LKBARKLEYCAMPGROUNDRFPFINAL.pdf

+++++ REQUEST FOR PROPOSALS

Issued By

COMMONWEALTH OF KENTUCKY

FINANCE AND ADMINISTRATION CABINET

On Behalf of

TOURISM, ARTS, AND HERITAGE CABINET,

DEPARTMENT OF PARKS

LAKE BARKLEY STATE RESORT PARK

CONTRACT TO RENOVATE, OPERATE, AND MAINTAIN A CAMP GROUND AND

ASSOCIATED FACILITIES AT THE LAKE BARKLEY STATE RESORT PARK

Trigg COUNTY, KENTUCKY

Project Name: LAKE BARKLEY STATE RESORT PARK Camp Grounds/Facilities

Proposal Number: 082319 Closing Date & Time August 23, 2019 @ 2:30 p.m.

IMPORTANT

Submit Proposals To: Division of Real Properties Third Floor – Bush Building 403 Wapping Street Frankfort, Kentucky 40601 Attn.: Nancy Brownlee

Contents

I. INTENT 4

II. BACKGROUND 4

III. GENERAL RFP INFORMATION 5

A. Pre-Proposal Conference 5 B. RFP Addenda 5 C.

D.

Offeror Responsibility For Proposal Inquiries – Restriction on Communication

E. No Prior Commitment Or Obligation 6 F. Issuing Office 7

G. PROPOSAL GUARANTY 7

IV. A. CAMP GROUNDS AND ASSOCIATED FACILITIES 8

B. Level of Quality for Facilities and Services 9 C. Security 9 D. Infrastructure Items 9 E.

Waste Handling 11

F. Advertising 11 G. Signage 11 H. Proposed sublease Site and Subsurface Conditions 11 I. Warranty of Suitability 11

V. SUBLEASE TERMS AND CONDITIONS 11

A. General 11 B. Ground Sublease Agreement 12 C. Commencement of Operation 12 D.

E.

Service Levels Rates and Prices

F. Records and Reports 15 G. Revenue Payable to the Commonwealth 15 H. Taxes 16 I. Liens Against the Subleased Premises 16 J. Subleasing, Assignments or Mortgages of Offeror’s

Interest

K. Hold Harmless 17 L. Attorney’s Fees 18

M. Notices 18 N. Offer of Gratuities 18 O. Commonwealth/Corps’ Property 18 P. Conflict of Interest 18 Q. Construction Bonds 18 R. Construction/Development (Plan Approval) 20 S. Protection of Work, Property, Employees and Public 21 T. Insurance 22 U. Maintenance of Development 22 V. Title to Improvements Upon Expiration or Termination 23

W. Removal of Personal Property Upon Expiration or Termination for Default

X. Employment Practices 23 Y. Permits and Licenses 24 Z. Right of Entry 24

AA. Termination of Sublease 24 AB. Procedure on Termination 27

AC.

AD.

Force Majeure Maintenance Escrow Account

VI. PROPOSAL EVALUATION 29

VII. SCORING AND AWARD 35

I. Intent

The Commonwealth of Kentucky (“Commonwealth”), Tourism, Arts, and Heritage Cabinet, Department of Parks, desires to provide recreational opportunities and public use of a campground and related facilities at the Lake Barkley State Resort Park, Cadiz, Kentucky (“Lake Barkley State Resort Park”), see attached Exhibit A. To that end, the Commonwealth solicits proposals from private, third-party, entities who wish to accept responsibility for the sublease of land and facilities at Lake Barkley State Resort Park for the renovation, operation, maintenance, and potential expansion of a first class, high quality campground and related facilities (the “Project”).

Based on detailed requirements, terms, and conditions set forth in this Request for Proposals (“RFP”), the Commonwealth solicits proposals from prospective Offerors, who can demonstrate the necessary capability to finance, renovate, operate, maintain, and manage the Project at optimum potential on a long-term basis. Existing structures and facilities may be improved upon, by and at the sole expense of the Successful Offeror. The Commonwealth expects early materialization of an environmentally and aesthetically acceptable campground and related facilities as a privately operated, recreational opportunity open to the general public. In consideration of the benefits and revenue derived from this campground, the Commonwealth is willing to sublease to the Successful Offeror the necessary property for an initial sublease period of fifteen (15) years. At the sole discretion of the Commonwealth and when consistent with the best interests of the Commonwealth, the Commonwealth may renew the sublease agreement for up to two (2) additional five (5) year periods, not to exceed a total of 25 years. Please note that the offered sublease term extends approximately 3 years beyond the COE/Commonwealth lease term. The Commonwealth may request an extension of its superior lease with the Corps of Engineers beyond April 30, 2040. If an extension is granted by the COE, the successful Offeror’s sublease term will then be extended for the additional four (4) years remaining in this offered sublease term. Terms and conditions, including rent payable to the Commonwealth, may be renegotiated to meet requirements for the renewal periods based on prevailing conditions at that time. See Section V of this RFP, Terms and Conditions, Sublease Agreement.

