County will send a Payment Advice notification via email for both payment types. For more information about Electronic Payments, please go to the Treasury Division page on the County’s Web Site or click here -> Gwinnett County Electronic Payments. http://www.gwinnettcounty.com/ mailto:vendorelectronicpayment@gwinnettcounty.com http://www.gwinnettcounty.com/portal/gwinnett/Departments/FinancialServices/Purchasing/VendorLoginandRegistration http://www.gwinnettcounty.com/static/departments/financialservices/pdf/EPaymentAgreement.pdf http://www.gwinnettcounty.com/portal/gwinnett/Departments/FinancialServices/Treasury/ RP030-22 Page 30 DIRECTIONS TO GJAC BUILDING FROM I-85 Take I-85 to Georgia Highway 316 (Lawrenceville/Athens exit). Exit Highway 120 (Lawrenceville/Duluth exit) and turn right. At seventh traffic light, turn right onto Langley Drive. Cross Highway 29 through the traffic light and cross at the 4-way stop sign. The main public parking lot is on the left or behind the building, Click Here, for additional information about parking. The Purchasing Division is located in the Administrative Wing. https://vimeo.com/336391472/73f7c1fbba 1 LEASE AGREEMENT WITH GWINNETT COUNTY AIRPORT AND RFP Exhibit A i TABLE OF CONTENTS LEASE AGREEMENT .................................................................................................. 1 SECTION 1 TERM ..................................................................................................... 2 SECTION 2 LEASED PREMISES ............................................................................... 2 SECTION 3 USE OF LEASED PREMISES ................................................................. 2 SECTION 4 RENTS AND FEES ................................................................................. 3 SECTION 5 ACCEPTANCE, CARE, MAINTENANCE IMPROVEMENTS AND REPAIR ............................................................ 5 SECTION 6 TITLE TO IMPROVEMENTS AND REPAIRS ...................................... 11 SECTION 7 ADDITIONAL OBLIGATIONS OF LESSEE .......................................... 11 SECTION 8 INGRESS AND EGRESS ...................................................................... 13 SECTION 9 INSURANCE, DAMAGE OR DESTRUCTION ....................................... 15 SECTION 10 LIABILITIES AND INDEMNITIES ........................................................ 17 SECTION 11 RULES AND REGULATIONS .............................................................. 19 SECTION 12 SIGNS ................................................................................................. 19 SECTION 13 ASSIGNMENT AND SUBLEASE ......................................................... 20 SECTION 14 CONDEMNATION .............................................................................. 21 SECTION 15 NON-DISCRIMINATION ..................................................................... 21 SECTION 16 GOVERNMENTAL REQUIREMENTS .................................................. 23 SECTION 17 RIGHTS OF ENTRY RESERVED ......................................................... 23 SECTION 18 ADDITIONAL RENTS AND CHARGES ............................................... 25 SECTION 19 TERMINATION BY LESSOR ............................................................... 26 SECTION 20 TERMINATION BY LESSEE ................................................................ 28 ii SECTION 21 SURRENDER AND RIGHT OR RE-ENTRY .......................................... 29 SECTION 22 SERVICES TO LESSEE ....................................................................... 30 SECTION 23 SURVIVAL OF THE OBLIGATIONS OF THE LESSEE ......................... 30 SECTION 24 USE SUBSEQUENT TO CANCELLATION OR TERMINATION ............ 31 SECTION 25 LIMITATION OF RIGHTS AND PRIVILEGES GRANTED ..................... 32 SECTION 26 NOTICES ............................................................................................. 33 SECTION 27 HOLDING OVER .................................................................................. 33 SECTION 28 INVALID PROVISIONS ........................................................................ 34 SECTION 29 MISCELLANEOUS PROVISIONS ........................................................ 34 SECTION 30 SUBORDINATION CLAUSES ............................................................... 36 SECTION 31 ENTIRE AGREEMENT ......................................................................... 37 1 COUNTY OF GWINNETT STATE OF GEORGIA LEASE AGREEMENT THIS AGREEMENT made and entered into by and among the GWINNETT COUNTY AIRPORT AUTHORITY (the “authority”), a body corporate and politic and a political subdivision and public corporation of the State of Georgia, GWINNETT COUNTY (the “County”), a political subdivision of the State of Georgia (collectively, and/or individually, “Lessor”), and hereinafter referred to as “Lessee.” W I T N E S S E T H: WHEREAS, the County and the Authority did enter into a Management Agreement dated January 19, 2021, for the operation and maintenance of Gwinnett County Airport- Briscoe Field (the “Airport”), and wherever “Lessor” is used herein it shall be construed to mean the County and/or the Authority; and WHEREAS, the Lessor and Lessee are mutually desirous of entering into a lease for the use and occupancy by Lessee of certain areas at the Airport; NOW, THEREFORE, for and in consideration of the respective promises and mutual agreements made by the parties