CMCA WITH AZ FISHING 4 FLATHEAD CAT LLC.PDF

Mar icopa County
Parks and Recreation
Commercial Management Concessions Agreement
Between
Maricopa County
And
AZ Fishing 4 Flathead Cat, LLC
dba Flathead Ed Adventures
To Manage, Operate and Maintain a Commercial
Concession within the Maricopa County Regional
Park System
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TABLE OF CONTENTS
Cover Page 00
Table of Contents 01
Recitals 04
Agreement 04
1. General Terms 05
1.1 Scope 05
1.2 Operational Area 05
1.3 Other Concession Activities 05
1.4 Annual Pass 05
2. Term and Termination 05
2.1 Effective Date 05
2.2 Contract Year 05
2.3 Term and Renewal Option 05
2.4 Ownership of Property and Equipment upon Event Completion, Expiration
or Termination 06
2.6 Termination due to Conflict of Interest 06
2.6 Termination for Cause 06
2.7 Termination by the Parties 07
2.8 Holder Over 07
3. Accounting and Fees 07
3.1 Accounting Records 07
3.2 Fee and Revenue Reporting 07
4. Services and Facilities 09
4.1 Required Services and Facilities 09
4.2 Performance Standards 09
4.3 Non-Exclusive Use 09
4.4 Operating Season 09
4.5 Emergency Evacuation 09
5. Operations, Maintenance, improvement, Construction and Utilities 09
5.1 Operations 09
5.2 Maintenance 10
5.3 Improvements and Construction 10
5.4 Utilities... 10
5.5 Condition of Property 10
5.6 Environmental Compliance 10
6. General Provisions 11
6.1 Indemnification and Insurance 11
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Table of Contents (Continued)
6.2 Default, Insolvency, Remedies 13
6.3 Assignment 14
6.4 Park Closure 14
6.5 Compliance 15
6.6 Public Access 15
6.7 Accident Reporting 15
6.8 Concession Site Occupancy ... 16
6.9 Advertising and Media Releases 16
6.10 Notices, Current Addresses and Points-of Contact 16
6.11 Equal Opportunity Employment Requirements 17
6.12 Immigration Reform Act of 1986 (I.R.C.A.) 17
6.13 Employer Sanctions Law 17
6.14 Taxes 18
6.15 Covenants against Contingent Fees 18
6.16 Organization - Employment Disclaimer 18
6.17 Waiver ... 18
6.18 Agent, Employees, Contractors, Subcontractors 19
6.19 Suspension and Debarment and Executive Orders 12549 and 12689... 19
6.20 Consents and Approvals 19
6.21 Further Assurances; Cooperation 20
6.22 No Third Party Beneficiaries 20
6.23 Right of Entry 20
7. Entire Agreement; Modification 20
8. Attorney Fees 20
9. Severability 21
10. Force Majeure 21
11. Authority
12. Legal Effect of the Agreement 21
13. Delegation of Authority 21
14. Representation and Warranties of County 21
15. Counterparts 22
16. Time is of the Essence 22
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Table of Contents (Continued)
Exhibit 1.1 — Regional Park System 24
Exhibit 3.2.1 — Fee Reporting and Payment Schedule 26
Exhibit 3.2.2 — Attendance and Revenue Statement 28
Exhibit 4.1 —Services and Facilities 29
Exhibit 5.1.3 — Operational Constraints and Requirements 31
Exhibit 6.5 — Park Rules 34
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Commercial Management Concessions Agreement
Between
Maricopa County
And
AZ Fishing 4 Flathead Cat, LLC dba Flathead Ed Adventures
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,") and AZ Fishing 4 Flathead Cat, LLC dba Flathead Ed Adventures (hereinafter
referred to as "Concessionaire"). 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. §§§11-201, 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 Maricopa County Regional Park System ("System); and
WHEREAS, the County believes the public interest can best be served by contract operation of the
Concession lying within the areas known as the Maricopa County Regional Park System; 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.
AGREEMENT
NOW THEREFORE, in consideration of the mutual representations, warranties, covenants and
agreements hereinafter contained, the County and the Concessionaire agree as follows:
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1. General Terms.
1.1 Scope
The County hereby grants the Concessionaire the right to manage, operate, and maintain a
Guide Fishing Concession ("Concession") within the Park System, subject to the terms of this
Agreement. For purposes of this Agreement, the Park System consists of the following park:
Lake Pleasant Regional Park. (See Exhibit 1.1 — Regional Park System) Proposed
changes or modification to the Concession as stated in this Agreement will be concurred with
by County in writing.
1.2 Operational Area.
The Park Supervisor will coordinate with the Concessionaire as to the area of the Park where
the Concession will be operated from. 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.
1.3 Other Concession Activities.
The Concessionaire shall be restricted to Concession activities as stated in this Agreement
or as modified in Section 1.1.
1.4 Concessionaire Annual Pass
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 contract.
One pass will be issued for each Concession contract free of charge, additional passes (i.e.
tour guides) will be $ 3.00 each. The pass(es) will expire at the end of your contract period
yearly. Provided you remain in good standing, the pass will remain valid as long as you are
an approved vendor with Maricopa county Parks and Recreation
2. Term and Termination.
2.1 Effective Date.
The effective date of this Agreement will be the date executed by the Maricopa County
Board of Supervisors (the "Effective Date").
2.2 Contract Year.
Contract Year 1 of this Agreement will be from the Effective Date through December 31,
2015. Subsequent Contract Years will be from January 1 st through December 31st.
2.3 Term and Renewal Option.
The term for this Agreement will be for a period from the Effective Date through December
31, 2014. (the "Term"). Beginning on January 1, 2015, this Agreement shall automatically
renew for ten (10) additional terms of one (1) year each ("Renewal Option") unless either
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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 31s' of the respective
Contract Year. 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 or any of its officers, employees, agents or contractors at law or
in equity for giving notice and not entering into a Renewal Option.
