RFPDUTYFREESTORE.pdf

REQUEST FOR PROPOSAL PAGE 1 OF 23

DTSL5517R0200

REQUEST FOR PROPOSAL

OPERATE A BONDED DUTY-FREE EXPORT FACILITY

ISSUE DATE: MARCH 16, 2017

RESPONSE DATE: APRIL 18, 2017 @ 4:00 PM

The Saint Lawrence Seaway Development Corporation (SLSDC), is a wholly-owned government corporation within the Department of Transportation, and was created by the Wiley-Dondero Act of May

13, 1954 (68 Stat. 92, 33 U.S.C. 981, et seq.), as amended. By statute, SLSDC has the responsibility for the operation, development and maintenance of the American portion of the St. Lawrence Seaway

System.

The SLSDC is accepting proposals for the operation of a bonded duty-free export facility owned by the

SLSDC. The facility is located opposite the United States Custom Station adjacent to the south approach of the Seaway International Bridge near Rooseveltown, New York. The term of the contract for the operation of the bonded duty-free export facility will be for a period of five (5) years commencing July 1, 2017 with an option to extend the term on the contract for an additional five (5) year period.

I. PURPOSE

Proposals are hereby requested from all interested and qualified offerors desiring to operate a bonded duty-free export facility on a parcel of land situated in the Township of Massena, County of

St. Lawrence, State of New York. The entire area is to be exclusively used for the operation of an office, warehouse, and retail store in connection with the sale and delivery by the Concessionaire of duty-free merchandise consisting of wines, liquors, tobacco products, and perfumes for export. All conduct of business must be in complete accordance with the Customs Laws of the United States of

America.

II. FACILITIES

1. Definitions: As used herein:

(i) Concessionaire shall mean the Concessionaire and its employees, agents, lessees, sublessees, and Concessionaires, and the successors in interest of the Concessionaire;

(ii) Facility shall mean any and all services, facilities, privileges, accommodations, or activities available to the general public and permitted by this contract.

2. Condition of facility:

Prior to entering into this contract, the Concessionaire shall, in itself, constitute acknowledgment that the facility is in good and sufficient condition for the purposes for which Concessionaire is entering into this contract. Concessionaire agrees to accept the facility in its presently existing condition, " AS IS", and that the SLSDC shall not be obligated to make any alterations, additions, or betterments to the facility except as otherwise provided for in this contract.

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III. SCOPE OF OPERATION OF BONDED DUTY-FREE EXPORT FACILITY

The Concessionaire shall furnish all supplies, personnel, and equipment necessary for operation of a high quality, well-managed and efficiently-run facility, for a period of five (5) years, commencing on July 1, 2017. Operation of the facility will be in accordance with all rules and regulations as promulgated herein by the SLSDC, and limited to the sales of articles to international travelers departing the United States for Canada only, and all such sales shall be made consistent with rules and regulations of the Government agencies having jurisdiction. In general, the Concessionaire will provide for the sale of cigarettes and other tobacco products, perfumes, alcoholic beverages, and such other additional items which shall be approved by the

SLSDC. In the performance of this operation, the Concessionaire at his/her own expense shall:

1. Decorate and maintain the interior of the facility in an attractive and modern manner that will be consistent with the interior décor and design of the facility building. All redecorating shall be subject to prior written approval of the SLSDC.

2. Furnish all operating equipment and fixed improvements (including but not limited to shelving, counters, display cases, and cash registers) which may be considered to be necessary for the efficient operation of the duty-free business. All equipment and improvements shall be subject to prior written approval of the SLSDC. Any fixed improvements installed shall remain the property of the Concessionaire during the contract term and at the expiration thereof, title shall pass to the SLSDC. All operating equipment acquired and installed by the Concessionaire shall remain his/her property and may be removed at any time. At the end of the contract, such operating equipment may be removed or sold to any successor or abandoned in place in the facility. All abandoned property shall become the property of the SLSDC with clear title. All Concessionaire-furnished equipment shall comply with all applicable OSHA standards.

3. Equip and stock the facility with merchandise which will be in sufficient quantity to satisfy public demand and keep such merchandise attractively displayed. All merchandise shall meet business and industry standards of high quality, and the prices charged shall be fair and reasonable. At all times, the Concessionaire shall display in a manner readily understood by the customer, readable price tags for all items offered for sale. The

Concessionaire shall not sell souvenirs or literature of any religious, anti-religious, prejudicial, racial character or of a pornographic nature.

4. The Concessionaire shall be personally responsible for the behavior of all persons connected with the operation of the facility and shall require that they observe all rules and regulations issued by the SLSDC in connection with the operation of the facility. The

Concessionaire shall employ a sufficient number of qualified supervisory, administrative, and direct labor personnel to render adequate service to the public during operating hours.

The Concessionaire shall require its employees to observe a strict impartiality as to services, and, in all circumstances, to exercise courtesy and consideration in dealing with the public. The Concessionaire shall require its employees to maintain a neat and clean appearance at all times.