II. Background

Lake Barkley State Resort Park is located near Cadiz in Trigg County. On December 1, 1964, the Kentucky Department of Parks added Lake Barkley to its park system. The Secretary of the Army approved the leasing of 1,800 acres of land along the shores of Lake Barkley for a public park and recreation facility. The Commonwealth purchased an additional 1,400 acres of surrounding land for a total of 3,200 acres.

The most recent lease between the U.S. Army Corps of Engineers and the Department of Parks, DACW62-1-15-0363, began on May 1, 2015 and ends on April 30, 2040 (see attached Exhibit B).

In addition to the campground, Lake Barkley State Park amenities include a lodge, restaurant, marina, golf course, beach, swimming pool, and airstrip, as well as numerous opportunities for fishing, boating, hiking, biking, and other activities.

The U.S. Army Corps of Engineers completed the earth and concrete dam in July 1966, creating the 58,000 surface acre lake. The dam and reservoir are part of a comprehensive plan for flood control and the development of water resources along the Cumberland River. The lake is named for former United States Congressman and Vice President Alben Barkley (1877-1956).

Lake Barkley is part of the vast “Land Between the Lakes” area that includes 170,000 acres located on a peninsula between Lake Barkley and Kentucky Lake. The area has more than 1,004 miles of shoreline and numerous recreation amenities. A canal between Lake Barkley and Kentucky Lake allows access to both lakes. The two lakes combined make up the largest man-made body of water in the world.

III. RFP General Procedural Information

A. Pre-Proposal Conference

To assist in proposal process, an on-site meeting may be scheduled for potential Offerors.

Representatives from the Department of Parks and the Department for Facilities and Support Services will be in attendance to answer questions from prospective Offerors, should an on-site visit be scheduled.

Although a question and answer session will occur when this meeting is scheduled, participants should understand that the final, official answer or position of the Commonwealth on any material points will be stated in writing and distributed to all Offerors by addendum subsequent to the meeting. Offerors are encouraged to submit written questions prior to the meeting. All inquiries should be directed to the Division of Real Properties, Third Floor Bush Building, Frankfort, Kentucky, 40601 or to Nancy.Brownlee@ky.gov.

B. RFP Addenda

This RFP may be supplemented or amended at any time by appropriate addenda, which will be mailed to all known RFP holders and will be posted to the eProcurement website. Addenda may also be necessary after the receipt date and will be sent to all Offerors who have submitted a proposal. It shall be the Offeror’s responsibility to verify all addenda prior to submittal of response by viewing at https://eProcurement.ky.gov

C. Offeror Responsibility for Proposal Submittal

All proposals submitted shall be deemed to have been made with the full knowledge of all of the terms, conditions, provisions, specifications and requirements contained in this RFP and any addenda and enclosures thereto.

Each Offeror has the responsibility of delivering his/her proposal by the time and at the place prescribed in this RFP. Proposals received prior to the closing for receipt of proposals will remain unopened until the time scheduled for opening proposals. Any proposal received after the date and time specified in this RFP may be rejected and returned unopened to the Offeror. The Commonwealth shall not have any liability to an Offeror due to the failure of such proposal to be properly addressed or marked, or the premature opening of such a proposal due to the improper address. Neither the proposals nor their contents will be made available for public information or inspection until a determination of a Successful Offeror has been made and award is final.

Offerors are cautioned that the Restriction on Communications applies to Committee Members, as well as to any other Commonwealth employee except as listed in “D.” below.

D. Inquiries – Restriction on Communication

The Commonwealth Buyer named below shall be the sole point of contact throughout the procurement process. All communications, oral and written (regular, express, or electronic mail, or fax), concerning this procurement shall be addressed to:

Nancy E. Brownlee 502-782-0358

Fax – 502-564-8108 E-mail – Nancy.Brownlee@ky.gov

From the issue date of this RFP until an Offeror is selected and the selection is announced, Offerors are not allowed to communicate with any Commonwealth Staff concerning this RFP except:

The Commonwealth Buyer (Nancy Brownlee) cited in this RFP Commonwealth representatives during a scheduled Offerors’ Conference; or Via written questions submitted to the Commonwealth Buyer (Nancy Brownlee)

For violation of this provision, the Commonwealth shall reserve the right to reject their proposal response.

All inquiries must be submitted no later than ten (10) days prior to receipt of proposals to allow sufficient time for written responses to be routed.

Offerors are cautioned that the Restriction on Communications applies to Commonwealth employees except as listed in “D.”

E. No Prior Commitment or Obligation of the Commonwealth

The issuance of this RFP in no way constitutes an expressed or implied commitment by the Commonwealth to award a sublease or to pay for the costs incurred in the preparation of a response to this RFP.

The Commonwealth unconditionally reserves the right to withdraw or cancel this RFP and to reject any and all offers at any time and for any reason without recourse. Receipt of proposal materials by the Commonwealth or submission of a proposal to the Commonwealth confers no rights upon the Offeror nor obligates the Commonwealth in any manner.

No sublease resulting from this RFP can be deemed valid and/or binding until properly approved and executed by the Secretary of the Finance and Administration Cabinet.

The Commonwealth may waive minor irregularities or technicalities; however, such waiver shall in no way operate to modify the RFP requirements or provisions if the Offeror is awarded the sublease.