2.4 Ownership of Property and Equipment upon Event Completion, Expiration or Termination.
2.4.1 Upon event completion, expiration, or termination, all property and equipment
brought on to the Concession Site by the Concessionaire in support of the
Concession will be removed from the Site within a period of forty eight (48) hours
and the site cleaned of all garbage and debris and restored to a condition
acceptable to the respective Park Supervisor unless otherwise authorized, in
writing, by said Park Supervisor. Any property or of Concessionaire not removed
within said forty eight (48) hour period shall be deemed to have been abandoned
by Concessionaire and County may use it or dispose of such property or
equipment in any fashion it may deem desirable. Concessionaire shall be solely
responsible for paying any and all reasonable costs incurred by the County to
remove any property, equipment, garbage or debris required to be removed by
Concessionaire hereunder which Concessionaire fails to remove within the time
herein described.
2.4.2 Concessionaire will be required to restore any modifications to existing park
utilities, buildings, roads, parking lots and other infrastructure to its original
condition upon occupation of the Site within forty eight (48) hours of event
completion, or expiration or termination of the Agreement. Any restoration not
completed within forty eight (48) hours of event completion or expiration or
termination of the Agreement shall permit County to complete required actions.
Concessionaire shall be solely responsible for paying any and all reasonable
costs incurred by the County.
2.4.3 The Concessionaire, upon expiration or termination, will retain ownership of all
personal property and equipment used in support of Concession operations. No
property or equipment will be stored with the boundary of the Park throughout the
term of the Agreement.
2.5 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.
2.6 Termination for Cause.
This Agreement may be terminated in whole or in part, at any time, by the County, upon
sixty (60) days prior notice to the Concessionaire without any penalty or liability to County.
Concessionaire and its employees, agents, officers, directors, members, successors, or
assigns hereby waive any and all rights to bring any claim against County or its employees,
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agents, officers, directors, members, successors or assigns from or relating in any way to
County's termination of this Agreement pursuant to this Section 2.6. Representative
reasons for "cause" include, but are not limited to:
2.6.1 New requirements make a continuation of the Agreement infeasible, i.e. licensing
or permitting requirements.
2.6.2 New Park operational or recreational requirements make a continuation of the
Agreement infeasible.
2.6.3 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.
2.7 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 be effective until all outstanding fees have been paid and the
requirements are satisfied.
2.8 Holder Over.
Should the Concessionaire, with the consent of the County, continue to provide the
services described herein after the expiration of the Term, without having entered into a
subsequent Agreement of like nature and content to this Agreement, such continued
service shall be deemed a holder over 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.
3. Accounting and Fees.
3.1 Accounting Records.
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, federal, or state government, their agents or employees
once per Contract Year.
3.2 Fee and Revenue Reporting.
3.2.1 Administrative Fees and Additional Fees.
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During the term of this Agreement, the Concessionaire will pay the County a fee
schedule as outlined in Exhibit 3.2.1 —Fee Reporting and Payment Schedule.
By definition, the fee is defined as the payment due County ("Fee").
3.2.2 Attendance and Revenue Statement
An Attendance and Revenue Statement (form used to report participants by
the Concessionaire) will accompany the fee payment. (See Exhibit 3.2.1 —
Fee Reporting and Payment Schedule and Exhibit 3.2.2 Attendance and
Revenue Statement)
3.2.3 Fee payment will be made out to Maricopa County Parks and Recreation
Department.
3.2.4 Fee payment and Income Statement will be mailed to:
Maricopa County Parks and Recreation Department
Attn: Accounts Receivable
234 N. Central Avenue, Suite 6400
Phoenix, AZ 85004
*Do not send fee payment or reports directly to the Park
3.2.5 Late Payment Fee.
A Late Payment Fee shall be ten percent (10%) of the amount due. 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.
3.2.6 Late Reporting Fee.
The County will invoice to the Concessionaire a Late Reporting Fee for
required reports not being received by the Due Date. (See Exhibit 3.2.1 —
Fee Reporting and Payment Schedule)
3.2.7 Failure to pay 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.
3.2.8 Audit Fee
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. Should the 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 legal holiday.
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4. Services and Facilities,
4.1 Services and Facilities.
The Concessionaire is required to provide the services, facilities and amenities provided in
Exhibit 4.1 - Services and Facilities by events of Force Majeure (defined in Section 10).
Changes from Exhibit 4.1 — Services and Facilities, as published, shall require prior
written approval of the County.
4.2 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 Maricopa County Parks and Recreation Department 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 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 Section 6.2 will apply.
4.3 Non-Exclusive Use.
4.3.1 The County may operate or permit the operation of similar concessions that offer
"like" services throughout the Parks System. At the option of the County, similar
concessions may be operating during the same event.
4.3.2 County does not guarantee the Concessionaire any minimum number of events
throughout the Contract Year or any guaranteed revenue amount throughout the
Contract Year.
4.4 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 in the
Operations Schedule as referenced in Section 1.2.
4.5 Emergency Evacuation.
The Concessionaire will be required to take direction from the Park Supervisor in event of
emergency evacuation. In event of evacuation, items needed to support the Concession
may be directed to remain on-site; County will not be liable for any loss or damage
incurred.
5. Operations, Maintenance, Improvements, Construction and Utilities.
5.1 Operations.
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5.1.1 The Concessionaire is responsible for all operational costs associated with the
Concession.
5.1.2 The Concessionaire shall be required, at Concessionaire expense, to obtain all
required permits and licenses necessary for any planned operations
5.1.3 Operational Constraints and Requirements. (See Exhibit 5.1.3 — Operational
Constraints and Requirements)
5.2 Maintenance.
5.2.1 The Concessionaire is responsible for all maintenance costs associated with the
Concession.
5.2.2 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.
• 5.2.3 The Concessionaire agrees to maintain the Concession Site, property and
equipment so that there is a neat, presentable appearance at all times.
