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LANDSIDE ACCESS MODERNIZATION PROGRAM REQUEST FOR QUALIFICATIONS FOR A DEVELOPER TO DESIGN, BUILD, FINANCE, OPERATE, AND MAINTAIN PROPOSED CONSOLIDATED RENT-A-CAR FACILITY AT LOS ANGELES INTERNATIONAL AIRPORT Release Date November 30, 2016 Pre-SOQ Conference: December 14, 2016 at 9:00 a.m. Pacific Time Sheraton Gateway Hotel 6101 West Century Blvd. Los Angeles, California 90045 LAMP Business Opportunities Forum: December 14, 2016 at 1:00 p.m. Pacific Time Sheraton Gateway Hotel 6101 West Century Blvd. Los Angeles, California 90045 Deadline for Submission of Questions/Requests for Clarification January 10, 2017, no later than 3:00 p.m. Pacific Time All questions and requests must be submitted in writing to [email protected] Statement of Qualifications Due Date February 21, 2017 no later than 2:00 p.m. Pacific Time at Planning and Development Group Attn: Jamaal Avilez 7301 World Way West, 9 th Floor Los Angeles, California 90045

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LANDSIDE ACCESS MODERNIZATION PROGRAM

REQUEST FOR QUALIFICATIONS FOR A DEVELOPER TO

DESIGN, BUILD, FINANCE, OPERATE, AND MAINTAIN PROPOSED CONSOLIDATED RENT-A-CAR FACILITY

AT LOS ANGELES INTERNATIONAL AIRPORT

Release Date

November 30, 2016

Pre-SOQ Conference:

December 14, 2016 at 9:00 a.m. Pacific Time Sheraton Gateway Hotel 6101 West Century Blvd.

Los Angeles, California 90045

LAMP Business Opportunities Forum: December 14, 2016 at 1:00 p.m. Pacific Time

Sheraton Gateway Hotel 6101 West Century Blvd.

Los Angeles, California 90045

Deadline for Submission of Questions/Requests for Clarification January 10, 2017, no later than 3:00 p.m. Pacific Time

All questions and requests must be submitted in writing to [email protected]

Statement of Qualifications Due Date February 21, 2017 no later than 2:00 p.m. Pacific Time

at Planning and Development Group

Attn: Jamaal Avilez 7301 World Way West, 9th Floor Los Angeles, California 90045

Request for Qualifications Consolidated Rent-a-Car Facility

SECTION 1 – INTRODUCTION.................................................................................................................... 1 A. BACKGROUND INFORMATION ............................................................................................................... 1 B. PROJECT DESCRIPTION ...................................................................................................................... 1 C. ANTICIPATED CONRAC AGREEMENT AND FINANCIAL STRUCTURE ........................................................ 2 D. PROJECT LABOR AGREEMENT ............................................................................................................. 3 E. PAYMENT FOR WORK PRODUCT .......................................................................................................... 3

SECTION 2 – PROCUREMENT PROCESS ................................................................................................ 3 A. REQUEST FOR QUALIFICATIONS PHASE ............................................................................................... 3 B. REQUEST FOR PROPOSALS PHASE ...................................................................................................... 4

SECTION 3 – RESPONDENT’S STRUCTURE ........................................................................................... 4 A. RESPONDENT ENTITY ......................................................................................................................... 4 B. ORGANIZATIONAL CONFLICTS OF INTEREST ......................................................................................... 4 C. PARTICIPATION ON MORE THAN ONE RESPONDENT ............................................................................. 5 D. INCLUSIVITY ....................................................................................................................................... 5 E. CHANGES IN MEMBERS AND KEY PERSONNEL ...................................................................................... 6 F. GUARANTORS .................................................................................................................................... 6 G. EXPERIENCE OF NON-MAJOR PARTICIPANTS ....................................................................................... 6

SECTION 4 – SOQ EVALUATION ............................................................................................................... 7 A. EVALUATION PROCESS OVERVIEW ...................................................................................................... 7 B. RESPONSIVENESS AND RESPONSIBILITY REVIEW ................................................................................. 7 C. ADMINISTRATIVE REQUIREMENTS ........................................................................................................ 7 D. EVALUATION CRITERIA ........................................................................................................................ 7 E. SCORING ........................................................................................................................................... 8 F. INTERVIEWS ....................................................................................................................................... 8

SECTION 5 - INSTRUCTIONS TO RESPONDENTS .................................................................................. 8 A. GENERAL INSTRUCTIONS .................................................................................................................... 8 B. SOQ FORMAT AND ORGANIZATION ..................................................................................................... 9 C. REQUIREMENTS FOR THE CONFIDENTIAL VOLUMES ............................................................................ 10 D. FINANCIAL QUALIFICATIONS AND CAPACITY........................................................................................ 10 E. LEAD CONTRACTOR, LEAD DESIGNER, AND KEY ENGINEER’S QUALIFICATIONS AND EXPERIENCE ......... 12 F. LEAD O&M PROVIDER AND QTA MANAGER QUALIFICATIONS AND EXPERIENCE .................................. 12 G. ORGANIZATION AND TEAM EXPERIENCE ............................................................................................. 14 H. INCLUSIVITY ..................................................................................................................................... 14

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EXHIBITS:

Exhibit A Definitions Exhibit B Additional Terms and Disclosures Exhibit C Administrative Submittals Exhibit D Financial Submittals Exhibit E Technical Submittals Exhibit F Administrative Requirements Package

FORMS: Form A Transmittal Letter Form B Organizational Conflict of Interest Disclosure Statement Form C-1 Information Regarding Equity Members and Lead Contractor Form C-2 Information Regarding Equity Members, Major Participants and Guarantors Form D-1 Equity Member’s Project Development Experience Form D-2 Equity Members’ Investment Track Record Form D-3 Financial Officer’s Certificate Form E-1 Project Experience Form for Lead Contractor Form E-2 Project Experience Form for Lead Designer Form E-3 Project Experience Form for Key Engineers Form E-4 Project Experience Form for Operations and Maintenance Provider Form E-5 Project Experience Form for Quick Turnaround Area Manager Form F Project Summary Information

ATTACHMENTS:

Attachment 1 Preliminary Project Definition Document Attachment 2 Rental Car Market Information Attachment 3 Small Business Enterprise Program; Local Business Enterprise and Local Small

Business Enterprise Program Attachment 4 Financial Statements Template

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SECTION 1 – INTRODUCTION Through the issuance of this Request for Qualifications (RFQ), Los Angeles World Airports (LAWA), a department of the City of Los Angeles (City), requests Statements of Qualifications (SOQs) from firms interested in acting as the Developer to design, build, finance, operate and maintain the Consolidated Rent-a-Car facility (ConRAC) contemplated to be constructed to serve Los Angeles International Airport (LAX). Based on its evaluation of the SOQs, LAWA intends for the RFQ process to result in the identification of the most qualified Respondents to respond to a Request for Proposals (RFP) that LAWA will issue at a later date. This RFQ provides instructions to potential respondents to the RFQ (Respondents) regarding the format and other requirements applicable to SOQs. Relevant data about LAX, the ConRAC and the Project opportunity are also included. Definitions of capitalized terms used in this RFQ are provided in Exhibit A. Terms and disclosures governing this procurement process are outlined in Exhibit B, which must be reviewed by and is binding on all Respondents.

A. Background Information LAWA is a financially self-sufficient, proprietary department of the City, which owns, operates, maintains, and develops LAX and other local airports and land holdings. LAWA is governed by the Board of Airport Commissioners (Board), a seven-member body whose members are appointed by the Mayor and subject to approval by the Los Angeles City Council.

LAX is the largest commercial service airport in Southern California and handled approximately 74.9 million air passengers in 2015. LAX is also the world’s busiest origin and destination airport, with more passengers beginning and ending their trip at LAX rather than connecting to another flight. This demand presents a challenge for the LAX ground access system as more than 50 percent of air passengers travel to/from LAX by automobile, resulting in over 6,000 vehicles per hour entering the LAX Central Terminal Area (CTA) during peak periods.

As part of the overall modernization program at LAX, LAWA is undertaking the Landside Access Modernization Program, which will alleviate congestion and provide better passenger movement within the existing Central Terminal Area. The major elements of the Landside Access Modernization Program include the ConRAC, Intermodal Transportation Facilities, an Automated People Mover (APM), improvements within the Central Terminal Area, a connection to the Metro rail system, and various roadway improvements.

B. Project Description The Project is defined as the design, construction, financing, operations and maintenance of the ConRAC contemplated at LAX. The ConRAC is currently contemplated to include a Customer Service Building, access to an APM station and employee and visitor parking areas. The ConRAC will accommodate three levels of ready/return, quick turn-around and vehicle storage for rental cars and a ground level bus plaza (for potential interim/failure management shuttle bus operations) with a vertical transportation core providing access to the Customer Service Building. The ConRAC is currently contemplated to include a solar photo-voltaic system on the top floor of the Ready/Return Area and Vehicle Storage Area buildings. LAWA currently contemplates that the Project scope will include certain new roadways that provide access to,

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and egress from, the ConRAC, as well as certain improvements to the existing perimeter roadways adjacent to the site.

LAWA anticipates that the ConRAC will provide a range of amenities to ConRAC customers such as restrooms, food and beverage services, internet access and seating areas. LAWA anticipates that the Developer will not be responsible for providing the food, beverage or internet services. LAWA will provide further detail in the RFP regarding the Developer’s scope of work.

LAWA is finalizing a Memorandum of Understanding with rental car companies that will potentially be tenants in the ConRAC. LAWA intends to provide a copy of the Memorandum of Understanding to the Respondents for their reference.

See LAWA’s Preliminary ConRAC Project Definition Document in Attachment 1 for further information regarding the Project. See Attachment 2 for certain information on current rental car activity near LAX. LAWA makes no guarantee as to the accuracy or reliability of the data provided in connection with this RFQ. Availability of data will in no way relieve the Respondent from the responsibility of determining for itself the business potential of the opportunity outlined in this RFQ.

C. Anticipated ConRAC Agreement and Financial Structure The information regarding the anticipated ConRAC Agreement and financial structure in this RFQ reflects the Project terms anticipated by LAWA at the time of releasing this RFQ; however, LAWA reserves the right to modify the anticipated terms based on its ongoing analysis of the technical and financial issues related to the Project.

1) Anticipated ConRAC Agreement LAWA intends to enter into the ConRAC Agreement with the Developer selected for the Project that will set forth, among other things: (a) the obligations of the Developer, including the design, construction, financing, operation and maintenance of the Project; (b) requirements for coordination between the Developer and its contractors and the ConRAC tenants and their contractors during both the design and construction and operation periods; (c) the terms and conditions relating to compensation; and (d) requirements for coordination between the Developer and the Automated People Mover (APM) developer team with respect to design and construction of the ConRAC APM Station, including coordination of the installation by the APM developer of certain operating system components associated with the APM Station. LAWA expects to include a form of the ConRAC Agreement in the RFP it will issue to the Qualified Proposers at a later date.

2) Anticipated Financial Structure The Developer will be responsible for obtaining all financing necessary to fulfill its obligations under the ConRAC Agreement. In consideration for the Developer’s performance of its design, construction, financing, operations, maintenance, and other obligations under the ConRAC Agreement, LAWA will make payments to the Developer in accordance with the ConRAC Agreement. The payment structure is expected to include the following elements:

a) Periodic payments (Availability Payments) to the Developer over the term of the ConRAC Agreement, following the date of beneficial occupancy of the ConRAC under the terms and conditions specified in the ConRAC Agreement. The Availability

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Payments will be subject to reductions based on the conditions set forth in the ConRAC Agreement.

b) LAWA anticipates making payments to the Developer (Milestone Payments) for a portion of the Project costs during, or upon completion of, construction. The quantum of the Milestone Payments, the conditions for payment, timing and manner of payment will be set forth in the ConRAC Agreement.

LAWA does not anticipate including any federal funding in its payments for the Project.

D. Project Labor Agreement Respondents should be aware that all construction work under this Project is subject the Los Angeles Department of Airports Construction Project Labor Agreement (the Project Labor Agreement), available at www.connectinglax.com. The Developer will be required to comply with the terms of the Project Labor Agreement; however, the Project Labor Agreement must not be construed as superseding California Labor Code requirements nor any applicable federal, State of California and local laws, if any. Respondents should be aware that there may be changes in laws since the date of the Project Labor Agreement. Each Respondent is responsible for understanding current applicable laws affecting labor.

E. Payment for Work Product LAWA intends to recommend to the Board payment of up to a specified amount to the Qualified Proposers for the work product they provide to LAWA in response to the RFP. Upon making such payment, LAWA will have the right to use, as it deems appropriate, any of the concepts, techniques or other ideas contained in such work product. It is anticipated that the RFP and a separate agreement between LAWA and each Qualified Proposer will set forth specific provisions regarding LAWA’s payment for work product.

SECTION 2 – PROCUREMENT PROCESS

A. Request for Qualifications Phase

1) Pre-SOQ Conference LAWA anticipates convening a Pre-SOQ conference on the date set forth on the cover page to provide information regarding the RFQ and the procurement process. Attendance at the Pre-SOQ conference is recommended for all Respondents (i.e., at least one representative from each Respondent should attend). Proposers should RSVP to [email protected] no later than December 9, 2016. Due to the venue’s size constraints, Respondents are encouraged to limit their participation to a maximum of five representatives.

2) LAMP Business Opportunities Forum A LAMP Business Opportunities Forum is scheduled on the date set forth on the cover page to facilitate early engagement among potential Respondents and SBE, LBE and LSBE firms. Attendance at the LAMP Business Opportunities Forum is mandatory for all Respondents (at least one representative from each Respondent must attend). LAWA requests representatives from each of the Respondent’s five major categories (Financial Services, Operations and Maintenance, Design [Architectural & Engineering], Construction [all-inclusive], and Workforce Development) attend this forum to engage with potential service providers in all of these areas. Please register online at this link by December 7, 2016:

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LAWASmallBusinessForum.eventbrite.com. Also, send an RSVP to [email protected]. The RSVP should contain the name(s) of your firm’s representative(s) and should specify if your firm would like to have exhibit space (table and chairs) or just a display of company information. Please RSVP by December 7, 2016.

3) SOQ Submission and Evaluation Process Generally Respondents must prepare and submit an SOQ meeting the requirements of this RFQ. LAWA review and evaluate the SOQs pursuant to the process set forth in Section 4 below. Based on that evaluation, LAWA anticipates that it will identify up to four (4) top ranked Respondents to participate in the RFP Phase of the process as Qualified Proposers.

The scores of the Qualified Proposers from the SOQ evaluation process will not be carried forward to the RFP Phase. Each of the Qualified Proposers will enter the RFP Phase with equal standing, considered to have sufficient qualifications and experience to propose to be the Developer.

B. Request for Proposals Phase Following the identification of the Qualified Proposers, at LAWA’s discretion, LAWA may provide one or more drafts of the RFP to the Qualified Proposers for review and comment. LAWA may schedule confidential one–on-one meeting(s) to exchange ideas and to discuss issues raised by Qualified Proposers. Following consideration of comments, LAWA expects to release a final RFP to the Qualified Proposers. LAWA anticipates that it will select a Developer for the Project based on its evaluation of proposals submitted by the Qualified Proposers in response to the final RFP.

SECTION 3 – RESPONDENT’S STRUCTURE

A. Respondent Entity LAWA does not intend to limit the type of entity that may pursue the Project opportunity. LAWA recognizes that it is common to create special-purpose entities for development projects such as the Project. By way of example, Respondents may be individuals, corporations, partnerships, limited liability corporations, joint ventures or unincorporated consortia or teams. If the Respondent is not an incorporated legal entity at the time of its SOQ submission, it is required to submit its teaming arrangement information and confirmation of joint and several liability in accordance with Exhibit C.

B. Organizational Conflicts of Interest Respondents, including all Members, are advised to review the Conflict of Interest Guidelines carefully. Pursuant to the Conflict of Interest Guidelines, LAWA may determine that a Respondent or Member with an actual, perceived or potential conflict of interest is not permitted to participate in the procurement. Respondents are encouraged to make disclosures regarding any potential conflict of interest to LAWA prior to their SOQ submittal. See Exhibit C for submittal of Form B “Organizational Conflict of Interest Disclosure Statement” as part of Respondent’s SOQ. Failure to comply with the Conflict of Interest Guidelines in any respect, including the failure to disclose any actual, perceived or potential conflict of interest, may result in serious consequences as described in Section V(2) of the Conflict of Interest Guidelines.

By submitting an SOQ, each Respondent agrees that, if an organizational conflict of interest is discovered following submittal of an SOQ, Respondent will make an immediate and full written

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disclosure to LAWA that includes a description of the action that Respondent has taken or proposes to take to avoid or mitigate such conflicts.

C. Participation on More Than One Respondent To ensure a fair and competitive procurement process, Equity Members and the Lead Contractors are prohibited from:

1) participating, in any capacity, as a Member of another Respondent; or

2) being under common ownership or control with a Member of another Respondent.