F. Issuing Office

This RFP is being issued by the Division of Real Properties, Finance and Administration Cabinet, on behalf of the Department of Parks.

The only authority empowered to sign or obligate the Commonwealth is the Secretary, Finance and Administration Cabinet.

G. Proposal Guaranty

1. Offeror’s proposal must be accompanied by a certified or cashier’s check, made payable to the “Kentucky State Treasurer”, in the amount of Two Thousand Five Hundred Dollars ($2,500.00). Upon award of a sublease, the certified or cashier’s check of the unsuccessful Offerors will be returned immediately. The certified or cashier’s check of the Successful Offeror will be returned upon receipt of the performance and payment bonds enumerated herein.

2. In the event a Offeror’s proposal is accepted and the Offeror shall fail to execute the sublease within ten (10) calendar days after its receipt by the Successful Offeror, the Commonwealth may, at its option, determine that the Offeror has abandoned the project and the amount of the bid security shall be forfeited to the Commonwealth as liquidated damages, and not as a penalty.

IV. Campground and Associated Facilities

A. Campground

It is the desire of the Commonwealth to provide to the general public camping opportunities/accommodations at the Lake Barkley State Resort Park, as referenced in this RFP.

The Commonwealth intends to sublease to the successful Offeror the existing land and facilities for the financing, renovation, operation, and maintenance of campground accommodations and improvements, as is/where is, which currently feature the following:

79 campsites o 72 sites with water and 20/30 amp electric service o Five (5) sites with water but no electric service o Two (2) sites with neither water nor electric service

Two (2) bathhouses Campground Office/Grocery/Recreation Pavilion Paved entrance and circulation roads Dump station Playground Horseshoe pit Amphitheater Boat ramp

The existing campground contains a playground, which the successful Offeror would be required to maintain, and which may or may not be improved by the successful Offeror. There are no specs for the existing or an improved playground; specifications will need to be provided by and at the expense of the successful Offeror and should meet all local, state and federal laws, codes, guidelines.

At a minimum, the Successful Offeror, at its sole expense, must deliver 70 campsites with 20/30/50 amp electric service, water hookup, and access to a Wi-Fi network. The Successful Offeror is encouraged to renovate and modernize additional areas of the campground in order to further enhance the camping experience, including possible amenities at the boat ramp that is adjacent to the campground.

See attached Exhibit C for the following supplemental information pertaining to campgrounds:

o Occupancy report by sites; 1/1/15 – 12/31/17 o Daily accrued revenue detail report; CY 2017; CY 2015 o Visitor demographics; 2017, 2016, and 2015 o Occupancy Report by Site Type – 2014 o Occupancy Report by Site Type – 2015 o Occupancy Report by Site Type – 2016 o Profit/Loss for Campground – FY 17 & 18 o Site utility drawing for Lake Barkley State Resort Park campground, including water, sewer, and electrical

The Successful Offeror may, at its sole expense, expand the existing campground premises to provide additional sites and amenities. Plans for expansion shall be negotiated between the Commonwealth and the Successful Offeror prior to execution of the sublease agreement and documented in said agreement. The Commonwealth intentionally did not identify the boundaries of the campground, in case an Offeror was interested in expanding the campground.

The Department of Parks has no information pertaining to archaeological and endangered species, other than the Corps of Engineers’ lease and exhibits, attached hereto as Exhibit B.

B. Level of Quality for Facilities and Service

The Successful Offeror shall ensure that the campground facilities, service levels, image, and public perception are equal to or exceed those of other Department of Parks’ campgrounds.

The Successful Offeror shall adhere, and ensure the adherence of campers, to certain regulations and standards that are required at all Department of Parks’ campgrounds. These regulations and standards are defined in Department of Parks regulation 304 KAR 1:040. The regulation is available at http://www.lrc.ky.gov/kar/304/001/040.pdf

There is a 2 night minimum stay on peak season weekends.

The importation of firewood from any state outside of Kentucky is prohibited by the Department of Parks. The purpose of this policy is to help deter the introduction of invasive insect species into the state. Firewood is available for sale in the state park campgrounds. For more information, see https://parks.ky.gov/parks/firewood-policy.aspx.

The Successful Offeror shall ensure all campground facilities and infrastructure are ADA-compliant. Compliance shall be solely the Offeror’s responsibility, and any improvements to the facility required to make the campground ADA-compliant shall be at the Offeror’s sole expense.

The Successful Offeror, at its sole expense, is responsible for:

Renovating existing buildings and constructing new buildings with quality materials and in compliance with all local, state, and federal codes, regulations, etc., including but not limited to, 902 KAR 15:020, with regard to recreational vehicles

Maintaining a consistent architectural style for all buildings throughout the Project area Providing tempered hot water in building lavatories and showers Providing an adequate number of vehicle spaces and paved walks for ingress/egress to all buildings throughout the Project area

C. Security

The Commonwealth expects 24-hour security to be provided to the campground proper, by and at the sole expense of the Successful Offeror. The Successful Offeror shall be solely responsible for providing adequate fire and safety equipment as specified by all federal, state, and local regulatory agencies. Successful Offeror shall prepare and provide to the Department of Parks a list of emergency procedures in the event of sickness, accidents, death, severe weather, or other potential emergencies.

