rfp-p-h-2025-09.pdf

55 International Drive Portsmouth NH 03801

REQUEST FOR QUALIFICATIONS & PROPOSALS

RFQ/P 25-09

Recommendations for Rye Harbor Improvements

Issued: November 1, 2024

Due: December 5, 2024

PEASE DEVELOPMENT AUTHORITY

RFQ/P 25-09

REQUEST FOR QUALIFICATIONS and PROPOSAL (“RFQ/P”) for

RYE HARBOR MARINE FACILITY ASSESSMENT and

RECOMMENDATIONS FOR IMPROVEMENTS

NOVEMBER 2024

The Pease Development Authority (herein called the “Authority” or “PDA”) is accepting Statements of Qualifications (“SOQs”) and Proposals from qualified Firms or Teams interested in conducting an assessment of, and making recommendations for improvements to, the Rye Harbor Marine Facility, located in Rye, New Hampshire.

SECTION 1 – OVERVIEW AND SCHEDULE

A. Background PDA is an agency of the State of New Hampshire established pursuant to RSA Ch. 12-G and is responsible for operations at of state-owned properties and facilities at the Pease International Tradeport, Portsmouth International Airport at Pease, Pease Golf Course, and the Portsmouth Fish Pier, Rye Harbor Marine Facility, and Hampton Harbor Marine Facility.

The Rye Harbor Marine Facility, located in Rye, New Hampshire (“Facility”), consists of wetland marsh, a tidal mooring field, piers, a public boat launch, a navigational channel, and 4.7 acres of useable land (including a parking lot and boat storage area) adjacent to the Atlantic Ocean, Ocean Boulevard (Route 1A), and Harbor Road. Owned by the State of New Hampshire, overall management of Rye Harbor became the responsibility of the Pease Development Authority, Division of Ports and Harbors (“DPH”), when management responsibility for Rye Harbor was transferred from the former Department of Resources and Economic Development to PDA through legislative enactments in 2001-2005, amending RSA Ch.12-G. See Facility Plan Attached as Appendix A.

Operating as a marine transportation facility, Rye Harbor supports the New Hampshire commercial fishing industry, private maritime-related businesses associated with transportation and tourist activity, recreational boaters, and the visiting public. Users of the Facility include the visiting public, mooring permit holders, pier use permit holders, and various private commercial businesses operating in small buildings (“shacks”) on the property. With only 4.7 acres of land to support the ancillary needs of multiple entities, the PDA Board of Directors seeks an assessment of existing Facility conditions and operations, along with recommendations for potential improvements to the Facility that best serve PDA-DPH, the users of the Facility, and the public at-large (“Assessment”).

In 2022, DPH commissioned a Rye Harbor Marine Facility Parking Study. See Parking Study Attached as Appendix B. In 2023, DPH staff completed an overview report on the Rye Harbor Marine Facility. See Report Attached as Appendix C.

B. Invitation To Submit Statements of Qualifications and Assessment Proposal Firms or Teams with qualified Engineering, Environmental, Operational, Architectural, and Planning Specialists in maritime, recreational, and governmental facility work are invited to submit Statements of Qualifications to perform the Assessment described herein. In addition, the respondents to this RFQ/P should develop their own scope of services for carrying out the Assessment.

C. Assessment Goals The Assessment should examine existing conditions and operations (including current private commercial operations) at the Facility and, in presenting such conditions and operations, provide, in coordination and consultation with PDA and DPH, recommendations for improvements and modifications to the Facility as well as to operations occurring at the Facility. The Assessment will establish a baseline report and serve as a resource to the PDA and DPH. The PDA Board of Directors has outlined four goals for future development activity at the Facility that should be considered while undertaking the component parts of the Assessment. The four goals are as follows:

1) to ensure that the Harbor is an asset open to use by all, including commercial and sport fishing and lobstering, recreational boating, ocean sightseeing, and visitors who want to enjoy the Harbor and oceanfront;

2) to ensure that any existing and future improvements at the Harbor do not cause environmental degradation to the immediate surrounding areas;

3) to provide the public with clear, transparent, and fair rules and procedures that provide equal opportunity to make use of any facility or to seek a right of entry/concession that may be offered at the Harbor, and;

4) to increase DPH’s income potential at the Harbor in order to sustain necessary maintenance and improvements to the Harbor over time;

D. Anticipated Timeline The following table contains the anticipated timeline for this RFQ/P through contract finalization and approval. The Authority reserves the right to amend this schedule at its sole discretion and at any time through a published Addendum.

EVENT DATE

Release of RFQ/P November 1, 2024 Deadline for Inquiries, questions and/or proposed clarifications

November 14, 2024 (No later than 2:00 P.M. local time)

Answers to RFQ/P Questions/Inquiries November 19, 2024 RFQ/P Response Submittal Date December 5, 2024

(No later than 2:00 P.M. local time) Shortlist for Interviews identified December 10, 2024 Interviews December 16 - 20, 2024 Board of Directors Meeting for Approval January 7, 2025 Notice of Award After January 7, 2025 Contract and Fee Negotiation January 2025 Anticipated Project Start Date February 1, 2025

SECTION 2 – PROPOSED SCOPE OF WORK

At a minimum the Assessment should provide a comprehensive review of the following areas and recommendations for improvement or modification for each area, including actionable steps for implementing any recommendations proposed in the Assessment:

Facility Environmental Conditions Assessment:

• Examine and describe using GPS mapping and a narrative report, onsite environmental baseline conditions at the Facility, as well as such other offsite environmental conditions potentially impacting the Facility including, but not limited to:

o Current sea levels and mean high tide line o Projected sea level rise, as well as projected impacts to Facility from marine/coastal storms over the next 20-50 years.

o The condition, type, and location of federal or state jurisdictional wetlands within the Facility.

o Identification of other environmental conditions impacting the Facility.

