CMCA WITH STRIPER ADVENTURES.PDF

Mar icopa County
Parks and Recreation
Commercial Management Concessions
Agreement
Between
Maricopa County
And
STRIPER ADVENTURES, LLC
To Manage, Operate and Maintain a Commercial
Concession within the Maricopa County
Regional Park System

TABLE OF CONTENTS
Cover Page
Table of Contents 1
Recitals 2
Agreement 3
1. General Terms 3
1.0 Facilities, Services, Operations and Maintenance 3
1.1 Annual Management Plan 3
1.2 Safety 4
1.3 Marketing and Media 4
1.4 MCPRD Organizational Chart 4
1.5 Notices, Current Addresses and Point of Contact 4
2. General Provisions 5
2.0 Term 5
2.1 Termination 6
2.2 Default, Insolvency, Remedies 7
2.3 Indemnification and Insurance 9
2.4 Compliance 11
2.5 Assignment 11
2.6 Equal Opportunity Employment Requirements 11
2.7 Immigration Reform and Control Act of 1986 (I.R.C.A.) 12
2.8 Employer Sanctions Law and Employment Eligibility 12
2.9 Taxes 12
2.10 Covenants against Contingent Fees 12
2.11 Organization - Employment Disclaimer 13
2.12 Waiver 13
2.13 Agent, Employees, Contractors, Subcontractors 13
2.14 Paragraph/Section Headings 13
2.15 SeverabilityNalidity 14
2.16 Suspension and Debarment and Executive Orders 12549 and 12689 14
2.17 Consents and Approvals 14
2.18 Further Assurances; Cooperation 15
2.19 No Third Party Beneficiaries 15
3. Entire Agreement, Modification 15
4. Attorney Fees 15
5. Severability 15
6. Force Majeure 15
7. Authority 16
8. Legal Effect of the Agreement 16
9. Delegation of Authority 16
10. Representation and Warranties of County 16
13. Counterparts 16
14. Time is of the Essence 16
Exhibit 1.0 System, Services, Operations and Maintenance
Exhibit 1.1.3.2 Administrative Functions
Exhibit 1.1.3.3 Accounting and Fees
Exhibit 1.2 Safety
Exhibit 1.3 Marketing and Media
Exhibit 1.4 MCPRD Organization Chart
Exhibit 2.4 Park Rules
cmca with striper adventures.docx 1

Commercial Management Concessions Agreement
Between
Maricopa County
And
Striper Adventures, LLC
For the Management, Operation and Maintenance of a Commercial Concession within the
Maricopa County Regional Park System
This Commercial Management Concessions Agreement hereinafter referred to as "Agreement,"
is entered into between Maricopa County, a political subdivision of the State of Arizona
(hereinafter referred to as "County") through its Parks and Recreation Department (herein
referred to as "MCPRD") and Striper Adventures, LLC (hereinafter referred to as
"Concessionaire").The County and Concessionaire are collectively referred to as "Parties" or
individually as a "Party."
RECITALS
WHEREAS, County is authorized to enter into this Agreement pursuant to A.R.S. §l1-
201, 11-251 and 11-933; and
WHEREAS, the Recitals by this reference shall be incorporated herein and made a part of
this Agreement; and
WHEREAS, the provisions of the Maricopa County Parks and Recreation Department Park
Rules ("Park Rules") are hereby incorporated herein and made a part of this Agreement; and
WHEREAS, pursuant to the Land Patents or management rights, the County is authorized
to enter into direct agreements with Concessionaire to manage, operate and maintain a
commercial concession within the MCPRD and Maricopa Trail System (herein after "System");
and
WHEREAS, the County believes the public interest can best be served by contract
operation of the Concession lying within the System; and
WHEREAS, this Agreement will require administrative or operational action from time to
time to carry out the spirit and intent of this Agreement, the County desires to delegate to the
Director of the MCPRD or his or her designee, the authority and responsibility for proper
administration of this Agreement, whether or not specific authority is granted in any provision of
this Agreement; and
WHEREAS, the Parties agree the intent of this Agreement is solely for the operation,
management and maintenance of the Concession described within this Agreement and is not
intended to convey any interests in any property rights.
cmca with striper adventures.docx 2

AGREEMENT
NOW THEREFORE, in consideration of the mutual representations, warranties, covenants
and agreements hereinafter contained, the County and the Concessionaire agree as follows:
1. General Terms.
1.0 Facilities, Services, Operations and Maintenance
The County hereby grants the Concessionaire the right to manage, operate, and
maintain and provide a commercial concession for providing guided fishing
concession ("Concession") as identified in Exhibit 1.0 System, Services,
Operations and Maintenance, within the System, subject to the terms of this
Agreement. For purposes of this Agreement, the System consists of the following
park: Lake Pleasant Regional Park.
1.1 Annual Management Plan
All operational and maintenance functions will be implemented in an annual
management plan (hereinafter referred as "Annual Management Plan" or "AMP").
The purpose of the AMP is to identify management, operational procedures to
clarify responsibilities, understandings and actions as they pertain to the
Concessionaire's operations in place for the year. The AMP is to be consistent
with the terms of the Agreement.
1.1.1 The achievement of the objectives set out in the AMP will require the
commitment and efforts of MCPRD and the Concessionaire.
1.1.2 The AMP shall be developed and implemented annually by both parties.
The AMP shall be approved annually by the Concessionaire and the
MCPRD's Director or his or her designee. The AMP shall remain in effect
until superseded by a new AMP in the following year. If variations are
necessary during the current year:
1.1.2.1 Notifications of variations requested must be sent to MCPRD per
Section 1.5.
1.1.2.2 No variation or deviation will be implemented until written
approval and execution by both parties for an AMP amendment.
1.1.3 The AMP provides for the annual review of the following working
documents for the management of the Complex. These exhibits reference
the base items to be contained in the AMP. Additional items can be
added and/or determined per Section 1.1.2 above.
1.1.3.1 System, Services, Operations and Maintenance.
All management and maintenance operations associated with
the Concession will be conducted inside the boundary of the
System, as outlined in this Agreement and as described in
cmca with striper adventures.docx 3

Exhibit 1.0 System, Services, Operations and Maintenance,
attached hereto and incorporated herein by this reference.
1.1.3.2 Administrative Functions.
All daily administrative functions for interactions within the
System, as outlined in this Agreement and as described in
Exhibit 1.1.3.2 Administrative Functions, attached hereto and
incorporated herein by this reference.
1.1.3.3 Accounting and Fees.
Concessionaire is to provide all accounting and fee provisions
as outlined in this Agreement and as described in Exhibit
1.1.3.3 Accounting and Fees, attached hereto and
incorporated herein by this reference.
1.2 Safety.
Concessionaire is to provide all safety measures as outlined in this Agreement
and as described in Exhibit 1.2 Safety, attached hereto and incorporated herein
by this reference.
1.3 Marketing and Media.
Concessionaire is to abide by all marketing and media provisions as outlined in
this Agreement and as described in Exhibit 1.3 Marketing and Media, attached
hereto and incorporated herein by this reference.
1.4 MCPRD Organization Chart.
MCPRD Organization Chart is provided for points of contact in relation to AMP,
as provided in Exhibit 1.4 MCPRD Organizational Chart, attached hereto and
incorporated herein by this reference.
1.5 Notices, Current Addresses and Points-of-Contact.
All formal notices required or permitted under this Agreement shall be in writing
and given by United States Post Office certified mail, return receipt requested, to
each Party's following address, or to such other address as either Party may
notify the other in writing. Any such notice shall be considered served when
communication is received and signed for or delivery is refused.
For the County: Maricopa County Parks & Recreation Department
Attn: Contract Administrator
41835 N. Castle Hot Springs Road
Morristown, AZ 85342
Email: emilymiller@mail.maricopa.qov
Phone: (928) 501-9211
cmca with striper adventures.docx 4