5.3 Improvements and Construction.
No site improvements or construction will be completed by the Concessionaire that will be
permanent in nature or that will require formal planning and permitting. Temporary
structures, i.e. shade structures, tables, etc. will require the approval of the Park Supervisor
and will be removed upon completion of each day's activity at the Concession Site.
5.4 Utilities.
The County does not agree to provide any parking, water or other utilities or amenities to
the Concessionaire beyond what is currently available to users of the Park. The County will
not provide access to electricity. The County will not provide or relocate restroom facilities
for use by the Concessionaire beyond what is currently available to users of the Park.
5.5 Condition of Property.
The Concessionaire agrees to accept the property on which the Concession will be
operated in its condition as of the Date of Occupation, "as is". The County does not imply
or provide any warranty with respect to the physical aspects of the operation site except as
set forth herein. "Date of Occupation" is defined as the date the Concessionaire physically
occupies the operation site. In addition, the Concessionaire acknowledges that conditions
and availability of portions of the Park are subject to change due to changing water levels,
scheduled activities, safety considerations and other factors. County does not provide any
warranty concerning the availability of any portion of the Park.
5.6 Environmental Compliance.
5.6.1 The Concessionaire will be responsible for ensuring compliance with the Maricopa
County air, water and waste control regulations as well as any other applicable
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federal, state and local statutes, regulations and ordinances as they pertain to
environmental protection for their areas of responsibility within the Concession.
5.6.2 Management and proper disposal of all hazardous material is the responsibility of
the Concessionaire. The Concessionaire must keep appropriate and required
documentation relating to the management and disposal of all hazardous material.
5.6.3 The Concessionaire will report to the County within twenty four (24) hours of
knowledge of any event or occurrence at the Concession Site which may or does
result in pollution or contamination affecting lands, water or facilities owned or
managed by the County.
5.6.4 Waste water and other liquids generated as a result of Concessionaire operation
will be properly disposed of. Liquids will not be drained directly unto the ground.
5.6.5 The Concessionaire shall protect, defend, indemnify and hold harmless the
County and Bureau of Reclamation from and against any and all liabilities, costs,
charges and expenses, including civil or criminal penalties, arising out of, or
related to, an activity involving or use of a regulated substance under any
applicable federal, state, or local environmental laws, regulations, ordinances or
amendments thereto because of:
A. Any such substance that came to be located on the Concession Site due to
the Concessionaire's use or occupancy of the Concession Site after
occupation of the Concession Site in support of an event; or
B. Any release, threatened release or escape of any substance in, on, under or
from the Concession Site to the extent that it is caused by any willful conduct,
action or negligence of the Concessionaire.
6. General Provisions.
6.1 Indemnification and Insurance.
6.1.1 Indemnification.
A. In addition to the indemnification provisions provided for elsewhere in this
Agreement, the Concessionaire shall indemnify and hold harmless the Bureau
of Reclamation, 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 and court costs by third parties in
connection with construction, use, operation, expansion and maintenance of
facilities at the Concession Site.
B. 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
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(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 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.
C. The Concessionaire agrees to indemnify and hold harmless the County, its
departments, agencies, officers and employees, from and against any and all
claims, demands, actions, judgments, settlements, liens, penalties, damages,
losses , injuries, costs and expenses, including reasonable attorney's fees,
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.
6.1.2 Insurance.
The Concessionaire shall maintain the following insurance coverage:
A. General liability insurance: One million dollars ($1,000,000) peroccurrence;
Two million dollars ($2,000,000) per aggregate.
B. Additional insured status with an endorsement as broad as ISO Additional
Insured Endorsement CG20101185.
C. Vehicle liability: Five hundred thousand dollars ($500,000) combined single
limit for all vehicles.
D. 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.
E. Waiver of subrogation/recovery against the County to be included in all
policies.
F. Coverage must include environmental clean-up unless documentation is
provided by the Concessionaire that this is not available or feasible.
6.1.3 Additional Requirements.
The County will be named as "additional insured" under all policies of insurance with
the exception of Worker's Compensation policy. In addition, the Bureau of
Reclamation will be named as "additional insured" for conducting business at Lake
Pleasant. Copies of all insurance policies or certificates thereof will be made
available to the County upon request. Copies of the Certificate of Insurance (C01)
will be furnished annually to the County. The County will be given thirty (30) days
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advance written notice of cancellation of a policy, non-renewal, or change in
coverage or limits.
6.1.4 Concessionaire Property Losses.
The Concessionaire assumes all risk of loss and shall be responsible for any and all
losses to the Concessionaire's property and all Concessionaire improvements
within the Concession Site. Loss to the property may result from, but is not limited
to, theft, vandalism, fire and any fire-fighting activities (including prescribed burns),
landslides, rising waters, winds, falling limbs or trees and acts of God.
6.2 Default, Insolvency, Remedies.
6.2.1 Default by Concessionaire.
It shall be a default and breach of this Agreement if any of the following shall occur
at any time during the Term:
A. 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.
B. 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 good faith and
with due diligence, and thereafter diligently and continuously pursues the same
to completion; or
C. If (i) 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 (ii) 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 (iii) the Concessionaire shall make any general assignment for the
benefit of creditors, or (iv) all of the Concessionaire's assets located at the
Concession Site or interest in the Concession is subjected to attachment,
execution or other judicial seizure.
6.2.2 County's Remedies on Default.
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Upon default hereunder by the Concessionaire, the County shall be entitled to
exercise the following remedies:
A. 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. Promptly after notice of termination, the
Concessionaire shall surrender and vacate the Concession Site, and the County
may re-enter and take possession of the Concession and eject all parties in
possession, or eject some and not others, or eject none. Termination under this
Section 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.
B. The County may sue for specific performance and/or exercise any other remedy
available to the County at law or in equity.
6.2.3 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 Section 6.2.3, the Concessionaire may terminate this Agreement with
ninety (90) days written notice to the County.
6.3 Assignment.
The Concessionaire may not assign or subcontract any of the Concessionaire's rights or
interests in the Agreement.