• Identify Facility infrastructure vulnerable to existing environmental conditions, the nature of those impacts, and recommendations for mitigation of such impacts.

• Identify opportunities for new development and structures or modifications to existing development and structures onsite that reduce potential environmental impacts.

• Provide estimates on capital investment needed to implement recommendations.

Facility Building and Infrastructure Assessment:

• Conduct a building and an infrastructure assessment using GPS mapping and a narrative report that includes, but is not limited to:

o DPH-owned buildings and structures.

o Privately-owned buildings and structures.

o Existing primary utilities, including water, electric power, and telecommunications.

o Existing stormwater management system.

o Waste disposal and collection system(s), including Facility septic system.

o Location and specifications of any non-utility electricity generation device located at the Facility.

o Piers and gangways.

o Boat ramp.

o Fueling facilities.

o Guardrails.

o Revetment and other protective structures.

• Identify applicable life-safety codes and include recommendations to ensure compliance with such applicable codes.

• Evaluate current and projected restroom facility needs (including but not limited to applicable ADA requirements) and septic system capacity requirements.

• Recommend ways to enhance Facility accessibility including a phased schedule of recommended improvements.

• Provide estimates on capital investment needed to accomplish recommendations.

Facility Vehicle Parking and Boat Storage Assessment:

• Conduct with GPS mapping and a narrative report an assessment of the Facility vehicle parking and boat storage areas to provide any updates to the 2022 Rye Harbor Marine Facility Parking Study required to reflect existing conditions.

Provide recommendations regarding vehicle parking and boat storage areas, including, but not limited to, parking rates; boat storage rates, ADA Parking requirements, ingress / egress to the Facility, traffic flow within the Facility considering current operations, and parking controls - including the use of automated systems.

Facility Private Commercial Operations Assessment:

• Conduct an assessment of all private commercial businesses operating at the Rye Harbor Marine Facility including, but not limited to:

o Nature of the goods/services provided.

o Whether the same or similar service is provided within 2 miles of the Facility.

o Nature of the cost(s) charged for such goods/services.

o Type of agreement authorizing the private commercial business to operate at the

Facility.

o Whether the service provided directly supports an activity authorized under a Pier

Use Permit.

o Approximate number of seasonal customers served by each business.

o Impacts to Facility resulting from the private commercial businesses operating at the Facility.

• Undertake outreach to the private business operators (approximately 20 businesses) in the form of an online and/or in-person questionnaire or interviews to ascertain information needed to complete the Assessment, as well as the needs, recommendations, and concerns of private commercial businesses operating at the Facility.

• Provide recommendations regarding:

o Facility management practices.

o Improvements to the agreements used by DPH authorizing private commercial service operations at the Facility.

o Process and procedures for identifying and selecting services to be provided at the Facility and the qualified businesses/vendors to provide such services at the Facility and to set pricing or some alternate application and review process.

o Commercially reasonable fees, rentals or other rate structures for private commercial operator agreements and pier use permits

SECTION 3 – PROCESS FOR SUBMITTED STATEMENTS OF QUALIFICATIONS

AND PROPOSALS

A. Submission, Deadline, and Location Instructions Any SOQ and proposal submitted pursuant to this solicitation, and any questions submitted in response to this RFQ/P, must be received by the Authority no later than the time and date specified in the table of Anticipated Timelines Section I.D. above. SOQ and proposal responses may be submitted by U.S. Mail, Delivery Services, or In Person, and must be addressed to:

Pease Development Authority RFQ/P 25-09 Recommendations for Rye Harbor Improvements

Attn: Finance Department 55 International Drive

Portsmouth, New Hampshire 03801 and delivered NO later than 2:00 p.m. local time December 5, 2024. Late submittals will not be accepted or evaluated. The PDA accepts no responsibility for mislabeled mail or mail that is not delivered or is undeliverable for whatever reason. Any damage that may occur due to shipping shall be Firm/Team’s responsibility.

Qualifications and proposal packages must consist of One (1) original and three (3) clearly identified paper copies and one (1) digital copy in PDF format contained on a USB-capable removal disk drive (and, if applicable, one (1) additional digital copy of the RFQ/P with all Confidential Information (see Section 7 below) fully redacted) and shall be enclosed in two (2) envelopes (inner and outer), both of which shall be sealed and clearly labeled, The PDA reserves the right to reject any and all submissions, to waive irregularities and technical defects (except no waiver of the deadline for submission will be allowed), and to accept any timely submission deemed to be in its own best interest.

The SOQs and proposals submitted in response to this RFQ/P 25-09 will become the property of PDA. All information submitted is deemed public and subject to disclosure by the PDA and DPH pursuant to the provisions of NH RSA 91-A. See Section 7 below.