hereto hereinafter set forth, the Lessor hereby grants to the Lessee the right to use and occupy the land area at the Airport shown on Exhibit A together with all buildings, structures, improvements, additions and permanent installations now existing or hereinafter constructed and installed therein or thereon (hereinafter called the “Leased Premises”) during the term of this Agreement upon the following terms and conditions, and it is hereby mutually agreed as follows: 2 SECTION 1 TERM 1.1 The term of this Agreement shall be for a twenty-five (25) year period commencing on , and expiring on , unless sooner terminated in accordance with the provisions hereof. SECTION 2 LEASED PREMISES 2.1 The Leased Premises, identified as shown on Exhibit A, attached hereto and made a part hereof, consists of the following: 2.1.1 land area consisting of approximately square feet, together with all buildings, structures, improvements, additions and permanent installations constructed and installed therein or thereon. 2.1. 2 buildings, structures, improvements, additions, and permanent installations consisting of approximately square feet. 2.2 The Leased Premises shall not include the land area leased to the United States of America for a FAA Emergency Communications System, consisting of approximately 1200.3 square feet and more particularly shown on a drawing entitled “Gwinnett County Airport Lease for FAA Emergency Communications System.” Said drawing is attached hereto as Exhibit B and incorporated herein by reference. Lessee shall not have access to the land area shown on Exhibit B and leased to the United States of America. SECTION 3 USE OF LEASED PREMISES 3.1 The Lessee shall continuously occupy and use the Leased Premises for the following purposes and for no other purpose whatsoever: 3.1.1 for the parking of automobiles and other vehicles operated by officers, employees, invitees and business visitors of the Lessee; 3.1.2 for operations offices in connection with all of the purposes authorized herein; 3 3.1.3 3.1.4 any other activities authorized by Lessor. 3.2 Unauthorized use by Lessee of the Leased Premises or abandonment by Lessee of its authorized aviation-related use of the Leased Premises shall be grounds for termination in accordance with Section 19. SECTION 4 RENTS AND FEES 4.1 For Use and Occupancy of the Leased Premises herein granted, the Lessee agrees to pay to the Lessor during the period commencing , and ending , a monthly rent of . 4.1.1 Effective on , and on , of every three years thereafter during the remaining term, the monthly rental payable hereunder shall be adjusted by multiplying the monthly rental set forth in 4.1 above by a fraction, the numerator of which shall be the annual CPI (as hereinafter defined) published for the year most recently preceding said date, and the denominator of which shall be the annual CPI published for , hereinafter referred to as Lessee's base year. In no event shall the monthly rental payable under this Section 4.1.1 be less than the amount set forth in 4.1 above. 4.2 The term CPI as used herein shall mean the Consumer Price Index for all Urban Consumers, all items, selected large cities, for Atlanta, Georgia as published by the Bureau of Labor Statistics of the United States Department for Labor, 1982-84 base =100. In the event the base year of such index is changed, the CPI shall be converted to the equivalent of the base year 1982-84 =100. 4.3 The monthly rent shall be paid on the first day of each month in advance at the office of the Airport Manager, at the address specified in Section 26 hereof, or at such other office as may be directed in writing by the Lessor. 4.4 In addition to all other rent and fees set forth in this Section, and commencing upon the effective date of the Agreement, the Lessee shall pay to the Lessor the following fees: 4.4.1 a fuel flowage fee, which is currently seven cents ($0.07), for each and every gallon of fuel delivered to Lessee, subject to adjustment by Lessor, in its sole discretion, 4 to be effective upon sixty (60) days written notice to Lessee. 4.4.2 any other standard fees or charges that may be imposed at any time by the Lessor on operations at the Airport. 4.6 The fees specified in Section 4.4 shall be paid by the Lessee to the Lessor as follows: on the twentieth (20th) day of each month, the Lessee shall render to the Lessor a statement certified by the Lessee's principal financial officer showing total gallons of fuel delivered to Lessee's fuel farm for the preceding calendar month and pay to the Lessor the appropriate fuel flowage fee. 4.7 Upon any termination or the expiration of this agreement, the Lessee shall within twenty (20) days after the effective date of termination or expiration render to the Lessor a statement showing total aviation fuel gallons delivered, certified by the Lessee's principal financial officer, for the monthly period in which the effective date falls and pay to the Lessor the appropriate fuel flowage fee. 4.8 Nothing contained in the foregoing shall effect the survival of the obligations of the Lessee as set forth in the Sections of this Agreement covering the survival of the Lessee's obligations. 4.9 The fees specified above shall be payable at the office of the Airport Manager or at such other office as may be directed in writing by the Lessor. 