For the Concessionaire: Striper Adventures, LLC
Attn: Clayton Ross
17810 N. 75th Avenue
Glendale, AZ 85308
Telephone: 602-740-3292
E-Mail: claytontiki1123aol.com
2. General Provisions.
2.0 Term.
2.0.1 Effective Date.
The effective date of this Agreement will be from the date approved by
the Maricopa County Board of Supervisors (the "Effective Date").
2.0.2 Contract Year.
Contract Year 1 of this Agreement will be from the Effective Date through
December 31, 2017. Subsequent Contract Years will be from January 1 st
through December 31st.
2.0.3 Term and Renewal Option.
The term for this Agreement will be for a period from the Effective Date
through December 31, 2017 (herein after referred to as "Term").
2.0.3.1 Beginning on January 1, 2018, this Agreement shall automatically
renew for ten (10) additional terms of one (1) year each (herein
after referred to as "Renewal Option"). Automatic Renewal
Options are based on:
2.0.3.1.1 If either Party requests changes to the AMP and
changes been reviewed and approved by both Parties
by October 1 st of the ending Contract year; or
2.0.3.2.1 If both Parties agree in writing that the AMP has no
modifications.
2.0.3.2 If either Party provides written notice to the other Party on or
before October 1 st of the ending Contract Year of its intent not to
enter into the Renewal Option for the next Contract Year and, if
such notice is given, the Agreement shall expire on December
31 st of the respective Contract Year.
2.0.3.3 Each Renewal Option shall continue in full force and effect for
the period commencing January 1 st of the new Contract Year
through December 31 st of the respective Contract Year. All
Terms and provisions of this Agreement shall remain in full force
and effect throughout each Renewal Option. The Parties hereby
agree that the County shall not be liable to the Concessionaire
cmca with striper adventures.docx 5

or any of its officers, employees, agents or contractors at law or
in equity for giving notice and not entering into a Renewal
Option.
2.1 Termination
2.1.1 Termination due to Conflict of Interest.
The Parties acknowledge that this Agreement is subject to cancellation
pursuant to the provisions of A.R.S. §38-511.
2.1.2 Termination for Cause.
This Agreement may be terminated in whole or in part, at any time, by the
County, upon thirty (30) days prior notice to the Concessionaire without
any penalty or liability to the County. The Concessionaire and its
employees, agents, officers, directors, members, successors, or assigns
hereby waive any and all rights to bring any claim against the County, or
its employees, agents, officers, directors, members, successors or
assigns from or relating in any way to the County's termination of this
Agreement pursuant to this Section 2A. Representative reasons for
"cause" include, but are not limited to:
2.1.2.1 For any reason the real property reverts back to the agency from
which the respective patent was received.
2.1.2.2 New requirements make a continuation of the Agreement
infeasible, i.e. licensing or permitting requirements.
2.1.2.3 New operational or recreational requirements make a
continuation of the Agreement unreasonable.
2.1.2.4 Unsatisfactory performance on the part of the Concessionaire or
failure to comply with the provisions of this Agreement. The
Director of the Parks and Recreation Department or his or her
designee is hereby given the authority to exercise the County's
termination rights in the event any payment required by this
Agreement is late by more than sixty (60) days, or if any report
required by this Agreement is delinquent by more than sixty (60)
days.
2.1.3 Termination by the Concessionaire.
The Concessionaire may terminate this Agreement without cause by
providing advance written notice of the intent to terminate. The
Concessionaire must provide notice of termination in writing a minimum of
thirty (30) days in advance of the requested termination date. The notice
of termination will be effective providing that there are no outstanding fees
or other outstanding duties of the Concessionaire. If outstanding fees or
requirements do exist, the termination will not be effective until all
outstanding fees have been paid and the requirements are satisfied.
cmca with striper adventures.docx 6

2.1.4 Restoration Upon Termination
The Concessionaire will be required to restore any modifications to
existing System trails as identified in Exhibit 1.0 System, Services,
Operations and Maintenance, to their original condition upon Effective
Date of this Agreement, within forty-eight (48) hours of expiration or
termination of the Agreement. If any restoration is not completed within
forty-eight (48) hours of expiration or termination of the Agreement, the
County is permitted, in its sole discretion, to complete such restoration,
and Concessionaire shall be solely responsible for reimbursing County for
any and all reasonable costs incurred by the County for such restoration.
Concessionaire shall pay County for such costs within fifteen (15) days of
receiving an invoice from County.
2.1.5 Holdover.
Should the Concessionaire, with the consent of the County, continue to
provide the services described herein after the expiration of the Term or
Renewal Option, without having entered into a subsequent Agreement of
like nature and content to this Agreement, such continued service shall be
deemed a holdover of the licensed facility on a month-to-month basis,
with all of the terms and conditions of this Agreement to continue in full
force and effect. The term of the holdover shall not exceed a period of
ninety (90) days.
2.2 Default, Insolvency, Remedies.
2.2.1 Default by the Concessionaire.
It shall be a default and breach of this Agreement if any of the following
shall occur at any time during the Term or Renewal Option:
2.2.1.1 The Concessionaire shall fail to make payment of any monetary
sums specified to be paid by the Concessionaire under this
Agreement on or before the date the same shall become due,
and such failure shall be continued for a period of twenty (20)
days after notice of such default is given to the Concessionaire,
or
2.2.1.2 The Concessionaire shall fail to observe or perform any of the
Concessionaire's other covenants, agreements or obligations
hereunder, and such failure shall continue for a period of thirty
(30) days after notice of such default is given to the
Concessionaire, provided, however, that if such default is of a
nature that it cannot reasonably be cured within said thirty (30)
days, then the cure period may be extended by mutual
agreement by the Parties, in writing, for such longer time as may
be reasonably necessary, so long as the Concessionaire
commences to cure failure within said thirty (30) day period, in
cmca with striper adventures.docx 7

good faith and with due diligence, and thereafter diligently and
continuously pursues the same to completion; or
2.2.1.3 If a petition to have the Concessionaire adjudicate a bankrupt or
other proceeding under any Federal or State law relating to
bankruptcy, bankruptcy reorganization, insolvency or relief of
debtors is filed or instituted by the Concessionaire or is filed or
instituted against the Concessionaire, debtor, and not be
dismissed within ninety (90) days from the date of such filing or
institution, or the Concessionaire fails to notify the County of any
such filing within twenty (20) days of the filing date of the
petition, or
2.2.1.3.1 A receiver, guardian, conservator, trustee or
assignee, or any other similar officer or person shall
be appointed to take charge of all of the property of
the Concessionaire, and such appointment is not
vacated within ninety (90) days after the date of filing,
or
2.2.1.3.2 The Concessionaire shall make any general
assignment for the benefit of creditors, or
2.2.1.3.3 The Concessionaire shall make any general
assignment for the benefit of creditors, or
2.2.1.3.4 All of the Concessionaire's assets as an interest in
the Concession are subjected to attachment,
execution or other judicial seizure.
2.2.2 County's Remedies on Default.
Upon default hereunder by the Concessionaire, the County shall be
entitled to exercise the following remedies:
2.2.2.1 The County may, at the election of the County, terminate this
Agreement by giving the Concessionaire notice of termination.
On the giving of the notice of termination, all of the
Concessionaire's rights in the Concession and under this
Agreement shall terminate. Termination under this Section 2.2.2
shall not relieve the Concessionaire from the payment of any
sums then due to the County or from any claim for damages
previously accrued or then accruing against the Concessionaire.
If the Agreement is terminated in accordance with these
provisions, the Concessionaire hereby covenants to peaceably
and quietly surrender the Concession to the County and to
execute and deliver to the County such instruments as shall be
required by the County, as will properly evidence termination of
the Concessionaire's rights hereunder and its interest herein.
cmca with striper adventures.docx 8