6.4 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
resourse management, such as Eagle closure, habitat development, species management,
including Federal Regulations at Lake Pleasant, without any liability to the County for any
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compensation to the Concessionaire for losses, including, but not limited to, lost income,
wages or other compensation which may be claimed by the Concessionaire.
6.5 Compliance.
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 6.5 — Park Rules), in effect now or as may be amended or added,
which apply to the development, management, operation and maintenance of the
Concession and to keep fully informed of, and in compliance with, any changes or revisions
thereto. The Concessionaire shall also pay all taxes, assessments, fees and other
expenses of any nature associated with the Concession. This Concession will operate in
full compliance with the Maricopa County Environmental Health Code and all other
applicable regulations.
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 Maricopa County Solicitation
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.
6.6 Public Access.
6.6.1 The Concessionaire may restrict public access within the Concession during
hours of operation and non-operation for reasons of security or health and
safety.
6.6.2 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.
6.7 Accident Reporting.
The Concessionaire will immediately report to the County any event which results in death
or injury medical transport or requiring medical attention. Reporting will be to the Park
Supervisor or the Regional Superintendent in the 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 park staff. Such suspension will be without liability to
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.
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6.8 Concession Site Occupancy.
No equipment or property will be stored outside of the Concession Site.
6.9 Advertising and Media Releases.
The Concessionaire is responsible for handling Advertising and Media Releases as they
relate to this Agreement. This includes, but not limited to:
6.9.1 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.
6.9.2 Advertisements, signs, circulars, brochures, letterheads and other media or
materials shall not portray a message beyond the scope of this Agreement.
6.9.3 Signs or other advertising posted on County land outside the Concession 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.
6.9.4 The Concessionaire is not authorized to accept advertising from vendors not
located ("Outside Vendors") at the Park that desire to advertise their respective
business to visitors of the Concession.
6.9.5 Major Media Releases. The Concessionaire will coordinate media releases with
the County prior to release. The Parks' Public Information Officer (PIO) will
receive a copy of all press releases and media distribution.
6.10 Notices, Current Addresses and Points-of-Contact.
All notices required or permitted under this Agreement shall be in writing and given by (1)
United States Post Office certified mail, return receipt requested, or by Email with
Electronic Return Receipt/Read acknowledgement, 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/accepted or delivery is
refused.
For the County: Maricopa County Parks & Recreation Department
Attn: Contract Administrator
234 N. Central Avenue, Suite 6400
Phoenix, AZ 85004
Telephone (602j) 506-3998
E-Mail: emilymiller@mail.maricopa.gov
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For the Concessionaire: AZ Fishing 4 Flathead Cat, LLC dba Flathead Ed
Adventures
Attn: Ed Wilcoxson
23833 N. 1951" Avenue
Surprise, AZ 85387
Telephone: 623-256-7245
E-Mail: info@flatheadedadventures.com
E-Mail: monica@flatheadedadventures.com
Notifications required to be made to the respective Park Supervisor will be made
telephonically to the phone numbers listed in Exhibit 1. 1 — Regional Park System.
6.11 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.
6.12 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.
6.13 Employer Sanctions Law.
The Concessionaire warrants that it is in compliance with A.R. S. § 41-4401 and further
acknowledges:
6.13.1 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, Subsection A;
6.13.2 That a breach of a warranty under Subsection A above, shall be deemed a
material breach of the Agreement that is subject to penalties up to and including
termination of the Agreement;
6.13.3 That the contracting government entity retains the legal right to inspect the
papers of any Contractor or subcontractor employee who works on the
Agreement to ensure that the Contractor or subcontractor is complying with the
warranty provided under Subsection A above and that the Contractor agrees to
make all papers and employment records of said employee(s) available during
normal working hours in order to facilitate such an inspection;
6.13.4 That nothing herein shall make any Contractor or subcontractor an agent or
employee of the contracting government entity.
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6.14 Taxes
6.14.1 The Concessionaire shall pay taxes of whatever character which may be levied
or charged upon:
A. The Concessionaire's rights under this Agreement; or
B. Upon the Concessionaire's furniture, equipment or other property; or
C. Upon the Concessionaire's operations under this Agreement.
6.14.2 No leasehold or other real property interest is being created or conveyed upon
which tax consequences may exist.
6.15 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.
6.16 Organization — Employment Disclaimer.
6.16.1 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.
6.16.2 The Parties agree that no persons 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 persons.
6.16.3 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.
6.17 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
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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.
6.18 Agent, Employees, Contractors, Subcontractors.
The Concessionaire will ensure full compliance with all applicable terms 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.
6.19 Suspension and Debarment and Executive Orders 12549 and 12689.
6.19.1 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.
6.19.2 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.
6.20 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.
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6.21 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.
6.22 No Third Party Beneficiaries.
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.
6.23 Right of Entry.
6.23.1 There is reserved to the County and its successors or agents, the right of the
officers, agents, employees, licensees, and Permittee's, or the designees of
public bodies, at all proper times and places, freely to have ingress to, passage
over, and egress from all of said lands, for the purpose of exercising, enforcing,
and protecting their rights and the terms and conditions described in and
reserved by this Agreement, including the right of physical entry to the area for
inspection, monitoring, or any other purpose consistent with any right or
obligation of the County under any law or regulation, or for the purposes of
surveying Park users and customers at the Concession.
6.23.2 The County will notify the Concessionaire of any unsatisfactory condition relative
to the management, operation and maintenance of the Concession. The
Concessionaire shall take immediate action to correct such conditions at the
Concessionaire's expense.
7. 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 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 County. The Concessionaire and County have reviewed this
Agreement and have had the opportunity to have it reviewed by legal counsel.
8. 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.
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9. SeverabilitY.
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.
10. Force Maieure.
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").
11. 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.
12. 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 County shall at all times remain the title
holder of the real property.
13. Delegation of Authority.
The Department Director, Maricopa County Parks and Recreation Department, is authorized to
conduct required administrative actions as may be necessary to carry out the spirit and intent of
the Agreement.