D. Infrastructure Items

The Successful Offeror shall be solely responsible for all costs associated with the construction, operation, and maintenance of existing and proposed infrastructure improvements located within the campground premises, as follows:

(1) Roads and Parking –Successful Offeror, at its sole expense, is required to repair and maintain, as needed, the campground entrance road, circulation roads, parking areas, and boat ramp, as part of general maintenance and operation of the campground.

(2) Utilities: (see attached Exhibit D for utility plans for electric, water, sewer sites, etc.)

a. Electric Service: Pennyrile Rural Electric provides electric service to Lake Barkley State Resort Park, including the campground. Currently, usage is measured by a single meter for the entire park. The Commonwealth owns transmissions lines, poles, transformers, outlets, and other electric infrastructure in the campground. It shall be the responsibility of the Successful Offeror to:

Maintain all electric infrastructure within the campground and ensure it complies with all applicable laws, regulations, and ordinances.

Install and/or maintain 20/30/50 amp electric service to each site. Each site shall have its own individual electric pedestal.

Install and maintain a new meter to measure electric service usage in the campground premises.

Make timely monthly payments to Lake Barkley State Resort Park for electric usage in the campground premises.

(Note: Parks was charged for its last electric bill approximately 0.0444 cents per kilowatt hour. However, Parks is on an “on-demand” electric service. So the rates change based on usage. The rate is based on the highest day of usage because Parks has to be provided that amount all month. Parks also has to pay on demand charge and a TVA Energy Generation Charge. For 54,000 KHW used, the demand charge was $14,664.96 and the TVA generation charge was $10,584.00 plus school tax. So, the total charge for 54000 KWH was $52,486.74 or .0971976 per kilowatt hour. This should be a good average; but, the rates do change during the year, depending on total usage.)

o The successful Offeror shall upgrade all necessary electric infrastructure in the campground and make the necessary terrain modification sto create a minimum of 70 sites with 20/30/50 amp electric service.

b. Domestic Water Service: Barkley Lake Water District provides water service to Lake Barkley State Resort Park, including the campground. Currently, usage is measured by a single meter for the entire park. The Commonwealth owns the supply lines, valves, hydrants, and other water infrastructure in the campground. It shall be the responsibility of the Successful Offeror to:

Maintain all water infrastructure within the campground and ensure it complies with all applicable laws, regulations, and ordinances.

Install and/or maintain adequate water service to each site. Each site shall have its own individual water post.

Install and maintain a new meter to measure water usage in the campground premises.

Make timely monthly payments to Lake Barkley State Resort Park for water usage in the campground premises.

(Water Bill: usage averages to .005 per gallon plus 3% local tax. There is a minimum usage of 3000 gallons per month; but the Department of Parks always goes over that minimum amount.)

c. Wastewater: The Commonwealth owns the dump station, gravity sewer lines, manholes, and other wastewater infrastructure in the campground. The Successful Offeror shall maintain all wastewater infrastructure within the campground and ensure it complies with all applicable laws, regulations, and ordinances. The Commonwealth will treat the campground wastewater at its plant located nearby. See attached Exhibit E for wastewater treatment plant certification.

d. Landline: AT&T provides landline phone service to Lake Barkley State Park, including the campground office building. AT&T owns and maintains the telephone infrastructure. The Successful Offeror shall contract its own landline phone service through AT&T. The landline is required for emergency purposes.

e. Wi-Fi: Mediacom provides high-speed internet services to Lake Barkley State Park.

However, this service is currently not available in the campground area. The Successful Offeror shall provide a reliable, high-speed Wi-Fi network that encompasses the entire campground area (approximately a 700-foot radius from center). The Successful Offeror, at its sole expense, may negotiate an extension of the Mediacom infrastructure to the campground or may contract high-speed Wi-Fi service using other methods.

E. Waste Handling and Disposal

The Successful Offeror, at its own expense, shall be responsible for providing for all trash and garbage disposal and removal from the entire area. All waste handling, storage, and removal shall comply with local, state and national health and environmental requirements.

F. Advertising

In order to promote both the Kentucky Department of Parks’ resources and the Successful Offeror’s operations in a more efficient manner, the parties hereto agree that any advertisement or promotional material, whether in print form or through any other media, shall be coordinated with the Department of Parks, and the Department of Parks shall have final approval on any such advertisement. Further, the Offeror agrees to allow for certain promotions which may be run in conjunction with other Department of Parks areas or assets, and to allow the department logo or brand to be included in any such advertisements.

G. Signage

Successful Offeror, at its sole expense, will be required to install necessary promotion/advertisement/information sign(s) at the appropriate locations, subject to the prior written approval of the Department of Parks prior to installation. Both the Lake Barkley State Resort Park and campground regulations shall be clearly posted in the campground area.

Proposed highway signage and locations must also be approved by the Kentucky Transportation Cabinet prior to final approval by the Department of Parks. Maintenance of all signs will be the responsibility of the Successful Offeror.