For the purposes of this RFQ, LAWA will deem two or more entities to be under common ownership or control if a common Person: (a) has the power to direct the management of such entities, whether through voting securities, by contract, family relationship or otherwise, and (b) holds at least ten percent of the equity interest in such entity directly or indirectly, beneficially or of record.

Except as prohibited in this Section, Proposer team Members may participate on more than one Proposer team, and such participation will not by itself constitute an Organizational Conflict of Interest under the Conflict of Interest Guidelines. This Section in no way releases Proposers from the obligation to comply with all rules and restrictions set forth in this RFQ and in the anticipated RFP, including a prohibition on entities on more than one team serving as conduits of information between Proposer teams and a requirement for Proposers to execute non-collusion affidavits related to their submission of a Proposal.

D. Inclusivity Los Angeles is one of the most diverse cities in the world. LAWA seeks a Developer whose team make-up reflects the unique diversity of our city. LAWA is committed to creating and values an environment that provides all individuals and businesses open access to business opportunities available at LAWA. LAWA’s policy is to ensure diversity in the award and administration of all LAWA contracts. Consistent with this policy, the ConRAC Agreement will be subject to inclusivity requirements that include mandatory Small Business Enterprise (SBE), Local Business Enterprise (LBE) and Local Small Business Enterprise (LSBE) participation goals.

LAWA anticipates that the ConRAC Agreement will require the Developer to engage in significant outreach efforts so as to achieve meaningful participation by SBE, LBE, LSBE, diverse and other businesses in all aspects of the Project, including design, construction, finance, operations and maintenance work. In addition, LAWA anticipates that the ConRAC Agreement will include a robust monitoring program regarding the Developer’s compliance with inclusivity requirements. It is LAWA’s intention to create a level playing field on which SBEs, LBEs, LSBEs, diverse and other businesses can compete fairly for LAWA contracts. LAWA encourages and expects Proposers to pursue subcontracting, mentoring, joint venturing, teaming and partnering opportunities with the types of firms described in this Section in the ordinary course of its teaming/business strategies for all aspects of the Project.

In addition, LAWA is committed to providing meaningful employment opportunities to underrepresented residents who live within the airport impact area. LAWA anticipates that the ConRAC Agreement will include local hire provisions as well as provisions requiring the establishment of workforce development programs to identify and provide educational and training opportunities for local underrepresented residents to enable them to effectively compete for the long-term operations and maintenance opportunities associated with the Project.

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For reference, information on LAWA’s existing SBE program and the recently adopted LBE and LSBE program (adopted by the Board on April 21, 2016, and approved by the Los Angeles City Council on September 28, 2016) is included as Attachment 3 to this RFQ. The RFP will provide further detail regarding the ConRAC Agreement’s inclusivity requirements.

E. Changes in Members and Key Personnel Following SOQ submission, the following actions may not be undertaken by a Respondent or Qualified Proposer, as applicable, without LAWA’s prior written consent, in LAWA’s sole discretion:

1) Deletion, substitution or change in the composition of any Member identified in the SOQ or a change in the role or scope of work of a Member;

2) Deletion or substitution of Key Personnel or a change in the role or position of such Key Personnel; and

3) Deletion or substitution of a Guarantor or any other entity that will bear financial responsibility or provide credit or other support for the performance of the Qualified Proposer.

LAWA’s written consent for any of the actions set forth in clauses (1) through (3), above, must be promptly requested, and LAWA must be provided with sufficient details of the proposed change (including, among other things, the information that is required in this RFQ) so as to facilitate LAWA’s consideration thereof. LAWA may, in its sole discretion, accept, reject, or seek additional information regarding such request. For Qualified Proposers, LAWA will base its decision on whether the Qualified Proposer as a whole still meets the minimum criteria contained in this RFQ and whether LAWA would still have selected the Respondent as a Qualified Proposer if the change had occurred before the Qualified Proposer submitted its SOQ.

If a Respondent is not selected to be a Qualified Proposer as part of the SOQ evaluation process, the Members of the unsuccessful Respondent are thereafter free to become Members of Qualified Proposers, subject to the requirements in this RFQ or the RFP and LAWA’s written consent as described above, as applicable.

F. Guarantors Qualified Proposers qualified partially based on the support of one or more Guarantors must maintain such Guarantor support throughout the RFP process and through the performance security packages provided in connection with the ConRAC Agreement.

G. Experience of Non-Major Participants If the legal entity that has the technical experience is not a Major Participant, including legal entities that are Affiliates of Major Participants or subcontractors to Major Participants, Respondent must, as a condition to the use of such legal entity’s experience in Respondent’s SOQ, provide a satisfactory explanation in Forms E-1 through E-5, as appropriate, stating how the organizational experience will be transferred to the Developer.

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SECTION 4 – SOQ EVALUATION

A. Evaluation Process Overview

LAWA’s evaluation of each SOQ will be based on (a) a review of Administrative Requirements and RFQ responsiveness; and (b) evaluation of scored criteria. Evaluations of SOQs are subject to the discretion of LAWA. LAWA will appoint an evaluation panel to review and evaluate the SOQs using the scored criteria described later in this document. The evaluation panel may seek assistance from external advisors. LAWA may hold interviews with some or all of the Respondents at the option of the evaluation panel. SOQs will be scored and ranked by each member of the evaluation panel.

Respondents are liable for all errors and omissions in the SOQs. Respondents will not be allowed to alter SOQ documents after the SOQ Due Date unless approved by LAWA in writing. As part of the SOQ evaluation process, LAWA may consider information in the SOQs, reference checks, interviews with Respondents, past performance on City of Los Angeles projects and publicly available information. In addition, LAWA reserves the right to, at any time following submission of an SOQ, request additional information or clarification from a Respondent regarding its SOQ or request that a Respondent verify or certify certain aspects of its SOQ.

B. Responsiveness and Responsibility Review

Each SOQ will be reviewed (i) for responsiveness to the requirements set forth in this RFQ, (ii) to determine if the SOQ is complete, (iii) for conformance to the RFQ instructions regarding organization and format and (iv) for minor informalities, irregularities and apparent clerical mistakes which are unrelated to the substantive content of the SOQ. Respondent’s failure to comply with the instructions contained in this RFQ or to submit a complete SOQ may result in the SOQ being deemed not responsive.

C. Administrative Requirements LAWA will determine whether the Respondent has provided each of the forms and other information required by Exhibit F (Administrative Requirements Package) duly executed and completed in full in accordance with the applicable instructions. See Exhibit F for additional information.

D. Evaluation Criteria

LAWA has established specific evaluation criteria to assist in the evaluation of the SOQs. The criteria listed below will be used by the evaluation panel to score and rank SOQs.

Criteria Points

1. Financial Qualifications and Capacity 30

2. Lead Contractor Qualifications and Experience 20

3. Lead Designer/Key Engineers Qualifications and Experience 15

4. Lead O&M Provider/QTA Manager Qualifications and Experience 15

5. Organization and Team Experience 10

6. Inclusivity Experience and Approach 10 Total 100

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E. Scoring

LAWA will use a “Must System” to score the SOQs. Under this system, after evaluating all SOQs, each member of the evaluation panel must award the maximum potential points designated for each evaluation criterion to at least one Respondent that best meets the requirements of the criterion. Each evaluation panel member, however, may also award the maximum potential points for that evaluation criterion to other Respondent(s) that, in the opinion of the evaluation panel member, demonstrate comparable quality for that criterion. Alternatively, an evaluation panel member may give other Respondent(s) less than the maximum potential points to reflect lesser quality for that evaluation criterion.

Once each evaluation panel member has completed scoring of the evaluation criteria listed in Section 4-D using the Must System, the evaluation panel member’s overall score for each Respondent will be converted to rankings (i.e., 1st, 2nd, 3rd, etc.). These rankings among evaluation panel members will then be averaged to determine the overall ranking by the evaluation panel. Evaluation panel member rankings will be averaged to the first decimal place. If the best average ranking results in a tie to the first decimal place, total points assigned by evaluation panel members will be used to break such a tie.

F. Interviews

LAWA reserves the right to conduct interviews. The purpose of interviews, if conducted, would be to allow Respondents the opportunity to clarify and expand upon aspects of their SOQ. They also present an opportunity for LAWA to evaluate Key Personnel and discuss and clarify SOQs. Respondents(s) (either all or a short list) may be subsequently re-interviewed for final evaluation. The evaluation panel reserves the right to interview only a short list of Respondents or to select Qualified Proposers without conducting interviews. If LAWA elects to establish a short list of the Respondents for interviews, the evaluation panel will determine the number of Respondents to short list. The evaluation panel members’ scores ahead of short listing will not be carried forward to final scoring of the SOQs.

SECTION 5 - INSTRUCTIONS TO RESPONDENTS

A. General Instructions Respondents must read, review and understand this RFQ, including all attachments and exhibits, and any addenda to the RFQ issued by LAWA. Each Respondent must submit a SOQ in accordance with the instructions given in this RFQ.

SOQs will be time stamped by LAWA staff upon receipt. LAWA must receive delivery of the full SOQ (inclusive of Administrative Submittals) at the address specified on the cover page of this RFQ no later than the SOQ Due Date. LAWA will not accept any SOQs received after the SOQ Due Date. Any SOQs received after the SOQ Due Date will be rejected and not considered. Each Respondent is solely responsible for ensuring that LAWA receives its SOQ by the SOQ Due Date. LAWA will not be responsible for delays in delivery caused by weather, difficulties experienced by couriers or delivery services, misrouting of packages by courier or delivery services, improper, incorrect, or incomplete addressing of deliveries and other occurrences beyond the control of LAWA.

Each Respondent should, consistent with applicable page limits, provide as much information as it feels is necessary to properly convey its ideas and, when applicable, provide any relevant

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additional information. SOQs must be written in the English language only and must provide any monetary amounts in United States of America dollar denominations (unless explicitly required to be provided in another currency).

For purposes of the evaluation, the Respondent should include information about any and all relevant Members of its team to assist LAWA in its evaluation.

B. SOQ Format and Organization

Each Respondent must organize its SOQ into two volumes, with each volume contained in a separate three-ring binder in accordance with the SOQ format instructions in this Section 5. The volumes must be organized, sequenced, and labeled as follows: Volume 1 – Administrative, Financial, Technical and Inclusivity Submittals

1) Tab 1 - Administrative Submittals Each Respondent must provide the information regarding its Members and other administrative and legal matters described in Exhibit C (collectively, the Administrative Submittals) in accordance with the requirements and instructions therein. 2) Tab 2 - Financial Submittals Each Respondent must provide the information regarding its financial qualifications described in Section 5-D and Exhibit D (collectively, the Financial Submittals) in accordance with the requirements and instructions therein. 3) Tab 3 - Technical Submittals (excluding items required to be submitted in Tab 4) Each Respondent must provide the information regarding its technical qualifications and capacity described in Section 5-E through Section 5-G and Exhibit E (collectively, the Technical Submittals) in accordance with the requirements and instructions therein.

4) Tab 4 – Appendices to Technical Submittals a) Forms E-1 through E-5 b) Form F c) Resumes for Key Personnel d) Organizational Chart e) Functional Organizational Chart

5) Tab 5 - Inclusivity Submittals Each Respondent must provide the information regarding its experience with and approach to inclusivity described in Section 5-H (collectively, the Inclusivity Submittals) in accordance with the requirements and instructions therein. Volume 2 – Confidential Submittals 1) Tab 1 – Financial Information 2) Tab 2 – Administrative and Technical Information

Additional instructions regarding the organization of submittals within these Volumes and Tabs may be contained in Exhibits C through F.

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With the exception of financial statements, which must be provided in only electronic format as described below and in Exhibit D, each Respondent must submit one original and 6 copies (for a total of 7 hard copies) of its SOQ.

In addition, each Respondent must submit 2 USB drives, each containing:

1) A PDF file for each volume of the SOQ; and

2) A PDF file of all financial statements and standard unlocked and unprotected Microsoft Excel workbooks of same as described in Exhibit D.

To help protect the confidentiality of proprietary information, Respondents must submit Volume 2 of the SOQ in a sealed package separate from Volume 1. Volume 1 must not contain any confidential or proprietary material. Respondents must prepare SOQ submittals in loose-leaf three-ring binders on 8-1/2” x 11” sized, double-sided white paper, except for forms and organizational charts, which Respondents must present on 11” x 17” white paper, folded to letter size. Respondents must separate each section of its SOQ submittal from other sections with a divider tab or as otherwise instructed in Exhibits C through F. Respondents must prepare the SOQs using a minimum of 11-point font size. Each printed side of double-sided pages will count as one page for the purpose of page limits. Where page limits are set, failure to follow guidelines may prevent a SOQ from being evaluated. Respondents may not include standard corporate brochures, awards, licenses, and marketing materials in an SOQ and LAWA will not evaluate such materials.

C. Requirements for the Confidential Volumes 1) Each Respondent must execute the first page of its Volume 2 and must list the specific

items that the Respondent claims is confidential, a trade secret or proprietary information protected from public disclosure under the California Public Records Act (California Government Code Section 6250 et seq.). Each entry must identify the specific provision of the California Public Records Act that the Respondent believes would protect that item from public disclosure. Blanket designations that do not identify specific information are not acceptable. Notwithstanding the foregoing, the list required under this Section is intended to provide input to LAWA as to the confidential nature of a Respondent’s SOQ, but in no event will such list be binding on LAWA or determinative of any issue relating to confidentiality. The validity of each identified exemption will be the sole responsibility of the Respondent to determine and assert, and LAWA specifically disclaims any and all related responsibility including, without limitation, any responsibility to analyze a claimed exemption or supporting authority.

2) Respondent must separate the items included in Volume 2 into (i) financial and (ii) administrative and technical information, separated by tabs, as applicable, within the binder.

3) LAWA will consider a Respondent to have waived any claim of confidentiality and exemption from public disclosure for any materials placed in any other location in the SOQ other than in Volume 2, even if the Respondent also includes that item in Volume 2.

D. Financial Qualifications and Capacity (5 page maximum, excluding forms)

1. Equity Members’ Financing Capacity and Project Finance Experience

This section of the Respondent’s SOQ should provide LAWA with an understanding of the Equity Members’ qualifications and capacity to:

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Request for Qualifications Consolidated Rent-a-Car Facility

a) Structure and achieve financial close on debt financing for the Project (solely for the purposes of SOQ preparation and evaluation, the Project debt amount should be assumed to be at least $500 million);

b) Provide equity contributions as and when required by lenders and/or the ConRAC Agreement, as may be applicable (solely for the purposes of SOQ preparation and evaluation, the minimum aggregate equity contribution amount should be assumed to be at least $50 million); and

c) Successfully finance, manage and deliver, through construction completion and into operations, infrastructure projects of similar scope and complexity to the Project.

The Respondent must:

• Provide each of the following Financial Submittals in accordance with the instructions in Exhibit D:

o Each Equity Member’s Project Development Experience (Form D-1);

o Equity Member’s Investment Track Record (Form D-2);

o Equity Funding Letters;

o Financial Officer’s Certificates (Form D-3) for each Equity Member or Guarantor, as applicable;

o Financial Statements and Financial Statements Template (Attachment 4) for each Equity Member or Guarantor, as applicable; and

o a Financing Party Support Letter.

2. Lead Contractor’s Financial Strength

This section of the Respondent’s SOQ should provide LAWA with an understanding of the Lead Contractor’s:

a) Financial strength to successfully perform a fixed-price, design-build contract for the construction of the Project (solely for the purposes of SOQ preparation and evaluation, the Project construction cost should be assumed to be $1 billion); and

b) Capacity to provide payment and performance bonds sufficient to meet requirements of lenders and/or the ConRAC Agreement, as may be applicable (solely for the purposes of SOQ preparation and evaluation, the minimum payment bond and performance bond amounts should be assumed to be $500 million each).

The Respondent must:

• Provide each of the following Financial Submittals in accordance with the instructions in Exhibit D:

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Request for Qualifications Consolidated Rent-a-Car Facility

o Financial Officer’s Certificates (Form D-3) for each Lead Contractor entity or Guarantor, as applicable;

o Financial Statements and Financial Statements Template (Attachment 4) for each Lead Contractor entity or Guarantor, as applicable; and

o Surety Letter(s).

E. Lead Contractor, Lead Designer, and Key Engineer’s Qualifications and Experience (10 page maximum, excluding forms)

This section of the Respondent’s SOQ should provide LAWA with an understanding of the Lead Contractor, Lead Designer and Key Engineers (site civil, structural and QTA systems) experience in successfully managing, designing and constructing projects of similar scope and complexity to the Project.

The Respondent must:

• Submit each of the following Technical Submittals in accordance with the instructions in Exhibit E: o Project Experience Form for Lead Contractor (Form E-1); o Project Experience Form for Lead Designer (Form E-2);

o Project Experience Form for Key Engineers (Form E-3); and

o Project Summary Information Form (Form F).

The Respondent should provide sufficient information to demonstrate the following:

• Whether each entity comprising Respondent’s Lead Contractor has an Experience Modifier Rate of no larger than 1.00 over the last 3 years. Include the Experience Modifier Rate for each year for the past three years for each entity. Indicate whether the Experience Modifier Rate was provided by the National Council on Compensation Insurance or Workers’ Compensation Insurance Rating Bureau of California.