14. lpresentation and Warranties of County.
14.1 County represents and warrants to Concessionaire that the following statements are true,
correct and complete:
14.1.1 County has complete and full authority to execute this Agreement and to grant
to Concessionaire the rights contemplated by this Agreement. All governmental
actions required to be taken by County to authorize execution of this Agreement
by County and performances by County of its obligations hereunder have been
taken and this Agreement is binding upon and enforceable against County in
accordance with its terms;
14.1.2 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.
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14.2 In the event of a breach of a representation or warranty as set forth herein, Concessionaire
shall notify County of same and deliver to County such information as is necessary to
enable County to remedy the breach. Concessionaire shall cooperate with County to
remedy the breach.
15. Counterparts.
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 and copied
signatures are acceptable as original signatures.
16. 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.
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DATED this day of 2014.
MARICOPA COUNTY AZ FISHING 4 FLATHEAD CAT, LLC
BOARD OF SUPERVISORS dba FLATHEAD ED ADVENTURES
3 -2?-1
Chairman Date By: Date
ATTEST
Clerk of the Board Date
Approved as to Form:
Attorney for Maricopa County Date
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EXHIBIT 1.1 - REGIONAL PARK SYSTEM
Maricop a. C tlty
Regicind rk Syflrem
.ktgiur rarl;
ROgioija 1. Park
1 5 0 5 10 KI:T.Tietnr,
5 0 5 1 0 hi
11%R.11 1.01:.
17.RET:
-.Cave Cre# r,.AcDoweil -Kountoill
Adobe Dan . . Regiorial Park _ (*lona 11 .pack:
1,141 lit!. 71a rik:: Muuitgi egional Pk
.. .. : R.O .Af?r7.6Park
Ekt.F.-13 Ii
1:11 iik,r j:!.'1'
.HELLS_
gr,i. in in
1),m, FjJ
.
. : Mpuptillq
'-, -Rt-'!gi.onal Park!
24
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Exhibit 1.1 — Regional Park System (Continued)
Park Notification Numbers:
Lake Pleasant Regional Park: 602-372-7460
*City Jurisdiction for Possible Business License:
Lake Pleasant Regional Park: Peoria
*Concessionaire is required to obtain all required licenses and permits and payment of required
fees in order to conduct business in the respective Parks. The above listing is the possible city
that may have such licensing/permitting jurisdiction.
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SAContractsVGA's1CMCA1 AZ Fishing 4 Flathead Cat, LLC

EXHIBIT 3.2.1 — FEE REPORTING AND PAYMENT SCHEDULE
Concessionaire will pay County the following fees according to the payment schedule listed below.
Fee Amount
Administrative Fee (Initial and Each Amendment) $150.00
Concession Fee $3.00 per Participant /Per Day
*Participants pay Gate Entry Fee
CMCA Annual Pass (one free) — Each Additional $3.00 each
CMCA Annual Pass Renewable Annually (one free)
$3.00 each
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.
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 below. (See Exhibit 3.2.1 — Fee Reporting and
Payment Schedule) By definition, Gross Revenue is all revenue collected in supported of the
Concession operation with no authorized deductions.
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 contract. One pass will be
issued for each Concession contract free of charge, additional passes (i.e. tour guides,
instructors) 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 Maricopa County Parks and Recreation.
Participants will be required to pay the established Park Entrance Fee for vehicles driven
into the Park unless riding in the Concessionaire's vehicle or in possession of a valid
annual pass for the respective Park.
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Exhibit 3.2.1 — Fee Reporting and Payment Schedule (Continued)
Period Date Due County
July 1 st — September 301h October 15th
October 1st_ December 31 5t January 15th
January l st — March 31st April 15th
April 1st_ June 30th July 15th
There will be a Late Reporting Fee Penalty for reports not received by the Due Date stated above.
If you have no activity, please report as such. The Late Reporting Fee Penalty, per occurrence, is
as outlined below. The County will invoice for the Late Reporting Fee.
Days Late Late Fee Penalty
1-15 $50.00
16 — 31 $100.00
32 — 60 $150.00
61+ Termination Proceedings
If the Agreement is terminated during a reporting period, payment is due the County within thirty
(30) days of termination date.
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.
There will be a ten percent (10%) late payment fee of the amount due if payment is not received
by the Due Date for Concession Fees.
If you wish to email the statement and pay via credit card, email to:
Emilvmillermail.maricopa.00v Call 602-506-2930 with credit card payment.
If you wish to mail statement and pay via check, checks to be made payable to: Maricopa County
Parks and Recreation Department. Payment and copy of Attendance Statement will be mailed to:
Maricopa County Parks and Recreation Department
Attn: Accounts Receivable
234 N. Central Avenue, Suite 6400
Phoenix, AZ 85004
*Do not make payment directly to the Park.
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EXHIBIT 3.2.2 — ATTENDANCE AND REVENUE STATEMENT
QUARTERLY
CONCESSIONAIRE NAME: AZ Fishing 4 Flathead Cat, LLC dba
Flathead Ed Adventures
Reporting Period:
Attendance Per Participant Total Per
Event Date Count $3.00 per Day Event
Totals:
Total Due Parks:
Submission of the Attendance Statement is in accordance with the reporting timelines as outlined in Exhibit
3.2.1 — Fee Reporting and Payment Schedule. If no events were held or revenue generated during the
Reporting Period, the Concessionaire is still required to submit the Attendance Statement; however indicate "No
Events Held or Revenue Generated During this Reporting Period". Attendance Statements will be mailed to:
Maricopa County Parks and Recreation Department
Attn: Accounts Receivable
234 N. Central Avenue, Suite 6400
Phoenix, AZ 85004
Or Emailed: emilvmillerAmail.maricooa.cov
Do not send Attendance and Revenue Statements directly to the Park.
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EXHIBIT 4.1 —SERVICES AND FACILITIES
Exhibit 4.1 is designed to identify required services, facilities, amenities or maintenance requirements
for the Concession. There will be no additional services or products dispensed other than stated in
this Exhibit.