B. Inquires All inquiries concerning this RFQ/P, including but not limited to requests for clarifications, questions, and any changes to the RFQ/P shall be submitted via email to Toni-Marie Vaughn (“PDA Point of Contact”) at bids@peasedev.org Inquiries must be received by the PDA contact designated in this paragraph no later than the close of business on the day identified as the Deadline for Inquiries in the table of Anticipated Timelines specified in Section 1.D. above. Inquiries received later than the Deadline for Inquiries shall not be considered properly submitted and may not be considered.

PDA intends to issue official responses to properly submitted inquiries on or before the date specified in the table of Anticipated Timelines in Section I.D. above; however, this date is subject to change at the PDA’s sole discretion. PDA may consolidate and/or paraphrase questions for sufficiency and clarity. PDA may, at its sole discretion, amend this RFQ/P on its own initiative or in response to issues raised by inquiries as it deems appropriate. Oral statements, representations, clarifications, or modification concerning the RFQ/P shall not be binding on PDA. Official responses issued by PDA will be made only in writing in the form of an Addendum as described below.

In the event it becomes necessary to respond to inquiries or add to or revise any part of the RFQ/P prior to the scheduled submittal date set forth in Section I.D. above, PDA shall post any Addenda on the following web site: https://peasedev.org/business-3/bids-and-opportunities. Before your submission and periodically prior to the RFQ/P Submittal Date Firms/Teams are reminded to check the site for any addenda or other materials that may have been issued affecting the RFQ/P.

C. Restriction of Contact with PDA Employees

From the date of the release of this RFQ/P until an award is made and announced regarding the selection of a Firm/Team, all communication with personnel employed by or under contract to the PDA (including without limitation the Division of Ports and Harbors) regarding this RFQ/P is forbidden unless first approved by the PDA Point of Contact identified above. PDA employees have been directed not to hold conferences and/or discussions concerning this RFQ/P with any potential contractor during the proposal and selection process, unless otherwise authorized by the PDA Point of Contact. Proposers may be disqualified for violating this restriction of communications with PDA and its employees and contractors.

SECTION 4 – CONTENT AND REQUIREMENTS FOR STATEMENT OF

QUALIFICATIONS AND PROPOSAL

Statements of Qualifications and proposals shall adhere to the following format and provide the required information set forth below:

1. DESCRIPTION OF THE FIRM/TEAM: Include a description of team members (if applicable), location(s), years in operation, staff size, overall portfolio, project manager, Firm/Team contact information.

mailto:bids@peasedev.org https://peasedev.org/business-3/bids-and-opportunities

2. DESCRIPTION OF SERVICES TO BE PROVIDED: Include a letter or narrative describing the Firm/Team’s Proposal, as well as how the Firm/Team would carry out and manage the project as described in Section 2 above, including any Firm/Team recommendations regarding additions, deletions or modifications to the Section 2 Scope of Work, the anticipated project timeline with realistic timetables for project steps and deliverables, and the invoicing system and payment schedule you would propose to cover your fee. Do NOT offer a fee proposal in your Statement of Qualifications or Proposal.

The letter should provide a written commitment to participate in the project as described in your letter if selected and a contract negotiated and finalized. The letter must be signed by the Firm’s/Team’s principal(s) who will be responsible for managing the project.

3. EXPERIENCE: Provide a description of the Firm/Team’s and project engineers’ experience with similar types of projects which would provide insight valuable in carrying out this project. Provide resumes of the Firm/Team members who would work on this project.

4. LIST OF PROJECTS: Provide a list of projects completed by the Firm/Team within the last 10 years which are similar or relevant to this project.

5. REFERENCES: Provide a list of at least three (3) clients for projects of similar character or scope who will provide a reference for your Firm/Team. Include the name, address, telephone number, and email address of the contact person.

While there is no specified limit to the number of pages submitted, the PDA suggests preparing a concise package that can be efficiently reviewed.

The proposal must be valid for one hundred twenty days (120) days following the Submittal Deadline or until the Effective Date of any resulting Contract, whichever is later.

By submitting an RFQ/P the Firm or Team agrees that in no event shall PDA be either responsible for or held liable for any costs incurred by any Firm or Team in the preparation or in connection with the RFQ/P or for work performed prior to the Effective Date of any Contract awarded pursuant to this procurement process. Furthermore, by submitting an RFQ/P the Firm/Team is deemed to have waived any challenges to the form or procedures set forth in this RFQ/P.

SECTION 5 – EVALUATION OF SUBMISSIONS

A. Criteria for Evaluation and Scoring The Authority will establish an evaluation committee to score the Statements of Qualifications and Proposals. This committee will review the Statements of Qualifications and Proposals and give a numeric score based on the following evaluation criteria.

From review of the submissions received, the selection committee will designate a short list of the most suitable Firms/Teams for this project. Usually, the short list would consist of three (3) Firms or Teams, but the number selected will be up to the selection committee and be determined by the number of responses received. The short-listed Firms or Teams will be invited to be interviewed.

The Interviews will be conducted at office of the Pease Development Authority located at 55 International Drive, Portsmouth, NH 03801.