• Describe the key project design and construction challenges identified for the various projects for which information is submitted, and the contribution each of the Members of the Respondent’s team made to the successful completion of these projects.

F. Lead O&M Provider and QTA Manager Qualifications and Experience (10 page maximum, excluding forms)

1. Lead O&M Provider Qualifications and Experience

This section should provide LAWA with an understanding of the experience of the Lead O&M Provider in performing asset operations and life cycle management for comparable facilities of similar complexity as the ConRAC, which require 24/7 operation and maintenance.

The Respondent must:

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Request for Qualifications Consolidated Rent-a-Car Facility

• Submit each of the following Technical Submittals in accordance with the instructions in Exhibit E:

o Project Experience Form for Lead O&M Provider (Form E-4); and

o Project Summary Information Form (Form F).

The Respondent should provide sufficient information to demonstrate the following with respect to its experience with comparable facilities of similar complexity as the ConRAC:

• A successful track record:

o Operating and maintaining reliable mechanical, electrical, lighting and other special systems (e.g., fire alarm, CCTV, security systems, access control and telecommunications) and horizontal and vertical conveyances throughout the term of the applicable O&M contract(s);

o Providing for the safety and security of tenants and users of the facility(ies);

o Minimizing adverse impacts to tenant operations, local businesses and/or residents in the vicinity of the facility(ies); and

o Responding to emergency operations and maintenance events within a prescribed timeframe.

2. QTA Manager Qualifications and Experience

This section should provide LAWA with an understanding of the QTA Manager’s experience in managing facilities that are comparable to the QTA facility for the Project, and which require 24/7 operation and maintenance of fueling, washing and light maintenance equipment and systems associated with a vehicle fleet maintenance facility.

The Respondent must:

• Submit each of the following Technical Submittals in accordance with the instructions in Exhibit E:

o Project Experience Form for QTA Manager (Form E-5), and

o Project Summary Information Form (Form F).

The Respondent should provide sufficient information to demonstrate the following with respect to its experience with facilities that are comparable to the QTA facility for the Project:

• A successful track record: o Responding to service requests; o Providing for the safety and security of employees and vehicles; o Operating and maintaining facilities that are comparable to the QTA facility for

the Project, including facilities that include fueling, washing and light maintenance equipment and systems associated with a vehicle fleet maintenance facility; and

_____________________________________________________________________________________________________________________ Page 13

Request for Qualifications Consolidated Rent-a-Car Facility

• How the Respondent minimized adverse impacts to operations or adjacent businesses and/or residents in its management of QTA (or comparable) facilities.

G. Organization and Team Experience (15 page maximum, excluding forms, organizational charts and resumes)

This section of the Respondent’s SOQ should provide LAWA with an understanding of the Respondent’s overall team structure, including all Members, and identifies the proposed role/function of each Member. The Respondent must submit the following:

• An organizational chart which sets forth the Respondent’s overall team structure,

including all Members, and identifies the proposed role/function of each Member.

o On the organizational chart, highlight firms that are SBE certified, and those that meet all of the criteria for a Local Business Enterprise or a Local Small Business Enterprise, as described in Attachment 3.

• A written narrative describing Respondent’s management structure, listing the Members identified in the organizational chart.

o Include assignment of roles and responsibilities.

o Describe teaming arrangements, including how any joint venture would be structured, if applicable.

o Explain how Respondent will organizationally operate at each phase of the Project (i.e., design, construction, commissioning and testing, operations and maintenance).

• A detailed functional organizational chart identifying Key Personnel, with positions and individual’s names, which Respondent anticipates will be required for successful delivery of the Project.

• For the Key Personnel identified in the functional organizational chart, provide a brief description of each Key Person’s background, highlighting his or her experience on recent projects of similar scope and complexity. Resumes should be provided as described in Exhibit E.

The Respondent should provide sufficient information to demonstrate the following:

• How the team is uniquely qualified to perform the scope of work for the Project; and

• When and where the team members have previously worked together on a similar project.

H. Inclusivity (10 page maximum, excluding forms)

This section of the Respondent’s SOQ should provide LAWA with an understanding of the following:

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Request for Qualifications Consolidated Rent-a-Car Facility

1) Experience of Major Participants with achieving SBE or other equivalent small business or inclusivity program goals; and

2) Respondent’s approach to inclusivity.

The Respondent must:

• Provide the inclusivity information requested in Forms E-1 through E-5.

• Describe the Respondent’s approach and methodology for achieving meaningful participation by LBEs, LSBEs and SBEs in the make-up of the Respondent team for all aspects of the Project, including the Respondent’s use of innovative techniques to maximize this participation. Identify ways that the Respondent will achieve participation in: financing; design; construction; and operations and maintenance.

• Describe how the Respondent will work with the local community to provide meaningful employment opportunities to underrepresented residents who live within the airport impact area, including how the Respondent will establish a workforce development program focused on the identification and training of underrepresented local residents to allow them to compete for the short and long-term employment opportunities associated with the Project.

_____________________________________________________________________________________________________________________ Page 15

Request for Qualifications Consolidated Rent-a-Car Facility

EXHIBIT A Acronyms and Definitions

APM – Automated People Mover CTA – LAX Central Terminal Area CONRAC – Consolidated Rent-a-Car Facility LAWA – Los Angeles World Airports LAX – Los Angeles International Airport LBE – Local Business Enterprise LSBE – Local Small Business Enterprise QTA – Quick Turnaround Area RFP – Requests for Proposals RFQ – Requests for Qualifications SBE – Small Business Enterprise SOQ – Statements of Qualifications

Administrative Submittals –Has the meaning given to this term in Section 5-B.

Affiliate(s) – Any of the following:

(a) Any person or entity which directly or indirectly through one or more intermediaries controls, or is controlled by, or is under common control with, the relevant Member or any of its shareholders, members, partners or joint venture members;

(b) Any entity for which 10 percent or more of the equity interest in such entity is held directly or indirectly, beneficially or of record by (i) the relevant Member, (ii) any of the members, partners or joint venture members of the relevant Member, or (iii) any Affiliate of the relevant Member under clause (a) of this definition; and

(c) Any entity for which 10 percent or more of the equity interest in such entity is held directly or indirectly, beneficially or of record by any of the relevant Member’s shareholders other than shareholders whose only interest in the Member is in the form of publicly traded stock.

For purposes of this definition, the term “control” means the possession, directly or indirectly, of the power to cause the direction of the management of an entity, whether through voting securities, by contract, family relationship or otherwise.

Board – Has the meaning given to this term in Section 1-A.

Central Terminal Area – The area within the Los Angeles International Airport, inclusive of the nine passenger terminals connected by World Way, a U-shaped two-level roadway, and all buildings, roads and other appurtenances bounded by World Way.

Conflict of Interest Guidelines - The Organizational Conflict of Interest Guidelines for the Consolidated Rent-A-Car-Center and Automated People Mover Projects posted by LAWA at www.connectinglax.com under the Opportunities tab.

ConRAC - A facility for processing LAX rental car customers and vehicle operations.

Exhibit A

Request for Qualifications Consolidated Rent-a-Car Facility

ConRAC Agreement – The agreement, if any, between the Developer and LAWA that sets forth the terms and conditions, including the technical specifications and performance standards, relating to the design, construction, financing, operations and maintenance of the Project.

Customer Service Building – The area within the ConRAC in which arriving customers will complete their transactions to rent a vehicle with one of the rental car companies.

Developer – The entity that executes the ConRAC Agreement with LAWA, which may be the Qualified Proposer selected by LAWA under the RFP or a new entity established by the selected Qualified Proposer for this purpose.

Equity Member – An entity that will directly make equity contributions to the Developer (in cash or through use of shareholder loans, letters of credit or other instruments) as a part of the financial plan for the Project and will directly hold an ownership interest (legal and beneficial) in the Developer (whether as a member, partner, joint venture member, or otherwise).

Experience Modifier Rate – The safety experience measure by this name provided by the National Council on Compensation Insurance or the Workers’ Compensation Insurance Rating Bureau of California.

Financial Submittals – Has the meaning given to this term in Section 5-B.

Financing Party(ies) – Bond underwriters, lead arrangers, commercial bank lenders and/or other providers of debt financing.

Guarantor(s) – An entity that intends to provide financial, human resources, and other support to an Equity Member or a Major Participant to assist in delivering the Project and has submitted the Financial Officer’s Certificate (Form D-1) and related attachments pursuant to Exhibit D.

Inclusivity Submittals – Has the meaning given to this term in Section 5-B.

Key Engineers – The Member(s) of Respondent, whether a single entity, a joint venture or group of entities, primarily responsible for the design and engineering of specific site/civil, structural and QTA components of the Project. Key Personnel – The positions and corresponding individuals that are essential to Project delivery, as identified by Respondent pursuant to Section 5-G.

Lead Contractor – The Member(s) of Respondent, whether a single entity, a joint venture or group of entities, primarily responsible for the construction of the Project.

Lead Designer – The Member(s) of Respondent, whether a single entity, a joint venture or group of entities, primarily responsible for the design and engineering of the Project.

Lead O&M Provider – The Member(s) of Respondent, whether a single entity, a joint venture or group of entities, primarily responsible for operations and maintenance obligations of the Project.

Local Business Enterprise – A business entity that occupies work space within the County of Los Angeles, is in compliance with all applicable City of Los Angeles and County of Los Angeles licensing and tax laws, and can demonstrate one of the following: (i) it is headquartered in the County and physically conducts and manages all of its operations from a location in the County;

Exhibit A

Request for Qualifications Consolidated Rent-a-Car Facility

(ii) that at least 50 of its full-time employees perform work within the boundaries of the County of Los Angeles at least 60% of their total regular hours worked on an annual basis; or (iii) that at least half of the full-time employees (50%) of the business perform work within the boundaries of the County at a minimum of 60% of their total, regular hours worked on an annual basis. A business entity with multiple locations within the County can aggregate 50 of its full-time employees working at least 60% of their regular hours from its different locations within the County to qualify as a Local Business Enterprise.

Local Small Business Enterprise – A business enterprise that is a Local Business Enterprise and is also a Small Business Enterprise.

Major Participant – The Key Engineers, Lead Designer, Lead Contractor, Lead O&M Provider and QTA Manager.

Member – An Equity Member, Major Participant or any other entity identified in Respondent’s SOQ that makes up a Respondent.

Procurement Manager – The individual designated by LAWA as the Procurement Manager in Form A.

Project – Has the meaning given in Section 1-B.

Qualified Proposer Selection Date – The date LAWA approves the Qualified Proposers.

Qualified Proposers – The Respondents submitting SOQs who are approved by LAWA as most qualified to advance to the RFP Phase of the procurement process and submit Proposals in response to the RFP.

Quick Turnaround Area – The QTA will include surface and a multi-level structures custom designed to accommodate the processing of returned rental vehicles in a highly efficient operation. The QTA will consist of three major service components: fueling, car wash and light vehicle maintenance. Also included is an administrative area which will accommodate employee lockers, restrooms and break rooms.

QTA Manager – The Member(s) of respondent, whether a single entity, a joint venture or group of entities, primarily responsible for operations and maintenance of the Quick Turnaround Area.

Ready/Return Area – The Ready/Return area is the flexible hub of the rental car operation. It is used for rental vehicle pickup, return and storage.

Request for Proposals – The request for proposals issued by LAWA, if any, used to solicit proposals for the Project and to provide the requirements for preparation of the proposal.

Request for Qualifications – This request for qualifications issued by LAWA.

Respondent – A company, team, joint venture, partnership or consortia that submits a SOQ in response to this RFQ.

RFP Phase – The Request for Proposals phase of the Project procurement process described in Section 2-B.

Exhibit A

Request for Qualifications Consolidated Rent-a-Car Facility

Small Business Enterprise – An independently-owned and operated business that meets the criteria set forth by (i) the Federal Small Business Administration (SBA) 8(a) Business Development Program, or (ii) the State of California Small Business (SB) Program. LAWA will apply the larger of the Federal SBA 8(a) Business Development Program or the State of California SB Program size standard.

Statement of Qualifications – The statement of qualifications submitted by a Respondent in response to this RFQ.

SOQ Due Date – The date and time for the “Statement of Qualifications Due Date” listed on cover page.

Technical Submittals – Has the meaning given to this term in Section 5-B.

Vehicle Storage Area – Standby vehicle storage area to support peak period demand and provided on the same site as the ConRAC and between the Ready/Return Area and the QTA. The Vehicle Storage Area is planned to accommodate 10,000 vehicles.

Exhibit A

Request for Qualifications Consolidated Rent-a-Car Facility

EXHIBIT B ADDITIONAL TERMS AND DISCLOSURES

BY SUBMITING A RESPONSE TO THE RFQ, THE RESPONDENT AGREES TO BE BOUND BY ALL OF THE TERMS, CONDITIONS, DISCLAIMERS, AND REQUIREMENTS SET FORTH IN THIS EXHIBIT AND ELSEWHERE IN THIS RFQ. 1. CPRA: All SOQs submitted in response to this RFQ shall become the property of the

City of Los Angeles and LAWA and subject to the State of California Public Records Act (California Government Code Section 6250 et seq.). If a Respondent believes that certain information in its SOQ is confidential, a trade secret or proprietary information exempt from the California Public Records Act, the Respondent shall comply with the procedure set forth in Section 5-C. If a request is made for the disclosure of information that Respondent claims is exempt, LAWA will endeavor to provide any Respondent who submits any portion of the SOQ claimed as exempt with reasonably timely notice of any demand for inspection or copying of such information under the California Public Records Act to allow any such Respondent to seek protection from disclosure by a court of competent jurisdiction. LAWA will endeavor to limit distribution of information that Respondent claims is exempt only to those individuals within LAWA and other third-party advisors and consultants that LAWA determines are reasonably necessary to participate in the review and evaluation of SOQs. LAWA shall not be, under any circumstances, responsible or liable to any Respondent or any other person for the disclosure of any information claimed as exempt whether such disclosure is required by law, by an order of court, or as a result of inadvertence, mistake or negligence on the part of LAWA, or its elected or appointed officials, officers, employees, agents, contractors, representatives or consultants. LAWA, by issuance of this RFQ or the receipt of SOQs, shall not, nor be deemed to, undertake or assume any obligation for protection or to seek protection for a Respondent’s claim that information is exempt and LAWA cannot and does not purport to determine whether any information claimed as exempt is in fact exempt from disclosure under the California Public Records Act. Absent the granting of a court order prohibiting LAWA from releasing the requested information, LAWA may release the requested information as required by applicable law. In the event of litigation concerning the disclosure of any material submitted by the submitting party, LAWA’s sole involvement will be as a stakeholder retaining the material until otherwise ordered by a court and the submitting party shall be responsible for otherwise prosecuting or defending any action concerning the materials at its sole expense and risk. The submitting party shall reimburse LAWA for any expenses it incurs in connection with any such litigation. In the event a Respondent claims an exemption from the California Public Records Act, the Respondent is required to state in the SOQ the following: “The Respondent will indemnify the City of Los Angeles and its officers, employees and agents, and hold them harmless from any claim or liability and defend any action brought against them for their refusal to disclose copyrighted material, trade secrets or other proprietary information to any person making a request therefore.” Failure to include such a statement shall constitute a waiver of a Respondent’s right to exemption from this disclosure.

Exhibit B

Request for Qualifications Consolidated Rent-a-Car Facility

2. EXPENSE, OWNERSHIP AND DISPOSITION: LAWA shall not be responsible in any

manner for any costs associated with the preparation or submission of any documents or materials purchased, prepared or presented during any interviews or any additional documentation provided or requested by LAWA pursuant to this RFQ. All documents, including all drawings, plans, photos, and narrative material, submitted pursuant to this RFQ shall become the property of LAWA upon receipt by LAWA. LAWA shall have the right to copy, reproduce, publicize, release or otherwise dispose of each submittal in any way that LAWA selects. LAWA shall be free to use as its own, without payment of any kind or liability therefore, any idea, scheme, technique, suggestion, layout, or plan received during the RFQ process.

3. RIGHT OF REJECTION AND WAIVER OF INFORMALITY: LAWA and/or City reserves

the right to reject any and all submittals and/or to waive any deficiencies, informalities or omissions in the submittals when to do so would be to the advantage of LAWA and/or City. The receipt of any submittal shall not in any way obligate LAWA to enter into an agreement, concession agreement, lease, or any other type of contract of any kind with any Respondent.

4. RIGHT TO RECEIVE ADDITONAL INFORMATION AND VERTIFICATION OF

REFERENCES: LAWA reserves the right to request any additional information at any time to assist in its evaluation. LAWA reserves the right to verify all submitted information, including all references and to contact third parties for additional references and information as it deems advisable. If any information stated in the SOQ is found to be misrepresented in any manner, this may be grounds for disqualification of the Respondent.