2.2.2.2 The County may sue for specific performance and/or exercise
any other remedy available to the County at law or in equity.
2.2.3 Concessionaire's Remedies.
The County shall be in default under this Agreement if the County fails to
perform any of its obligations hereunder and such failure to perform
continues for a period of thirty (30) days after written notice thereof from
the Concessionaire to the County (unless such failure cannot reasonably
be cured within thirty (30) days, in which event the County shall have
commenced to cure said breach or failure within said thirty (30) day
period and shall diligently pursue cure of the failure or breach to
completion to avoid being in default). Should the County be in default
pursuant to the terms of this Section 2.2.3, the Concessionaire may
terminate this Agreement with thirty (30) days written notice to the
County.
2.3 Indemnification and Insurance.
2.3.1 Indemnification.
2.3.1.1 In addition to the indemnification provisions provided for
elsewhere in this Agreement, the Concessionaire shall
indemnify and hold harmless the County, its departments,
agencies, officers and employees, from and against all claims,
demands, judgments, actions, settlements, liens, penalties,
damages, losses, injuries, costs and expenses, including
attorney's fees and court costs by third parties in connection
with the use and operation of facilities for the Concession or,
arising out of or in any way caused by or related to any
activity, condition or event arising out of the performance or
non-performance of the provisions of this Agreement, except
to the extent caused by the gross negligence or willful
misconduct of the County or any of its departments, agencies,
officers, employees or agents.
2.3.1.2 The Concessionaire or any of its contractors or subcontractors
shall not have any authority to create any lien against the
County for labor, materials, or services furnished by the
Concessionaire, its contractors or subcontractors. If, because
of any act or omission (or alleged act or omission) of the
Concessionaire, any mechanic's, materialman's or other lien,
charge or order for the payment of money shall be filed or
recorded against the County (whether or not such lien, charge
or order is valid or enforceable as such), the Concessionaire
shall immediately notify the County. The Concessionaire will,
at its own expense, cause the same to be canceled and
discharged of record within thirty (30) days after the
Concessionaire will have received notice of the filing thereof,
or the Concessionaire may, within said period of time, furnish
cmca with striper adventures.docx 9

to the County a bond satisfactory to the County against said
lien, charge or order, in which case the Concessionaire will
have the right in good faith to contest the validity or amount
thereof.
2.3.1.3 The Concessionaire shall indemnify and hold harmless
County, its successors in interest and assigns, from any
liability, damage, expenses, costs or attorney(s') fees incurred
arising from any and all claims as a result of the consumption
of food and/or beverage (alcohol and non-alcohol) sold by
Concessionaire or any of its agents, contractors, vendors,
officers, employees, assigns, designees or invitees due to the
rights granted to the Concessionaire pursuant to the terms of
this Agreement or as a result of any negligent act or omission
by the Concessionaire or any of its agents, contractors,
vendors, officers, employees assigns, designees or invitees.
2.3.2 Insurance.
The Concessionaire shall maintain the following insurance coverage:
2.3.2.1 General liability insurance: One million dollars ($1,000,000)
per occurrence; two million dollars ($2,000,000) per
aggregate.
2.3.2.2 Additional insured status with an endorsement as broad as
ISO Additional Insured Endorsement CG20101185.
2.3.2.3 Statutory workers' compensation and employer's liability of
five hundred thousand dollars ($500,000) per accident, five
hundred thousand dollars ($500,000) per disease and five
hundred thousand dollars ($500,000) disease policy limits.
Or, request a waiver if no employees.
2.3.2.4 Waiver of subrogation/recovery against the County to be
included in all policies.
2.3.3 Additional Requirements.
The County, Bureau of Reclamation and Bureau of Land Management
will be named as "additional insured" under all policies of insurance with
the exception of Worker's Compensation policy. Copies of all insurance
policies or certificates thereof will be made available to the County upon
request. Copies of the Certificate of Insurance (COI) will be furnished
annually to the County. The County will be given thirty (30) days advance
written notice of cancellation of a policy, non-renewal, or change in
coverage or limits.
cmca with striper adventures.docx 10

2.4 Compliance.
2.4.1 The Concessionaire hereby agrees and shall comply with all applicable
federal, state, county and city statutes, laws, ordinances, rules, policies,
regulations and instructions, including Maricopa County Parks and
Recreation Department's rules and regulations (attached as Exhibit 2.4
Park Rules), in effect now or as may be amended or added, which apply
to the management, operation and maintenance of the Concession and to
keep fully informed of, and in compliance with, any changes or revisions
thereto. .
2.4.2 Maricopa County has issued Policy A1515, Acceptance of Gifts by
County Employees is Prohibited. It has been Maricopa County's policy
that employees may not accept any gifts or favors that would lead toward
favoritism or the appearance of favoritism. Similarly, Arizona law prohibits
County employees and members of boards, committees, and
commissions from receiving anything of value or any compensation other
than their normal salary for any service rendered in connection with that
person's duties with Maricopa County. (See A.R.S 38-505). Further, in
compliance with the Policy #A1515, authorization for Parks and
Recreation Department Staff and Volunteers to accept guided trail
ride and other concessionaire opportunities for the purpose of education
is allowable upon advanced written authorization by the Director of
Maricopa County Parks & Recreation or his or her designee.
2.5 Assignment.
The Concessionaire may not assign or subcontract any of the Concessionaire's
rights or interests in the Agreement without prior written approval of the County,
which approval is hereby delegated to the Director of MCPRD, and such
approval shall be at the discretion of the County or the Director of MCPRD, as
the case may be.
2.6 Equal Opportunity Employment Requirements.
The Concessionaire shall not discriminate against any employee or applicant for
employment because of race, age, handicap, disability, color, religion, sex,
sexual orientation or national origin. The Concessionaire shall comply with Title
VI and Title VII of the Federal Civil Rights Act; the Federal Rehabilitation Act; the
Age Discrimination in Employment Act; the Americans with Disabilities Act of
1990, A.R.S. §41-1461 et. seq., A.R.S. §41-1492 et. seq.,29 U.S.C. §721
(Section 504), and Arizona Executive Order 75-5 which mandates that all
persons shall have equal access to employment opportunities.
2.7 Immigration Reform and Control Act of 1986 (I.R.C.A.).
The Concessionaire understands and acknowledges the applicability of the
I.R.C.A. The Concessionaire agrees to comply with the I.R.C.A. and Arizona
statutes, in the performance of this Agreement and, upon request, permit the
County to inspect personnel records to verify such compliance.
cmca with striper adventures.docx 11

2.8 Employer Sanctions Law and Employment Eligibility.
2.8.1 That the Concessionaire and its subcontractors, if any, warrant their
compliance with all federal immigration laws and regulations that relate to
their employees and their compliance with A.R.S. §23-214, et. seq.;
2.8.2 That a breach of a warranty under Subsection A above, shall be deemed
a material breach of the contract that is subject to penalties up to and
including termination of the contract; and
2.8.3 That the contracting government entity retains the legal right to inspect
the papers of any Concessionaire or sub-concessionaire's employee who
works on the contract to ensure that the Contractor or subcontractor is
complying with the warranty provided under Subsection A above and that
the Concessionaire agrees to make all papers and employment records
of said employee(s) available during normal working hours in order to
facilitate such an inspection; and
2.8.4 That nothing herein shall make any Concessionaire or sub-
concessionaire an agent or employee of the contracting government
entity; and
2.8.5 The Concessionaire warrants that it is in compliance with verification of
employment eligibility and E-Verify Program.
2.9 Taxes.
2.9.1 The Concessionaire shall pay taxes of whatever character which may be
levied or charged upon:
2.9.1.1 The Concessionaire's rights under this Agreement; or
2.9.1.2 Upon the Concessionaire's furniture, equipment or other
property; or
2.9.1.3 Upon the Concessionaire's operations under this Agreement.
2.9.2 No leasehold or other real property interest is being created or conveyed
upon which tax consequences may exist.
2.10 Covenants against Contingent Fees.
The Concessionaire warrants that no person or selling agency has been
employed or retained to solicit or secure this Agreement upon an agreement or
understanding for a commission, percentage, brokerage, or contingency fee,
excepting bona fide employees or bona fide established commercial or selling
agencies maintained by the Concessionaire for the purpose of securing
business. For breach or violation of this warranty, County shall have the right, as
its exclusive remedy, to recover the full amount of such commission, percentage,
brokerage or contingency fee.
cmca with striper adventures.docx 12