FIRM EVALUATION CRITERIA POINTS

Qualifications of the Project Firm/Team and Firm/Team personnel

35 Points

Proposed approach, completeness of Proposal, and timeline to undertake the study, assessment, and evaluation required by this project

40 Points

Experience in maritime, recreational, and governmental facility assessment work

25 Points

MAXIMUM TOTAL POINTS 100 POINTS

B. Evaluation Committee Review An evaluation committee will review all submittals received in conformance with this RFQ/P and, using the process described below, will make a recommendation to the PDA Board of Directors regarding the submitted SOQs and Proposals.

The Evaluation Committee plans to use the following process:

• Statements of Qualifications and Proposals will be scored based upon the criteria and standards contained in this RFQ/F and from applying the weighted measure in this section;

• The Evaluation Committee will establish a shortlist of three (3) Firms/Teams for further evaluation and consideration;

• The three (3) Firms/Teams selected will be asked to submit a projected project budget;

• Interviews and reference checks, to the extent they are utilized by the Evaluation

Committee, will be used to refine and finalize scores;

• Final evaluation and scoring of the Firms/Teams; and

• Selection of the highest scoring Firm/Team followed by Contract and fee negotiations.

The Evaluation Committee reserves the right in its sole discretion to:

• Make independent investigations in evaluating Statements of Qualifications and Proposals;

• Request additional information to clarify elements of a Statement of Qualifications or

Proposal;

• Waive minor irregularities from the RFQ/P requirements, if determined to be in the best interest of the Authority;

• Omit any planned evaluation step if, in the Authority’s judgment, the step is not needed;

• Reject any and all submissions at any time or select no Firm, Team or Proposal at all; and

• Open Contract discussions with the second highest scoring candidate and so on, if the

Authority is unable to reach an agreement on Contract terms with the higher scoring Firm or Team.

The recommendation of the Evaluation Committee will be brought to the PDA Board of Directors, which will have the sole and final authority to approve any contract(s).

C. Interviews Should the Evaluation Committee determine that interviews are needed, a short list of firms will be invited for presentations and interviews.

D. Confidentiality of RFQ/Ps

Unless necessary for the approval of a Contract, the substance of RFQ/Ps submitted pursuant to this procurement will remain confidential until the Effective Date of any Contract resulting from this RFQ/P, unless an earlier date for release of any or all RFQ/Ps is authorized by the PDA Board of Directors. The content of each Firm/Team’s RFQ/P shall become public information upon the award of any resulting Contract under this procurement process. Notwithstanding the foregoing, the names of the Firms/Teams recommended by the Evaluation Committee will be made public upon submission of such recommendation to the PDA Board of Directors; however, RFQ/Ps and any information contained therein shall only be released in accordance with this Section 5.D.

Disclosure or distribution by a Firm/Team submitting an RFQ/P pursuant to this procurement process other than to PDA will be grounds for disqualification.

SECTION 6 – CONTRACT TERM AND AWARD

A. Award This will be a qualification-based selection process at the sole discretion of the Authority, and while project budget will be considered in evaluating the shortlisted Firms/Teams, an award will not necessarily be made to the Firm/Team with the lowest project budget. The recommendation of the Evaluation Committee will be brought to the PDA Board of Directors, which will have the sole and final authority to approve a Contract with the selected Firm/Team. Notwithstanding the foregoing, if the PDA cannot reach agreement on Contract terms or the Board otherwise rejects for any reason the Firm/Team recommended by the Evaluation Committee, PDA has the right at its sole discretion to open Contract negotiations with any party submitting an RFQ/P or to solicit new proposals under a new acquisition process.

Notwithstanding any of provision of this RFQ/P the Evaluation Committee and the Authority reserves the right in their sole discretion to:

• Recommend or select, as applicable, the RFQ/P it deems is in the best overall interest of the PDA, regardless of any Firm/Team’s qualifications, proposal or projected budget;

• Make independent investigations in evaluating Statements of Qualifications and Proposals;

• Request additional information to clarify elements of a Statement of Qualifications or

Proposal;

• Waive minor irregularities from the RFQ/P requirements, if determined to be in the best interest of the Authority;

• Omit any planned evaluation step if, in the Authority’s judgment, the step is not needed;

• Reject any and all submissions, in whole or in part, at any time or select no Firm, Team or

Proposal at all and to solicit new proposals under a new acquisition process; and

• Any product/deliverable, whether acceptable or unacceptable, developed under a contract awarded as a result of this RFQ/P shall become the property of PDA.

B. Non-Exclusive Contract Any resulting Contract from this RFQ/P will be a non-exclusive Contract. PDA retains the right, in its sole discretion, to retain other proposers or consultants to provide any of the services or deliverables identified under this RFQ/P or make an award by item, part or portion of an item, or group of items identified under this RFQ/P and for projects that are not part of this RFQ/P; and to terminate any and all agreements in the event of unsatisfactory performance, noncompliance with contractual obligations or due to funding constraints.

C. Standard Contract Terms The successful Firm or Team will be expected to enter into a contract with the Authority (“Contract”). The terms and conditions set forth in the PDA General Terms and Conditions will serve as the basis and format for any agreement that may be reached. Deviation from the standard PDA Terms and Conditions will be very limited as many of the provisions are required by law or represent longstanding PDA policy and/or practices. The standard PDA Terms and Conditions are attached hereto as Exhibit A for reference and to allow the Firms and Teams responding to this RFQ/P to become familiar with PDA’s standard services agreement.