5. RESPONDENT QUESTIONS AND ADDENDA: If any Respondent finds lack of clarity,

discrepancies or omissions of any type of kind in this RFQ or there is doubt as to the true meaning of any part of this RFQ, written request for a clarification or interpretation should be clearly presented and transmitted by email to the address set forth on the cover page. The deadline for submittal of questions is set forth on the cover page. Responses to written questions, corrections and clarification to this RFQ will be made in writing and made available to all prospective Respondents on the Los Angeles Business Assistance Virtual Network (LABAVN) website (www.labavn.org) as a RFQ addendum. Only questions pertaining to this RFQ will be answered. LAWA is not responsible for any explanation, clarification, interpretation or approval made or given in any manner except by addendum. Prospective Respondents shall not rely upon any explanation, clarification, interpretation, or approval that is not contained in an addendum to the RFQ. Any addenda so issued are to be considered part of this RFQ. All prospective Respondents that submit a response to this RFQ are deemed to understand the contents of the RFQ and any addendum thereto.

6. CONTACT WITH CITY/LAWA PERSONNEL: Respondent may only rely upon written

information provided by LAWA. Respondent shall not rely upon, and LAWA shall not be responsible for, any oral information or instructions provided in reference to this RFQ. Neither a Respondent nor its respective agents and consultants are permitted to contact, directly or indirectly, any City of Los Angeles elected official, member of the Board of Airport Commissioners, or LAWA administration, staff or consultants regarding the Project (including the entities identified in Exhibit 1 to the Conflict of Interest Guidelines), except as specifically permitted hereby or approved in advance by the LAWA in writing.

Exhibit B

Request for Qualifications Consolidated Rent-a-Car Facility

The foregoing restriction shall not, however, preclude Respondent participation in public meetings or any public or LAWA workshops related to the Project. Any verified allegation that a Respondent or Member or an agent or consultant of the foregoing has made such contact or attempted to influence the evaluation, ranking, and/or agreement award may be cause for LAWA to disqualify Respondent from submitting a proposal, to disqualify the Member from participating in the procurement and/or to discontinue further consideration of such Respondent.

7. PROTEST PROCEDURES: The procedures and time limits set forth in this Exhibit are

the Respondent’s sole and exclusive remedy in the event of a protest. Failure to comply with these procedures shall constitute a waiver of any right to further pursue the protest, including filing a government code claim or any legal proceeding.

These procedures are for the benefit of the City. The purpose of the following procedures is to provide a method for resolving protests regarding this RFQ process, including LAWA’s identification and selection of Qualified Proposers to participate in the RFP Phase of the Project procurement. The procedures will enable the Board to ascertain all of the facts necessary to make an informed decision regarding the protest.

A protest, and all required copies, must be submitted in detail, in writing, signed by the protestor or by a representative of protestor, and received in the offices of the Los Angeles City Attorney’s Office, Airport Division and the office of the Board, at the addresses below. The protest shall contain a full and complete statement specifying, in detail, the factual ground and legal basis of the other document which forms the basis for the protest. The protest must include the name, address, and telephone number of the protestor and protestor’s representative.

All protests must be addressed to the Office of the City Attorney, Airport Division, One World Way, Room 104, Los Angeles, California 90045 with a copy to the Secretary of the Board of Airport Commissioners at One World Way, Los Angeles, California 90045 and a copy to the Bureau or Division of the Department of Airports responsible for issuing this RFQ. Any protests regarding the content of the RFQ, including the procurement process described in this RFQ (except protests described in following paragraph), must be received before 3:00 p.m. on the tenth business day after LAWA’s issuance of this RFQ. Notwithstanding the prior sentence, any protest related to an addendum to the RFQ must be received before 3:00 p.m. on the sooner of (i) the fifth business day after LAWA’s issuance of the addendum or (ii) the SOQ Due Date. Any protests regarding LAWA’s identification and selection of Qualified Proposers to participate in the RFP Phase of the Project procurement must be received before 3:00 p.m. of the fifth (5th) business day after the Qualified Proposer Selection Date. The party filing the protest must, at the same time as delivery to the City Attorney’s office and the secretary of the Board as set forth above, deliver a copy of the protest and any accompanying documentation to all other parties with direct financial interest that may be adversely affected by the outcome of the protest. Such parties shall include all other Respondents.

Exhibit B

Request for Qualifications Consolidated Rent-a-Car Facility

The Respondent that is protesting and potentially affected parties will be notified of the time and date that the protest will be discussed in a public session of the Board. Protesting parties will be given an opportunity to present their arguments at the public session. If the Board determines that the protest was frivolous, the party originating the protest may be determined by the Board to be irresponsible and that party may be determined to be ineligible for future contract awards.

8. ADEQUACY OF INFORMATION: The information presented in this RFQ is provided

solely for the convenience of Respondent and other interested parties. It is the responsibility of the Respondent and other interested parties to assure themselves that the information contained in this package is accurate and complete. LAWA provides no assurances pertaining to the accuracy of the data in this RFQ.

9. ADDITIONAL DISCLAIMERS AND RESERVATIONS: Failure by LAWA to object to an

error, omission, or deviation in the submittal package will in no way modify this RFQ or excuse Respondent from full compliance with the requirements of this RFQ. Neither the Board nor LAWA shall be obligated to respond to any submittal nor shall they be legally bound in any manner whatsoever by the receipt of a submittal.

All information stated in the submittal should be factual, truthful and should not be fabricated, embellished, extended or misrepresented. LAWA reserves the right to postpone the SOQ Due Date, cancel this competitive process, issue an addenda to this RFQ, issue a new RFQ or other solicitation document, add or delete Respondent responsibilities from the information contained in this RFQ or any subsequent RFP, or exercise any other right reserved or afforded to LAWA under this RFQ and applicable law when it is in LAWA’s best interests to do so. LAWA reserves the right to reject any SOQ from a Respondent who was previously delinquent or unfaithful in the performance of any contract with the City of Los Angeles. Each Respondent must not have any pending, active or previous legal action or conflict of interest that would, in LAWA’s sole judgment, prevent the Respondent from fulfilling its obligations under the ConRAC Agreement.

Exhibit B

Request for Qualifications Consolidated Rent-a-Car Facility

EXHIBIT C Administrative Submittals

SOQ Volume 1 – Tab 1

Administrative Submittals must appear in Volume 1 – Tab 1 in the sequence listed in the table below.

Administrative Submittal

Required Information and Instructions

1. Form A – Transmittal Letter

The Respondent must submit an original Form A, duly executed and completed in full by the Respondent.

2. Form B – Organizational Conflict of Interest Disclosure Statement

The Respondent must submit an original Form B, duly executed and completed in full by the Respondent.

3. Form C-1 – Information Regarding Equity Members and Lead Contractor

The Respondent must submit an original Form C-1, duly executed and completed in full by the Respondent.

4. Form C-2 – Information Regarding Equity Members, Major Participants and Guarantors

The Respondent must submit an original Form C-2, one for each Equity Member, each entity comprising the Major Participant and each Guarantor (if any).

5. Teaming Arrangements

(a) If the Respondent is an unincorporated consortium, partnership, joint venture or other form of non-legal entity team, the Respondent must submit an executed teaming agreement, or alternatively, if the Equity Members of the Respondent have not executed a teaming agreement, the SOQ must contain a summary of key terms of the anticipated teaming agreement among the Equity Members, including each Equity Member’s percentage of ownership.

(b) If any of the Lead Contractor, Lead Designer or Lead O&M Provider is an unincorporated consortium, partnership, joint venture or other form of non-legal entity team, the Respondent must submit an executed teaming agreement for such Members, or alternatively, if such Members have not executed a teaming agreement, the SOQ must contain a summary of key terms of the

Exhibit C

Request for Qualifications Consolidated Rent-a-Car Facility

anticipated teaming agreement for such Members and indicate the percentages of ownership or participation and roles of the relevant parties.

6. Joint and Several Liability Confirmation

If the Respondent is an unincorporated consortium, partnership, joint venture or other form of non-legal entity team, the Respondent must submit a letter signed by each Equity Member indicating a willingness to accept joint and several liability for any liability that may arise for the Respondent in connection with the Project’s procurement until the point at which a corporation, limited liability company or other form of legal entity is formed as the Respondent, Qualified Proposer or Developer, as applicable.

7. Administrative Requirements The Respondent must submit the requisite forms in accordance with

the Administrative Requirements Package provided in Exhibit F.

Exhibit C

Request for Qualifications Consolidated Rent-a-Car Facility

EXHIBIT D Financial Submittals

SOQ Volume 1 – Tab 2

(Confidential Information in Volume 2 – Tab 1) Financial Submittals (excluding any confidential information that the Respondent includes in Volume 2 – Tab 1) must be appear in Volume 1 – Tab 2, separated by tabs, as follows:

(1) Form D-1 – Equity Members’ Project Development Experience (2) Form D-2 – Equity Member’s Investment Track Record (3) Equity Funding Letters (4) Form D-3 – Financial Officer’s Certificates of Equity Members or their Guarantors (5) Form D-3 – Financial Officer’s Certificates of Lead Contractor entities or their

Guarantors (6) Financial Statements and Attachment 4 (Financial Statements Template) (7) Surety Letter(s) (8) Financing Party Support Letter(s)

Financial Submittal

Required Information and Instructions

1. Form D-1 – Equity Members’ Project Development Experience

The Respondent must submit one Form D-1, completed in accordance with the instructions therein. Form D-1 must describe relevant project development and investment experience of all of the Respondent’s Equity Members, collectively, relating to a maximum of fifteen (15) projects.

Project experience from Affiliates of an Equity Member may be included in Form D-1, if a direct or indirect common parent entity is a Guarantor of the Equity Member.

Form D-1 requires the following attachments:

(a) Project narratives (PAGE LIMIT - 5-pages) – Of the projects listed on the Form D-1 table, the Respondent must provide one-page narrative descriptions for a minimum of 3 and a maximum of 5 projects listed on the Form that the Respondent deems to be the most relevant to the Project, including the following minimum details:

(i) the project’s financial plan and the Equity Member’s role in developing and negotiating the financial plan;

(ii) the name and participation percentages of each original equity investors and a descriptive evolution of the Equity Member’s (or Affiliate’s) percentage equity interest from financial close to date;

(iii) elements of those projects that are similar to the Project, and

Exhibit D

Request for Qualifications Consolidated Rent-a-Car Facility

Financial Submittal

Required Information and Instructions

(iv) the Equity Member’s role in supporting project development and commercial management.

(b) Project references – For each project for which a narrative description has been provided pursuant to clause (a) above, the Respondent must provide references and contact information of the project owners. If a reference cannot be reached or does not respond to LAWA’s request for information, LAWA reserves the right to not consider the project during its evaluation.

2. Form D-2 – Equity Member’s Investment Track Record

The Respondent must submit one Form D-2, completed in accordance with the instructions therein, to describe its Equity Members’ track record with procurements and investments in relevant projects.

3. Equity Funding Letters

The Respondent must submit a separate Equity Funding Letter for each Equity Member. Solely for the purposes of preparation of the Equity Funding Letters, Respondents should assume that the total minimum equity contribution required for the Project’s financial plan by lenders, rating agencies or LAWA is $50 million. Note that this amount should not be construed to be indicative of the ultimate equity contribution requirement in the ConRAC Agreement or that the ConRAC Agreement will include any such requirement.

Each Equity Funding Letter must comply with the following requirements:

(a) Signatory: If the Equity Member is an investment fund, then the letter must be signed by the fund’s general partner(s). If the Equity Member intends to fund its equity commitment through use of internal resources (e.g., a corporate entity supplying its own capital), the letter must be signed by the Chief Investment Officer, the Chief Financial Officer, or the Chief Executive Officer or equivalent officer.

(b) Approval Process. Provide an overview of the Equity Member’s completed to-date and remaining approval process (along with an indicative schedule) required to commit to and fund the required equity commitment for the Project. This section should include an identification and description of any required board, investment committee, or other formal approvals needed, as well as an indicative schedule for securing those approvals, as applicable.

(c) Funding Source.

(i) If the Equity Member is an investment fund, provide the name and both the ownership and management structure of the investment fund that will provide the funds for the equity

Exhibit D

Request for Qualifications Consolidated Rent-a-Car Facility

Financial Submittal

Required Information and Instructions

investment in the Project. Respondents should note that an investment fund that is anticipated to be created but does not exist or has not achieved its initial closing as of the SOQ submission date will not be considered.

(ii) If the Equity Member is any other type of entity, provide details regarding where and how the Equity Member’s equity investment will be sourced and a description of how competing allocation and capacity issues are considered between several project opportunities the Equity Member may pursue simultaneously.

(d) Investment Capacity. Provide supplemental information (as needed) to the financial statements of the Equity Member as evidence of its investment capacity for the Project. If the Equity Member is an investment fund, provide information about capital amounts already committed or subscribed, remaining commitments yet to be called with evidence and anticipated call schedule, allocation process for uncommitted funds, as well as whether a reserved allocation for the Project has been established.

(e) Investment Criteria. Provide (i) an explanation of why the Project is consistent with the Equity Member’s investment policy, goals and requirements and an acknowledgement that based on a preliminary review, the Project is more than likely to meet the investment policy requirements for the Equity Member and (ii) confirmation that the Equity Member is able to hold its investment in the Project without sale, securitization or other transfer until a date no earlier than two years following substantial completion of the Project’s construction.

4. & 5.

Form D-3 – Financial Officer’s Certificate

The Respondent must submit a separate Form D-3 with all annexes, executed by the Chief Financial Officer (or similar financial officer) for each of the following entities, completed in accordance with the instructions therein:

(a) Each Equity Member; (b) Each entity comprising the Lead Contractor; and/or (c) Any Guarantor of the foregoing entities. Each of the Equity Members and Lead Contractor entities should provide its own separate certificate. However, if any company has a Guarantor, only one consolidated certificate is required for such Guarantor and its guaranteed entity.

Exhibit D

Request for Qualifications Consolidated Rent-a-Car Facility

Financial Submittal

Required Information and Instructions

6. Financial Statements and Attachment 4 - Financial Statements Template

The Respondent must submit financial statements, as described below, for the following entities: each Equity Member, each entity comprising the Lead Contractor and/or each Guarantor, as applicable.

Required financial statements:

(a) Financial statements for each entity’s three most recently completed fiscal years (as applicable), audited by a generally recognized certified public accountant firm or unaudited annual statements if audited statements have not been produced; and

(b) Any interim financial statements prepared since the latest annual financial statement (e.g., quarterly and half-yearly).

(c) Financial statements must include: (i) Opinion Letter (Auditor’s Report) for annual financial

statements; (ii) Balance Sheet; (iii) Income Statement; (iv) Statement of Cash Flows; and (v) Footnotes, as available.

Respondents must also satisfy the follow requirements related to the financial statements:

(1) All financial statements must be presented in English.

(2) All amounts in the financial statements must be presented in their native reported currency.

(3) Applicable portions of each entity’s financial statements must be provided electronically in standard unlocked and unprotected Microsoft Excel workbooks using the workbook provided in Attachment 4 and the instructions therein as follows:

(A) one template should be populated with the balance sheet, income statement and statement of cash flows, for each of the three most recent years and relevant interim period(s) in separate columns, in chronological order, from left to right, in US Dollars; and

(B) if an entity reports financial statements in another currency, the information required in clause (A) above must also be provided in a second separate template, in the same format, in the native reported currency.

(4) If an entity provides financial statements that are not prepared in accordance with United States Generally Accepted Accounting

Exhibit D

Request for Qualifications Consolidated Rent-a-Car Facility

Financial Submittal

Required Information and Instructions

Principles (GAAP) or International Financial Reporting Standards (IFRS), then an explanation of the accounting differences between GAAP or IFRS and the accounting standards used to produce the audited financial statements must be prepared and submitted by the auditing firm.

If an entity intends to receive support from a Guarantor, as evidenced in its Financial Officer’s Certificate (Form D-3), then financial statements must be submitted only for the Guarantor. Each Equity Member and the Lead Contractor must determine, in its sole discretion, whether to offer the support of and financial information of a Guarantor.

7. Surety Letter The Respondent must provide duly executed letters from one or more sureties meeting the requirements below (each, a “Surety Letter”), evidencing the Lead Contractor’s capability to provide sufficient performance security for the Project.

(a) Collectively, the Surety Letters must reflect that the entities comprising the Lead Contractor can obtain both payment and performance bonds of $500 million in the aggregate, as of the date SOQ submission. If applicable, the Surety Letters may state that the relevant entity has a higher bonding capacity and provide that capacity amount. Any statements regarding the entities having unlimited bonding capacity will not be considered;

(b) Surety Letter(s) must state that the surety is familiar with the RFQ and has evaluated the backlog and works in progress of the entities comprising the Lead Contractor in determining their bonding capacity;

(c) Each Surety Letter must reference that the bonds would be for the Project and acknowledge that the Project’s design and construction costs and related risk liability may exceed $500 million;

(d) Surety Letter(s) must include assumptions or conditions regarding the provision of support, if any; and

(e) Each surety’s current rating must be at least “A” or better and “Class VIII” or better by A.M. Best and Company and evidence of such rating must be attached to the Surety Letter.