2.11 Organization — Employment Disclaimer.
2.11.1 The Agreement is not intended to constitute, create, give to, or otherwise
recognize a joint venture agreement or partnership or formal business
organization of any kind between the County and the Concessionaire and
the rights and obligations of the Parties shall be only those expressly set
forth in this Agreement.
2.11.2 The Parties agree that no person(s) supplied by the Concessionaire in the
performance of obligations under the Agreement are considered to be the
County's employees and that no rights of the County's civil service,
retirement, or personnel rules apply to such person(s).
2.11.3 The Concessionaire shall have total responsibility for determining
employee eligibility, all salaries, wages, insurance or any type, bonuses,
retirement withholdings, worker's compensation, other employee benefits
and all taxes and premiums appurtenant thereto concerning such persons
and shall save and hold the County harmless with respect thereto.
2.12 Waiver.
The waiver by either Party of any breach of any one or more of the covenants,
conditions or provisions of this Agreement shall not be construed to be a waiver
of any subsequent or other breach of said covenants, conditions or provisions of
this Agreement. Any failure on the part of either Party to require or exact full and
complete compliance with any of the covenants, conditions or provisions of the
Agreement shall not be construed to, in any manner, change the terms hereof or
preclude such Party from enforcing the full provisions of this Agreement.
2.13 Agent, Employees, Contractors, Subcontractors.
The Concessionaire will ensure full compliance with all applicable Terms and
Renewal Options and conditions of this Agreement by its agents, employees and
contractors (including sub-contractors of any tier) and their respective
employees. Failure or refusal of the Concessionaire or its agents, employees,
contractors, sub-contractors or their employees to comply with these terms and
conditions will be deemed a breach of this Agreement.
2.14 Paragraph/Section Headings.
The paragraph or section headings used in this Agreement are for the purpose of
convenience of reference only. They will not be construed in any manner, or to
any extent, to limit or to extend the effect or meaning of the terms and provisions
contained thereunder.
2.15 Severability/Validity.
The Parties intend for this Agreement to comply with applicable laws. If any
provision of this Agreement is determined to be invalid, void, or illegal, then such
determination shall not affect, impair, or invalidate any other provision hereof, the
cmca with striper adventures.docx 13

remaining provisions shall remain in full force and effect and the Parties shall use
their commercially reasonable efforts to restate the invalid provision to the end
that it complies with applicable laws.
2.16 Suspension and Debarment and Executive Orders 12549 and 12689.
2.16.1 The March 2004 OMB Circular A-133 Compliance Supplement pertaining
to the U.S.C. Code has been changed. Before November 26, 2003,
contractors receiving individual awards for one hundred thousand dollars
($100,000) or more and all sub-recipients have to certify that the
organization and its principals were not suspended or debarred. As of
November 26, 2003, when the County enters into a covered transaction
with an entity (contracts for goods and services expected to equal or
exceed twenty five thousand dollars ($25,000) and sub-awards to sub-
recipients), the Federal Entities are prohibited from contracting with or
making sub-awards under covered transactions to Parties that are
suspended or debarred or whose principals are suspended or debarred.
2.16.2 Effective November 26, 2003, when a Non-Federal Entity (the County)
enters into a covered transaction with an Entity at a lower tier, the Non-
Federal Entity (the County) must receive verification that the Entity is not
suspended or debarred or otherwise excluded. As such, each prospective
concessionaire must submit a certification (e.g. certified letter) within sixty
(60) days of award that it is not currently under such suspension or
debarment. Requirements for suspension and debarment are contained
in the Federal codification of the government-wide non-procurement
debarment and suspension common rule, which implements Executive
Orders 12549 and 12689, Debarment and Suspension.
2.17 Consents and Approvals.
The Parties agree to act in good faith and with fair dealing with one another in the
execution, performance and implementation of the terms and provisions of this
Agreement. Whenever the consent, approval or other action of a Party is
required under any provision of this Agreement, such consent, approval or other
action shall not be unreasonably withheld, delayed or conditioned by a Party
unless the provision in question expressly authorizes such Party to withhold or
deny consent or approval or decline to take action in accordance with a different
standard, in which case the consent or approval or the decision to not take action
may be withheld, delayed or conditioned in accordance with the different
standard.
2.18 Further Assurances; Cooperation.
Each of the Parties hereto shall execute and provide all additional documents
and other assurances that are reasonably necessary to carry out and give effect
to the intent of the Parties reflected in this Agreement.
2.19 No Third Party Beneficiaries.
cmca with striper adventures.docx 14

Except as may be otherwise expressly and specifically set forth in this
Agreement, no person or entity shall be deemed a third party beneficiary of any
of the provisions of this Agreement.
2.20 Conflict of Interest.
The Parties acknowledge that this Agreement is subject to cancellation pursuant
to the provisions of A.R.S. §38-511(A) which reads that "The state, its political
subdivisions or any department or agency of either may, within three years after
its execution, cancel any contract, without penalty or further obligation, made by
the state, its political subdivisions, or any of the departments or agencies of
either if any person significantly involved in initiating, negotiating, securing, draft
creating the contract on behalf of the state, its political subdivisions or any of the
departments or agencies of either is, at any time while the contract or any
extension of the contract is in effect, an employee or agent of any other party to
the contract in any capacity or a consultant to any other party of the contract with
respect to the subject matter of the contract."
3. Entire Agreement; Modification.
This Agreement, together with any supplemental provisions attached hereto, constitutes
the entire agreement between the Parties and sets forth all of the covenants, promises,
agreements, conditions or understandings, either oral or written, between the
Concessionaire and the County, other than as set forth herein, and those agreements
that are executed contemporaneously herewith. This Agreement shall be construed as a
whole and in accordance with its fair meaning and without regard to any presumption or
other rule requiring construction against the party drafting this Agreement. This
Agreement cannot be modified or changed except by a written instrument executed by
the Concessionaire and the County. The Concessionaire and the County have reviewed
this Agreement and have had the opportunity to have it reviewed by legal counsel.
4. Attorney Fees.
If suit or action is commenced to enforce compliance with any term, covenant or
condition of this Agreement, including any action undertaken in the context of bankruptcy
proceedings, the Party not prevailing shall pay to the prevailing Party a sum which the
trial judge determines is reasonable as attorney fees to be allowed in the suit or action,
and court costs, and if appeal is taken from any judgment or decree in the suit or action,
the Party not prevailing on the appeal shall pay to the prevailing Party such further sum
as the appellate court shall adjudge reasonable as attorney fees on appeal, and court
costs.
5. SeyerabilitV.
If any term, covenant, condition or provision of this Agreement is held by a court of
competent jurisdiction to be invalid, void or unenforceable, the remainder of the
provisions hereof shall remain in full force and effect and shall in no way be affected,
impaired or invalidated.
6. Force Maieure.
cmca with striper adventures.docx 15

The occurrence of any of the following events shall excuse performance of such
obligations of a Party as are rendered impossible or reasonably impracticable to perform
while such continues: strikes; lockouts; acts of God; inability to get materials;
governmental restrictions; enemy or hostile governmental action; fire or other casualty;
and other causes beyond the reasonable control of the Party obligated to perform (all
events of "Force Majeure").
7 Authority.
Each Party covenants and warrants to the other Party that: (a) it is duly authorized to
execute this Agreement; and (b) the execution of this Agreement has been duly
authorized by the Applicable Party.
8. Legal Effect of the Agreement.
This Agreement is terminable only in accordance with the express and specific
provisions hereof. This Agreement does not create a leasehold estate and the County
shall at all times remain the patent holder of the real property.
9. Delegation of Authority.
The Department Director Maricopa County Parks and Recreation Department or his or
her designee, is authorized to conduct required administrative actions as may be
necessary to carry out the spirit and intent of the Agreement.
10. Representation and Warranties of County.
10.0 The County represents and warrants to the Concessionaire that the following
statements are true, correct and complete:
10.0.1 The County has complete and full authority to execute this Agreement
and to grant to the Concessionaire the rights contemplated by this
Agreement. All governmental actions required to be taken by the County
to authorize execution of this Agreement by the County and performances
by the County of its obligations hereunder have been taken and this
Agreement is binding upon and enforceable against the County in
accordance with its terms; and,
10.0.2 To the best of the County's knowledge, there are no lease agreements,
maintenance contracts, service agreements or other contracts of any
nature which pertain to, cover or affect the Concession except as
disclosed in this Agreement.
10.1 In the event of a breach of a representation or warranty as set forth herein, the
Concessionaire shall notify the County of same and deliver to the County such
information as is necessary to enable the County to remedy the breach. The
Concessionaire shall cooperate with the County to remedy the breach.
11. Counterparts.
cmca with striper adventures.docx 16

This Agreement may be executed in two or more counterparts, each of which shall be
deemed an original but all of which together shall constitute one and the same
instrument. Faxed, emailed and copied signature, are acceptable as original signatures.
12. Time is of the Essence.
Time is of the essence of this Agreement. If the date for performance of any obligation
hereunder or the last day of any time period provided herein shall fall on a Saturday,
Sunday or legal holiday, then said date for performance or time period shall expire on
the first day thereafter which is not a Saturday, Sunday or legal holiday.
cmca with striper adventures.docx 17

DATED this day of 2016.
MARICOPA COUNTY STRIPER ADVENTURES, LLC
BOARD OF SUPERVISORS
Chairman Date Date
ATTEST
Clerk of the Board Date
Approved as to Form:
Attorney for Maricopa County Date
cmca with striper adventures.docx 18