5. Operate the facility at such times of day as necessary to meet all reasonable requirements of international travelers for products sold. During the period of June 1 through Labor

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Day, the facility will open no later than 9:00 am and remain open until at least 11:00 pm.

During the balance of the year, the store will open no later than 9:00 am and close no earlier than 9:00 pm. The Concessionaire agrees to operate this business for such additional hours as may be deemed necessary by the SLSDC and so ordered, in writing, by the Contracting Officer.

6. Acquire all operating permits and licenses required by local, State, and Federal agencies having jurisdiction.

7. Maintain and pay all utilities including electricity, heat, gas, water, telephone, sewer and other utility services required for operation of the facility.

8. Submit for review, prior to commencement of operation, a list of items to be made available and prices to be charged for such articles.

9. Exercise control of the movement and parking of all vehicles using the facility.

10. Prior to implementation, submit to the SLSDC, for its approval, complete details of plans to carry out the above requirements.

11. Use its best promotional efforts in every proper manner to maintain, develop and increase the business conducted under this contract.

12. In addition to the above items, the Concessionaire shall adhere to the attached retail service standards. The SLSDC reserves the right to perform periodic on-site concession evaluations to ensure the Concessionaire is providing optimal customer service to its customers along with promoting business.

IV. PREMISES

The facility including but not necessarily limited to the existing sales area, warehouse space, and utility systems are the property of the SLSDC and shall be made available to the Concessionaire at no direct rental for the duration of the contract.

The SLSDC has title to all installed fixed improvements, however, the Concessionaire during the term of the contract, shall be required to maintain the SLSDC-owned facility and fixed improvements. All operating equipment to be installed by the Concessionaire will remain the property of the Concessionaire and will be removed at the expiration of the contract.

The Concessionaire shall ensure that no smoking is allowed in the facility. The Concessionaire shall provide ash receptacles outside the facility for public usage and shall be emptied, as a minimum, on a daily basis.

V. MAINTENANCE AND REPAIR

The Concessionaire shall be responsible for providing all necessary labor and materials for the proper maintenance and repair of the premises to assure public safety and health, as well as the

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preservation of the SLSDC’s property. The Concessionaire shall furnish all maintenance supplies and equipment to carry out these maintenance responsibilities.

The Concessionaire shall keep the SLSDC’s property and premises in a good state of repair and clean condition and appearance, including but not limited to walls, partitions, floors, ceilings, windows, doors, fixtures and equipment. The lavatories shall be cleaned, ventilated, fumigated, disinfected, and deodorized at least daily and whenever otherwise directed to do so by the

SLSDC. The standards of sanitation shall be those prescribed by the New York State

Department of Health regulations.

The Concessionaire shall be responsible for the necessary exterior maintenance and repair of the facility, including but not limited to, repair of all roofing, paving, fencing, re-lamping of light standards, repair and maintenance of signs. The Concessionaire shall also landscape, maintain the grounds and gather all trash from the entire area.

The Concessionaire shall be responsible for the necessary interior maintenance and repair of the facility, including but not limited to, all electrical appliances such as air conditioners and water heater, lighting and plumbing.

The SLSDC shall notify the Concessionaire in writing of any maintenance deficiencies found, and specify the time period for the Concessionaire to perform necessary corrections. The

Concessionaire shall be responsible for any damage to SLSDC property. The Concessionaire shall make necessary repairs to restore the property to its original condition at the time the

Concessionaire commenced operations, to the satisfaction of the SLSDC.

The SLSDC will provide snow plowing services of the entrance, exit, and parking area, and trash removal and disposal services. The Concessionaire shall provide and maintain trash receptacles.

VI. MODIFICATIONS, ADDITIONS, TITLE TO IMPROVEMENTS

In the event that the Concessionaire desires to make modifications, improvements, or additions to the facility or any part of the facility, including changes to structural design, landscape design, or interior or exterior fixtures, design, and/or furnishings, (collectively "Alteration(s)"), the approval in writing of the SLSDC shall be obtained prior to the commencement of any

Alterations. The SLSDC shall dictate the plan approval process. Once any Alteration has been approved by the SLSDC and the work has begun, the Concessionaire shall, with reasonable diligence, prosecute to completion all approved Alterations. All work shall be performed in a good and workmanlike manner, shall substantially comply with approved plans and specifications submitted to the SLSDC as required herein, and shall comply with all applicable governmental permits, laws, ordinances, and regulations. It shall be the responsibility of the

Concessionaire, at its own cost and expense, to obtain all licenses, permits, and other approvals necessary for the construction of approved Alterations. Title to all Alterations and improvements existing or hereafter erected on the facility, regardless of who constructs such improvements, shall immediately become the SLSDC's property and, at the end of the agreement, shall remain on the facility without compensation to the Concessionaire.

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Concessionaires entering into contracts with outside contractors for various construction projects, including major renovation projects, rehabilitation projects, additions or new structures must ensure that all contractors retained for such work maintain an insurance program that adequately covers the construction project.