Concession Description: Conduct guided fishing expeditions on Lake Pleasant, within the Maricopa
County Regional Park's system.
1. The Concession can be located in the areas designated by the Park Supervisor at the following
Park: Lake Pleasant Regional Park. The Concessionaire shall be responsible for coordination
and development of an operational timeline and identifying availability with Park Supervisor.
2. The Concessionaire is responsible for obtaining all required licenses, permits and certificates;
The Concessionaire is responsible for the filing of all tax-related documents and payment of fees
thereof.
3. Services Overview (Concept):
A. Service to be provided and period on-site: Conduct guided fishing expeditions on Lake
Pleasant. Fishing and types of fish caught will be in accordance with the published State of
Arizona fishing rules and regulations. Concessionaire is responsible for coordination with
the Park Supervisor as to ramp closures, areas of Lake closure or other restrictions.
Concessionaire is required to pay the Park Entrance Fee upon entry to the Park.
B. Product Dispensed: None.
C. Equipment to be brought on site: Personal boat to be launched from authorized launch
sites only. Concessionaire will provide all fishing gear, tackle and bait.
D. Proposed Site Improvements: None.
E. Utilities Required: None.
F. Additional Facilities Required or to be Provided by Parks: None unless the client desires to
camp within Lake Pleasant. If desired, the client is required to make reservations and pay
established fees directly to Park personnel upon entry into the Park. Camping will only
occur within authorized campsites. Campsites will be based on availability.
G. Additional Amenities Required or to be Provided by Parks: None.
4. Park Support Requirements/Impact Fees.
A. Traffic Control Plan/Barricades/Traffic Cones: None.
B. Signage in Support of Concession: None.
C. Physical Space Required (Square Foot) for Concession: One (1) authorized space in the
parking lot for a boat trailer and tow vehicle.
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Exhibit 4.1 —Services and Facilities (Continued)
5. Maintenance Responsibilities.
A. Concessionaire is responsible for the providing of trash receptacles and the removing of
trash and receptacles at the end of the event or the end of each day, whichever occurs first.
The Park Supervisor may increase the frequency of trash being emptied.
B. Tables, eating areas, shaded areas, etc. will be kept clean, neat and sanitary at all times.
6. The Concessionaire shall comply with all requirements, applicable rules, guidelines and
standards pertaining to such areas as equipment maintenance, food storage, etc. related to the
Concession.
7. Restricted (Not Authorized) Services.
A. Sailing, fishing and pleasure boat/pontoon/houseboat rentals and sales.
B. Items currently identified or to be identified that through contractual arrangement with
the Scorpion Bay Marina, Maricopa County Parks and Recreation Department
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. Desire of the Concessionaire to introduce
new recreational services or products will require written approval of the Park
Supervisor.
C. Sale of products containing alcohol.
D. Selling of food, on land or water, in the vicinity of Scorpion Bay Marina at Lake
Pleasant.
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EXHIBIT 5.1.3— OPERATIONAL CONSTRAINTS AND REQUIREMENTS
The following operational constraints and requirements apply to this Agreement. Items listed in this
Exhibit are in addition to constraints or requirements stated in other parts of the Agreement.
1. Concessionaire entrance into the Park will be through an area designated by the Park
Supervisor. The Park Entrance Fee and fee provisions as outlined in the Agreement will
prevail. Concessionaire annual 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 contract.
2. The County is not responsible for the providing of any security of the Concession Site.
3. The County is not responsible for the providing of telecommunication lines, fax lines or any
other communication support.
4. The Concessionaire will have access to Port-a-johns and restroom facilities that are located
throughout the Park. Park staffs will not relocate Port-a-johns from other areas within the Park.
The Concessionaire is not authorized to contract for additional Port-a-johns.
5. 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.
6. The Concessionaire is authorized to set-up temporary shade structures or canopies.
7. The Concessionaire is authorized to use a generator following the park rules quiet time in
support of concession operations, at the discretion of and coordination through the Park
Supervisor.
8. The Park will not provide additional trash containers in support of the Concession. However,
Parks staff will empty the trash containers, placed by Parks, on a schedule to be determined by
the Park Supervisor.
9. 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.
10. The Concessionaire agrees to maintain the Concession equipment in a manner to ensure safe
operation for the guests.
11. The Concessionaire agrees to maintain the Concession area so that it presents a neat,
presentable, sanitary appearance at all times. 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.
12. The Concessionaire's operations are restricted to the area designated by the Park Supervisor.
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EXHIBIT 5.1.3— OPERATIONAL CONSTRAINTS AND REQUIREMENTS (continued)
13. 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, or unsafe acts. In case of emergency, guides and staff will contact
appropriate emergency medical services then the Park Supervisor.
14. The Concessionaire, if desiring camping or facilities such as ramadas or other structures in
support of planned events, will be required to reserve the camping or facility through the Park
Supervisor and pay the established rental fee. Rental will be based on availability; the
Concessionaire's request does not take precedence over other patrons desiring to rent like
camping or facilities. The rental fee does not apply to areas identified in Exhibit 4.1 —Services
and Facilities, i.e. designated trails, horse staging areas, trailhead staging areas, etc.
15. The Concessionaire is responsible for providing emergency communication with either the
Concessionaire's Headquarters or Park Headquarters for each guided event.
16. 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 Maricopa County Parks. 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.
17. The Concessionaire is restricted to designated trails and will not leave the designated trails and
conduct events in the open desert.
18. The Concessionaire is not allowed to create new trails or create trail shortcuts without the
approval of the Park Supervisor.
19. The Concessionaire may bring in his own catered food for his patrons.
20. The selling or dispensing of alcohol products within the Park in support of events is not
authorized.
21. The Concessionaire will coordinate with the Park Supervisor, per each visit, the area in which
to operate the Concession.
22. No equipment services or repairs are authorized on-site other than those necessary to maintain
the equipment used in support of this Agreement.