EXHIBIT 1.0 System, Services, Operations, and Maintenance
Exhibit 1.0 System, Services, Operations, and Maintenance as stated herein, provides the
working document for the systems, services provided, daily operation and maintenance
parameters that will be reviewed annually, no later than December 31 of each year, as part of
the Annual Management Plan (AMP) pursuant to the terms of the Agreement.
1 The Concessionaire is restricted to designated trails and will not leave the designated
trails and/or designated event areas (ie competition track, ramadas, etc) and will not
conduct events in the open desert. The Concessionaire is not allowed to create new
trails or create trail shortcuts without the approval of the Park Supervisor.
2. System Maps:
Maricopa County
Regional Park System
- Tonto ri Regional Park
National Forest
Lake Pleasant • Main Park Entrance
IBURG Regional Park
Spur Cross Ranch
Conservation Area
Desert
Du t rloor CAVE
Center CREEK
CAREFREE
Cave Creek McDowell Mountain
Adobe Da Regional Park Regional Park
White Tank Mount Regional Pa
Regional Park • Fort
_ ..C7L_FL SURP IS Paradi e Valley i.iiiDowell
EL YOUN€ fillt.R:AC PEORIA W -Jou ri40 FOUNTAILI I R.
TOWN HILLS _
GLENDALE PARADISE VALLEY I r: sery Mountain
LITCHFIELD SCOTT LE Regional Park
PARK
AVONDALE TOLLESON PHOENIX
GOODY-F-AR
BUCKEYE
GUA ALtJP
Estrella Mountain QUEEN
Buc eye Hills Regional Park CREEK
Re nal Park riropa County
Prtki.ill County
cmca with striper adventures.docx 19

EXHIBIT 1.0 System, Services, Operations, and Maintenance Continued
2. Parks Considered as part of this Agreement:
Lake Pleasant Regional Park
Park Notification Numbers:
Lake Pleasant Regional Park: 928-501-1702
*City Jurisdiction for Possible Business License:
Lake Pleasant Regional Park: Peoria
cmca with striper adventures.docx 20

EXHIBIT 1.0 System, Services, Operations, and Maintenance - continued
3. Services
3.0 All guides (staff) will be competent and experienced in conducting guided trips.
Guides will have knowledge of the area, the Park and the trails. Guides will
become an ambassador for the System. They will do everything in their power to
make certain each guided event is a quality experience. Under no circumstances
will guides be in charge of events when they do not meet the qualifications listed
above or are not familiar with the particular trail being traveled. If concession is
allowed to provide services at Lake Pleasant Regional Park ("LPRP"), the Lake
Pleasant Park Supervisor may audit any program given to the public related to
the information presented to the participant such as but not limited to Lake
Pleasant history, dam construction, Central Arizona Project information, basically
anything related to education about LPRP.
3.1 Concessionaire shall furnish operations, services, facilities or maintenance as
stated herein in a diligent, professional and creditable manner satisfactory to the
County. Variance from the following listed special events will be submitted to the
County for concurrence in writing prior to being implemented:
3.0.1 Itemized Scope
3.0.1.1 Guided fishing tours
4. Operations
4.0 The AMP will provide the overarching department guidance. The Park
Supervisor will be responsible for specific coordination to include, but not limited
to the following:
4.0.1 The Concession can be located and will operate only in areas authorized
by the Park Supervisor or as otherwise directed by representatives in
authority, i.e. Maricopa County Sheriff's Office, Arizona Fish and Game
Department. Entering into this Agreement does not construe that
Concessionaire is allowed exceptions to access any closed areas of Lake
Pleasant nor does it allow for extended use of the 10 or 4 lane launch
ramp, special parking or boat docks.
4.0.2 Site selection will consider factors including, but not limited to, required
facilities needed to support operations; other activities or concessions
during the same period; the nature of the event to be supported, etc.
4.0.3 Concessionaire shall be responsible for coordination of major events with
the Park Supervisor. The Park Supervisor will accommodate dependent
upon availability. Email to Park Supervisor the advance schedule within
30 days (modifications within 7 days) to include but not limited to:
cmca with striper adventures.docx 21

EXHIBIT 1.0 System, Services, Operations, and Maintenance - continued
4.0.3.1 Event name.
4.0.3.2 Date and Time for the following:
4.0.3.2.1 Location
4.0.3.2.2 Arrival for Set Up
4.0.3.2.4 Arrival for Participants
4.0.3.2.5 Length of Tour
4.0.3.2.6 End of Event
4.0.3.3 Number of participants and crew.
4.0.3.4 Other vendor information.
4.0.3.5 Describe with specifics for entry to the Park (i.e. shuttle, car,
bus)
4.0.4 Concessionaire's locations for group gathering shall be arranged and
coordinated through Park Supervisor prior to an activity. If groups
regularly gather at locations and it is determined by the Park Supervisor
that adverse impact is being caused to an area, such gatherings may be
halted or confined to designated areas.
4.0.5 The Concessionaire's vehicles and equipment will park only in areas
designated by the Park Supervisor. There will be no parking of vehicles
or equipment off of designated roadways or in the open desert or turf
areas unless authorized by Park Supervisor.
4.0.6 Concessionaire is authorized to coordinate services currently provided by
Parks, i.e. Ranger Interpretative Programs.
4.0.7 Utilizing Park roads for event will require a permit through Maricopa
County Department of Transportation ("MCDOT"). At no time is the
Concessionaire allowed to stop traffic on Parks roads without an
approved Traffic Control Plan and Permit from MCDOT, which includes
staff and the control equipment to be placed per the issued permit.
4.0.7 Utilizing Adobe Dam Regional Park Concessionaires for co-sponsored
events will require a special use permit with approval through Maricopa
County Flood Control District ("MCFCD"). Application for the Special Use
Permit cannot be waived.
4.1 The Concessionaire shall provide, at its own expense, all equipment, furnishings
and supplies necessary to fulfill its obligations under the terms and conditions of
this Agreement.
cmca with striper adventures.docx 22

EXHIBIT 1.0 System, Services, Operations, and Maintenance - continued
4.2 Concessionaire maybe authorized to set-up temporary structures/ canopies for
use during the event for Concession operations, upon coordination and approval
with the Park Supervisor as to location.
4.2.1 The Concessionaire is required to identify and obtain all necessary permits
from the appropriate permitting agencies for use of the temporary
structures/canopies.
4.2.2 If staking it to take place, the Concessionaire is responsible for Blue
Staking the area as not to damage underground infrastructures (ie
irrigation lines, phone lines, etc).
4.2.3 Set-up will not occur before the start of each day's event or activity or as
coordinated with the Park Supervisor.
4.2.4 Temporary structures will be removed upon completion of the event or
each day's operations.
4.2.5 The Concessionaire is responsible for proper staking, etc. to preclude the
temporary structure/canopy being blown down in event of wind or
inclement weather. Stakes will not exceed six (6) inches in length.
4.3 Camping, facility and ramada rental fees: If reserving for an event, fees are due
at the time a reservation is made with Park staff.
4.4 The Concessionaire is responsible for the providing of a source of water that may
be required which would be in addition to what is currently available within the
Park. Park personnel are not responsible for the providing of additional water in
support of activities.
4.5 Concessionaire is not authorized to use a generator or any sound generating
devices within the Park boundary unless approved by Park Supervisor.
4.6 Restricted (Not Authorized) Services at Lake Pleasant:
4.6.1 Concessionaire will not conduct commercial activities at Scorpion Bay
Marina, including, but not limited to the picking up or loading participants
from the docks of Scorpion Bay.
4.6.2 Items currently identified or to be identified that through contractual
arrangement with Scorpion Bay Marina, MCPRD concessions that would
create unfair competition or that would be in violation of said agreements.
The intent of this restriction is to coordinate the providing of recreational
services and products not to unduly restrict.
4.6.3 Sale of products containing alcohol or any food, on land or water, in the
vicinity of Scorpion Bay Marina.
cmca with striper adventures.docx 23

EXHIBIT 1.0 System, Services, Operations, and Maintenance - continued
5.0 Maintenance
5.1 The Concessionaire is responsible for all maintenance costs associated
with the Concession.
5.2 The Concessionaire is responsible for the providing of trash receptacles
and the removing of trash and receptacles at the end of the event. The
Concessionaire will ensure that all garbage or debris left in the vicinity of
the Concession area after the completion of event is placed in an
authorized container. The Park Supervisor may increase the frequency of
trash being emptied.
5.3 Tables, eating areas, shaded areas, etc. will be kept clean, neat and
sanitary at all times and will follow all County/City food handling
regulations.
cmca with striper adventures.docx 24