VII. CONSIDERATION TO THE SLSDC

The SLSDC intends to award a concession type contract. The Concessionaire shall pay to the

SLSDC a percentage of the monthly gross sales to be realized by the Concessionaire from the bonded duty-free export facility. Payments to the SLSDC are due no later than the 20th of the month following the reporting month. For example, the payment for July would be due by

August 20.

VIII. PROPOSAL SUBMISSION

The Offeror is required to complete and return an original and two (2) copies of each of the following by April 18, 2017 no later than 4:00PM.

Cover letter. The cover letter shall indicate your acceptance of the terms and conditions of the concession opportunity as set forth in this solicitation; and your intention to comply with the terms and conditions of any resulting contract.

Part I – Revenue Proposal

Part II – Technical Proposal

Federal Acquisition Regulation Provisions, Pages 20 through 23 of this RFP, Clause XVII.

Completed proposals shall be mailed/delivered to the U.S. Department of Transportation, Saint

Lawrence Seaway Development Corporation, Contracting Office, 180 Andrews Street, Massena, New York 13662. Request for Proposal No. DTSL5517R0200 shall be clearly written on the outside of the envelope. Completed proposals may also be emailed to Patricia White, Contracting

Officer, at patricia.white@dot.gov. Facsimile proposals will not be accepted.

1. Instructions for Preparation of Revenue Proposal.

Each proposal must be accompanied by a statement of revenue offered to the Saint Lawrence

Seaway Development Corporation (SLSDC). Offers must be conditioned to provide that the

SLSDC shall receive each month, a percentage of monthly gross receipts for the bonded duty-free export facility sales operation. Offerors may quote percentages to apply to the amount by which gross sales exceed a specific threshold, such as $250,000 and $400,000 during a contract year.

For Example:

If an Offeror offered 30% base percentage on all sales;

Plus an additional 2% on the amount by which gross sales exceed $250,000 during a contract year;

Plus an additional 3% on the amount by which gross sales exceed $400,000 during a contract year;

mailto:patricia.white@dot.gov

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In applying the above percentages to an assumed $500,000 in gross sales, would produce the following revenue to the SLSDC:

30% of $500,000 = $150,000.00

Plus 2% of $250,000 = 5,000.00

Plus 3% of $100,000 = 3,000.00

Total $158,000.00

Format of the Revenue Proposal shall be substantially as follows:

Plus Additional Percentages on

Base Percentage Amounts by which Gross Sales Exceed

Contract Year On All Sales $_______ $_______

First ______ % _____% _____%

Second ______ % _____% _____%

Third ______ % _____% _____%

Fourth ______ % _____% _____%

Fifth ______ % _____% _____%

Base and additional percentages offered for each contract year will be applied to gross sales for each month during the contract year. If SLSDC determines to exercise the option period, percentages and thresholds for the option period will be negotiated prior to award.

The Offeror shall include in the revenue proposal any suggested/offered capital improvement investments to the facility and/or adjacent grounds in addition to the yearly percentages of sales.

For informational purposes, the gross sales generated from the current contract for the last five

(5) years are listed in Clause XIV., GENERAL INFORMATION.

2. Instructions for Preparation of the Technical Proposal.

Each Offeror shall provide in their technical proposal:

business organization information.

Name of Entity and Trade-name, if any

Address

Telephone Number

Fax Number

Email Address

Contact Person

Title

Tax ID#

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a complete and detailed narrative description of their planned method of operating the bonded duty-free export facility. Such narrative must include statements which will clearly establish the policies and business practices to be employed and observed in the operations, including but not limited to: management and employment policies, sales procedures, system of cashiering, type and kind of equipment to be used, and administrative control techniques to be applied.

a description of the function and necessary qualifications for the individuals you will employ on-site for each of the following positions in a tabular format like the one shown below. Do NOT submit resumes or describe the qualifications of specific individuals.

Minimum Qualification Information

(Offerors may provide more information than called for in this table)

Relevant

Experience

Minimum

Qualifications

Certifications

(if applicable)

General Manager

Retail Supervisor

Maintenance

Supervisor a listing of proposed number and labor classification of full-time and part-time personnel to be employed in the operation and the proposed number of employees on each shift.

a brief summary of the Offeror’s corporate experience in this specific area with description of similar projects in which personnel proposed have participated during the last five (5) years.

a complete and comprehensive presentation or brochure clearly setting forth the

Offeror’s qualifications in terms of experience, organization, financial capability, and similar factors and demonstrating unquestionable competency to undertake and operate this facility in the manner proposed.

The Offeror shall also submit the Offeror’s audited financial statements for the two most recent fiscal years, with all notes to the financial statements. Audited financial statements must be provided for any individual Offerors, general partners in a partnership, and all venturers in a joint venture. If the Offeror is not yet formed, submit audited financial statements for each Offeror-Guarantor.

If audited financial statements are not available: Explain in detail why they are not available

AND submit reviewed financial statements.

If reviewed financial statements are not available, explain in detail why they are not available and submit business financial statements. The Offeror (or Offeror-Guarantor(s), as applicable) must submit its financial experience including financial statements that are certified as to accuracy and completeness by an authorized officer of the entity.