The requirement to provide the Surety Letter and the bond amounts referenced above are solely for the purposes of the evaluation of Lead Contractor’s financial qualifications and should not be construed as an indication of the ultimate performance security to be required for the Project in the ConRAC Agreement.

8. Financing Party The Respondent must submit at least one but no more than three letters of support from Financing Parties (each, a Financing Party

Exhibit D

Request for Qualifications Consolidated Rent-a-Car Facility

Financial Submittal

Required Information and Instructions

Support Letter(s) Support Letter).

Each Financing Party Support Letter must meet the following requirements:

(a) Explicitly state support for Respondent and interest in providing a loan or underwriting or arranging debt for the Project;

(b) Include details regarding the Financing Party’s experience with any Equity Members of the Respondent in connection with availability payment DBFOMs and regarding its experience bringing DBFOM projects of the size and nature of the Project to financial close;

(c) State any assumptions regarding the provision of support for the Respondent; and

(d) State the Financing Party’s long-term, unsecured debt rating, which must be at least A or A3, as applicable, by at two of the major rating agencies (Fitch, Moody’s, S&P).

Exhibit D

Request for Qualifications Consolidated Rent-a-Car Facility

EXHIBIT E Technical Submittals

SOQ Volume 1, Tab 3

(Confidential Information in Volume 2, Tab 2)

Technical Submittal Required Information and Instructions

To allow for proper evaluation of the capability of the Respondent to perform the scope of work, the following information and documents must be submitted:

1. Form E – Project Experience Form

The Respondent must submit a separate Form E-1, E-2, E-3, E-4, and E-5 in accordance with the instructions provided on each of the respective forms.

2. Key Personnel For the Key Personnel shown on the functional organizational chart, provide resumes in Tab 4 of Volume 1, of not more than two pages per resume, which include the following information:

1) Key position

2) Name of Key Personnel

3) Firm for which the Key Person works

4) Current office location and proposed office location for the Project

5) Length of tenure (years with the firm)

6) Total years of experience

7) Education: Schools attended and degrees

8) Licenses/certifications, as applicable

9) Work History: Relevant experience with similar projects and previous experience working with the Members of Proposer’s team

10) Three References: From previous owner’s, clients or employers. Include the reference’s name, position, company/agency and current email address and phone number. Proposers are requested to verify that contact information is correct, and are advised that if the contact information provided is not current, LAWA may elect to exclude the experience represented in determining Key Personnel qualifications.

3. Form F – Project Summary Information

The Proposer must submit one Form F to list all projects identified in the Form Es. This form provides a summary of the project information contained in the Form Es to provide an easy to view reference for the proposed team’s experience and capabilities.

Exhibit E 32645031.v1

Request for Qualifications Consolidated Rent-a-Car Facility

EXHIBIT F Administrative Requirements Package

Exhibit F

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Adm

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Req

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RFQ (File 7927) - Consolidated Rental Car Facility - 2 -

Administrative Requirements The following administrative requirements may reference the Los Angeles City Charter (LACC), Los Angeles Municipal Code (LAMC), or Los Angeles Administrative Code (LAAC). Forms and explanatory documents for each of the requirements are available at www.lawa.org. For further information or assistance regarding all LAWA administrative requirements, contact:

Los Angeles World Airports Procurement Services Division P O Box 92216 Los Angeles, CA 90009-2216 Phone: (424) 646-5380 Fax: (424) 646-9262 E-mail: [email protected] Internet: www.lawa.org –> About LAWA -> Business Opportunities - > Administrative Requirements

ATTENTION - REQUIRED SUBMISSION FOR RFQ: 1. BIDDER CONTRIBUTIONS CEC FORM 55 (CONTRACT BIDDER CAMPAIGN

CONTRIBUTION AND FUNDRAISING RESTRICTIONS) Persons who submit a response to this Request for Bid/Proposal/Qualifications are subject to Charter section 470(c)(12) and related ordinances. As a result, bidders/proposers/respondents may not make campaign contributions to and or engage in fundraising for certain elected City officials or candidates for elected City office from the time they submit the response until either the contract is approved or, for successful bidders/proposers/respondents, 12 months after the contract is signed. The bidder's/proposer’s/respondents’ principals and subcontractors performing $100,000 or more in work on the contract, as well as the principals of those subcontractors, are also subject to the same limitations on campaign contributions and fundraising. Bidders/Proposers/Respondents must submit CEC Form 55 (attached) to LAWA with their bid/proposal/Statement of Qualifications. The form requires bidders to identify their principals, their subcontractors performing $100,000 or more in work on the contract, and the principals of those subcontractors. Bidders/Proposers/Respondents must also notify their principals and subcontractors in writing of the restrictions and include the notice in contracts with subcontractors. Responses submitted without a completed CEC Form 55 shall be deemed nonresponsive. Bidders/Proposers/Respondents who fail to comply with City law may be subject to penalties, termination of contract, and debarment. Additional information regarding this requirement may be obtained at: 200 N. Spring Street City Hall, 24th Floor Los Angeles, California 90012 (213) 978-1960 (213) 978-1988 [Fax]

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[email protected] Web: http://ethics.lacity.org Attachments: • Bidder Contributions CEC Form 55 • Los Angeles City Ethics Commission Special Bulletin, available at

http://ethics.lacity.org/pdf/pressrelease/press_042511_New_Charter_Amend_Limits_Bidder_Bulletin.pdf 2. CONTRACTOR RESPONSIBILITY PROGRAM Pursuant to Resolution No. 21601 adopted by the Board of Airport Commissioners, effective May 20, 2002, the Contractor Responsibility Program (CRP) is the policy of Los Angeles World Airports (LAWA) to ensure that all LAWA contractors have the necessary quality, fitness and capacity to perform the work set forth in the contract. LAWA shall award contracts only to entities and individuals it has determined to be Responsible Contractors. The provisions of this Program apply to leases and contracts for construction, for services, and for purchases of goods and products that require Board approval. Bidders/Proposers are required to complete and submit with the bid/proposal the attached “Contractor Responsibility Program Questionnaire” that provides information LAWA needs in order to determine if the Bidder/Proposer is responsible and has the capability to perform the contract. The information contained in the CRP Questionnaire is subject to public review for a period of not less than 14 days. Bidders/Proposers are also required to complete, sign and submit with the bid/proposal the attached “Contractor Responsibility Program Pledge of Compliance.” Bidders/Proposers are also required to respond within the specified time to LAWA’s request for information and documentation needed to support a Contractor Responsibility determination. Subcontractors will be required to submit the Pledge to the prime contractor prior to commencing work. For the list of Contractor Responsibility Program respondents, please visit our website www.lawa.org -> About LAWA -> Business Opportunities - > Administrative Requirements - > Contractor Responsibility Program -> Contractor Responsibility Program Questionnaire Respondents. Attachments:

• Contractor Responsibility Program Questionnaire • Contractor Responsibility Program Pledge of Compliance

3. MUNICIPAL LOBBYING ORDINANCE The City's Municipal Lobbying Ordinance Los Angeles Municipal Code, Section 48.09 requires certain individuals and entities to register with the City Ethics Commission and requires public disclosure of certain lobbying activities, including money received and spent. Additionally, for all construction contracts, public leases, or licenses of any value and duration; goods or service contracts with a value greater than $25,000 and a term of at least three months, each bidder/proposer must submit with its bid a certification, on a form (CEC Form 50) proscribed by the City Ethics Commission, that the bidder acknowledges and agrees to comply with the disclosure requirements and prohibitions established in the Los Angeles Municipal Lobbying Ordinance, if the bidder qualifies as a lobbying entity.

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Failure to submit the Bidder Certification CEC Form 50 with the bid/proposal will render the bid/proposal non-responsive. Additional information regarding this requirement may be obtained at: 200 N. Spring Street City Hall, 24th Floor Los Angeles, California 90012 (213) 978-1960 (213) 978-1988 [Fax] [email protected] Web: http://ethics.lacity.org Attachments: • Municipal Lobbying Ordinance, available at http://www.lawa.org/welcome_LAWA.aspx?id=586 • Bidder Certification CEC Form 50, available at http://www.lawa.org/welcome_LAWA.aspx?id=586 POTENTIAL ADMINISTRATIVE REQUIREMENTS THESE REQUIREMENTS MAY BE REQUIRED AT A LATER TIME FOR ENTITIES THAT RESPOND TO A FUTURE RFP RESULTING FROM A QUALIFIED PROPOSER LIST: 1. VENDOR IDENTIFICATION FORM

The Vendor ID form requires general information about a bidder/proposer’s business as well as the Seller’s Permit and the Business Tax Registration Certificate (BTRC) numbers, Payment Terms, Equal Employment Opportunity Officer contact information, and data on the firm’s City of Los Angeles contracts (if applicable).

• Seller’s Permit Number

The Seller’s Permit Number is required if the vendor is engaged in business in California; intends to sell or lease tangible personal property that would ordinarily be subject to sales tax if sold at retail; will make sales for a temporary period, normally lasting no longer than 30 days at one or more locations. The enforcing agency for this requirement is the Board of Equalization, the Sales and Use Tax Department. Additional information regarding this requirement can be found at http://www.boe.ca.gov/sutax/sutprograms.htm.

• Payment terms

Payment terms represent LAWA’s conditions under which the vendor will be reimbursed for his/her services or sold goods. Typically, these terms specify the period allowed to a buyer to pay off the amount due, and may demand cash in advance, cash on delivery, deferred payment period of 30 days or more, etc. Please refer to www.lawa.org -> About LAWA -> Business Opportunities - > Administrative Requirements - > LAWA Payment Terms to determine the applicable code.

• Business Tax Registration Certificate

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Pursuant to the LAMC, Chapter 2, Article 1, Section 21.03, persons engaged in any business or occupation within the City of Los Angeles are required to register and pay the required tax. Businesses, including vendors, subject to this tax are issued a Business Tax Registration Certificate (BTRC) or a Vendor Registration Number (VRN). Information regarding this requirement may be obtained at Office of Finance, Tax & Permit Division, 200 N. Spring St., Room 101, Los Angeles, CA 90012, Phone: (213) 473-5901, Web: http://finance.lacity.org.

• List of Other City of Los Angeles Contracts (during previous ten years)

Bidders/Proposers must submit a list of all City of Los Angeles contracts held within the last ten (10) years. For additional information regarding all LAWA administrative requirements, please contact Procurement Services at (424) 646-5380 or visit our website at www.lawa.org -> About LAWA -> Business Opportunities - > Administrative Requirements. 2. AFFIDAVIT OF NON-COLLUSION Pursuant to the LAAC, Division 10, Chapter 1, Article 2, Section 10.15, each bid/proposal must include the attached affidavit of the Bidder/Proposer that the bid/proposal is genuine, and not a sham or collusive, or made in the interest or on behalf of any person, and that the Bidder/Proposer has not directly or indirectly induced or solicited any other Bidder/Proposer to submit a sham bid, or any other person, firms, or corporation to refrain from bidding, and that the Bidder/Proposer has not sought by collusion to secure for himself/herself an advantage over any other Bidder/Proposer. Bidders/Proposers must complete, notarize, and submit the “Affidavit to Accompany Proposals or Bids” with the bid/proposal. 3. AFFIRMATIVE ACTION Pursuant to the LAAC, Division 10, Chapter 1, Article 1, Sections 10.8. et seq. and the Board of Airport Commissioners Resolution No. 23772, it is the policy of the City of Los Angeles to require each person or entity contracting for goods or services to comply with the Non-discrimination, Equal Employment Practices, and Affirmative Action Program provisions of the City of Los Angeles. All Bidders/Proposers must agree to adhere to the Non-Discrimination provision, designate an Equal Employment Opportunity Officer and provide his/her contact info in the Vendor Identification Form enclosed in the administrative requirements package. 4. ASSIGNMENT OF ANTI-TRUST CLAIMS It is the policy of Los Angeles World Airports (“LAWA”) to inform each Bidder/Proposer that in submitting a bid/proposal to LAWA, the Bidder/Proposer may be subject to California Government Code Sections 4550 – 4554. If applicable, the Bidder/Proposer offers and agrees

RFQ (File 7927) - Consolidated Rental Car Facility - 6 -

that if the bid is accepted, it will assign to LAWA all rights, title, and interest in and to all causes of action it may have under Section 4 of the Clayton Act or under the Cartwright Act, arising from purchases of goods, services, or materials by the Bidder/Proposer. Such assignment is made and becomes effective at the time LAWA tenders final payment to the Bidder/Proposer. 5. CHILD SUPPORT OBLIGATIONS Pursuant to the LAAC, Division 10, Chapter 1, Article 1, Section 10.10, contractors and subcontractors performing work for the City must comply with all reporting requirements and Wage and Earning Assignment Orders relative to legally mandated child support and certify that contractors/subcontractors will maintain such compliance throughout the term of the contract. 6. EQUAL BENEFITS ORDINANCE Any contract awarded pursuant to this procurement process shall be subject to the applicable provisions of the Los Angeles Administrative Code Section 10.8.2.1, Equal Benefits Ordinance (EBO). The EBO requires City contractors who provide benefits to employees with spouses provide the same benefits to employees with domestic partners. Domestic partners are defined as two adults living together, jointly responsible for living expenses, committed to an intimate and caring relationship and registered as domestic partners with a governmental entity. Bidders/Proposers/Lessees must submit the Equal Benefits Ordinance Compliance Affidavit (2 pages) with bid/proposal. The Equal Benefits Ordinance Compliance Affidavit shall be valid for a period of twelve months. Bidders/Proposers do not need to submit supporting documentation with their bids or proposals. However, the City may request supporting documentation to verify that the benefits are provided equally as specified on the Equal Benefits Ordinance Compliance Affidavit. Bidders/Proposers/Lessees seeking additional information regarding the requirements of the Equal Benefits Ordinance may visit the Bureau of Contract Administration’s web site at http://bca.lacity.org or call Procurement Services at (424) 646-5380. 7. FIRST SOURCE HIRING PROGRAM Pursuant to Resolution No. 22674 adopted by Board of Airport Commissioners on April 18, 2005, any contract awarded July 1, 2005 and thereafter shall be subject to the applicable provisions of the First Source Hiring Program (FSHP) for LAX airport jobs. This program will provide early access to targeted applicants for available LAX airport jobs, and employers will receive prompt, cost-free referrals of qualified and trained applicants. All Contractors, Lessees, Licensees, and Construction Contractors with non-trade jobs, with new, amended, or renewed contracts will be required to participate in this program. As such, the FSHP will be incorporated as a material term of all LAX airport contracts, lease agreements and licensing or permitting agreements.

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LAX employers with open non-construction positions must contact the FSHP, register their company and post their positions on the Applicant Tracking System (ATS) prior to posting their positions to the general public. Failure to comply with this contract provision may result in liquidated damages of $1,000.00. For additional information regarding First Source Hiring Program please contact: Business and Job Resources Center, First Source Hiring Program, 6053 W. Century Blvd., 3rd Floor, Los Angeles, CA 90045, (424) 646-7300, (424) 646-9257 fax., web: www.lawa.org/bjrc. 8. INSURANCE Pursuant to LAAC, Division 11, Chapter 2, Article 2, Section 11.47 and the Risk Management Policy (Council File #79-3194-S1) adopted by Los Angeles City Council on March 1, 1991, the City of Los Angeles is to be protected to the maximum extent feasible, against loss or losses which would significantly affect personnel, property, finances, or the ability of the City to continue to fulfill its responsibilities to taxpayers and the public. Consequently, prior to commencing work, the selected Bidder/Proposer must provide acceptable evidence of insurance that conforms to the insurance requirements set forth in the contract awarded pursuant to this procurement. Said acceptable evidence of insurance must remain current as required in the contract and be on file with the Insurance Compliance Unit in order to receive payment under any contract with the City of Los Angeles. Additional information is available at www.lawa.org -> About LAWA -> Business Opportunities -> Administrative Requirements -> Insurance. 9. LIVING WAGE ORDINANCE Unless otherwise exempt in accordance with the provisions of the Living Wage Ordinance, Los Angeles Administrative Code Section 10.37 et seq., as amended from time to time (the “LWO”), (i) contractors under service contracts primarily for the furnishing of services to or for the City and that involve an expenditure or receipt in excess of $25,000 and a contract term of at least three (3) months, (ii) certain lessees and licensees of City property, and (iii) certain recipients of City financial assistance, shall comply with the provisions of the LWO. Generally, the LWO requirements are as follows: (i) Wages: employers shall pay its employees a wage of no less than the hourly rates set under the LWO; and (ii) Compensated Days Off: employers shall provide at least twelve (12) compensated days off per year for sick leave, vacation or personal necessity at the employee’s request, and employers shall also permit its employees to take at least an additional ten (10) days a year of uncompensated time to be used for sick leave for the illness of the employee or a member of his or her immediate family where the employee has exhausted his or her compensated days off for that year. Compliance with LWO does not require any form to be submitted with the bid/proposal, however, if the Bidders/Proposers believe that they meet the qualifications for one of the LWO Statutory Exemptions (Collective bargaining agreement with supersession language or Occupational license; 501(c)(3) Non-Profit Organizations or One-Person Contractors; Small Business (for lessees and licensees only)), they shall submit with their bid/proposal one of the exemption forms along with supporting documents.