23. The Concessionaire is authorized to coordinate services currently provided by Parks, i.e.
Ranger Interpretative Programs.
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EXHIBIT 5.1.3 — OPERATIONAL CONSTRAINTS AND REQUIREMENTS (continued)
24. The dispensing of product or the performance of services other than stated in Exhibit 4.1 —
Services and Facilities is unauthorized.
25. The Concessionaire is not authorized to an amplified sound system in support of concession
operations.
26. The Concessionaire's and 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.
27. The County is responsible for all Park infrastructure repair and maintenance unless the
Concessionaire's actions are determined to be negligent in the causing of required repair or
maintenance. If this occurs, the Concessionaire is responsible for said repair or maintenance
to restore the infrastructure to its condition upon the Concessionaire occupying the Concession
Site.
28. IF, operation of the Concession on the waters of Lake Pleasant from the deck of a pontoon
boat or similar vessel is authorized, 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 for captaining a boat; 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. Vehicle and trailer parking will be
in a location authorized by the Park Supervisor.
29. Transportation in support of Concession activities will be by watercraft only.
30. The number of passengers per watercraft will not exceed eight (8) or the number
recommended by the U.S. Coast Guard, manufacturer, or industry standard, whichever is
greater.
31. No boat/watercraft services or repairs are authorized other than those necessary to maintain
the boats/watercraft used in support of this Agreement. If an outside vendor is contacted to
complete the repairs, they would be required to pay the park entry fee upon entry. The
Concessionaire is required to coordinate any outside vendor repair work through the Park
Supervisor.
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Exhibit 6.5 — Park Rules
Maricopa County Parks & Recreation Department
PARK RULES
Adopted August 13, 2003 by the Maricopa County Board of Supervisors
R-101 Definitions of insurance naming the Department as additionally insured,
The following definitions shall determine meanings for certain and/or provide for adequate medical, sanitary and security services.
Facilities, objects, entities or activities. 7. A performance payment bond may be required for any permittee
1. "Abandoned Vehicle" means any vehicle, boat, trailer, or who is providing a service that was solicited to provide any event
structure, which shows evidence of being left unattended for a or activity sponsored by the Department.
period of 48 hours unless displaying an official permit 8. The Department may impose conditions on the conduct of any
indicating a stay in excess of 98 hours. activity which are necessary to protect the area and maintain its
2. 'Aircraft" means a structure or device for navigation of the air availability as a public park.
that is supported either by its own buoyancy or by the 9. A Special Use Permit is not required for any person operating under
dynamic action of the air against its surface. the provisions of a valid special use or commercial management
3. "Camping" means erecting a tent or shelter or arranging concessions agreement with the Department.
bedding or both, for the purpose of, or in such a way as will 10.Speciai Use Permit applications, which are compatible with the
permit, overnight use; or parking a trailer camper or other management objectives of the individual park, may be refused for
vehicle for the purpose of remaining overnight. health and safety reasons or to protect the park from significant
4. "Commission" means the Maricopa County Parks and damages. With respect to competing non-profit uses, the use of
Recreation Commission. park space shall be granted on a first-come, first-served basis. With
5. "County" means Maricopa County. respect to competing commercial uses, informal proposals shall be
6. "Department" means the Maricopa County Parks and solicited and the Special Use Permit awarded to that concessionaire
Recreation Department. which offers to provide the County with the highest potential revenue
7. "Loudspeaker or public address system" means a device to and/or best recreational value to park patrons, provided the
amplify or direct sound. concessionaire does not have a poor performance history on any
8. "Maricopa County Park(s)" means any land or areas under the prior permits.
control of the Maricopa County Board of Supervisors which 11.All persons entering a park under a Special Use Permit are subject
has been designated as a Park, Recreation Area or to all entrance and/or other fees, and all rules and regulations
Conservation Area. concerning park resource and facility use. The total amount of
9. "Roads" means the entire width between the boundary lines of entrance fees owed by persons entering a park under a Special Use
every way when any part thereof is open, kept or maintained Permit may be calculated in advance and paid in accordance with terms
for use by the public for purposes of vehicular travel. negotiated as part of the Special Use Permit.
10."Special Use Permit" means commercial or non-commercial 12.A decision by the Department concerning any Special Use Permit may be
permits issued by the Department for activities outside a appealed to the Commission.
park's activity design or which excludes the general public or 13.Applications for Special Use Permits may be obtained from an
for which there is monetary gain. authorized representative of the Department.
11 'Swimming" means to propel one's self in water by natural
means; consequently aquatic activities including the full or R-103 Violations and Penalties
partial use of inner tubes, air mattresses or personal support 1. Any person who violates any of these rules shall be guilty of a
devices. Class 2 misdemeanor.
12."Designated Trail" means an authorized recreational trail 2. Any person who violates any of these rules may also be evicted for
designed, constructed, and maintained according to standards failure to comply.
within the County manual; it is within Maricopa County Parks'
boundaries and has been included in the Maricopa County The following acts are prohibited in Maricopa County Parks:
Park trail system inventory.
R-104 Entry, Use, Occupancy, Fees
R-102 Special Use Permits, Fees and Approvals 1. Entering, using, or occupying of a Maricopa County park or its
1. Special Use Permits shall be required for eligible non-profit, facilities, designated trails or waterways under the supervision and
government or private, as well as commercial uses. control of the Department for any purpose when said parks or areas
2. For eligible non-profit uses, a Special Use Permit is required are posted against such entrance, use, occupancy or where barriers
of any person or group for any activity outside each park's exist.
activity design, or for the use of specific park areas that 2. Entering upon or using for any purpose the land, water or facilities
3. A Special Use Permit shall also be obtained in advance by any within the boundaries of Maricopa County Parks when a fee, rental,
any person or group wishing to use a Maricopa County Park admission or other consideration has been established for such land,
for eligible commercial uses. water or facility has been paid said fee, rental, admission or other
4. Park Impact Fees for Special Use Permits shall be negotiated consideration.
by the Department used on the expenses related to the
administration of the activity, protection of the park and R-105 Animals and Pets
visitors, and in accordance with established fee schedules
when applicable. 1. Riding, permitting or allowing livestock, saddle, pack, or draft animals
5. The Department may require commercial applicants to enter except on designated trails or areas under special permit issued
an agreement with the County for a negotiated percentage of by the Department or by special provisions of a Use Management
gross receipts not to exceed twenty (20) percent. Agreement.