4.10 Upon the execution of this Agreement by the Lessee and delivery thereof to the Lessor, the Lessee shall also deliver to the Lessor, as a security deposit, a cashier’s check, certified check, an irrevocable letter of credit from a bank insured by FDIC, or a performance bond issued by a Surety authorized to do business in the State of Georgia, in the amount , the approximate amount of the first years’ rental. This security deposit shall remain in the possession of the Lessor during the first year of this Agreement as security for the full, faithful and prompt performance of, and compliance with, on the part of the Lessee, all the provisions, terms and conditions of this Agreement. The Lessor shall have the right to use said deposit or any part thereof in whole or partial satisfaction of any of its claims or demands against Lessee. In the event the Lessor shall so use the said deposit, or any part thereof, the Lessee shall, on demand of the Lessor and within two (2) days thereafter, deposit with the Lessor the sum necessary to maintain the amount herein set forth. If such use of the deposit is required within the first contract 5 year, the retention of the full deposit shall be extended until a full calendar year shall have expired without demand against the deposit by the Lessor. The Lessor will return said deposit to the Lessee upon the completion of a full calendar year of no demands against the deposit, or upon termination of this Agreement, whichever shall occur first. The Lessor further reserves the right to require the Lessee to provide the same security deposit in the event that a demand against such a deposit arises after the initial deposit is returned to the Lessee as provided herein. In the event the Lessor exercises this right, the Lessee will within ten (10) days of receipt of notice from the Lessor, provide the Lessor the same security deposit as was initially required. SECTION 5 ACCEPTANCE, CARE, MAINTENANCE IMPROVEMENTS AND REPAIR 5.1 Lessee warrants that it has inspected the Leased Premises and accepts possession of the Leased Premises, as defined in Section 2, and the improvements thereon “as is” in its present condition, and subject to all limitations imposed upon the use thereof by the rules and regulations of the Federal Aviation Administration and by ordinances of the Lessor, and admits its suitableness and sufficiency for the uses permitted hereunder. Except as may otherwise be provided for herein, the Lessor shall not be required to maintain nor to make any improvements, repairs restorations upon or to the Leased Premises or to any of the improvements presently located thereon. Unless caused by the sole negligence or willful misconduct of Lessor, Lessor shall never have any obligation to repair, maintain or restore, during the term of this Agreement, any improvements placed upon the Leased Premises by Lessee, its successors and assigns, provided however that Lessor assumes no obligation under this agreement to repair damage caused by public utilities under its control, including but not limited to, water and sewage service. 5.2 Except as otherwise provided in Section 5.1 of this Lease, Lessee shall throughout the term of this Agreement assume the entire responsibility, cost and expense, for all repair and maintenance whatsoever of the Leased Premises and all improvements thereon in a good workmanlike manner, whether such repair or maintenance be ordinary or extraordinary, structural or otherwise. Lessee shall be solely responsible for any required 6 modifications, repairs, or renovations to the existing improvements that may be required by federal, state, and/or local laws and regulations in order for Lessee to conduct operations on the Leased Premises. Additionally, Lessee, without limiting the generality hereof, shall: 5.2.1 keep at all times, in a clean and orderly condition and appearance, the Leased Premises, all improvements thereon and all of the Lessees fixtures, equipment and personal property which are located on any part of the Leased Premises. 5.2.2 provide and maintain on the Leased Premises all obstruction lights and similar devices, and safety equipment required by law. 5.2.3 repair any damage caused by the Lessee to paving, soils, water or other surfaces of the Leased Premises caused by any oil, gasoline, grease, lubricants or other flammable liquids and substances having a corrosive or detrimental effect thereon. 5.2.4 take measures to prevent erosion, including but not limited to, the planting and replanting of grasses with respect to all portions of the Leased Premises not paved or built upon, and in particular shall plant, maintain and replant any landscaped areas. 5.2.5 be responsible for the maintenance and repair of all utility service lines placed on the Leased Premises and used by Lessee exclusively, including, but not limited to, water lines, gas lines, electrical power and telephone conduits and lines and sanitary and storm sewers. 5.2.6 provide all necessary utilities to the Leased Premises at Lessee’s sole expense. 