D. Special Terms to Be Included in a Contract Resulting From this RFQ/P The Following terms and conditions shall be included in the final Contract as Exhibit C – Special Provisions to the standard PDA General Terms and Conditions:

Firm/Team’s Responsibilities

• The Firm/Team shall perform its services consistent with the professional skills and care ordinarily provided by professionals in the same discipline practicing in the same or similar locality under the same circumstances. The Firm/Team shall perform its services as expeditiously as is consistent with such professional skill and care and the orderly progress of the Project.

• The Firm/Team shall be responsible for the technical accuracy of its services and documents resulting therefrom, and the Authority shall not be responsible for discovering deficiencies therein. The Firm/Team shall correct such deficiencies without additional compensation except to the extent such action is directly attributable to deficiencies in PDA-furnished information.

• The Firm/Team shall identify a representative who is authorized to act on behalf of the Firm or, if applicable, Team with respect to the Project.

• The Firm or individual Team members shall be licensed and insured in the State of New Hampshire to perform the services described in this Agreement or shall cause such services to be performed by appropriately licensed professionals.

• The Firm/Team shall coordinate its services with those services provided by the Authority or the Authority’s other delegates. The Firm/Team shall be entitled to rely on the accuracy and completeness of services and information provided by the Authority or the Authority’s delegates.

PDA Responsibilities

• The Authority shall identify a Representative who is authorized to act on behalf of the

Authority with respect to the Project.

• The Authority will review Project documents for consistency with Project requirements, and to confirm that PDA requirements are met, there are no negative impacts to PDA operations, and that any design or proposed improvement or modification to the site or DPH operations is in the Authority’s best interest.

Miscellaneous Provisions

1. Ownership of documents: All data, plans, drawings, tracings, estimates, specifications, proposals, sketches, diagrams, calculations, reports or other documents collected, prepared or undertaken either manually or electronically by the Firm/Team under this Agreement immediately become the property of the Authority, and when completed, shall bear the Firms endorsement. The Firm/Team shall surrender to the Authority, upon demand at any time, or submit to its inspection any such document. The Firm/Team shall have the right, with written approval from the Authority, to use any of the data prepared by it and hitherto delivered to the Authority at any later stage of the Project contemplated by this Agreement.

Reuse of any of these documents by the Firm/Team, without written permission of the Authority, shall be at the Firm/Team’s risk.

2. Opinions of Probable Construction Cost: Firm/Team’s opinions of the probable construction costs provided for herein are to be made based on the Firm/Team’s experience and qualifications and represent the Firm/Team’s best judgment as an experienced and qualified professional generally familiar with the industry. However, since the Firm/Team has no control over the cost of labor, materials, equipment, or services furnished by others, or over the Firm/Team’s methods of determining prices, or over competitive bidding or market conditions, the Firm/Team cannot and does not guarantee that future proposals, bids or actual construction costs will not vary from opinions of probable construction costs prepared by the Firm/Team.

E. Disadvantaged Business Enterprises and Civil Rights PDA, in accordance with the provisions of Title VI of the Civil Rights Act of 1964 (78 Stat. 252, 42 USC §§ 2000d to 2000d-4) and the Regulations, hereby notifies all Firms/Teams responding to this RFQ/P that it will affirmatively ensure that for any contract that may be entered into pursuant to this advertisement, every Firm/Team will be afforded full and fair opportunity to submit SOQs and Proposals in response to this invitation, and no businesses will be discriminated against on the grounds of race, color, national origin (including limited English proficiency), creed, sex (including sexual orientation and gender identity), or age in consideration for an award.

In addition, and relative to this Project only, the above provision will be applicable to and bind any Firm or Team responding to this RFQ/P, and any subcontractor thereof engaged relative to this Project, from the solicitation period through the completion of any Contract issued pursuant to this

RFQ/P.

F. Insurance The successful Firm/Team will be required to meet PDA minimum insurance requirements as outlined herein in Exhibit B.

G. Indemnification The Contract shall include the following indemnification:

The Firm/Team shall defend and indemnify the Owner and the State of New Hampshire, their officers, board members, agents, and employees (the “Indemnitees”) from and against all losses, suits, claims, liabilities, penalties, fines, judgments, costs, and expenses, including without limitation attorneys’ fees, consultants’ fees, and experts’ fees arising out of, or in any manner predicated upon personal/bodily injury, death, or property damage resulting from, related to, caused by (or which may be claimed to be caused by), or arising out of (or which may be claimed to arise out of) the Firm/Team’s performance of its obligations under this Agreement; or which is caused in whole or in part (or which may be claimed to be caused in whole or in part) by any negligent or willful act or omission of the Firm/Team, its subcontractors, anyone directly or indirectly employed by either the Firm/Team or its subcontractors, or anyone for whose acts any of the foregoing may be liable. The agreements contained in the preceding sentence do not extend to claims for damages caused by gross negligence or willful misconduct of the Indemnitees without contributory fault on the part of any person, entity, or corporation.

In any and all claims against the Indemnitees or any one of the Indemnitees by any employee of the Firm/Team, its subcontractors, anyone directly or indirectly employed by an employee or subcontractor of the Firm/Team, or anyone for whose acts of such employees and subcontractors may be liable, the indemnification obligation shall not be limited in any way by a limitation on the amount of damages, compensation or benefits payable by or for the Firm/Team or any subcontractor under workers' compensation acts, disability benefit acts or other employee benefits acts.