H. Proposed Sublease Site and Subsurface Conditions

The Commonwealth shall sublease to the Successful Offeror the necessary property to renovate, operate, maintain, and potentially expand the campground premises, as well as ingress/egress thereto. The precise extent of property to be subleased shall be negotiated with the Successful Offeror prior to execution of the sublease agreement and documented in said agreement. The Successful Offeror is responsible for all other due diligence investigations, including sub-surface conditions, and all costs associated therewith, at the designated campground site. See attached topographical maps (Exhibit F).

I. Warranty of Suitability

The Commonwealth makes no guaranty or warranty, either expressed or implied, with respect to the property upon which the campground area is situated.

V. Sublease Terms and Conditions

A. General

The sublease between the Commonwealth of Kentucky and the Offeror shall consist of (1) the Request for Proposals (RFP and any addenda thereto), (2) the Offeror’s proposal submitted in response to the RFP, and (3) the Commonwealth’s lease agreement with the U.S. Army Corps of Engineers (the “Prime Lease”). In the event of a conflict in language between the documents referenced above, the provisions and requirements set forth and/or referenced in the RFP shall govern. All written addenda and supplements shall take precedence over the documents they modify.

In the event that an issue is addressed in one document that is not addressed in the other document, no conflict in language shall be deemed to occur. However, the Commonwealth reserves the right to clarify any sublease relationship in writing with the concurrence of the Offeror and such written clarification shall govern in case of conflict with the applicable requirements stated in the RFP or the Offeror’s proposal. In all other matters not affected by the written clarification, if any, the Request for Proposals shall govern.

No modification or change of any provision in the sublease shall be made, or construed to have been made unless such modification is mutually agreed to in writing by the Offeror and the Department of Parks, and incorporated as a written amendment to the sublease and processed through and approved by the Finance and Administration Cabinet prior to the effective date of such modification or change. Memoranda of Understanding and correspondence shall not be construed as amendments to the sublease.

The sublease shall be construed and interpreted according to the laws of the Commonwealth of Kentucky. Any legal proceedings against the Commonwealth regarding this RFP or any resultant sublease shall be brought in Commonwealth of Kentucky administrative or judicial forums. Venue will be in Franklin County, Commonwealth of Kentucky. The following are standard, boilerplate language to be included with a sublease agreement awarded as a result of this solicitation.

B. Ground Sublease Agreement

The sublease agreement shall be for an initial term of fifteen (15) years commencing on the date the Project is approved by the Commonwealth. There may be renewals for two (2) additional five

(5) year extension period each, upon written mutual agreement of the parties to such an agreement. Terms and/or conditions may be renegotiated to meet requirements for the extended period based on prevailing conditions at that time. In the event terms and conditions cannot be agreed upon, either party shall have the right to refuse to continue the sublease for the extended renewal period. At the end of negotiations, should either party decide not to renew the sublease agreement, written notice of such intention shall be submitted to the other party no later than 60 days prior to the expiration of the original term.

All the provisions of said sublease agreement, as supplemented, shall be binding upon both parties. The Successful Offeror shall abide by all rules and regulations affiliated with Department of Parks, Lake Barkley State Resort Park, and as may be promulgated by Commonwealth in connection with the use of its property, as well as the terms and conditions contained in the prime Lease Agreement with the U.S. Army Corps of Engineers.

C. Commencement of Operation

The Successful Offeror shall, at its sole expense, at a minimum, have open and available for campers the existing campground facilities and premises by November 1, 2019. Any and all expenses associated with having operational the campground (i.e. permits, inspections by regulatory agencies, etc.) shall be by and at the sole expense of the Successful Offeror. Should a sublease agreement not be executed by all parties prior to November 1, 2019, a written right-of-entry may be issued by the Commonwealth to the Successful Offeror, granting the Successful Offeror the right to begin the campground operation. The Commonwealth will extend the November 1, 2019 deadline to take over operation, if the Commonwealth/successful Offeror are waiting on federal approval.

As soon as practicable, but no later than one (1) year after execution of a sublease agreement, subject to reasonable extensions for good cause shown, the Successful Offeror shall commence campground renovations as described in this RFP, or the project will be deemed abandoned. The Successful Offeror shall be required to obtain any and all regulatory approvals and/or permits, by and at the sole expense of the Successful Offeror. The Commonwealth will agree to a reasonable extension of time for providing for the designated facilities and services when a delay in providing the facilities and services is beyond the control of the Successful Offeror.

The Offeror shall not be authorized to construct, erect, or place any structure or other facility upon the premises, or to make any major alteration to an existing structure or facility, without the prior written approval of the U.S. Army Corps of Engineers, the Department of Parks, and the Department of Facilities and Support Services. Requests for same shall be made in writing to the U.S. Army Corps of Engineers, the Department of Parks, and the Department of Facilities and Support Services.

The Offeror may not remove the structures, improvements, and equipment erected or placed upon the premises without the prior written approval of the U.S. Army Corps of Engineers, the Department of Parks, and the Department of Facilities and Support Services. Requests for same shall be made in writing to the U.S. Army Corps of Engineers, the Department of Parks, and the Department of Facilities and Support Services. Upon approval to remove any structures, improvements, or equipment placed upon the premises, the Offeror must repair any damage to the premises resulting from the removal of the structures, improvements, or equipment.