6. The Department may require the permittee to post a deposit 2. Possessing, allowing or permitting a dog and/or other pets in a Maricopa
against damage and clean-up expense, provide a certificate of County Park, unless the same shall be under immediate control on a
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Exhibit 6.5- Park Rules (Continued)
leash not exceeding 6 feet In length, except the leash for any purpose.
requirement shall not apply to dogs while being used in hunting, 2, Engaging in noisy conduct, operating generators or motors, o perating
in field trials, or while being trained when upon lands open to such radios, or otherwise making loud or disturbing noises that may disturb
uses and it does not interfere with other park activities, the peace of the area between the hours of 10:00 p.m. and 6 :00 a.m.
3. Possessing, allowing or permitting a dog in a Maricopa County 3. Public urination or public defecation.
Park without a current license. 4. Engaging in noisy conduct that disturbs the peace.
4. Allowing dogs or other pets, other than seeing-eye or hearing
guide dogs, within the confines of public park buildings. R-112 Camping
except the leash requirement shall not apply to dogs while 1. Camping without first obtaining a written permit issued by the
5. Allowing dogs and/or other animals to create a nuisance, noise Department.
or disturbance in any area. 2. Failure to obey all written or posted camping regulations.
6. Failure of any owners of pets to properly dispose of any waste.
7. Scattering or depositing the ashes of any animal. R-113 Fires
1. Building fires except in designated places.
R-106 Firearms. Hunting and Trapping 2. Building fires in any area posted against such use.
1. Possessing a firearm, unless unloaded in both barrel and magazine 3.Building wood or charcoal fires at any time posted against such activity
in any area closed to the discharge of firearms unless permitted by (during fire ban).
state law. 4.Use of gas or propane stoves or grills when use is prohibited (during
2. Shooting a firearm, air rifle, air pistol, potato cannon, or any type of extreme fire ban).
cannon, paintball gun, slingshot, or shooting with a bow and arrow, 5.Abandoning any fire without completely extinguishing it.
or setting traps except in locations provided for that purpose by 6,Allowing a fire to escape from control.
Arizona Game and Fish rules.
R-114 Public or Commercial Activities
R-107 Motor Vehicle and Bicycles 1.Conducting any activity or assembly outside the individual park's
1. Operating any motorized vehicle except on roads and parking areas activity design or requiring the use of park areas which exclude the use
designated by the Department for such purpose. of the general public without first obtaining a Special Use Permit from
2. Abandoning any vehicle in any area of a Maricopa County Park. the Department.
Vehicles violating this section may be towed at the owner's expense. 2,Posting, placing, or distributing advertising material; erecting a fence or
3. Parking a motor vehicle or trailer or other device towed by a motor barrier (except under specific use management or lease agreements),
vehicle in such a manner whereby roads, parking areas or other constructing or occupying improvements; or enclosing County
traffic ways or traffic are blocked or otherwise impeded. Vehicles administered lands without first obtaining or enclosing a Special Use
violating this section may be towed at the owner's expense if such Permit from the Department.
violation constitutes blockage of any emergency lane or otherwise 3. Using a loudspeaker or public address system, or amplifier, without first
interferes with park operations. obtaining a Special Use Permit from the Department.
4. Operating a bicycle in a careless or reckless manner, or in disregard 4. Using County administered lands for a commercial purpose without
of the safety of any person or property. first obtaining a Special Use Permit from the Department.
5. Utilizing bike ramps in non-designated areas.
6. Operating, without permission from the County, any motorized R-115 Glass Bottles
skateboard, motorized scooter, mo-ped or like device. 1. Possessing glass, ceramic or hard frangible plastic beverage bottles.
R-108 Watercraft and Swimming R-116 Aircraft and Engine Powered Models
1. Bringing into, or operating any watercraft upon a body of water 1. Operating any passenger carrying aircraft of any nature or parachute,
except at such places and in such a manner as designated for such including parasailing, except in areas designated for such use by the
use or purpose by the Department. Department or in an emergency situation.
2. Storing or leaving any watercraft without first obtaining a permit 2. Operating engine powered models and/or toys in any park area not
issued by the Department or its authorized concessionaire. designated for such use or in such manner that it could be a hazard
3. Swimming in areas posted against such use. to the public.
4. Cliff jumping.
R-117 Interference with a Park Ranger or a Park Police Officer
R-109 Vandalism 1. Interfering with any Park Ranger and/or Park Police Officer in the
1. Destroying, damaging, or removing any tree, shrub, wildflower, discharge of the Park Ranger's and/or Park Police Officer's duties.
cactus, or any other vegetation, or any other vegetative product 2. Failing or refusing to obey any lawful command of any Park Ranger
or by-products without first obtaining a written permit from the and/or Park Police Officer or other Certified Peace Officer.
Department.
2. Destroying, damaging, defacing or removing any County property R-118 Trails
or property administered by the Department. 1. Damaging, blocking, restricting or otherwise interfering with the use
of a trail.
R-110 Littering 2. Throwing or rolling rocks or other items into valleys or canyons, down
1. Depositing or abandoning garbage, sewage, refuse, trash, waste hillsides, mountainsides or trails.
or other obnoxious material, except in receptacles or containers 3. Leaving a designated trail or walkway between trailheads.
provided for such purposes. 4. Operating a bicycle, riding a horse, or hiking, except on trails designated
2. Throwing or breaking glass, plastic or ceramic objects leaving for that use.
Shards or other fragments on park property. 5. Failure to follow any sign that dictates the use or behavior on a trail.
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
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