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Once the contract is executed, the contractor is required to complete and submit the following forms:

• Employee Information Form • Subcontractor Information Form

All the forms pertaining to LWO compliance are available at: http://bca.lacity.org/index.cfm?nxt=ee&nxt_body=div_occ_lwo_forms.cfm. Please follow the instructions on the forms for completion and submittal. If you have questions about LWO compliance at LAWA, please contact us at 424-646-5380 or [email protected]. For the most current LWO rates, rules and regulations, please visit the Department of Public Works’ website at http://bca.lacity.org or contact the Bureau of Contract Administration, Office of Contract Compliance, 1149 S. Broadway St., Suite 300, Los Angeles, CA 90015; phone: (213) 847-1922, and fax: (213) 847-2777. 10. LIVING WAGE AND SERVICE CONTRACT WORKER RETENTION ORDINANCES Unless otherwise exempt in accordance with the provisions of the Living Wage Ordinance, Los Angeles Administrative Code Section 10.37 et seq., as amended from time to time (the “LWO”), (i) contractors under service contracts primarily for the furnishing of services to or for the City and that involve an expenditure or receipt in excess of $25,000 and a contract term of at least three (3) months, (ii) certain lessees and licensees of City property, and (iii) certain recipients of City financial assistance, shall comply with the provisions of the LWO. Generally, the LWO requirements are as follows: (i) Wages: employers shall pay its employees a wage of no less than the hourly rates set under the LWO; and (ii) Compensated Days Off: employers shall provide at least twelve (12) compensated days off per year for sick leave, vacation or personal necessity at the employee’s request, and employers shall also permit its employees to take at least an additional ten (10) days a year of uncompensated time to be used for sick leave for the illness of the employee or a member of his or her immediate family where the employee has exhausted his or her compensated days off for that year. Unless otherwise exempt in accordance with the provisions of the Service Contractor Worker Retention Ordinance Section 10.36 et seq., as amended from time to time (the “SCWRO”), contractors under service contracts primarily for the furnishing of services to or for the City or financial assistance recipients and that involve an expenditure or receipt in excess of $25,000 and a contract term of at least three (3) months shall comply with the provisions of the SCWRO. Generally, for SCWRO compliance, the successor contractor shall agree to retain, for a ninety (90)-day transition employment period, employees who have been employed by the terminated contractor or its subcontractors, if any, for the preceding twelve (12) months or longer and who were earning less than Fifteen Dollars ($15.00) per hour. Compliance with LWO and SCWRO does not require any form to be submitted with the bid/proposal, however, if the Bidders/Proposers believe that they meet the qualifications for one of the LWO Statutory Exemptions (Collective bargaining agreement with supersession language or Occupational license; 501(c)(3) Non-Profit Organizations or One-Person Contractors; Small Business, for lessees and licensees only), or SCWRO Exemption (City Financial Assistance Recipient), they shall submit with their bid/proposal one of the exemption forms along with supporting documents.

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Once the contract is executed, the contractor is required to complete and submit the following forms:

• Employee Information Form • Subcontractor Information Form

All the forms pertaining to LWO and SCWRO compliance are available at: http://bca.lacity.org/index.cfm?nxt=ee&nxt_body=div_occ_lwo_forms.cfm. Please follow the instructions on the forms for completion and submittal. If you have questions about LWO and SCWRO compliance at LAWA, please contact us at 424-646-5380 or [email protected]. For the most current LWO/SCWRO rates, rules and regulations, please visit the Department of Public Works’ website at http://bca.lacity.org or contact the Bureau of Contract Administration, Office of Contract Compliance, 1149 S. Broadway St., Suite 300, Los Angeles, CA 90015; phone: (213) 847-1922, and fax: (213) 847-2777. 11. ALTERNATIVE FUEL VEHICLE REQUIREMENT PROGRAM Contractor shall comply with the provisions of the Alternative Fuel Vehicle Requirement Program adopted by the Board pursuant to Resolution No. 22554 and the LAWA Rules and Regulations promulgated thereunder. The rules, regulations and requirements of the Alternative Fuel Vehicle Requirement Program are attached.

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The following CEC Form 55 must be signed on page 1. If you fail to sign the form or if you submit an incomplete CEC Form 55, your proposal/bid will be deemed nonresponsive.

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LOS ANGELES WORLD AIRPORTS CONTRACTOR RESPONSIBILITY PROGRAM

QUESTIONNAIRE On December 4, 2001, the Board of Airport Commissioners adopted Resolution No. 21601, establishing LAWA’s Contractor Responsibility Program (CRP). The intent of the program is to ensure that all LAWA contractors have the necessary quality, fitness and capacity to perform the work set forth in the contract. To assist LAWA in making this determination, each bidder/proposer is required to complete and submit with the bid/proposal the attached CRP Questionnaire. If a non-competitive process is used to procure the contract, the proposed contractor is required to complete and submit the CRP Questionnaire to LAWA prior to execution of the contract. Submitted CRP questionnaires will become public records and information contained therein will be available for public review for at least fourteen (14) calendar days, except to the extent that such information is exempt from disclosure pursuant to applicable law. The signatory of this questionnaire guarantees the truth and accuracy of all statements and answers to the questions herein. Failure to complete and submit this questionnaire may make the bid/proposal non-responsive and result in non-award of the proposed contract. During the review period if the bidder/proposer or contractor (collectively referred to hereafter as “bidder/proposer”) is found non-responsible, he/she is entitled to an Administrative Hearing if a written request is submitted to LAWA within ten (10) working days from the date LAWA issued the non-responsibility notice. Final determination of non-responsibility will result in disqualification of the bid/proposal or forfeiture of the proposed contract. All Questionnaire responses must be typewritten or printed in ink. Where an explanation is required or where additional space is needed to explain an answer, use the CRP Questionnaire Attachment A. Submit the completed and signed Questionnaire and all attachments to LAWA. Retain a copy of this completed questionnaire for future reference. Contractors shall submit updated information to LAWA within thirty (30) days if changes have occurred that would make any of the responses inaccurate in any way. A. PROJECT TITLE: _______________________________________________________________________ B. BIDDER/CONTRACTOR INFORMATION:

____________________________________________________________________________________ Legal Name DBA ____________________________________________________________________________________ Street Address City State Zip ____________________________________________________________________________________ Contact Person, Title Phone Fax

C. TYPE OF SUBMISSION: The CRP Questionnaire being submitted is:

An initial submission of a CRP Questionnaire. Please complete all questions and sign Attachment A.

An update of a prior CRP Questionnaire dated _____/_____/_____. Please complete all questions and sign Attachment A.

A copy of the initial CRP Questionnaire dated _____/_____/_____/. Please sign below and return this page.

I certify under penalty of perjury under the laws of the State of California that there has been no change to any of the responses since the firm submitted the last CRP Questionnaire.

________________________________________________________________________________________ Print Name, Title Signature Date

CRP Questionnaire Revised 10/2013.doc

Los Angeles World Airports Contractor Responsibility Program Questionnaire

2

A. OWNERSHIP AND NAME CHANGES

1a. In the past five (5) years, has the name of the bidder/proposer (also referred to herein as “your firm”) changed?

Yes No If Yes, list on Attachment A all prior legal and D.B.A. names used by the bidder/proposer, the addresses of each of the identified entities, and the dates when each identified entity used those names. Additionally, please explain in detail the specific reason(s) for each name change.

1b. In the past five (5) years, has the owner of your firm (if your firm is a sole proprietorship) or any partner of your firm (if your firm is a partnership), or any officer of your firm (if your firm is a corporation) engaged in the same or similar type of business as the current firm?

Yes No

If Yes, list on Attachment A the names of those firms.

B. FINANCIAL RESOURCES AND RESPONSIBILITY

2. In the past five (5) years, has your firm ever been the debtor in a bankruptcy proceeding?

Yes No If Yes, explain on Attachment A the specific circumstances and dates surrounding each instance.

3. Is your company now in the process of, or in negotiations toward, or in preparations for being sold?

Yes No If Yes, explain on Attachment A the specific circumstances, including to whom being sold and principal contact information.

4. In the past five (5) years, has your firm's financial position significantly changed?

Yes No If Yes, explain the specific circumstances on Attachment A.

5. In the past five (5) years, has your firm ever been denied bonding?

Yes No If Yes, explain on Attachment A the specific circumstances surrounding each instance and include the name of the bonding company.

6. In the past five (5) years, has any bonding company made any payments to satisfy any claims made against a bond issued on your firm's behalf or a firm where you were the principal?

Yes No If Yes, explain on Attachment A the specific circumstances surrounding each instance.

PERFORMANCE HISTORY

7. In the past five (5) years, has your firm or the owner of your firm (if your firm is a sole proprietorship) or any partner of your firm (if your firm is a partnership), or any officer of your firm (if your firm is a corporation) defaulted under a contract with a governmental entity or with a private individual or entity?

Yes No If Yes, explain on Attachment A the specific circumstances surrounding each instance. CRP Questionnaire Revised 10/2013.doc

Los Angeles World Airports Contractor Responsibility Program Questionnaire

3

8. In the past five (5) years, has a governmental or private entity or individual terminated your firm's contract prior to

completion of the contract?

Yes No If Yes, explain on Attachment A the specific circumstances surrounding each instance, and principal contact information.

9. In the past five (5) years, has your firm ever failed to meet any scheduled deliverables or milestones?

Yes No If Yes, explain on Attachment A the circumstances surrounding each instance, and principal contact information.

10. In the past ten (10) years, has the bidder/proposer had any contracts with any private or governmental entity to perform

work which is similar, in any way, to the work to be performed on the contract for which you are bidding or proposing?

Yes No If Yes, list on a separate attachment, for each contract listed in response to this question: (a) contract number and dates; (b) awarding authority; (c) contact name and phone number; (d) description and success of performance; and (e) total dollar amount. Include audit information if available.

COMPLIANCE

11. In the past five (5) years, has your firm or any of its owners, partners, or officers, been penalized for or been found to have violated any federal, state, or local laws in the performance of a contract, including but not limited to laws regarding health and safety, labor and employment, wage and hours, and licensing laws which affect employees?

Yes No If Yes, explain on Attachment A the specific circumstances surrounding each instance, including the entity involved, the specific infraction(s), the dates of such instances, and the outcome and current status.

12. In the past five (5) years, has your firm ever been debarred or determined to be a non-responsible bidder contractor?

Yes No If Yes, explain on Attachment A the specific circumstances surrounding each instance, including the entity involved, the specific infraction(s), the dates of such instances, and the current status.

BUSINESS INTEGRITY

13. In the past five (5) years, has your firm been convicted of, or found liable in a civil suit for making a false claim(s) or material misrepresentation(s) to any private or governmental entity?

Yes No If Yes, explain on Attachment A the specific circumstances surrounding each instance, including the entity involved, the specific infraction(s), the dates of such instances, and the outcome and current status.

14. In the past five (5) years, has your firm or any of its executives, management personnel, and owners been convicted of a crime, including misdemeanors, or been found liable in a civil suit involving the bidding, awarding, or performance of a government contract; or the crime of theft, fraud, embezzlement, perjury, or bribery?

Yes No If Yes, explain on Attachment A the specific circumstances surrounding each instance, including the entity involved, the specific infraction(s), the dates of such instances, and current status. CRP Questionnaire Revised 10/2013.doc

Los Angeles World Airports Contractor Responsibility Program Questionnaire

4

15. Prior to bidding on, submitting a proposal or executing a contract or renewal for a City of Los Angeles contract for goods

or services of $1,000,000 or more, a vendor must either: a) certify it is not on the current list of persons engaged in investment activities in Iran created by the California Department of General Services (“DGS”) pursuant to Public Contract Code section 2203(b) (found at: http://www.documents.dgs.ca.gov/pd/poliproc/Iran%20Contracting%20Act%20List.pdf) and is not a financial institution extending $20,000,000 or more in credit to another person, for 45 days or more, if that person will use the credit to provide goods or services in the energy sector in Iran and is identified on the current list of persons engaged in investment activities in Iran created by DGS; or b) demonstrate it has been exempted from the certification requirement for that solicitation or contract pursuant to Public Contract Code section 2203(c) or (d).

To comply with this requirement, please check ONE of the options below. OPTION #1:

Is your firm identified on the list entitled, “Entities Prohibited from Contracting with Public Entities in California per the Iranian Contracting Act of 2010”?

Yes No OPTION #2:

If your firm is identified on the aforementioned list, have you obtained an exemption?

Yes No CRP Questionnaire Revised 10/2013.doc

Los Angeles World Airports Contractor Responsibility Program Questionnaire

5

ATTACHMENT "A" FOR ANSWERS TO QUESTIONS IN SECTIONS A THROUGH E

Use the space below to provide required additional information or explanation(s). Information submitted on this sheet must be typewritten. Indicate the question for which you are submitting the additional information. Information submitted on this Attachment will be available for public review, except to the extent that such information is exempt from disclosure pursuant to applicable law. Insert additional Attachment A pages as necessary.

CERTIFICATION UNDER PENALTY OF PERJURY

I certify under penalty of perjury under the laws of the State of California that I have read and understand the questions contained in this CRP Questionnaire. I further certify that I am responsible for the completeness and accuracy of the answers to each question, and that all information provided in response to this Questionnaire is true to the best of my knowledge and belief. Print Name, Title Signature Date CRP Questionnaire Revised 10/2013.doc

CRP Pledge

LOS ANGELES WORLD AIRPORTSCONTRACTOR RESPONSIBILITY PROGRAM

PLEDGE OF COMPLIANCE

The Los Angeles World Airports (LAWA) Contractor Responsibility Program (Board Resolution#21601) provides that, unless specifically exempted, LAWA contractors working under contractsfor services, for purchases, for construction, and for leases, that require the Board of AirportCommissioners' approval shall comply with all applicable provisions of the LAWA ContractorResponsibility Program. Bidders and proposers are required to complete and submit thisPledge of Compliance with the bid or proposal or with an amendment of a contract subject tothe CRP. In addition, within 10 days of execution of any subcontract, the contractor shall submitto LAWA this Pledge of Compliance from each subcontractor who has been listed as performingwork on the contract.

The contractor agrees to comply with the Contractor Responsibility Program and the followingprovisions:

(a) To comply with all applicable Federal, state, and local laws in the performance of thecontract, including but not limited to, laws regarding health and safety, labor andemployment, wage and hours, and licensing laws which affect employees.

(b) To notify LAWA within thirty (30) calendar days after receiving notification that anygovernment agency has initiated an investigation that may result in a finding that thecontractor is not in compliance with paragraph (a).

(c) To notify LAWA within thirty (30) calendar days of all findings by a government agency orcourt of competent jurisdiction that the contractor has violated paragraph (a).

(d) To provide LAWA within thirty (30) calendar days updated responses to the CRPQuestionnaire if any change occurs which would change any response contained withinthe completed CRP Questionnaire. Note: This provision does not apply to amendmentsof contracts not subject to the CRP and to subcontractors not required to submit a CRPQuestionnaire.

(e) To ensure that subcontractors working on the LAWA contract shall complete and sign aPledge of Compliance attesting under penalty of perjury to compliance with paragraphs (a)through (c) herein. To submit to LAWA the completed Pledges.

(f) To notify LAWA within thirty (30) days of becoming aware of an investigation, violation orfinding of any applicable federal, state, or local law involving the subcontractors in theperformance of a LAWA contract.

(g) To cooperate fully with LAWA during an investigation and to respond to request(s) forinformation within ten (10) working days from the date of the Notice to Respond.

Failure to sign and submit this form to LAWA with the bid/proposal may make the bid/proposalnon-responsive. ____________________________________________________________________________Company Name, Address and Phone Number

_____________________________________________________________________________________________Signature of Officer or Authorized Representative Date

_____________________________________________________________________________________________Print Name and Title of Officer or Authorized Representative

_____________________________________________________________________________________________

Mun

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Request for Qualifications Consolidated Rent-a-Car Facility

FORM A: TRANSMITTAL LETTER [Respondent must complete one Form A.]

[Insert Letterhead] City of Los Angeles

Los Angeles World Airports Los Angeles International Airport

Respondent: _____________________________ Date: _______________ Mr. Jamaal Avilez, Procurement Manager Los Angeles World Airports 7301 World Way West, 9th Floor Los Angeles, CA 90045

In response to the Request for Qualifications for the LAX Rental Car Center dated November 30, 2016 (the RFQ), together with any addenda to the RFQ, the undersigned (Respondent) hereby represents and warrants that it has carefully examined and is fully familiar with the RFQ and hereby submits this Statement of Qualifications (the SOQ) in response to the RFQ.

The undersigned Respondent acknowledges the right of LAWA to waive informalities in the SOQ, to reject any or all SOQs submitted, and to permit opportunities to make additional submittals to address any deficiencies and/or ambiguities in the SOQ.