In the event that any action or proceeding is brought against the Indemnitees or any one of the Indemnitees by reason of any matter for which the Firm/Team has hereby agreed to defend and indemnify, the Firm/Team, upon notice from the Indemnitees or any one of them, covenants to resist or defend such action or proceeding with counsel acceptable to the Indemnitees or any one of them as the case may be.

Notwithstanding the foregoing, nothing herein shall be deemed to constitute a waiver of the sovereign immunity of PDA or the State of New Hampshire which is hereby reserved to PDA and the State of New Hampshire.

The provisions of this indemnification shall survive the expiration or termination of this Agreement, and the Firm/Team’s obligations hereunder shall apply whenever any one of the Indemnitees incur costs or liabilities described above.

H. CONFLICT OF INTEREST

To avoid a conflict of interest, the successful Firm/Team must agree to obtain PDA approval before entering into agreements to provide similar services to Pease tenants or potential tenants coming before the PDA Board for approval of any kind.

I. NON-COLLUSION

The signature on a Proposal submitted in response to this RFQ/P guarantees that the prices, terms, conditions, and proposed work have been established without collusion with other Firms/Teams and without effort to preclude the Agency from obtaining the best possible competitive Proposal.

SECTION 7 – APPLICABILITY OF NH RIGHT-TO-KNOW LAW:

Please note that the PDA operates under the NH Right-to-Know Law, RSA 91-A. As such, all responses to this RFQ/P shall be considered confidential, but only until the award of a Contract.

However, following receipt of all responses, the PDA will post the number of responses received pursuant to this RFQ/P, as well as the name of each responding entity. The content of all responses shall become public information upon the award of any resulting Contract. Any information submitted as part of a response to this RFQ/P may be subject to public disclosure under RSA 91- A. However, business financial information and proprietary information such as trade secrets, business and financial models and forecasts, and proprietary formulas may be exempt from public disclosure under RSA 91-A:5, IV. If you believe any information being submitted in response to this RFQ/P should be kept confidential as financial or proprietary information, you must specifically identify that information in a letter to the PDA and must mark/stamp each page of the materials that you claim must be exempt from disclosure as “CONFIDENTIAL”. A designation by the responding entity of information it believes exempt does not have the effect of making such information exempt. The PDA will determine whether it believes such information is properly exempted from disclosure. Marking of the entire response or entire sections of the response as “confidential” will neither be accepted nor honored. Notwithstanding any provision of this RFQ/P to the contrary, pricing included in any Contract issued as a result of this RFQ/P will be subject to disclosure upon approval of a Contract by the PDA. The PDA will endeavor to maintain the confidentiality of portions of any response that are clearly and, in the opinion of the PDA, properly marked “confidential.”

If a request is made to the PDA to view portions of a response that a responding entity has properly, in the opinion of the PDA, and clearly marked “confidential,” the PDA will notify the entity that submitted the RFG/P response of the request and of the date the PDA plans to release the records.

By submitting a response to this RFQ/P, each responding entity agrees that, unless the responding entity claiming an exemption from disclosure obtains a court order, at its sole expense, enjoining the release of the requested information, the PDA may release the requested information on the date specified in the PDA’s notice without any liability to the responding entity claiming the exemption.

SECTION 8 – MISCELLANEOUS

• Neither PDA, PDA Board of Directors, nor DPH are responsible for any costs incurred by respondents regarding the preparation of submissions in response to this RFQ/P. All costs shall be borne by the respondents.

• This RFQ/P is not to be construed as creating any contractual relationship between the respondents and PDA, DPH, the State of New Hampshire, and/or any other party.

• By submitting SOQs, a Proposal, and/or any other response to this RFQ/P, the respondent affirmatively waives any claim against PDA, PDA Board of Directors, DPH, any employee or agent of the PDA or DPH, and/or the State of New Hampshire.

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EXHIBIT A

MINIMUM INSURANCE REQUIREMENTS

All subcontractors and/or any agents thereof are required to provide proof of insurance to the Pease Development Authority ("PDA") before the commencement of any work on property of PDA at Pease International Tradeport. The following are the minimum requirements for insurance coverage:

a. General Liability: $2,000,000 general liability coverage per occurrence; and $2,000,000 aggregate.

b. Automobile Liability: $1,000,000 automobile liability coverage.

c. Workers Compensation: Coverage equal to minimum statutory levels as required by New Hampshire State law.

d. Environmental/Pollution Liability: As required by activities which give rise to the necessity for such coverage in a minimum amount as determined by the PDA from time to time.

e. Professional Liability: As required by activities which give rise to the necessity for such coverage and in such amounts as determined by PDA from time to time.

f. Additional Insureds: Pease Development Authority must be named as additional insured under all liability coverages.

g. Notice of Cancellation: A 30-day notice of cancellation (with the exception of a 10-day notice for non-payment of premium) must be provided.

h. Waiver of Subrogation. With the exception of Workers Compensation coverage, a statement that a waiver of subrogation is included with respect to applicable coverage.

i. Primary Insurance. A provision that any liability coverage required to be carried shall be primary and noncontributing with respect to any insurance carried by the PDA.

j. Certificate Holder: Pease Development Authority 55 International Drive Portsmouth, NH 03801