Exhibit 1.1.3.2 Administrative Functions
Exhibit 1.1.3.2 Administrative Functions as stated herein, provides the working document for
the daily administration parameters that will be reviewed annually, no later than December 31 of
each year, as part of the Annual Management Plan (AMP) pursuant to the terms of the
Agreement.
The Concessionaire shall provide administrative functions as stated herein and in the
Agreement in a diligent, professional and creditable manner satisfactory to the County in
compliance with all applicable statutes, laws, ordinances, rules and regulations.
1. Performance Standards.
The Concessionaire shall furnish services as stated in this Agreement in a diligent,
professional and creditable manner satisfactory to the County in compliance with all
applicable statutes, laws, ordinances, rules and regulations. Evaluations will be made
by the Park Supervisor of the quality of operation of the Concession; the Contract
Administrator for MCPRD is responsible for audits, a minimum of one time per Contract
Year, of the Agreement to ensure compliance with all terms of this Agreement and AMP,
and if areas are determined to be deficient, these areas will be identified to the
Concessionaire for correction. The Concessionaire shall give full cooperation to the
County in this evaluation process. Failure to correct deficiencies will result in default on
the part of the Contractor of which Agreement Section 2.1 will apply.
2. Equipment
All required equipment (i.e., fishing equipment, life jackets, etc.) is either provided by the
participant or the Concessionaire. The Concessionaire agrees to maintain the
Concessionaire's equipment in a manner to ensure safe operation for the guests.
3. Licenses, Permits
3.0 The Concessionaire is responsible for obtaining all required licenses, permits and
certificates (see EXHIBIT 1.0 System, Services, Operations and Maintenance)
3.1 The Concessionaire must be properly licensed; have the required
permits/certificates, including all required Health Permits; must be in compliance
with U.S. Coast Guard standards; captaining of boats will require Merchant
Mariner Credentials issued by United States Coast Guard.
4. Operation of Similar Concessions.
4.0 The County may operate or permit the operation of similar concessions that offer
"like" services throughout the System. At the option of the County, similar
concessions may be operating during the same event.
4.1 The County does not guarantee the Concessionaire any minimum number of
events throughout the Contract Year or any guaranteed revenue amount
throughout the Contract Year.
cmca with striper adventures.docx 25

Exhibit 1.1.3.2 Administrative Functions - continued
5. Operating Season.
The intent is that the Operating Season will be three hundred sixty five (365) days per
year, seven (7) days per week in support of scheduled events or as agreed upon by the
Parties.
6. Park Closure.
The County reserves the right to close any area of the Park, including the area in which
the Concession is located and operated, when deemed necessary for public safety and
health purposes without any liability to the County for any compensation to the
Concessionaire for losses, including, but not limited to, lost income, wages or other
compensation which may be claimed by the Concessionaire. The County may establish
limits of visitation at any portion of the Concession Site or area of operation, based on
public health and safety, availability of parking spaces, or any other reason deemed by
the County to be in the public interest, in the judgment of the County, or closure that may
be deemed necessary due to resource management, such as Eagle closure, habitat
development, species management, including Federal Regulations at Lake Pleasant,
without any liability to the County for any compensation to the Concessionaire for losses,
including, but not limited to, lost income, wages or other compensation which may be
claimed by the Concessionaire.
Public Access.
7.0 The Concessionaire may restrict public access within the Concession during
hours of operation and non-operation for reasons of security or health and safety.
7.1 The Concession will be open to the public. No person shall be denied use of the
Concession because of race, sex, age, handicap, disability, color, religion, sexual
orientation or national origin. The Concessionaire reserves the right to deny any
person use of those portions of the Concession when it reasonably believes that
such use poses a direct threat to the health or safety of others.
cmca with striper adventures.docx 26

EXHIBIT 1.1.3.3 Accounting and Fees
Exhibit 1A.3.3 Accounting and Fees as stated herein, provides the working document for the
overall financial parameters that will be reviewed annually, no later than December 31 of each
year, as part of the Annual Management Plan (AMP) pursuant to the terms of the Agreement.
The accounting and fee parameters provides the administrative procedures for payments of
annual and minimum fees, payment of utilities. All fee, payment and fund structures as defined
below may be adjusted annually as per the AMP.
1. Admission and Park Entrance Fees
1.0 The Concessionaire is responsible for the management and collection of all fees
for their events or programs.
1.1 Users of the Concession will be required to pay the Park Entrance Fee upon
each entry to the Park unless in possession of a valid annual pass.
1.2 The Concessionaire is required to pay the Park Entrance Fee unless in
possession of an annual pass ("CMCA Pass" see Section 2.0 below).
Concessionaire Annual Pass
2.0 A Concessionaire Annual pass will be issued in conjunction with this Agreement.
The pass is restricted for business use only; using the pass for any reason
beyond business operations may result in revocation of privileges, including
termination of your Agreement.
2.1 One pass will be issued for each Concession Agreement free of charge,
additional passes (i.e. tour guides) will be $ 3.00 each yearly. The pass(es) will
expire at the end of your contract period. Provided you remain in good standing,
the pass will remain valid as long as you are an approved vendor with MCPRD.
3. Accounting Records.
3.0 The Concessionaire will maintain an accounting system which conforms to the
Generally Accepted Accounting Principles (GAAP) and which accurately reflects
the results of the entire operation of the Concession. These financial records will
be retained for a seven (7) year period from the current Contract Year. These
financial records will be made available for inspection or audit by county once per
Contract Year.
3.1 County has the right to audit payment records received for timeliness and
accuracy a minimum of once per Contract Year. Any fees determined to be due
County will be invoiced to the Concessionaire with payment due within twenty
(20) days.
cmca with striper adventures.docx 27

EXHIBIT 1.1.3.3 Accounting and Fees - Continued
4. Fee and Revenue Reporting.
4.0 Fees.
During the term of this Agreement, the Concessionaire will pay the County a fee
schedule as outlined in in this Exhibit. By definition, the fee is defined as the
payment due County ("Fee"). This fee structure is subject to change upon review
of the AMP and/or contract renewal.
4.1 Attendance and Revenue Statement and Fee Payments.
4.1.1 An Attendance and Revenue Statement ("Statement") is a form mutually
agreed upon between the County and Concessionaire will be used to
report participants and gross revenue (defined in Section 4.1.9 below)
collected by the Concessionaire. Statement shall be in the following
format:
CONCESSIONAIRE NAME: Striper Adventures, LLC
Reporting Period:
Event Date Attendance # Bus/
Per Event #Vans Coaches
$3.00 each $25.00/ea $55.00/ea
Totals:
Total Due Parks:
4.1.2 If no events were held or revenue generated during the Reporting Period,
Concessionaire is still required to submit the Attendance Statement;
however indicate "No Events Held or Revenue Generated During this
Reporting Period".
cmca with striper adventures.docx 28

EXHIBIT 1.1.3.3 Accounting and Fees - Continued
4.1.3 Fee Reporting and Payment Schedule shall be due as listed in the table
below. Should the County's Due Date fall on a Saturday, Sunday or legal
holiday, then said Due Date shall be at the close of business on the first
day thereafter which is not a Saturday, Sunday or holiday.
Attendance & Fee Payment
Period Revenue Statement Date Due
Date Due County County
No Later than
July 1st — September 30th October 10th October 15th
October 1 st — December 31 st January 10th January 15th
January 1st_ March 31st March 10th April 15th
April 1 5t — June 30th July 10th July 15th
4.1.4 Fee Payments (unless called in with Credit Card) and Statements are to
be emailed or mailed to:
Maricopa County Parks & Recreation Department
Attn: Contract Administrator
41835 N. Castle Hot Springs Road
Morristown, AZ 85342
Email: emilymiller@mail.maricopa.gov
Phone: (928) 501-9211
Do not send Payments and Attendance and Revenue Statements
directly to the individual Park.
4.1.5 Late Payment Fee shall be ten percent (10%) of the amount due or a
minimum of $25.00. Invoiced late fees are due the County by the Due
Date stated on the invoice. Should the County's Due Date fall on a
Saturday, Sunday or legal holiday, then the Due Date shall be at the
close of business on the first day thereafter which is not a Saturday,
Sunday or holiday.
4.1.6 Failure to pay the required fees shall be considered a breach of this
Agreement. In the event of litigation to enforce this provision (collection
or default), the County is entitled to recover its attorney's fees and costs
in such proceedings.
4.1.7 Concessionaire will pay County the following fees according to the
payment schedule listed below. Payments accepted by credit card,
checks or money orders, made payable to Maricopa County Parks &
Recreation Department per Section 4.1.4 above.
cmca with striper adventures.docx 29