If business financial statements are not available, explain in detail why they are not available and submit personal financial statements. The Offeror (or Offeror-Guarantor(s), as applicable) must submit personal financial statements for each of the Offeror’s principals (as described under Offeror’s Organizational Structure in Principal Selection Factor 3) certified as to accuracy and completeness by the submitting individual.

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a statement as to the Offeror’s pricing policies and proposed schedule of charges for duty-free items as of the date the proposal is submitted by the Offeror.

capability of obtaining all necessary Federal, State and/or local licenses, clearances with other agencies prior to commencing operations and can show full approval of the proposed operation by the United States Customs and Border Protection.

business history information as listed below should be provided for the Offeror AND any entity that will provide financial or management assistance. If the Offeror is not yet formed, provide a business history form for each Offeror-Guarantor.

The information provided below is for the entity: __________________________________

(1) Has Offeror ever defaulted from or been terminated from a management or concession contract, or been forbidden from contracting by a public agency or private company?

YES NO

If YES, provide full details of the circumstances.

(2) List any Bankruptcies, Receiverships, Foreclosures, Transfers in Lieu of Foreclosure, and/or

Work-Out/Loan Modification Transactions during the past five years. Include an explanation of the circumstances, including nature of the event, date, type of debt (e.g., secured or unsecured loan), type of security (if applicable), approximate amount of debt, name of lender, resolution, bankruptcy plan, and/or other documentation as appropriate. If none, check the box below. Otherwise, provide full details below.

NONE

(3) Describe any pending litigation or administrative proceeding (other than those covered adequately by insurance) which, if adversely resolved, could materially impact the financial position of the

Offeror. If none, check the box below. Otherwise, provide full details below.

(4) Describe any lawsuit, administrative proceeding or bankruptcy case within the past five years that concerned the Offeror’s alleged inability or unwillingness to meet its financial obligations. If none, check the box below. Otherwise, provide full details below.

(5) Describe any liens recorded against the Offeror within the past five years (whether from taxing authorities or judgments) and, if resolved, provide a copy of any lien release. If none, check the box below. Otherwise, provide full details below.

The fact that an Offeror has received this Request for Proposal is not a determination of his/her qualification for award. A determination by the Contracting Officer that the prospective

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Concessionaire is fully qualified and responsible is a pre-requisite to the award of any contract resulting from this Request for Proposal.

It is not the intent of the Request for Proposal to prohibit or discourage any prospective Offeror from submitting a proposal which is based upon its trade experience as to the scope of business operations to be undertaken and as to the manner in which such operations are to be conducted.

All Offerors are advised, however, that any major deviation from the scope of business as contemplated by the SLSDC will not be accepted. The SLSDC reserves the right to reject any offer that demonstrates that the Concessionaire will not comply to any changes in operations if the SLSDC finds these changes necessary.

Failure to comply with the instructions of this Request for Proposal may be cause for rejection of the proposal. The SLSDC reserves the right to reject any or all proposals and to reject the proposal of any Offeror when, in its opinion, it would be in its best interest to do so.

Submission of a proposal shall constitute a valid offer for acceptance by the SLSDC for a period of sixty (60) days following the due date for submission of proposals.

After receipt of the written proposal, the Offeror may present his/her proposal orally in person or electronically through a web conference. The information to be presented shall be same as contained within the written proposals. Any other information shall not be considered. In person presentations shall be conducted at the SLSDC Administration Building located at 180

Andrews Street, Massena, NY. Electronic presentations shall be organized by the Offeror. Oral presentations shall be limited to sixty (60) minutes and may include a PowerPoint presentation.

Oral presentations will not be evaluated. Only the written proposal will be evaluated in accordance with the factors listed in this solicitation. Communication that may occur between

SLSDC and the Offeror as part of the oral presentation include exchanges to enhance the

SLSDC’s understanding of proposals, facilitate the evaluation process; and negotiation discussions.

Prospective concessionaires shall be registered in the System for Award Management

(SAM) database prior to award of a contract or agreement. Register on-line at www.sam.gov.

IX. EVALUATION OF PROPOSALS AND AWARD OF CONTRACT

The SLSDC intends to award a contract resulting from this Request for Proposal to the responsible Offeror whose proposal is determined to be most advantageous to the SLSDC after considering the evaluation factors listed below.

Financial return to the SLSDC. Suggested capital improvements shall be taken into consideration in evaluating the financial return.

Past experience, skills and management capability. Ability to promote services of the bonded duty-free export facility, and ability to undertake operation of the facility in conjunction with other existing contracts.

Financial ability to perform. Satisfactory financial references, satisfactory ratio of current assets to current liabilities, financial capacity to finance inventories, payroll, and operating costs.

http://www.sam.gov/

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Proposed method of operation and management of concession. Ability to obtain licenses, clearances, and stock, satisfactory staffing levels, prudent cash flow controls, clarity, and definitiveness.

Quality of service. Conformance with standards set forth in this request, demonstrated experience in buying and selling in this restricted field, and projected plans for improvement of service to the public.