5.3 In the event Lessee fails: (a) to commence to maintain, clean, repair, replace, rebuild or repaint, within a period of thirty (30) days after written notice from the Lessor to do any maintenance or repair work required to be done under the provisions of this agreement, other than preventive maintenance, (b) or within a period of ninety (90) days if the said notice specifies that the work to be accomplished by the Lessee involves preventive maintenance only; (c) or to diligently continue to complete any repairs, replacement, rebu- ilding, painting or repainting as required under this Agreement; then, the Lessor may, at its option, and in addition to any other remedies which may be available to it, enter the Leased Premises, after providing Lessee 24 hours notice (without such entering causing or 7 constituting a cancellation of this Agreement or an interference with the possession of the Leased Premises by Lessee), and repair, replace, rebuild or paint all or any part of the Leased Premises or the improvements thereon, and do all things reasonably necessary to accomplish the work required, and the cost and expense thereof shall be payable to the Lessor by Lessee on demand. Provided, however, if in the reasonable opinion of the Lessor, the Lessee's failure to perform any such maintenance endangers the safety of the public, the employees or property of the Lessor or other tenants at the Airport, and the Lessor so states same in its notice to Lessee, the Lessor may, at its sole option, in addition to all other remedies which may be available to it, elect to perform such maintenance at any time after the giving of such notice, and Lessee agrees to pay to the Lessor the cost and expense of such performance on demand. Furthermore, should the Lessor, its officers, employees or agents undertake any work hereunder, Lessee hereby waives any claim for damages, consequential or otherwise, as a result therefrom except for claims for damages arising from the Lessor's sole negligence or willful misconduct. The foregoing shall in no way affect or alter the primary obligations of the Lessee as set forth in this Agreement, and shall not impose or be construed to impose upon the Lessor any obligations to maintain the Leased Premises, unless specifically stated otherwise herein. 5.4 All major repairs, constructions, alterations, modifications, additions, or replacements undertaken by the Lessee shall adhere to the architectural standards adopted by Lessor for the Airport. Plans, specifications, and specific construction timelines for all major repairs, constructions, alterations, modifications, additions, or replacements undertaken by the Lessee shall be submitted to and receive the written approval of the Airport Authority, and no such work shall be commenced until such written approvals are obtained from the Airport Authority, which approval shall not be unreasonably withheld or delayed. The Airport Authority shall advise Lessee within thirty (30) days after receipt of the written request, together with copies of the plans and specifications for the proposed major repairs, constructions, alterations, modifications, additions, or replacements in sufficient detail to make a proper review thereof, of its approval or disapproval of the proposed work, and in the event it disapproves, stating its reasons therefore. 5.5 If Lessee makes any major repairs, constructions, alterations, modifications, additions, or replacements without Lessor approval, then, upon notice to do so, Lessee shall remove 8 the same or, at the option of Lessor, cause the same to be changed to the satisfaction of Lessor. If Lessee fails to comply with such notice within thirty (30) days or to commence to comply and pursue diligently to completion, Lessor may effect the removal or change and Lessee shall pay the cost thereof to the Lessor. Lessee expressly agrees in the making of all major repairs, constructions, alterations, modifications, additions or replacements that, except with the written consent of Lessor, it will neither give nor grant, nor purport to give or grant, any lien upon the Leased Premises or upon any improvements thereupon or which is in the process of construction or repair, nor allow any condition to exist or situation to develop whereby any party would be entitled, as a matter of law, to a lien against said Leased Premises and improvements thereon, and Lessee will discharge any such lien within thirty (30) days after notice of filing thereof. Notice is hereby given by Lessor to all persons that no lien attaches to any such major repairs, constructions, alterations, modifications, additions, or replacements. 5.6 Notwithstanding any other provisions or terms of this Agreement, Lessee acknowledges that the Airport is subject to federal storm water regulations, 40 CFR. Part 122, for "vehicle maintenance shops" (including vehicle rehabilitation, mechanical repairs, painting, fueling, and lubrication), equipment cleaning operations and/or deicing operations that occur at the Airport as defined in these regulations and, if applicable, state storm water regulations. Lessee further acknowledges that it is familiar with these storm water regulations; that it conducts or operates "vehicle maintenance" (including vehicle rehabilitation, mechanical repairs, painting, fueling and lubrication), equipment cleaning operations and/or deicing activities as defined in the federal storm water regulations; and that it is aware that there are significant penalties for submitting false information, including fines and imprisonment for knowing violations. 5.6.1 Notwithstanding any other provisions or terms of this Agreement, Lessee acknowledges that it has taken steps necessary to apply for or obtain a storm water discharge permit as required by the applicable regulations for the Airport, including the Leased Premises operated by the Lessee. Lessee acknowledges that the storm water discharge permit issued to the Lessor may name the Lessee as co-permittee. 