EXHIBIT 1.1.3.3 Accounting and Fees - Continued
Fee Amount
Administrative Fee (Initial and Each Amendment) $150.00
Participant Fee: $3.00 per Participant
Special Events: Current fees listed on MCPRD website
(Events with large participation which includes items not in
current scope of work, ie additional vendors or selling items)
Camping Permits: Current fees listed on MCPRD website
Ramada Reservations: Current fees listed on MCPRD webs ite
for actual hours of event usage (not
including setup & teardown)
CMCA Annual Pass (one free) — Each additional pass: $3.00 each
4.1.8 The Administrative Fee, by definition, is the fee assessed by the County
for the initial development of the Agreement; subsequent Amendments
and management of the Agreement. The Administrative Fee is payable
upon the Concessionaire signing the initial Agreement or Amendments
to Agreement, and prior to the Agreement being presented to the
Maricopa County Board of Supervisors ("Board") for execution. If for
some reason the initial Agreement or Amendment is not executed by
the Board, the Administrative Fee will be refunded to the
Concessionaire; otherwise, the Administrative Fee is non-refundable.
4.1.9 The Concession Fee, by definition is the fee assessed by the County to
offset impact to the Park and create funds to be applied towards Park
Operations. Payment is due the County according to the fee payment
schedule outlined above in Section 4.1.3.
4.1.10 A Concessionaire Annual pass will be issued in conjunction with this
agreement. One pass will be issued for each Concession contract free
of charge and additional passes will be $3.00 each.
cmca with striper adventures.docx 30

Exhibit 1.2 Safety
The Concessionaire is responsible for ensuring that adequate safety measures and personnel
are on-site for all events as defined in the Agreement and per Exhibit 1.0 System, Services,
Operations and Maintenance. All activities and events conducted by the Concessionaire will
be conducted in conformance with all relevant industry standards and in compliance with all
applicable federal, state and local statutes, regulations and ordinances relating to safety.
1. In event an unsafe operation of the Concessionaire is noted by the Park Supervisor or
park staff, operation will immediately be suspended until the risk or threat has been
resolved to the reasonable satisfaction of the Park Supervisor or park staff. Such
suspension will be without liability to the County for any compensation to the
Concessionaire for losses, including, but not limited to, lost income, lost revenue, wages
or other compensation which may be claimed by the Concessionaire.
2. It is the responsibility of the concessionaire to ensure the health and well-being of their
staff and participants. As such, it is highly recommended that guides and staff are
trained and certified in at-least basic first aid and cardio resuscitation techniques. Guides
and staff will have with them first aid kits and equipment to perform emergency medical
services. Guides and staff will be knowledgeable in the treatment of or prevention of
inadequate hydration, over exertion, musculoskeletal problems, unsafe acts, etc. In case
of emergency, guides and staff will contact appropriate emergency medical services
then the Park Supervisor.
3. The Concessionaire is responsible for providing emergency communication with the
Park Supervisor for each guided event.
4. The County is not responsible for the providing of any security for the Concessionaire.
5. Emergency Evacuation.
5.0 The Concessionaire will be required to take direction from the Park Supervisor in
event of emergency evacuation.
5.1 In event of evacuation, items needed to support the Concession may be directed
to remain on-site; the County will not be liable for any loss or damage incurred.
6. Accident Reporting.
The Concessionaire will immediately report to the County any event which results in
death or injury requiring medical transport or medical attention. Reporting will be to the
Park Supervisor or the Regional Superintendent and/or Parks Operation Manager in the
Park Supervisor's absence. In event an unsafe operation of the Concession is noted by
the Park Supervisor or park staff, operation will immediately be suspended until the risk
or threat has been resolved to the reasonable satisfaction of the Park Supervisor or
designated person. Such suspension will be without liability to the County for any
compensation to the Concessionaire for losses, including, but not limited to, lost income,
wages or other compensation which may be claimed by the Concessionaire.
cmca with striper adventures.docx 31

Exhibit 1.3 Marketing and Media
The Concessionaire is responsible for ensuring that all media, advertising materials and
marketing is family oriented and is reviewed and approved by MCPRD as noted herein. This
includes, but not limited to:
1. MCPRD or County will not provide promotion of this Concession on County
websites or social media.
2. Advertisements, signs, circulars, brochures, letterheads and other media or
materials shall not misrepresent in any way the accommodations or services
provided as pertains to this Agreement.
3. Signs or other advertising posted on County land will be subject to the County's
and any other applicable administrative agency's approval as to location, design,
size, color and content prior to construction or use. All such signs will comply
with all applicable statutes, laws, ordinances, rules and regulations.
4. The Concessionaire is not authorized to accept advertising from vendors not
located at the Park ("Outside Vendors") that desire to advertise their respective
business to visitors of the Concession.
5. The Concessionaire will coordinate media releases with the County prior to
release. The Parks' PIO will receive a copy of all press releases and media
distribution.
6. Logos and labels on the products dispensed will be limited to nutritional facts,
manufacturer information, the Concessionaire's name and an encouraging
scripture. No other forms of advertising, brochures or material will be provided
by the Concessionaire.
cmca with striper adventures.docx 32

Exhibit 1.4 MCPRD Organizational Chart
111 Cardin, Director
928-501-9200
rjcardin@mail.maricopa.gov
Operations and Facility Finance Department Marketing and Media
Management
Jennifer Waller Emily Miller Patty Sanford Dawna Taylor
Operations Manager Contract Administrator Financial Analyst Public Information Officer
928-501-9202 928-501-9211 928-501-9208 928-501-9204
jenniferwaller@mail.maricopa.gov emilymiller@mail.maricopa.gov pattysanford@mail.maricopa.go dawnataylor@mail.maricopa.go
cmca with striper adventures.docx 33

Exhibit 2.4 — Park Rules
MARICOPA COUNTY PARKS AND RECREATION
PARK RULES
Adopted August 13, 2003 by the Maricopa County Board of Supervisors
Revised January 13, 2016 by the Maricopa County Board of Supervisors
R-101 DEFINITIONS
The following definitions shall determine meanings for certain facilities, objects, entities or
activities.
1. "Abandoned Vehicle" means any vehicle, boat, trailer, or structure, which shows evidence
of being left unattended for a period of 48 hours unless displaying an official permit
indicating a stay in excess of 48 hours.
2. "Aircraft" means a structure or device for navigation of the air that is supported either by
its own buoyancy or by the dynamic action of the air against its surface.
3. "Camping" means erect ing a tent or shelter or arranging bedding, or both, for the
purpose of, or in such a way as will permit, overnight use; or parking a trailer camper or
other vehicle for the purpose of remaining overnight.
4. "Commission" means the Maricopa County Parks and Recreation Commission.
5. "County" means Maricopa County.
6. "Department" means the Maricopa County Parks and Recreation Department.
7. "Loudspeaker or public address system" means a device to amplify or direct sound.
8. "Maricopa County Park(s)" means any land or areas under the control of the Maricopa
County Board of Supervisors which has been designated as a Park, Recreation Area or
Conservation Area.
9. "Roads" means the entire width between the boundary lines of every way when any part
thereof is open, kept or maintained for use by the public for purposes of vehicular travel.
10. "Special Use Permit" means commercial or non-commercial permits issued by the
Department for activities outside a park's activity design or which excludes the general
public or for which there is monetary gain.
11. "Swimming" means to propel one's self in water by natural means; consequently aquatic
activities including the full or partial use of inner tubes, air mattresses or personal support
devices.
12. "Designated Trail" means an authorized recreational trail designed, constructed, and
maintained according to standards within the county manual; it is within Maricopa County
Parks' boundaries and has been included in the Maricopa County Park trail system
inventory.
R-102 SPECIAL USE PERMITS, FEES AND APPROVALS
1. Special Use Permits shall be required for eligible non-profit, government or private, as
well as commercial uses.
2. For eligible non-profit uses, a Special Use Permit is required of any person or group for
any activity outside each park's activity design, or for the use of specific park areas that
require the exclusion of general public usage.
3. A Special Use Permit shall also be obtained in advance by any person or group wishing
to use a Maricopa County Park for eligible commercial uses.
cmca with striper adventures.docx 34