Respondent certifies that it has satisfied itself with respect to any questions it had regarding the RFQ. Respondent further certifies and declares that the information stated in this SOQ is true, correct, genuine, and not sham or collusive, nor made in the interest or on behalf of any person not named in this SOQ. Respondent has not directly or indirectly induced or solicited any other Respondent to make a sham SOQ, or any other person, firm or corporation to refrain from submitting an SOQ, and Respondent has not in any manner sought by collusion to secure for itself an advantage over any other Respondent. Respondent agrees to abide by all other contents and terms of the RFQ.

The undersigned Respondent acknowledges receipt and consideration of the following addenda to the RFQ:

Addenda Numbers: ____________________________________________________________

Respondent Members (identify and label Equity Members, Lead Contractor, Lead Designer, Lead O&M Provider and any identified subcontractors)

______________________________________

______________________________________

______________________________________

Key External Advisors for Respondent (e.g., financial advisor and legal advisor), if any: ______________________________________

Form A

Request for Qualifications Consolidated Rent-a-Car Facility

______________________________________ Name and affiliation of at least one representative from the Respondent team that attended the Pre-SOQ Conference: ______________________________________ Authorized representative of Respondent:______________________________. The RFQ shall be governed by and construed in all respects according to the laws of the State of California. By executing this form, Respondent confirms that the representative named above is authorized to act as agent on behalf of Respondent and is the point of contact for Respondent in communications with LAWA throughout the RFQ process. Any capitalized terms not defined herein have the meaning given them in the RFQ. Respondent declares under penalty of perjury under the laws of the State of California, that the foregoing is correct.

Respondent: By: Respondent’s Business Address:

(Signature)

(Type or Print Name)

(Title) Respondent’s Business Email:

Form A

Request for Qualifications Consolidated Rent-a-Car Facility

FORM B: ORGANIZATIONAL CONFLICT OF INTEREST DISCLOSURE STATEMENT

[Respondent must complete one Form B.]

Organizational Conflict of Interest Definition LAWA’s Organizational Conflict of Interest Guidelines for the Consolidated Rent-A-Car-Center and Automated People Mover Projects (Conflict of Interest Guidelines) defines organizational conflicts of interest as follows:

Organizational Conflict of Interest means a circumstance arising out of a Contractor’s existing or past activities, business or financial interests, familial relationships, contractual relationships, and/or organizational structure (i.e., parent entities, subsidiaries, Affiliates, etc.) that results in (i) impairment or potential impairment of a Contractor’s ability to render impartial assistance or advice to LAWA or of its objectivity in performing work for LAWA, (ii) an unfair competitive advantage for any Contractor bidding or proposing on a LAWA procurement for the Projects; or (iii) a perception or appearance of impropriety with respect to any of LAWA’s procurements or contracts for the Projects or a perception or appearance of unfair competitive advantage with respect to a procurement for the projects by LAWA (regardless of whether any such perception is accurate).

Disclosure Having reviewed the Conflict of Interest Guidelines, Respondent hereby indicates as to itself, its Members and any and all subcontractors it has identified at the time of the submittal of the SOQ, and their respective personnel, that Respondent has, to the best of its knowledge and belief:

_____ Determined that no potential Organizational Conflict of Interest exists.

_____ Determined a potential Organizational Conflict of Interest exists. If Respondent has determined that a potential Organizational Conflict of Interest exists, in the space provided below and on supplemental sheets as necessary, identify all relevant facts relating to the potential Organizational Conflict of Interest. If Respondent has made any prior disclosure to LAWA of an Organizational Conflict of Interest under the Conflict of Interest Guidelines, in the space provided below include information regarding such prior disclosure and/or LAWA’s determination regarding that Organizational Conflict of Interest.

Form B

Request for Qualifications Consolidated Rent-a-Car Facility

Explanation In the space below, and on supplemental sheets as necessary, identify steps that have been or will be taken to avoid or mitigate any Organizational Conflicts of Interest described herein.

Certification The undersigned hereby certifies that, to the best of his or her knowledge and belief, no interest exists that is required to be disclosed in this Organizational Conflicts of Interest Disclosure Statement, other than as disclosed above. I certify that the foregoing is true and correct, and that I am authorized to execute this form on behalf of Respondent:

Signature

Printed Name

Title (Authorized representative of Respondent)

Respondent

Form B

Request for Qualifications Consolidated Rent-a-Car Facility

FORM C-1: INFORMATION REGARDING EQUITY MEMBERS AND LEAD CONTRACTOR

[Complete one Form C-1 for Respondent. If an Equity Member or a Lead Contractor entity identified below is a joint venture, consortium, partnership or limited liability company, provide information on this Form C-1 for each constituent member of the joint venture, consortium, partnership or limited liability company of the Equity Member. Indicate whether the Member is also in other roles on the Project.]

Equity Member name, address, legal nature and

state of organization

Planned equity ownership percentage in Developer

(sum total should be 100%)

Guarantor name and address (if applicable)

Indicate other roles: Lead Contractor, Lead Designer or Lead O&M Provider

Example: Consortium A (75% Company A1 and 25% Company A2)

Example: 65% Example: Lead Contractor

Example: Company B Example: 35% Company B1

Lead Contractor entity name, address, legal nature and

state of organization

Planned participation percentage in Lead

Contractor (sum total should be 100%)

Guarantor name and address (if applicable)

Indicate other roles: Equity Member, Lead Designer or Lead O&M Provider

Example: Company C Example: 50% Example: Equity Member through Affiliate

Example: Company D Example: 50% Company D1 Example: None

Form C-1

Request for Qualifications Consolidated Rent-a-Car Facility

FORM C-2 INFORMATION REGARDING EQUITY MEMBERS, MAJOR PARTICIPANTS AND

GUARANTORS

[Complete a separate Form C-2 for each Equity Member, each entity comprising the Major Participant, and each Guarantor (if any). If an Equity Member, Major Participant or Guarantor identified in Form C-2 is a joint venture, consortium, partnership or limited liability company, provide a separate Form C-2 for each constituent member of the joint venture, consortium, partnership or limited liability company of the Equity Member, Major Participant, or Guarantor (as applicable).] Name of Respondent:_____________________________________________________________

Name of Entity Completing this Form C-2 ___________________________________________ Year Established: ______________________ Individual Contact: ______________________ Entity’s Role in the Project: ______________________________________________________ Business Address:

______________________________________________________________ Headquarters: ________________________________________________________________ Office Performing Work: ________________________________________________________ Contact Telephone Number: _____________________________________________________ Legal Nature / Business Organization (check one):

Corporation (If yes, then indicate the Authority and Year of Incorporation.) Partnership Joint Venture/Consortium Limited Liability Company Other (describe)

State of Organization: ____________________ Federal Tax ID No.: ____________________ North American Industry Classification Code: _____________

AUTHORIZED REPRESENTATIVE:

Under penalty of perjury, I certify that the foregoing is true and correct, and that I am the authorized representative of the entity to which this form relates:

By: Print Name:

Title: Date:

Form C-2

Request for Qualifications Consolidated Rent-a-Car Facility

FORM D-1 - EQUITY MEMBERS’ PROJECT DEVELOPMENT EXPERIENCE

[Complete one Form D-1 per Respondent to reflect the collective experience of all of its Equity Members (i.e., only one Form D-1 (covering all Equity Members) should be completed. Attach to this Form D-1 the project narratives and project references as described in Exhibit D.]

EQUITY MEMBER

NAME

PROJECT NAME,

LOCATION, DESCRIPTION

PROJECT MILESTONES

AND CURRENT STATUS

PROJECT TERM;

STRUCTURE; PAYMENT

MECHANISM (1)

DESIGN AND CONSTRUCTION

COSTS (NOMINAL

VALUE)

TOTAL PROJECT

FINANCING AMOUNT

(2)

DEBT AMOUNT

AND TYPE (3)

TOTAL EQUITY

INVESTMENT AND EQUITY MEMBER’S

% (4)

Sample entry: Infra Fund II

University Project, CA, USA – construction of classroom and dormitory facilities at a university

Financial Close: [Date] Construction Completion Date/Status: 80% complete Operations Commencement: [Date] (expected) – 4 months earlier than baseline date

Construction plus 30 years; DBFOM; Availability Payment

$1.2 billion $950 million $855 million (private placement)

$95 million total

Infra Fund II contributed 50% of the total equity investment

Form D-1

Request for Qualifications Consolidated Rent-a-Car Facility

Instructions for Form D-1: • Include a maximum of fifteen (15) projects that the Respondent deems to be relevant to the Project and reflective of the ability

of its Equity Members to successfully finance and manage Project. Only projects that have achieved financial close as of the date of the Respondent’s SOQ may be included in this Form D-1.

• Project experience from Affiliates of an Equity Member may be included in Form D-1, if a direct or indirect common parent entity is a Guarantor of the Equity Member.

• Of the projects listed above, provide one-page narrative descriptions for at least three (3) but no more than five (5) projects listed on the form that the Respondent deems to be the most relevant to the Project. Include the following minimum details: (a) the project’s financial plan and the Equity Member’s role in developing and negotiating the financial plan, (b) the name and participation percentages of each original equity investors and a descriptive evolution of the Equity Member’s (or Affiliate’s) percentage equity interest from financial close to date, (c) elements of those projects that are similar to the Project, and (d) the Equity Member’s role in supporting project development and commercial management. (PAGE LIMIT - 5-pages)

• For each project for which a one-page narrative description has been provided, the Respondent must provide references and contact information of the project owners. If a reference cannot be reached or does not respond to LAWA’s request for information, LAWA reserves the right to not consider the project during its evaluation

• All amounts reflected in the table above must be in US Dollars. Identify exchanges rates of amounts in other currencies using the exchange rate as of the date of the SOQ and the benchmark on which the exchange rate is based.

(1) PROJECT TERM; STRUCTURE; PAYMENT MECHANISM – Provide the project term, project delivery structure (e.g., DBFOM, DBF, DBF+OM), and the payment mechanism used to compensate the developer (e.g., availability payments, revenue collections/sharing, or a combination of these).

(2) TOTAL PROJECT FINANCING AMOUNT – Provide the total amount of private financing used for the project, i.e., debt and equity (TIFIA loans, bonds, bank loans, subordinated shareholder loans, and any other debt instrument or facility), provided by the project’s developer and equity members. Do not include any public debt, grants or other amounts provided by the project owner.

(3) DEBT AMOUNT AND TYPE – Provide the amount of each type of debt used and indicate the type of facility or instrument.

(4) TOTAL EQUITY INVESTMENT AND EQUITY MEMBER’S % - Provide the total amount of equity contributions made for the entire project and the Respondent’s applicable Equity Member’s contribution percentage. The equity investment may have been made in the form of either (i) shareholders’ equity capital or (ii) shareholder subordinated debt. Please indicate separately the percentage of ownership interest in the project or developer, as applicable, if different than the Equity Member’s contribution percentage.

Form D-1

Request for Qualifications Consolidated Rent-a-Car Facility

FORM D-2 –EQUITY MEMBERS’ INVESTMENT TRACK RECORD [Respondent must complete a separate row of this Form D-2 for each Equity Member. Only one Form D-2 (covering all Equity Members) should be completed.]

EQUITY MEMBER

NAME

LIST PROJECTS FOR WHICH EQUITY

MEMBERS WERE SHORTLISTED IN NORTH

AMERICA (1)

LIST PROPOSAL SUBMISSIONS

(2)

LIST WITHDRAWALS FROM, OR OTHER

CHANGES IN, PROCUREMENT

(3)

LIST THE PROJECTS THAT REACHED

FINANCIAL CLOSE IN NORTH AMERICA

(4)

PROVIDE THE NUMBER PROJECTS

THAT REACHED FINANCIAL CLOSE

GLOBALLY (5)

[Name of Equity Member 1]

• [ ]

• [ ]

(a) [ ]

(b) [ ]

• [ ]

• [ ]

• [ ]

• [ ]

[ ]

[Name of Equity Member 2]

INSTRUCTIONS

(1) List the names of projects and the names of their procuring agencies in which the Equity Members, in their capacity as potential equity investors in a project, were shortlisted or otherwise invited to submit a proposal. Each project listed must have: (a) had an initial release of the related request for proposals within the last five years; (b) been procured by a public sector agency in North America; (c) required private financing; and (d) an actual or estimated construction cost of at least $500 million.

(2) With respect to the projects listed in response to item (1): (a) List the projects that have not yet required final financial proposals to be submitted. (b) List the projects where the Equity Member (individually or as a member of a team) submitted compliant, final technical and financial proposals.

(3) List each project that was included in response to item (1) but not included in the response to item (2). For each such project, provide: (a) the public sector owner and a contact name and phone number, and (b) a brief explanation for why an Equity Member did not submit compliant final technical and/or financial proposals or for not remaining engaged in the procurement process for that project as an equity investor in a team that submitted a compliant final proposal (as applicable). Explanations may be attached in a separate sheet, if necessary.

(4) List the projects in which the Equity Member was an equity investor at the time of their respective financial close date. Each project listed must: (a) have reached financial close within the last five years; (b) been procured by a public sector agency in North America; (c) require private financing; and (d) have an actual or estimated construction cost of at least $500 million.

(5) Provide the number of projects globally that: (a) achieved financial close within the last five years, (b) were procured by a public sector agency; (c) required private financing; and (b) the Equity Member was an equity investor at the time of financial close, (d) have an actual or estimated construction cost of at least $500 million.

Form D-2

Request for Qualifications Consolidated Rent-a-Car Facility

FORM D-3 – FINANCIAL OFFICER’S CERTIFICATE

[Complete a separate Form D-3 for each Equity Member and for the Lead Contractor (and each Guarantor, if any).1]

I, [Name], the [Title] of [Name of Equity Member or Lead Contractor] (the Member) [and the [Title] of [Name of Guarantor] (the Guarantor)] , do hereby certify as of [Date]2 that: (a) This certificate is being executed and delivered in connection with the Statement of

Qualifications submitted by [Respondent Name] (the SOQ) in response to the Request for Qualifications to design, build, finance, operate and maintain the LAX Rental Car Center (the Project), dated November 30, 2016 (the RFQ) issued by the City of Los Angeles, Department of Airports, known as Los Angeles World Airports (LAWA).

(b) As to the matters herein set forth below, I either have personal knowledge or have obtained information from officers or employees of the [Member] [and the Guarantor] in whom I have confidence and whose duties require them to have personal knowledge thereof. I make the certifications herein to LAWA pursuant to the requirements of the RFQ with the intent and understanding that they will be relied upon by LAWA as a basis for the evaluation of the SOQ contemplated by the RFQ.

(c) [Guarantor Support: It is the intention of the Guarantor to support the Member with the financial, human resources and other support needed by the Member to successfully satisfy its obligations in respect of the Project if Respondent were to become the Developer.]3

(d) Audited Financial Statements: The audited financial statements provided by [the Member] [the Guarantor] in the SOQ for the fiscal years ended [___], [___] and [___] [and the interim financial statements for the following periods [___] and [___]] are complete and correct copies thereof. Where [the Member] [the Guarantor] has provided unaudited financial results, such financial results present fairly, in all material respects, the financial position and results of operations and cash flows of [the Member] [the Guarantor and its consolidated subsidiaries, including the Member,] as of such dates and for such periods. [The Member] [The Guarantor] has no material contingent liabilities or unusual forward or long-term commitments not disclosed therein.4

1 Each of the Equity Members and the Lead Contractor should provide its own separate certificate. However, if any such company is proposing a Guarantor, only one consolidated certificate is required for the Guarantor and its guaranteed entity. If a company has no Guarantor, all references to “Guarantor” should be deleted from this certificate. 2 Date must not be earlier than seven calendar days prior to the SOQ Due Date. 3 Delete if there is no Guarantor and not applicable. 4 For entities that do not prepare audited financial statements, Respondents should submit a question to LAWA by the last day for Respondent clarification requests indicated in Exhibit B of the RFQ, outlining proposed information that would provide similar support to audited financial statements to seek confirmation of its appropriateness by LAWA. If Respondent considers information it provides in its question to be confidential, Respondent may seek to protect the information from disclosure by listing with its question the specific items that Respondent claims is confidential. Respondent must identify the specific provision of the California Public Records Act that Respondent believes would protect the information from public disclosure. Blanket designations that do not identify specific information are not acceptable. Notwithstanding the foregoing, the required list is intended to provide input to LAWA as to the confidential nature of information provided, but in no event will such list be binding on LAWA or determinative of any issue relating to confidentiality. The validity of each identified exemption will be the sole responsibility of each Respondent to determine and assert, and LAWA specifically disclaims any and all related responsibility to analyze a claimed exemption or supporting authority.

Form D-3

Request for Qualifications Consolidated Rent-a-Car Facility

(e) Off-Balance Sheet Liabilities: The [Member] [Guarantor] does not have any material off-balance sheet liabilities [other than as described in the financial statements referred to above] [other than the following: [______]].

(f) Financial Information Summary: Attached hereto as Annex A is a completed Company Information Summary relating to [the Member] [the Guarantor]. All the information provided in the attached Annex A is complete and correct to the best of my knowledge.