The inability of the Offeror to obtain proper financing, approved in advance by the Commonwealth, by the aforementioned deadlines for commencement of operation shall not constitute a reasonable reason for an extension of time.

D. Service Levels

It is envisioned that this facility will be open to the general public twenty-four (24) hours daily, between April 1 and October 31, annually, at a minimum. The Department of Parks will monitor and inspect on a periodic basis the quality of all services and products offered, to ensure that the image and public perception of this operation is equal to or exceeds that of the Kentucky Department of Parks recreational system.

The Successful Offeror, at its sole expense, will be required to provide an internet site for reservations of campsites. The Offeror shall coordinate its selection of a reservation system with the Department of Parks, and the Department of Parks shall have final approval of the selected reservation system.

The Successful Offeror shall be responsible for assuring that the campground provides services to the best standards prevailing for similar businesses.

E. Rates and Prices

All rates and prices charged by the Offeror for goods and services shall be reasonable and subject to prior written approval by the Department of Parks throughout the entire term of the sublease and any extension thereof.

F. Records and Reports

The Successful Offeror covenants that, promptly after the close of the Successful Offeror’s fiscal year, it will, at its own expense, cause an audit to be made of its books and accounts relating to the operation of the campground for the preceding fiscal year by an independent firm of certified public accounts of recognized ability and standing, and a copy of the audit shall be submitted to the Department of Parks and the Finance and Administration Cabinet no later than three and one-half months after year’s end. Distribution of the audit will be the responsibility of the Department of Parks. The audit firm shall be approved by the Department of Parks.

G. Revenue Payable to the Commonwealth

Offeror shall provide a percent of gross receipts to the Commonwealth on an annual basis, payable monthly or quarterly, as defined below:

Years One through Four – 4% of gross receipts Year Five – 5% of gross receipts Year Six – 6% of gross receipts Year Seven – 7% of gross receipts Years Eight through end of sublease agreement – 8% of gross receipts

Gross Receipts

“Gross Receipts” shall mean the sale of all merchandise or services sold or rented in, on or from the campground area (or any other proposed activities) by the Successful Offeror whether for cash or on a charge, credit or time basis, including, but not limited to, revenue received from (I) gross amount paid to Offeror for campground rentals, (II) sale of food and beverages of all kinds, including sales through vending machines owned by the Offeror, (III) gross amount paid to Offeror for rentals of other amenities, such as horse stables, water park, mountain bikes, bath houses, canoes or kayaks, (IV) sale of other products, (V) sale of any and all services.

The following items shall be excluded from “Gross Receipts”:

1. Any sales tax, gross receipts tax, or similar tax or whatever name called, the amount of which is determined by the amount of the sale made, and which Offeror may be required to account for to any governmental agency;

2. Credits or refunds made to customers for merchandise returned or exchanged;

3. Sales of trade fixtures or personal property after use thereof in the conduct of Offeror’s business in the premises;

4. All sums and credits received in settlement of claims for loss or damages to merchandise or property owned by Offeror.

5. Discounts to customers for goods sold or privileges granted (the amount to be excluded from gross receipts shall be the difference between the amount received for goods sold or privileges granted and the Offeror’s current price to the public);

6. All credit sales written off as bad debts, provided, however, that if subsequent payments are made in these accounts, the amounts so collected shall be included in gross receipts;

7. Refunds or credits from returned merchandise or property used in the operation of the premises;

8. Interest income.

H. Taxes

The Successful Offeror shall be responsible for paying all state, federal and local, including but not limited to, ad valorem, taxes assessed against the operations of the campground at Lake Barkley State Resort Park.

I. Liens Against the Subleased Premises

No facility constructed shall be deemed a public improvement within the meaning of KRS 376.210

et. seq. Nothing in this RFP shall in any way be deemed or construed as constituting an order or request by the Commonwealth, expressed or implied, to any contractor, subcontractor, supplier, materialman or laborer, for the performance of any labor or the furnishing of any materials for the construction or maintenance of any improvements on, alterations to, or other improvements of the subleased premises; nor as giving the Offeror any right, power or authority to grant for or permit the rendering of any services or furnishing of any materials that would give rise to the filing of any mechanic’s liens against the Commonwealth’s property or the Offeror’s subleasehold interest therein.

Furthermore, the Offeror shall not suffer or permit any mechanic’s or materialman’s lien to be filed against the Commonwealth’s property or the Offeror’s subleasehold interest in the subleased premises by reason of work, labor, services or materials supplied or claimed to be supplied to the Offeror. If a mechanic’s or materialman’s lien shall be filed against the subleased premises or the Offeror’s subleasehold interest at any time, the Offeror shall cause the same to be discharged and resubleased of record within thirty (30) days after the notice of filing competent jurisdiction or otherwise. If the Offeror, in good faith, disputes the validity or correctness of any such lien, then it may refrain from paying or causing the same to be discharged of record, but it shall diligently proceed to initiate and conduct appropriate proceedings to determine the correctness or validity of such lien. The Offeror shall not be deemed to be in default under this RFP while such proceedings of litigation are being conducted in good faith by it. However, if the Offeror fails to cause any such lien to be discharged within the period aforesaid, or fails to contest the same as provided above, then the Offeror shall be deemed to be in default of the sublease which shall be a basis for termination of said sublease.