The SLSDC reserves the right to conduct discussions if the Contracting Officer determines them to be necessary. Therefore, the Offeror’s initial proposal should contain the Offeror’s best terms from a cost or price and technical standpoint, as the SLSDC may elect to make award without further discussions.

X. EQUAL OPPORTUNITY/AFFIRMATIVE ACTION

1. The Concessionaire will not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender identity, age, national origin, or disabling condition. The Concessionaire will take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, religion, sex, sexual orientation, gender identity, age, national origin, or disabling condition. Such action shall include, but not be limited to, the following: Employment upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination;

rates of pay or other forms of compensation; and selection for training, including apprenticeship.

2. The Concessionaire will, in all solicitations or advertisements for employees placed by on behalf of the Concessionaire, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, sexual orientation, gender identity, age, national origin, or disabling condition.

3. In the event of the Concessionaire's noncompliance with the nondiscrimination clauses of this

Contract or with any of such rules, regulations, or orders, this Contract may be canceled, terminated or suspended in whole or in part and the Concessionaire may be declared ineligible for further Government concession contracts.

4. Within 120 days of the commencement of a contract every Government Concessionaire holding a contract that generates gross receipts which exceed $50,000 and having 50 or more employees shall prepare and maintain an affirmative action program at each establishment which shall set forth the Concessionaire's policies, practices, and procedures in accordance with the affirmative action program requirement.

XI. ACCESSIBILITY

Title V, Section 504, of the Rehabilitation Act of 1973, as amended in 1978, requires that action be taken to assure that any “program” or “service” being provided to the general public be provided to the highest extent reasonably possible to individuals who are mobility impaired, hearing impaired, and visually impaired. It does not require architectural access to every building or facility, but only that the service or program can be provided somewhere in an accessible location. It also allows for a wide range of methods and techniques for achieving the

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intent of the law, and calls for consultation with disabled persons in determining what reasonable and feasible.

No handicapped person shall, because a Concessionaire's facilities are inaccessible to or unusable by handicapped persons, be denied the benefits of, be excluded from participation in, or otherwise be subjected to discrimination under any program or activity receiving Federal financial assistance or conducted by any Executive agency.

XII. UNITED STATES CUSTOMS CLEARANCE

Prior to award of a contract, it shall be the responsibility of the apparent successful Offeror, to obtain all necessary Federal, State, local licenses and bonds as required by the U.S. Customs and

Border Protection.

If periodic inspections are required by the U.S. Customs and Border Protection, it will be the responsibility of the Concessionaire to make the necessary arrangements with the U.S. Customs and Border Protection for these inspections. It will also be the Concessionaire’s responsibility to make payment to the U.S. Customs and Border Protection for any inspections.

XIII. PERFORMANCE BOND

A performance bond with good and sufficient surety or sureties acceptable to the Government in the amount of $25,000 shall be furnished to the SLSDC prior to commencement of operations under any resultant contract. The performance bond provides for loss of revenue to the SLSDC in the event of Concessionaire default, selection of a replacement Concessionaire and any loss resulting from less favorable terms under a succeeding contract.

XIV. GENERAL INFORMATION

Provided below are the gross sales of the bonded duty-free export facility and the total number of north-bound passenger vehicles passing through the toll booth at the Seaway International

Bridge for the last five (5) years. The SLSDC in no way guarantees the continuance of the level of gross sales or traffic totals, nor can be held responsible for predicting any possible increase or decrease in future years.

TOTAL NORTH BOUND

PASSENGER VEHICLES

YEAR TOTAL GROSS SALES (AT TOLL BOOTH)*

2012 2,417,489.47 (Not available)

2013 2,460,511.46 1,048,204

2014 2,197,805.95 1,127,083

2015 1,812,463.88 1,100,899

2016 1,637,577.22 1,106,421

*The total north bound passenger vehicles was determined by the total transits (north and south) for passenger vehicles divided by 2.

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XV. TAXES

The Concessionaire shall pay any and all appropriate Federal, State and local taxes, including sales tax, incidental to the operation of this contract and on all gross receipts or income. Sales taxes are deductible from gross sales for purposes of percentage fee payments by the

Concessionaire to the SLSDC, provided that the Concessionaire furnishes evidence to the

SLSDC of sales tax remittance.

XVI. STANDARD PROVISIONS

1. Continuing Lien.

The SLSDC will have a continuing lien on all equipment, fixtures and inventory of the

Concessionaire on the premises and all such other properties owned by the Concessionaire for any and all sums which may become due to the SLSDC under the terms of this contract.

If the Concessionaire defaults on any payment, the SLSDC has the right to take possession of and retain the said property of the Concessionaire until the full amount due is paid, or to sell the said property and apply the proceeds from the sale (less any sale expenses) to such payments due the SLSDC.