9 5.6.2 Notwithstanding any other provisions or terms of this Agreement, including the Lessee's right to quiet enjoyment, Lessor and Lessee both acknowledge that close cooperation is necessary to ensure compliance with any storm water discharge permit terms and conditions, as well as to ensure safety and to minimize costs. Lessee acknowledges that, as discussed more fully below, it may have to undertake to minimize the exposure of storm water (and snow melt) to "significant materials" generated, stored, handled or otherwise used by the Lessee, as defined in the federal storm water regulations, by implementing and maintaining "Best Management Practices." 5.6.3 Lessee acknowledges that the Airport's storm water discharge permit is incorporated by reference into this Agreement and any subsequent renewals. 5.7 Permit Compliance. Lessor will provide Lessee with written notice of those storm water discharge permit requirements, that are in the Airport's storm water permit, that Lessee will be obligated to perform from time to time, including, but not limited to: Certification of non-storm water pollution prevention of similar plans; implementation of "good housekeeping" measures or Best Management Practices; and maintenance of necessary records. Such written notice shall include applicable deadlines. Lessee, within seven (7) days of receipt of such written notice shall notify Lessor in writing if it disputes any of the storm water discharge permit requirements it is being directed to undertake. If Lessee does not provide such timely notice, it is deemed to assent to undertake such requirements. If Lessee provides Lessor with timely written notice that disputes such storm water discharge permit requirements, Lessor and Lessee agree to negotiate a prompt resolution of their differences. Lessee warrants that it will not object to written notice from the Lessor for purposes of delay or avoiding compliance. 5.7.1 Lessee agrees to undertake, at its sole expense unless otherwise agreed to in writing between Lessor and Lessee, those storm water discharge permit requirements for which it has received written notice from the Lessor. Lessee warrants that it shall meet any and all deadlines that may be imposed on or agreed to by Lessor and Lessee. Lessee acknowledges 10 that time is of the essence. 5.7.2 Lessor agrees to provide Lessee, at its request, with any non-privileged information collected and submitted to any governmental entity(ies) pursuant to applicable storm water regulations. 5.7.3 Lessee agrees that the terms and conditions of the Airport's storm water discharge permit may change from time to time and hereby appoints Lessor as its agent to negotiate with the appropriate governmental entity(ies) any such permit modifications. 5.7.4 Lessor will give Lessee written notice of any breach by Lessee of the Airport's storm water discharge permit or the provisions of this section. Such a breach is material, and if of a continuing nature, Airport may seek to terminate this Agreement pursuant to Section 19, Termination by Lessor. Lessee agrees to cure promptly any breach. 5.7.5 Lessee agrees to participate in any Airport-organized task force or other work group established to coordinate storm water activities at the Airport. 5.8 The Lessee shall be solely responsible for the proper management, storage, and disposal of hazardous substances and hazardous wastes used, generated, stored, disposed, treated, or caused to be present on the Leased Premises by the activates of the Lessee. Notwithstanding any other provision of this Agreement, the Lessee shall not treat or dispose of hazardous wastes on the Lessor's premises. The Lessee shall provide all required notices, including those mandated under right-to- know laws, of the presence or use on the Leased Premises of hazardous substances, extremely hazardous substance, or hazardous wastes, shall provide all notices to appropriate authorities and to Lessor of any releases to the environment of hazardous substances, extremely hazardous substances, or hazardous wastes, and shall obtain all permits necessary for the generation, storage, disposal, or treatment of hazardous wastes. The Lessee shall manage used oil and other petroleum products as required by Federal and state law and regulations. The Lessee shall be solely liable for the investigation, corrective action, or remediation of any release to the environment caused by the Lessee, its invitees, employees, agents, or contractors of any hazardous waste, hazardous substance, extremely hazardous substance, oil or other petroleum based substance. 11 5.9 Indemnification. Notwithstanding any other provisions of this Agreement, Lessee agrees to indemnify and hold harmless the Lessor and other tenants for any and all claims, demands, costs, (including attorneys fees), fees, fines, penalties, charges and demands by and liability directly or indirectly arising from Lessee's actions or omissions, including failure to comply with Lessee's obligations under this Section, applicable regulations, or permits, unless the result of Lessor's sole negligence. This indemnification shall survive any termination or non-renewal of this Agreement. SECTION 6 TITLE TO IMPROVEMENTS AND REPAIRS 6.1 Improvements erected or constructed upon the Leased Premises by the Lessee shall remain the property of the Lessee for as long as this Agreement shall remain in