J. Subleasing, Assignments, or Mortgages of Offeror’s Interest

During the course of the sublease agreement or any renewal made in accordance with this RFP, the Offeror shall not voluntarily, involuntarily, or by operation of law assign, sublet, mortgage or transfer the sublease agreement or any interest created therein to any other person, partnership, corporation or other entity without first notifying and obtaining the prior written consent of the Department of Parks and the Finance and Administration Cabinet. Any attempt to assign, sublet, mortgage or transfer, the sublease agreement or any interest created therein without such consent shall be void. If an assignment, sublet, mortgage or transfer of this the sublease is made with the consent of the Commonwealth, the Offeror shall not be relieved from the payment of all rent (revenues) according to the terms of the sublease or from the performance of all other terms, covenants and conditions of the sublease. If the Offeror is a corporation, then any transfer of the agreement by merger, consolidation or liquidation, or any change in ownership of, or power to vote the majority of its’ outstanding voting stock shall constitute an assignment for the purposes of this section. If consent is once given by the Commonwealth to any such assignment, mortgage or subletting, such consent shall not operate as a waiver of the necessity for obtaining the Commonwealth’s consent to any subsequent assignment, mortgage or subletting. Furthermore, any change in the Offeror’s business status, i.e., partnership, corporation, should be reported to the Commonwealth immediately.

No assignment, subletting, transfer or mortgage of Offeror’s interest in the property shall be effective or binding against the Commonwealth until such time as the assignee and the Commonwealth execute an amendment to this agreement reflecting such transfer.

K. Hold Harmless

The Successful Offeror shall indemnify and hold harmless the Commonwealth from any and all claims, demands, damages, actions, costs, including attorney fees, and charges which the Commonwealth or the Offeror may have to pay by reason of injury to any person or property or loss of life or property resulting from or in any way connected with the character, condition or use of the subleased premises or any means of ingress thereto, or egress therefrom, or resulting from the Offeror’s operations on the subleased premises, unless such injury or loss arises directly from the negligence of the Commonwealth, any of their departments or agencies, or officers or employees while acting within the scope of their employment.

The Successful Offeror shall, at its own expense, assume defense of such claims and actions for damages arising out of such injuries or losses which may be brought against the Commonwealth by third persons; and shall pay such judgements that may be rendered in such actions, unless such claims or actions for damages and/or judgements arise directly from the negligence of the Commonwealth, any of its departments or agencies, or any of its officers, agents or employees while acting within the scope of their employment.

L. Attorney’s Fees

In the event that either party deems it necessary to take legal action to enforce any provision of the sublease, and in the event the Commonwealth prevails, the Offeror agrees to pay all expenses of such action, including attorney’s fees and costs at all states of litigation as set by the court or hearing officer. County of venue shall be Franklin.

M. Notices

After sublease award, all notices under the sublease shall be either mailed by registered or certified mail addressed, or hand delivered, to the receiving party. The customary receipt shall be conclusive evidence of such service.

N. Offer of Gratuities

By submission of proposal, the Offeror certifies that no member of or delegate of Congress, nor any elected or appointed official or employee of the Commonwealth of Kentucky has or will benefit financially or materially from this procurement. Any sublease arising from this procurement may be terminated by the Commonwealth if it is determined that gratuities of any kind were either offered to or received by any of the aforementioned officials or employees from the Offeror, his agents, or employees.

O. Commonwealth’s Property

The Successful Offeror shall be responsible for the proper care and custody of any Commonwealth property furnished for the Successful Offeror’s use in connection with the performance of the resulting sublease. This responsibility includes the repair and/or replacement due to loss, damage, or negligence, normal wear and tear expected.

P. Conflict of Interest

No official or employee of the Commonwealth or no other public official of the Commonwealth of Kentucky who exercises any functions or responsibilities in the review of approval of the undertaking or carrying out of the project shall, prior to the completion of the project, voluntarily acquire any personal interest, direct or indirect, in the sublease or proposed sublease.

Q. Construction Bonds

Offeror shall execute a surety bond or bonds in favor of the Commonwealth in the amount of one hundred percent (100%) of the designated amount of any future capital improvement projects, as security for the faithful performance of the construction required and the payment of all persons who have and fulfill subcontracts which are directly with the Offeror. The Offeror shall, before beginning the construction/development of facilities, require of any subcontractor employed by the Offeror to construct said facilities, a surety bond or bonds in form satisfactory to the Commonwealth. These bonds shall protect the subleased premises against the imposition of mechanics and materialsman’s liens and guarantee performance of the construction subcontract.

All bonds shall be executed by a surety company authorized to do business in the Commonwealth.

R. Construction on Premises

As mentioned above, the Offeror shall be responsible at its expense to renovate the premises.

The successful Offeror shall prepare and deliver to the Commonwealth, within sixty (60) days from the date of the resulting Lease, complete interior layout, architectural, electrical, mechanical and plumbing plans and specifications for all work to be performed on the leased premises. Should the Commonwealth object to the Plans and Specifications then it shall notify the Offeror of its objections.