EXHIBIT B

SAMPLE SERVICES AGREEMENT

PDA General Terms and Conditions

SUBJECT: SAMPLE AGREEMENT

AGREEMENT

The Pease Development Authority and the Contractor hereby mutually agree as follows:

GENERAL PROVISIONS

1. IDENTIFICATION

1.1 Pease Development Authority (PDA) 1.2 PDA Address

55 International Drive Portsmouth, NH 03801

1.3 Contractor Name 1.4 Contractor Address

1.5 Contractor Phone 1.6 Account Number 1.7 Completion Date 1.8 Price Limit

1.9 Contracting Officer for PDA

Paul E. Brean, Executive Director

1.10 PDA Phone Number

603-433-6088

1.11 Contractor Signature 1.12 Name and Title of Contractor Signatory

1.13 Acknowledgement: State of , County of

On , before the undersigned officer, personally appeared the person identified in block

1.12, or satisfactorily proven to be the person whose name is signed in block 1.11, and acknowledged that s/he executed this document in the capacity indicated in block 1.12.

1.13.1 Signature of Notary Public or Justice of the Peace

1.13.2 Name and Title of Notary or Justice of the Peace

1.14 PDA Signature 1.15 Name and Title of Signatory for PDA

2. EMPLOYMENT OF CONTRACTOR/SERVICES

TO BE PERFORMED.

2.1 The Pease Development Authority, identified in block

1.1 (“Entity”), engages contractor identified in block 1.3 (“Contractor”) to perform, and the Contractor shall perform, the work identified and more particularly described in the attached EXHIBIT A which is incorporated herein by reference (“Services”).

2.2 During the term of this Agreement, Services shall be

provided at the rates set forth in EXHIBIT B. As necessary, the parties shall negotiate a scope of work and corresponding fee for any requested additional services (a “Project Contract”); for small projects the parties may utilize a short description of the services and proposed estimated fee (a “Task Assignment”). Each Project Contract or Task Assignment, following any required approval by the PDA Board of Directors as determined necessary by the PDA, shall be executed by the PDA and the Consultant prior to being made a part of this Agreement. Following execution, the Project Contract or Task Assignment attached to Exhibit A hereto and incorporated herein by reference and made part of this Agreement. Each Project Contract or Task Assignment attached to Exhibit A shall be identified by a distinct sequential number (i.e. Attachment 1, 2, etc.).

3. EFFECTIVE DATE/COMPLETION OF

SERVICES.

3.1 Notwithstanding any provision of this Agreement to the

contrary, this Agreement, and all obligations of the parties here under, shall not become effective until ________________ (“Effective Date”).

3.2 If the Contractor commences the Services and/or

purchases Goods prior to the Effective Date, all Services performed and Goods purchased by the Contractor prior to the Effective Date shall be performed at the sole risk of the Contractor, and in the event that this Agreement does not become effective, the PDA shall have no liability to the Contractor, including without limitation, any obligation to pay the Contractor for any costs incurred or Services performed. Contractor must complete all Services and/or deliver all Goods by the Completion Date specified in block 1.7.

3.3 This Agreement shall be for ___________ (__) years.

The PDA may extend this agreement for up to _____ (__) ___ (__) year periods at its discretion.

4. CONTRACT PRICE/PRICE LIMITATION /

PAYMENT.

4.1 The contract price, method of payment, and terms of

payment are identified and more particularly described in EXHIBIT B which is incorporated herein by reference.

4.2 The payment by the PDA of the contract price shall be

the only and the complete reimbursement to the Contractor for all expenses, of whatever nature incurred by the Contractor in the performance hereof. The PDA shall have no liability to the Contractor other than the contract price.

4.3 Notwithstanding any provision in this Agreement to the

contrary, and notwithstanding unexpected circumstances, in no event shall the total of all payments authorized, or actually made hereunder, exceed the Price Limitation set forth in block 1.8 without executing a duly authorized Amendment.

5. COMPLIANCE BY CONTRACTOR WITH LAWS

AND REGULATIONS/ EQUAL EMPLOYMENT

OPPORTUNITY.

5.1 In connection with the performance of the Services, the

Contractor shall comply with all statutes, laws, regulations, and orders of federal, state, county or municipal authorities which impose any obligation or duty upon the Contractor, including, but not limited to, civil rights and equal opportunity laws. In addition, the Contractor shall comply with all applicable copyright laws.

5.2 During the term of this Agreement, the Contractor shall

not discriminate against employees or applicants for employment because of race, color, religion, creed, age, sex, handicap, sexual orientation, or national origin and will take affirmative action to prevent such discrimination.

5.3 If this Agreement is funded in any part by monies of the

United States, the Contractor shall comply with all the provisions of Executive Order No. 11246 (“Equal Employment Opportunity”), as supplemented by the regulations of the United States Department of Labor (41 C.F.R. Part 60), and with any rules, regulations and guidelines as the State of New Hampshire or the United States issue to implement these regulations. The Contractor further agrees to permit the State or United States access to any of the Contractor’s books, records and accounts for the purpose of ascertaining compliance with all rules, regulations and orders, and the covenants, terms and conditions of this Agreement.

6. PERSONNEL.

6.1 The Contractor shall at its own expense provide all

personnel necessary to perform the Services. The Contractor warrants that all personnel engaged in the Services shall be qualified to perform the Services, and shall be properly licensed and otherwise authorized to do so under all applicable laws.