2. Indemnity.

The Concessionaire shall assume all risks incident to, or in connection with, its operations of the bonded duty-free facility and adjacent grounds under this contract, and solely shall be responsible for all accidents or injuries to persons or property caused by its operation of the facility, and shall indemnify, defend, and save harmless the SLSDC, its authorized agents and representatives, from any and all penalties for violation of any law, ordinance, or regulation affecting or having application to its operations and from any and all claims, suits, losses or damages for injuries to persons or property, of whatsoever kind or nature, arising directly or indirectly out of its operations or resulting from the act or omission of the

Concessionaire, its agents, employees or customers.

3. Representation.

The Concessionaire shall not in any way represent that he/she is part of the United States

Government, or the Saint Lawrence Seaway Development Corporation or that he/she is representing either the United States Government or the Saint Lawrence Seaway

Development Corporation.

4. Insurance.

a. Concessionaire shall provide before entering the facility and shall maintain in force throughout the term of this contract the following insurance:

Liability Insurance:

Commercial General Liability

Automobile Liability (for all owned, non-owned, and hired vehicles used by

Concessionaire in the conduct of business under this contract).

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Each policy of liability insurance described above shall be in an amount of not less than One

Million Dollars ($1,000,000) per occurrence for bodily injury and property damages combined.

b. Workers’ Compensation Insurance: A program of workers’ compensation insurance in an amount and form to meet all applicable requirements of the Labor Code of the State of New

York. Such insurance shall include employer’s liability coverage of One Million Dollars

($1,000,000) and shall specifically cover all persons providing services by on behalf of the

Concessionaire and shall cover all risks to such persons under this contract.

c. The Concessionaire must provide coverage for bodily injury and property damage including damages for care, loss of services, or loss of support arising out of the selling, serving, or furnishing of any alcoholic beverage. Each common cause limit: $1,000,000; and aggregate limit: $2,000,000.

d. No cancellation provision in any insurance policy shall diminish the responsibility of

Concessionaire to furnish continuous insurance throughout the term of this contract. Each policy shall be underwritten to the satisfaction of the SLSDC. A signed certificate of insurance with each endorsement required shall be submitted to SLSDC at the time this contract is executed, showing that the required insurance has been obtained. Further, at least thirty (30) days prior to the expiration of any such policy, Concessionaire shall submit to

SLSDC a signed and complete certificate of insurance with all endorsements required by this paragraph, showing to the satisfaction of SLSDC that such insurance coverage has been renewed or extended. Within fifteen (15) days of SLSDC’s request, Concessionaire shall furnish SLSDC with a signed and complete copy of the required policy.

5. SLSDC Furnished Property.

Any property furnished by the SLSDC is for use only in connection with the operation of the bonded duty-free export facility. Title to all such property shall remain vested in the

SLSDC. In the event of loss or damage to any SLSDC-furnished property under this contract, the Concessionaire shall immediately notify the Contracting Officer and be responsible to make the necessary repairs and/or replacement and to restore the equipment or premises to the condition existing immediately prior thereto, to the satisfaction of the

SLSDC. On expiration of this contract or termination by the parties, in whole, as provided elsewhere in this contract, the Concessionaire shall peaceably yield up such property to the

SLSDC, in good repair in all respects, reasonable wear and tear excepted.

6. Illegal Purposes.

The Concessionaire shall be responsible for preventing the use of the subject premises or any part hereof, by any person by any means whatsoever, for any illegal purpose or for any purpose in violation of any Federal, State or local law, ordinance, or regulation now in effect or hereafter enacted and shall forever protect and save harmless the SLSDC and its officers, agents, and employees from and against any damage penalty, fine, judgment, expense or charge suffered, imposed, or assessed or incurred for any violation or breach of any law, ordinance, or regulation occasioned by any act, neglect or omission of the Concessionaire, its employees or any person for the time being on the premises.

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7. Modification of Contract.

Notwithstanding any of the provisions of this contract, the parties may hereafter, by mutual consent expressed in writing, agree to modifications thereof, additions thereto, or terminations thereof, which are not forbidden by law. Such written modifications or additions to this contract shall not be effective until signed and acknowledged by the SLSDC and Concessionaire.

This concession contract contains and embraces the entire agreement between the parties hereto and neither it nor any part of it may be changed, altered, modified, limited, or extended orally or by any agreement between the parties unless such agreement be expressed in writing, signed, and acknowledged by the SLSDC and the Concessionaire or their successors in interest.

8. Notice of Delays or Suspension of Operations.

The Concessionaire shall immediately give written notice to the Contracting Officer of any problems which are delaying or threatening to delay the timely performance of this contract.

Failure to give such notice may be grounds for denial of any request for an extension of a delay. The Concessionaire shall not be held in default due to circumstances beyond the control and without the fault or negligence of the Concessionaire, including but not limited to earthquake, flood, tornado, or loss of traffic due to complete interruption of traffic across the International Bridge. However, the Concessionaire waives any and all claims for loss of income or for any other cause resulting from the temporary delay.

9. Access.

The SLSDC and/or its agents retain the right of access to the property described under this contract at any and all times and for any reason whatsoever.

10. Storage of Explosive/Combustibles.

The Concessionaire shall not use or permit the storage of oils, turpentine, benzene, naphtha, or other similar substances or articles of an explosive or combustible character, or any substance or thing prohibited in the standard policy of fire insurance companies in the State of New York.