NOTE: If the Offeror proposes to make any changes and/or additions to or improve the existing facilities in any way, immediately after the award of the contract, then the Offeror must submit with the Offeror’s proposal, the information delineated on Page 28, which shall be a requirement of the RFP.

The Department of Parks and/or the Department for Facilities and Support Services may also make compliance inspections to ensure that the facility is being constructed, operated, maintained, and furnished in a manner that provides a safe and healthy environment for the public. This inspection will also ensure that preventative maintenance is being performed that will extend the life and usability of the facilities to its maximum potential. Inspection reports will be prepared with a definite deadline for correction of any stated deficiencies. Maintenance is an important aspect of the sublease and failure to comply by the successful Offeror with any maintenance provision shall be grounds for termination of the sublease by reason of default.

The interior of the building shall consist of appropriate finishes and construction to meet all Kentucky building codes and Offeror functional requirements, with approval of all interior plans by the Department of Parks and the Finance and Administration Cabinet/Division of Engineering and Contract Administration (DECA), which approval shall not be unreasonably withheld.

Approval must also be obtained by The KY Department of Housing, Building, and Construction on all construction and/or renovation projects.

The Offeror shall submit to the Kentucky Department of Engineering and Contract Administration (DECA) and Parks, for the review and approval of DECA and Parks, construction documents bearing the seal and signature of a KY licensed design professional, per the laws of KRS 322.360, 323.033, 323.095, and 323.340, prior to beginning any construction on the leased premises, as well as providing ‘as built’ drawings/plans to the DECA, after completion of construction, for submittal to the State plan vault.

Successful Offeror shall obtain, at its sole expense, the necessary permits, approvals, easements, and licenses necessary for the fit up/renovation and use of the leased premises; rezoning or conditional use permits, access permits, land divisions, building and business permits, zoning or building code variances, zoning design review, access and utility easements, any architectural, design, signage permits or other necessary approvals The COK will, to the extent possible, assist Offeror in obtaining the necessary governmental approvals.

The target completion date for fit up/renovation, if any, and occupancy is ________ (___) months from the date the Secretary of the Finance and Administration executes the resulting Lease Agreement, unless prior written approval is granted by the COK. If the leased premises have not been completed and the Offeror has not occupied and is not operating the premises within aforestated timeframe, then the resulting Lease Agreement will become null and void, with no rights remaining to the Offeror.

The Construction/Renovation Project must be commenced within the approved schedule submitted by the successful Offeror, which shall include review and approval by all state governmental agencies. The successful Offeror will not be authorized to construct, erect, or place any structure or other facility upon the premises, or to make any major alteration to an existing structure or facility without the prior written approval of the Commonwealth and the Department of Facilities and Support Services. Requests for same shall be made in writing to the Department for Facilities and Support Services/Finance and Administration Cabinet.

Should the successful Offeror, after commencing and during the construction/development phase of the Projects, abandon or for any reason fail to complete the facility, title to all materials or improvements on the premises shall immediately vest in and become the property of the Commonwealth. The successful Offeror may not remove the structures, improvements, and equipment, erected or placed upon the leased premises, without the prior written approval of the Commonwealth. Upon approval from the Commonwealth to remove any structures, improvements, or equipment placed upon the premises, the successful Offeror must repair any damage to the premises resulting from the removal of the structures, improvements, or equipment.

S. Construction/Development (Plan Approval)

1. All construction/development plans will be submitted to and must have prior approval of the U.S. Army Corps of Engineers; the Finance and Administration Cabinet, Department for Facilities and Support Services; and the Department of Parks before construction/development is commenced. Such approval will not be unreasonably withheld. Such approval is not intended to verify constructability or conformance with any applicable codes, but rather is intended to ensure that the design meets the Offeror’s intent and program requirements. The drawings and the specifications shall be stamped with the registration seal of the professional involved in the design.

2. When required by state law, construction/development plan approval must be obtained from the Department of Housing, Building and Construction. All fees shall be the responsibility of the Offeror. This regulatory agency will review drawings for plumbing, fire marshal compliance, ADA accessibility and Kentucky Building code regulations. Proof of this approval must be provided to the Department for Facilities and Support Services and the Department of Parks before commencement of construction and operation. Upon completion, copies of all permits and certificates shall be submitted to the Department for

Facilities and Support Services and the Department of Parks, along with “as built” plans.

3. The Department for Facilities and Support Services and the Department of Parks may also make compliance inspections to ensure that the facility is being constructed, operated, maintained, and furnished in a manner that provides a safe and healthy environment for the public. This inspection will also ensure that preventative maintenance is being performed that will extend the life and usability of the facilities to its maximum potential.

Inspection reports will be prepared with a definite deadline for correction of any stated deficiencies. Maintenance is an important aspect of the sublease and failure to comply by the Offeror with any maintenance provision shall be grounds for termination of the sublease by reason of default.

4. Each bond furnished by the Offeror shall incorporate, by reference, the terms of the resulting contract as fully as though they were set forth verbatim in such bonds. In the event that a Change Order(s), executed by the Offeror, adjusts the Contract sum, the peal sum of both the performance bond and the payment bond shall be deemed increased by like amount.

Note: The performance bond protects the Commonwealth in the event the…