6.2 Unless otherwise authorized in writing, during the term

of this Agreement, and for a period of six (6) months after the Completion Date in block 1.7, the Contractor shall not hire, and shall not permit any subcontractor or other person, firm or corporation with whom it is engaged in a combined effort to perform the Services to hire, any person who is a PDA employee or official, who is materially involved in the procurement, administration or performance of this Agreement. This provision shall survive termination of this Agreement.

6.3 The Contracting Officer specified in block 1.9, or his or her successor, shall be the PDA’s representative. In the event of any dispute concerning the interpretation of this Agreement, the Contracting Officer’s decision shall be final for the PDA.

7. EVENT OF DEFAULT/REMEDIES.

7.1 Any one or more of the following acts or omissions of

the Contractor shall constitute an event of default hereunder (“Event of Default”):

7.1.1 failure to perform the Services and supply Services satisfactorily or on schedule;

7.1.2 failure to submit any report required hereunder;

and/or

7.1.3 failure to perform any other covenant, term or condition of this Agreement.

7.2 Upon the occurrence of any Event of Default, the PDA

may take any one, or more, or all, of the following actions:

7.2.1 give the Contractor a written notice specifying the Event of Default and requiring it to be remedied within, in the absence of a greater or lesser specification of time, thirty (30) days from the date of the notice; and if the Event of Default is not timely remedied, terminate this Agreement, effective two (2) days after giving the Contractor notice of termination;

7.2.2 give the Contractor a written notice specifying the Event of Default and suspending all payments to be made under this Agreement and ordering that the portion of the contract price which would otherwise accrue to the Contractor during the period from the date of such notice until such time as the PDA determines that the Contractor has cured the Event of Default shall never be paid to the Contractor;

7.2.3 set off against any other obligations the PDA may owe to the Contractor any damages the PDA suffers by reason of any Event of Default; and/or

7.2.4 treat the Agreement as breached and pursue any of its remedies at law or in equity, or both.

8. DATA/ACCESS/

CONFIDENTIALITY/PRESERVATION

8.1 As used in this Agreement, the word “data” shall mean

all information and things developed or obtained during the performance of, or acquired or developed by reason of, this Agreement, including, but not limited to, all studies, reports, files, formulae, surveys, maps, charts, sound recordings, video recordings, pictorial reproductions, drawings, analyses, graphic representations, computer programs, computer printouts, notes, letters, memoranda, papers, and documents, all whether finished or unfinished.

8.2 All data and any property which has been received from

the PDA or purchased with funds provided for that purpose under this Agreement, shall be the property of the PDA, and shall be returned to the PDA upon demand or upon termination of this Agreement for any reason.

8.3 Confidentiality of data shall be governed by N.H. RSA

chapter 91-A, or other existing law. Disclosure of data requires prior written approval of the PDA.

9. TERMINATION.

9.1 Either party may terminate this Agreement for any

reason upon ninety (90) days written notice to the other.

9.2 In the event of an early termination of this Agreement

for any reason other than the completion of the Services and/or delivery of Goods, the Contractor shall deliver to the Contracting Officer, not later than fifteen (15) days after the date of termination, a report (“Termination Report”) describing in detail all Services performed and/or Goods delivered, and the contract price earned, to and including the date of termination.

10. CONTRACTOR’S RELATION TO THE PDA. In the performance of this Agreement the Contractor is in all respects an independent contractor, and is neither an agent nor an employee of the PDA. Neither the Contractor nor any of its officers, employees, agents or members shall have authority to bind the PDA or receive any benefits, workers’ compensation or other emoluments provided by the PDA to its employees.

11. ASSIGNMENT/DELEGATION /

SUBCONTRACTS.

The Contractor shall not assign, or otherwise transfer any interest in this Agreement without the prior written consent of the PDA.

12. INDEMNIFICATION. The Contractor shall defend and indemnify the Owner and the State of New Hampshire, their officers, board members, agents, and employees (the "Indemnitees") from and against all losses, suits, claims, liabilities, penalties, fines, judgments, costs, and expenses, including without limitation attorneys' fees, consultants' fees, and experts' fees arising out of, or in any manner predicated upon personal/bodily injury, death, or property damage resulting from, related to, caused by (or which may be claimed to be caused by), or arising out of (or which may be claimed to arise out of) the Contractor's performance of its obligations under this Agreement; or which is caused in whole or in part (or which may be claimed to be caused in whole or in part) by any negligent or willful act or omission of the Contractor, its subcontractors, anyone directly or indirectly employed by either the Contractor or its subcontractors, or anyone for whose acts any of the foregoing may be liable. The agreements contained in the preceding sentence do not extend to claims for damages caused by gross negligence or willful misconduct of the Indemnitees without contributory fault on the part of any person, entity, or corporation.

In any and all claims against the Indemnitees or any one of the Indemnitees by any employee of the Contractor, its subcontractors, anyone directly or indirectly employed by an employee or subcontractor of the Contractor, or anyone for whose acts of such employees and subcontractors may be liable, the indemnification obligation shall not be limited in any way by a limitation on the amount of damages, compensation or benefits payable by or for the Contractor or any subcontractor under workers' compensation acts, disability benefit acts or other employee benefits acts.

In the event that any action or proceeding is brought against the Indemnitees or any one of the Indemnitees…