11. Loss or Damage.

The SLSDC shall not be responsible in any way for loss or damage occasioned by fire, theft, accident, or otherwise to the Concessionaire’s materials, supplies or equipment stored on the

SLSDC property, unless the Contracting Officer determines that the loss or damage is due to negligence on the part of the SLSDC.

12. Termination.

The Contracting Officer may, by written notice, terminate this contract in whole or in part when he/she deems it would be in the best interest of the SLSDC to do so. The contract may

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also be terminated in whole or in part at the option of the SLSDC upon the occurrence of one or more of the following events:

In the event of need for the premises by the SLSDC for purposes of national defense.

The abandonment by the Concessionaire of the facility. In the event of abandonment, the

SLSDC will not be responsible for the custodial protection of merchandise, fixtures, supplies or equipment abandoned.

The failure of the Concessionaire to perform, keep or observe any of the terms or conditions under this contract.

The failure of the Concessionaire to make all payments to the SLSDC as required by the contract.

In the event of termination for default or unsatisfactory performance by the Concessionaire, the SLSDC shall have the right (unless otherwise specified in the termination notice), at once and without further notice to the Concessionaire or surety, to enter and take full possession of the premises occupied by the Concessionaire.

13. Removal.

Upon the expiration or termination of this contract, the Concessionaire will, at his/her expense, remove his/her movable equipment and removable fixtures from the premises within fifteen (15) days and return the premises back to the SLSDC restored to the condition as of the time operations commenced under the contract, reasonable wear and tear excepted.

In the event of the Concessionaire’s failure to remove such equipment within the allotted time, all rights, title and interest in and to the equipment and fixtures of the Concessionaire remaining on the property of the SLSDC will vest in the SLSDC free and clear of any claims of the Concessionaire or any liability on the part of the SLSDC to compensate the

Concessionaire or any party claiming by, through or under it.

14. Compliance with Executive Orders

EXECUTIVE ORDER (EO) 13693: PLANNING FOR FEDERAL SUSTAINABILITY

IN THE NEXT DECADE. The SLSDC encourages the use of environmentally sound, energy-efficient products and services. This includes, but is not limited to, the use of energy-efficient office equipment, supplies that contain recovered materials, and products that are either degradable, ozone safe, recyclable, contain low volatile organic content compounds, or contribute to source reduction. The Concessionaire shall comply with the requirements of this order within the scope of its operations.

EXECUTIVE ORDER (EO) 13043: INCREASING SEAT BELT USE IN THE UNITED

STATES. The Concessionaire is encouraged to adopt and enforce on-the-job seat belt use policies and programs for its employees when operating company-owned, rented, or personally owned vehicles.

15. Contract Administrator.

Patricia L. White, Contracting Officer, Saint Lawrence Seaway Development Corporation, 180

Andrews Street, PO Box 520, Massena, New York, 13662-0520, telephone number (315) 764-

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3236, facsimile number (315) 764-3268, and e-mail address patricia.white@dot.gov will administer the contract.

16. Changes.

The Contracting Officer may at any time, by a written order, and without notice to the sureties, if any, make changes, within the general scope of this contract, in work or services to be performed or in the amount of SLSDC-furnished property. If any such change causes an increase or decrease in the estimated cost of performance under this contract, an equitable adjustment will be made in such provisions of this contract as may be affected and the contract will be modified in writing accordingly.

17. Establishment and Control of Prices and Services.

The SLSDC reserves the sole right to determine and control the nature and type of merchandise which may be sold or furnished by the Concessionaire. If the Concessionaire refuses or fails, within forty-eight (48) hours after receipt of written notice from the SLSDC, to discontinue the sale of any product which the SLSDC determines to be in violation of the rights granted hereunder, or which the SLSDC is forced to make repeated and frequent demands upon the Concessionaire to cease the sale of such products, such actions shall be cause for termination of this contract.

All rates and prices established by the Concessionaire for goods sold hereunder will be reasonable and subject to review by the SLSDC. Reasonableness of prices will be judged primarily by comparison with those currently charged for comparable goods furnished or sold outside the bonded duty-free export facility under similar conditions with due allowance for accessibility, availability and cost of labor and materials, type of patronage and other conditions customarily considered in determining charges, but due regard may also be given to such factors as the SLSDC may deem significant.

The SLSDC is to be provided a copy of each daily inventory report furnished to the U.S.

Customs and Border Protection.

18. Accounting Records of the Concessionaire.

This contract provides for payment of revenue to the SLSDC which is computed upon the gross sales of the Concessionaire derived from his/her operations hereunder. The

Concessionaire will maintain accounting records, in accordance with generally accepted accounting practices, of all his/her transactions at, through, or in any way connected with his/her operations under this contract, or any records, as deemed necessary by the SLSDC.

These records shall be maintained on a current basis during the contract period at a location within the Massena, New York area, or such other location as may be approved in writing by the Contracting Officer, and will be retained at that location for a period extending three (3) years from the date of termination or conclusion of this contract, unless a longer period of time specifically is stated elsewhere in this contract.