4. Park Impact Fees for Special Use Permits shall be negotiated by the Department based
on the expenses related to the administration of the activity, protection of the park and
visitors, and in accordance with established fee schedules when applicable.
5. The Department may require commercial applicants to enter into an agreement with the
County for a negotiated percentage of gross receipts not to exceed twenty (20) percent.
6. The Department may require the permittee to post a deposit against damage and clean-
up expense, provide a certificate of insurance naming the department as additionally
insured, and/or provide for adequate medical, sanitary and security services.
7. A performance and payment bond may be required from any permitee who is providing a
service that was solicited to provide any event or activity sponsored by the department.
8. The Department may impose conditions on the conduct of any activity, which are
necessary to protect the area and maintain its availability as a public park.
9. A Special Use Permit is not required for any person operating under the provisions of a
valid special use or commercial management concessions agreement with the department.
10. Special Use Permit applications, which are compatible with the management objectives
of the individual park, may be refused for health and safety reasons or to protect the park
from significant damages. With respect to competing non-profit uses, the use of park space
shall be granted on a first-come, first-served basis. With respect to competing commercial
uses, informal proposals shall be solicited and the Special Use Permit awarded to that
concessionaire which offers to provide the County with the highest potential revenue and/or
best recreational value to park patrons, provided the concessionaire does not have a poor
performance history on any prior permits.
11. All persons entering a park under a Special Use Permit are subject to all entrance
and/or use fees, and all rules and regulations concerning park resource and facility use. The
total amount of entrance fees owed by persons entering a park under a Special Use Permit,
may be calculated in advance and paid in accordance with terms negotiated as part of the
Special Use Permit.
12. A decision by the Department concerning any Special Use Permit may be appealed to
the Commission.
13. Applications for Special Use Permits may be obtained from an authorized representative
of the Department.
R-103 VIOLATIONS AND PENALITIES
1. Any person who violates any of these rules shall be guilty of a Class 2 misdemeanor.
2. Any person who violates any of these rules may also be evicted for failure to comply.
THE FOLLOWING ACTS ARE PROHIBITED IN MARICOPA COUNTY PARKS:
R-104 ENTRY, USE, OCCUPANCY, FEES
1. Entering, using, or occupying of a Maricopa County Park or its facilities, designated trails
or waterways under the supervision and control of the Department for any purpose when
said parks or areas are posted against such entrance, use, occupancy or where barriers
exist.
2. Entering upon or using for any purpose, the land, water or facilities within the boundaries
of Maricopa County Parks when a fee, rental, admission or other consideration has been
established for such land, water or facilities, unless the person entering or using such land,
water or facility has paid said fee, rental, admission or other consideration.
cmca with striper adventures.docx 35

R-105 ANIMALS AND PETS
1. Riding, permitting or allowing livestock, saddle, pack, or draft animals except on
designated trails or areas under special permit issued by the Department or by special
provisions of a use management agreement.
2. Possessing, allowing or permitting a dog and/or other pets in a Maricopa County Park,
unless the same shall be under immediate control on a leash not exceeding 6 feet in length,
except the leash requirement shall not apply to dogs while being used in hunting, or in field
trials, or while being trained, when upon lands open to such uses and it does not interfere
with other park activities.
3. Possessing, allowing or permitting a dog in a Maricopa County Park without a current dog
license.
4. Allowing dogs or other pets, other than seeing-eye or hearing guide dogs, within the
confines of public park buildings.
5. Allowing dogs and/or other animals to create a nuisance, noise or disturbance in any
area.
6. Failure of owners of pets to properly remove and dispose of any waste.
7. Scattering and/or depositing the ashes of any animal.
R-106 DISCHARGE OF FIREARMS, HUNTING AND TRAPPING
1. Except as provided by state law, discharging a firearm, shooting with bow and arrow, or
setting traps except in locations provided for that purpose and as permitted by Arizona
Game and Fish rules.
R-107 MOTOR VEHICLES AND BICYCLES
1. Operating any motorized vehicle except on roads and parking areas designated by the
Department for such purpose.
2. Abandoning any vehicle in any area of a Maricopa County Park. Vehicles violating this
section may be towed at the owner's expense.
3. Parking a motor vehicle or trailer or other device towed by a motor vehicle in such a
manner whereby roads, parking areas or other traffic ways or traffic are blocked or
otherwise impeded. Vehicles violating this section may be towed at the owner's expense if
such violation constitutes blockage of any emergency lane or otherwise interferes with park
operations.
4. Operating a bicycle in a careless or reckless manner, or in disregard of the safety of any
person or property.
5. Utilizing bike ramps in non-designated areas.
6. Operating, without permission from the County, any motorized skateboard, motorized
scooter, moped or like device.
R-108 WATERCRAFT AND SWIMMING
1. Bringing into, or operating any watercraft upon any body of water, except at such places
and in such manner as designated for such use or purpose by the Department.
2. Storing or leaving any watercraft without first obtaining a permit issued by the Department
or its authorized concessionaire.
3. Swimming in areas posted against such use.
4. Cliff jumping.
cmca with striper adventures.docx 36

R-109 VANDALISM
1. Destroying, damaging, or removing any tree, shrub, wildflower, cactus, or any other
vegetation, or any other vegetative product or by-products without first obtaining a written
permit from the Department.
2. Destroying, damaging, defacing or removing any County property or property
administered by the Department.
R-110 LITTERING
1. Depositing or abandoning garbage, sewage, refuse, trash, waste, or other obnoxious
material, except in receptacles or containers provided for such purposes.
2. Throwing or breaking any glass, plastic or ceramic object leaving shards or other
fragments on park property.
R-111 PUBLIC BEHAVIOR
1. Conducting one's self in a disorderly or intoxicated manner, or using threatening,
abusive, or boisterous or insulting language, or conducting or participating in a disorderly
assembly, or to solicit for any purpose.
2. Engaging in noisy conduct, operating generators or motors, operating radios, or
otherwise making loud or disturbing noises that may disturb the peace of the area between
the hours of 10:00 p.m. and 6:00 a.m.
3. Public urination or public defecation.
4. Engaging in noisy conduct that disturbs the peace.
R-112 CAMPING
1. Camping without first obtaining a written permit issued by the Department
2. Failure to obey all written or posted camping regulations.
R-113 FIRES
1. Building fires except in designated places.
2. Building fires in any area posted against such use.
3. Building wood or charcoal fires at any time posted against such activity (during fire ban).
4. Use of gas or propane stove or grills when use is prohibited (during extreme fire ban).
5. Abandoning any fire without completely extinguishing it.
6. Allowing a fire to escape from control.
R-114 PUBLIC OR COMMERCIAL ACTIVITES
1. Conducting any activity or assembly outside the individual park's activity design or
requiring the use of park areas which exclude the use by the general public without first
obtaining a Special Use Permit from the Department.
2. Posting, placing, or distributing advertising material; erecting a fence or barrier (except
under specific use management or lease agreements), constructing or occupying
improvements; or enclosing County administered lands without first obtaining a Special Use
Permit from the Department.
3. Using a loudspeaker, or public address system, or amplifier without first obtaining a
Special Use Permit from the Department.
4. Using County administered lands for a commercial purpose without first obtaining a
Special Use Permit or use management or lease agreement from the Department.
cmca with striper adventures.docx 37

R-115 GLASS BOTTLES
1. Possessing glass, ceramic or hard frangible plastic beverage bottles.
R-116 AIRCRAFT AND ENGINE POWERED MODELS
1. Operating any passenger carrying aircraft of any nature or parachute, including
parasailing, except in areas designated for such use by the Department or in an emergency
situation.
2. Operating engine powered models and/or toys in any park area not designated for such
use or in such a manner that it could be a hazard to the public.
R-117 INTERFERENCE WITH A PARK RANGER OR A PARK POLICE OFFICER
1. Interfering with any Park Ranger and/or Park Police Officer in the discharge of the Park
Ranger's and/or Park Police Officer's duties.
2. Failing or refusing to obey any lawful command of any Park Ranger and/or Park Police
Officer or other Certified Peace Officer.
R-118 TRAILS
1. Damaging, blocking, restricting or otherwise interfering with the use of a trail.
2. Throwing or rolling rocks or other items into valleys or canyons, down hillsides,
mountainsides or trails.
3. Leaving a designated trail or walkway between trailheads.
4. Operating a bicycle, riding a horse, or hiking, except on trails designated for that use.
5. Failure to follow any sign that dictates the use or behavior on a trail.
cmca with striper adventures.docx 38