The Concessionaire must permit, during the term of this contract, during regular business hours, any verification, examination or audit of these accounting records deemed advisable

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by the SLSDC as well as any verification, examinations or audits of the records of any proprietary or affiliate concern of the Concessionaire.

The Concessionaire also must permit inspection by the officers, employees or representatives of the SLSDC of any accounting, bookkeeping or similar equipment used by the

Concessionaire in the development and maintenance of these accounting records.

The Concessionaire agrees that the Comptroller General of the United States or any of his duly authorized representatives will, until the expiration of three (3) years after final payment under this contract or for any other period specified in Subpart 4.7, Concessionaire

Records Retention, of the Federal Acquisition Regulation (FAR), as appropriate, have access to and the right to examine any directly pertinent books, documents, papers, and records of the Concessionaire involving transactions related to this contract.

19. Sales Records and Reports.

The Concessionaire shall submit the following reports in accordance with their prescribed time. All submitted reports shall be based on a contract year July 1 through June 30.

A monthly report of all gross sales and such further information as required by the

SLSDC, on the 20th day of each month following the month of operation.

An audited profit and loss statement on or before the 15th of August following each year of operation

20. Payments.

The Concessionaire shall make payment for the preceding month on the percentage on all sales and any additional percentages on amounts which gross sales exceed in accordance with the schedule incorporated into the contract by the 20th day of each calendar month of this contract. When payment is due on a Saturday, Sunday or legal holiday, the

Concessionaire shall make payment on the next business day thereafter.

Any payment due, but not received, as specified herein, is subject to a 5% surcharge.

Notwithstanding any other provision of this contract, unless paid within thirty (30) days, all amounts that become payable by the Concessionaire to the SLSDC under this contract shall be subject to a monthly interest charge at the current rate established by the U.S. Treasury in accordance with the Prompt Payment Act.

Payment shall be sent to the Saint Lawrence Seaway Development Corporation, Finance

Office, 180 Andrews Street, Massena, New York, 13662. Payment by electronic means is also acceptable.

21. Advertising and Signs.

The Concessionaire shall not erect or display any additional signs or advertising on or about the premises or elsewhere on SLSDC property without the prior written approval of the

SLSDC. All costs incurred for the installation of additional signs, change or alteration of any signs or advertising, as approved by the Contracting Officer, shall be borne by the

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Concessionaire. All signs, advertising, or similar matter to be displayed shall conform to the intent of this contract and be subject to the prior written approval of the SLSDC.

22. Facility Rules and Regulations.

The Concessionaire, while exercising rights granted in this contract, shall observe and obey all rules, regulations and implementations thereof promulgated as authorized by law for the care, operation, maintenance and protection of the facility. Failure of the Concessionaire, or any of those under his control, to observe such rules, regulations, or implementations shall, at the option of the SLSDC, and in addition to assessment of any other penalty provided by law, be cause for termination of this contract.

The Concessionaire will also be responsible to ensure that its officers, employees, agents, representatives, customers, guests, invitees and all persons engaged in or doing business on the premises observe and obey all rules and regulations of the Seaway International Bridge

Corporation, Ltd.

23. Waiver of Performance.

The failure of the SLSDC to insist in any one or more instances upon a strict performance by the Concessionaire of any of the provisions, terms, or conditions contained in this contract shall not be construed as a waiver or relinquishment thereof for the future, but the same shall continue and remain in full force and effect, and no waiver by the SLSDC of any provisions, terms, or conditions hereof shall be deemed to have been made in any instance unless specifically expressed in writing by the SLSDC as a modification to this contract.

XVII. ATTACHMENTS.

The following drawings/documents are included in this RFP and will become part of the resulting contract:

Ammex Tax & Duty Free Shop Renovation and Warehouse Addition (Massena)

` Floor Plan (A-2) Drawing No. SLS-360-26/4

Site Plan, Utility Plan, Dimensional (C-1) Drawing No. SLS-360-26/2

Duty Free Store Retail Service Standards

XVIII. FEDERAL ACQUISITION CLAUSES AND PROVISIONS.

52.252-2 CLAUSES INCORPORATED BY REFERENCE (FEB 1998)

This contract incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. Also, the full text of a clause may be accessed electronically at this address:

www.acquisition.gov

52.203-3 GRATUITIES (APR 1984)

52.203-5 COVENANT AGAINST CONTINGENT FEES (MAY 2014)

http://www.acquisition.gov/

REQUEST FOR PROPOSAL PAGE 19 OF 23

52.203-7 ANTI-KICKBACK PROCEDURES (MAY 2014)

52.203-8 CANCELLATION, RECISSION, AND RECOVERY OF FUNDS FOR

ILLEGAL OR IMPROPER ACTIVITY (MAY 2014)

23.203-12 LIMITATION ON PAYMENTS TO INFLUENCE CERTAIN FEDERAL

TRANSACTIONS (OCT 2010)

52.203-17…