(g) Bankruptcy/insolvency proceedings: [There has been no Insolvency Event relating to the Member [or Guarantor] or any person or entity which directly or indirectly through one or more intermediaries controls, or is controlled by, or is under common control with, the Member [or Guarantor] which has occurred within the most recent three fiscal years (whether or not such proceeding was ultimately dismissed).] [Attached hereto as Annex B is a detailed description of an Insolvency Event relating to [Entity Name].]5

For the purposes of this certification, Insolvency Event means any voluntary or involuntary bankruptcy, insolvency, liquidation, restructuring, suspension of payments, scheme of arrangement, appointment of provisional liquidator, receiver or administrative receiver, resolution or petition for winding-up or similar proceeding, under any applicable law, in any jurisdiction.

(h) Material Changes in Financial Condition: [No material change in the financial condition of the Member [or Guarantor] has occurred or is projected to occur, as applicable (i) within the most recently completed three fiscal years that is not reflected in the its audited financial statements; (ii) since the date of its audited financial statements for its most recently completed fiscal year; or (iii) during the next fiscal quarter following the date of the SOQ.] [Attached hereto as Annex C is a detailed description of material changes in the financial condition of [the Member][the Guarantor].]6

IN WITNESS WHEREOF, the undersigned is the [Chief Financial Officer, Treasurer or equivalent officer] of the entity to which this form relates,7 and has duly executed this certificate as of the date first written above.

________________________________________ Name: Title:

5 Complete the appropriate certification. Delete the sentence that is not applicable. Do not provide an Annex B if there is no Insolvency Event to disclose. 6 Complete the appropriate certification. Delete the sentence that is not applicable. Do not provide an Annex C if there is no material change in financial condition to disclose. Further instructions regarding material changes are provided in Annex C. 7 If the Company does not have this type of corporate officer internally and will rely on the financial officer of an affiliated or unaffiliated entity, such as an investment advisor or financial manager, both the financial officer delivering this certificate and a duly authorized signatory of the Company must sign this certificate.

Form D-3

Request for Qualifications Consolidated Rent-a-Car Facility

Annex A to Financial Officer’s Certificate COMPANY INFORMATION SUMMARY

Entity: ___________________ Designate whether Lead Contractor, Equity Member or Guarantor: ___________________

SHAREHOLDER1 INTEREST (%) [Shareholder name]

[No current shareholders, equity members partners or equivalent have a holding of 15% of greater]

RATING AGENCY2 CURRENT RATING PREVIOUS RATING DATE OF CHANGE IN RATING

[Rating agency name] [Debt of the [Member] [Guarantor] is not rated by any major credit rating agency.]

[[Member][Guarantor] has no debt]

1 List current shareholders, equity members partners or equivalent holding a 15% or greater interest in the company (indicate their percentage interest), as well as those having the right to appoint one or more board director(s). If such interest is held by a holding company, a shell corporation or other form of intermediary, also identify the ultimate or parent entity. 2 If applicable, list all credit ratings available for the company and provide a copy of the most recent credit report up to the SOQ Due Date.

Form D-3, Annex A

Request for Qualifications Consolidated Rent-a-Car Facility

Annex B to Financial Officer’s Certificate INSOLVENCY EVENT

[EQUITY MEMBER OR LEAD CONTRACTOR TO PROVIDE DETAILS]

Form D-3, Annex B

Request for Qualifications Consolidated Rent-a-Car Facility

Annex C to Financial Officer’s Certificate

MATERIAL CHANGE IN FINANCIAL CONDITION

[EQUITY MEMBER OR LEAD CONTRACTOR TO PROVIDE DETAILS]

INSTRUCTIONS TO RESPONDENTS REGARDING ANNEX C: If applicable, this Annex C must include the following details regarding material changes in the Member or Guarantor’s financial condition:

(i) A description of each material change, actual and projected, and any related changes or disruptions in executive management;

(ii) Actual and projected impacts on the affected entity’s organizational and financial

capacity and its ability to remain engaged in this procurement and submit a responsive proposal; and

(iii) A detailed description of any other projected impacts, positive and negative, of the changes experienced and anticipated to be experienced in the periods ahead, including the likelihood that the circumstances of the change or impacts thereof will continue during the Project term.

Estimates of the impact on revenues, expenses and the change in equity must be provided separately for each material change. References to the notes in the financial statements are not sufficient to address the requirement to discuss the impact of material changes. Where a material change will have a negative financial impact, the affected entity must describe measures that would be undertaken to insulate the Project from any recent material changes and those currently in progress or reasonably anticipated in the future. If its financial statements indicate that expenses and losses exceed income in each of the three completed fiscal years (even if there has not been a material change), the affected entity must describe measures that will be undertaken to make the entity profitable in the future and an estimate of when the entity will be profitable.

Set forth below is a list of examples of what LAWA considers to be a material change in financial condition. At the discretion of the LAWA, any failure to disclose a prior or pending material change may result in disqualification from the procurement process:

(i) A change in the tangible net worth of 10% or more of net assets; (ii) A sale, merger or acquisition exceeding 10% of the value of net assets prior to the

sale, merger or acquisition which in any way involves the affected entity or its parent company or Guarantor;

(iii) A change in credit rating for the affected entity or its parent company or Guarantor; (iv) Inability to meet material conditions of loan or debt covenants by the affected entity or

its parent company or Guarantor that has required or will require a waiver or modification of agreed financial ratios, coverage factors or other loan stipulations or additional credit support from shareholders or other third parties;

(v) In the current and three most recent completed fiscal years, the affected entity or its parent company or Guarantor either: (i) incurred a net operating loss; or (ii) sustained charges exceeding 5% of the then net assets due to claims, changes in accounting, write-offs or business restructuring; or (iii) implemented a restructuring/reduction in labor force exceeding 5% of employees or involved the disposition of assets exceeding 10% of the then-net assets.); and

(vi) Other events known to the affected entity which represents a material change in financial condition over the past three years, or may be pending for the next reporting period.

Form D-3, Annex C

Request for Qualifications Consolidated Rent-a-Car Facility

FORM E-1 PROJECT EXPERIENCE FORM FOR LEAD CONTRACTOR

[Provide a separate Form E-1 for each project, indicating the Lead Contractor’s experience on at least three (3), but no more than five (5), projects of similar scope and complexity as the Project, with a construction value in excess of $150 million, which were successfully completed in the last ten (10) years. If the Lead Contractor is a joint venture or group of entities, the experience of a joint venture member or entity that forms part of the group of entities may be used as an example of the Lead Contractor’s project experience. In addition, if the legal entity that has the referenced experience is not part of the Lead Contractor, including where the legal entity is an Affiliate or a subcontractor, Respondent must state in the project description it attaches to this form how the organizational experience of the identified firm will be transferred to the Lead Contractor. Verify all contacts prior to submittal. Do not leave any spaces blank. Responses such as “N/A” are not acceptable. If not applicable, state “Not Applicable” and explain why. If none, state “NONE.”] PROJECT REFERENCE NO. IN FORM F ________________________________________ PROJECT AND TEAM INFORMATION

Project Name: Project or Contract Agreement No.:

Project Location:

Project Delivery Method (construction manager at risk, design-build, DBFOM, etc.):

OWNER INFORMATION

Owner’s Name: _________________________________________________________________

Address: ______________________________________________________________________

Contact 1(Name & Title): ________________

Phone: ____________

Email: ______________

Contact 2(Name & Title): ________________

Phone: ____________

Email: ______________

LEAD CONTRACTOR INFORMATION

Contractor’s Name: ___________________________________________________________

Address of office which performed the work _______________________________________

Contact (Name & Title):

Telephone: Email:

Project Manager for project:

Superintendent for project:

Form E-1

Request for Qualifications Consolidated Rent-a-Car Facility

LEAD DESIGNER FOR THIS PROJECT

Design/Architect Firm’s Name: ___________________________________________________

Address:

Contact (Name & Title):

Telephone: Email: CONTRACT INFORMATION (TIME & COST)

Project Start Date:

Scheduled Completion Date:

Actual Completion Date:

Days Extended Due to Unexcused Delays:

Explanation for Difference Between Scheduled and Actual Completion Date

Base Project Construction Amount:

Adjustment Due to Owner Requested Changes:

Adjustment Due to Other Change Orders:

Final (or Current if Incomplete) Construction Amount:

$ $ $ $ Inclusivity

Entity Role on Project Contact Name Office Location Telephone Email

Was the project subject to a Small Business Enterprise or other equivalent small business or inclusivity program goal? Yes or No. (If yes, specify the goal.) ___________________________

What level of utilization percentage was achieved? ___________________________________

If you wish to provide further explanatory comments, do so below.

__________________________________________________________________________

__________________________________________________________________________

List the Small Business Enterprise or other equivalent entity(ies), and their roles, subcontracted to the Lead Contractor, on the referenced project:

Form E-1

Request for Qualifications Consolidated Rent-a-Car Facility

SAFETY RECORD

Days Away, Restricted or Transferred (DART) rate for the project ____________________________

Lost Workday Incidence (LWI) for the project____________________________________________

PROJECT DETAILS

Site Area (acres)

Building Area

(sq. ft.)

Building Levels (occupied

floors)

No. of Vehicle Stalls

No. of Conveyances

Elevators

Escalators Moving

Walkways Vehicle Maintenance Facility or Quick-Turnaround Facility (QTA) - if applicable to this project

No. of Vehicles Processed Per

Day

No. of Levels (if a QTA)

No. of Fueling Positions

No. of Wash Bays

No. of Maintenance Racks

PROJECT DESCRIPTION – Maximum one page Attach to this form a brief description identifying the unique project construction challenges and the contribution the identified firm made to the project.

Form E-1

Request for Qualifications Consolidated Rent-a-Car Facility

FORM E-2 PROJECT EXPERIENCE FORM FOR LEAD DESIGNER

[Provide a separate Form E-2 for each project, indicating the Lead Designer’s experience on at least three (3), but no more than five (5), projects of similar scope and complexity as the Project, with a construction value in excess of $150 million, which were successfully completed in the last ten (10) years. If the Lead Designer is a joint venture or group of entities, the experience of a joint venture member or entity that forms part of the group of entities may be used as an example of the Lead Designer’s project experience. In addition, if the legal entity that has the referenced experience is not part of the Lead Designer, including where the legal entity is an Affiliate or a subcontractor, Respondent must state in the project description it attaches to this form how the organizational experience of the identified firm will be transferred to the Lead Designer. Verify all contacts prior to submittal. Do not leave any spaces blank. Responses such as N/A are not acceptable. If not applicable, state Not Applicable and explain why. If none, state NONE.] PROJECT REFERENCE NO. IN FORM F ________________________________________ PROJECT AND TEAM INFORMATION

Project Name: Project or Contract Agreement No.:

Project Location: _________________________________________________

Project Delivery Method (construction manager at risk, design-build, DBFOM, etc.):

OWNER INFORMATION

Owner’s Name: __________________________________________________________________

Address: _______________________________________________________________________

Contact 1(Name & Title): ________________

Phone: ____________

Email: ______________

Contact 2(Name & Title): ________________

Phone: ____________

Email: ______________

LEAD DESIGNER INFORMATION Design/Architect Firm’s Name: __________________________________________________

Address:

Contact (Name & Title):

Telephone: Email:

Project Manager for project:

Form E-2

Request for Qualifications Consolidated Rent-a-Car Facility

Project Architect for project: LEAD CONTRACTOR FOR THIS PROJECT

Contractor Name: _________________________________________________________

Address:

Contact (Name & Title):

Telephone: Email: CONTRACT INFORMATION (TIME & COST)

Project Start Date:

Scheduled Completion Date:

Actual Completion Date:

Days Extended Due to Unexcused Delays:

Explanation for Difference Between Scheduled and Actual Completion Date

Base Project Construction Amount:

Adjustment Due to Owner Requested Changes:

Adjustment Due to Other Change Orders:

Final (or Current if Incomplete) Construction Amount:

$ $ $ $ Inclusivity

Entity Role on Project Contact Name Office Location Telephone Email

Was the project subject to a Small Business Enterprise or other equivalent small business or inclusivity program goal? Yes or No. (If yes, specify the goal.) ___________________________

What level of utilization percentage was achieved? ___________________________________

If you wish to provide further explanatory comments, do so below.

__________________________________________________________________________

__________________________________________________________________________

List the Small Business Enterprise or other equivalent entity(ies), and their roles, subcontracted to the Lead Designer, on the referenced project:

Form E-2

Request for Qualifications Consolidated Rent-a-Car Facility

PROJECT DETAILS

Site Area (acres)

Building Area

(sq. ft.)

Building Levels (occupied

floors)

No. of Vehicle Stalls

No. of Conveyances

Elevators

Escalators Moving

Walkways Vehicle Maintenance Facility or Quick-Turnaround Facility (QTA) - if applicable to this project

No. of Vehicles Processed Per

Day

No. of Levels (if a QTA)

No. of Fueling Positions

No. of Wash Bays

No. of Maintenance Racks

PROJECT DESCRIPTION – Maximum one page Attach to this form a brief description identifying the unique project design challenges and the contribution the identified firm made to the project.

Form E-2

Request for Qualifications Consolidated Rent-a-Car Facility

FORM E-3 PROJECT EXPERIENCE FORM FOR KEY ENGINEERS

[Provide a separate Form E-3 for each project, indicating each Key Engineer firm’s (site/civil engineer, structural engineer and QTA systems engineer) experience on at least two (2), but no more than five (5), projects of similar scope and complexity as the Project with a construction value in excess of $150 million, which were successfully completed in the last ten (10) years. If any of the Key Engineers is a joint venture or group of entities, the experience of a joint venture member or entity that forms part of the group of entities may be used as an example of the Key Engineer’s project experience. In addition, if the legal entity that has the referenced experience is not part of a Key Engineer, including where the legal entity is an Affiliate or a subcontractor, Respondent must state in the project description it attaches to this form how the organizational experience of the identified firm will be transferred to the applicable Key Engineer. Verify all contacts prior to submittal. Do not leave any spaces blank. Responses such as N/A are not acceptable. If not applicable, state Not Applicable and explain why. If none, state NONE.] PROJECT REFERENCE NO. IN FORM F ________________________________________ PROJECT AND TEAM INFORMATION

Project Name: Project or Contract Agreement No.:

Project Location:

Project Delivery Method (construction manager at risk, design-build, DBFOM, etc.):

OWNER INFORMATION

Owner’s Name: __________________________________________________________________

Address: _______________________________________________________________________

Contact 1(Name & Title): ________________

Phone: ____________

Email: ______________

Contact 2(Name & Title): ________________

Phone: ____________

Email: ______________

KEY ENGINEER’S INFORMATION

Engineer’s Name: _______________________

Engineer’s Role: _____________________

Address:

Contact (Name & Title):

Telephone: Email:

Project Engineer for project:

Form E-3

Request for Qualifications Consolidated Rent-a-Car Facility

LEAD CONTRACTOR FOR THIS PROJECT Contractor Firm Name:

_________________________________________________________

Address:

Contact (Name & Title):

Telephone: Email: LEAD DESIGNER FOR THIS PROJECT

Design/Architect Firm Name: ____________________________________________________

Address:

Contact (Name & Title):

Telephone: Email: CONTRACT INFORMATION (TIME & COST)

Project Start Date:

Scheduled Completion Date:

Actual Completion Date:

Final (or Current if Incomplete) Construction Amount: $______________________________ Inclusivity

PROJECT DETAILS

Site Area (acres)

Building Area

(sq. ft.)

Building Levels (occupied

floors)

No. of Vehicle Stalls

No. of Conveyances

Elevators

Escalators Moving

Walkways Vehicle Maintenance Facility or Quick-Turnaround Area (QTA) - if applicable to this project

No. of Vehicles Processed Per

Day

No. of Levels (if a QTA)

No. of Fueling Positions

No. of Wash Bays

No. of Maintenance Racks

PROJECT DESCRIPTION – Maximum one page Attach to this form a brief description identifying the unique project design challenges and the contribution the identified firm made to the project.

Is your firm a Small Business Enterprise or other equivalent small business? Yes or No.

If yes, what level of utilization percentage was provided by your firm on this project? ________

What was the overall Small Business or inclusivity goal for this project (if known)? __________

Form E-3

Request for Qualifications Consolidated Rent-a-Car Facility

FORM E-4 PROJECT EXPERIENCE FORM FOR LEAD O&M PROVIDER

[Provide a separate Form E-4 for each project, indicating the Lead O&M Provider’s experience on at least three (3), but no more than five (5), comparable facilities of similar complexity as the ConRAC, and currently requiring 24/7 operation and maintenance. . If the Lead O&M Provider (or identified subcontractor) is a joint venture or group of entities, the experience of a joint venture member or entity that forms part of the group of entities may be used as an example of the Lead O&M Provider’s project experience. In addition, if the legal entity that has the referenced experience is not part of the Lead O&M Provider, including where the legal entity is an Affiliate or a subcontractor, Respondent must state in the project description it attaches to this form how the organizational experience of the identified firm will be transferred to the Lead O&M Provider. Verify all contacts prior to submittal. Do not leave any spaces blank. Responses such as N/A are not acceptable. If not applicable, state Not Applicable and explain why. If none, state NONE.] PROJECT REFERENCE NO. IN FORM F ________________________________________ PROJECT AND TEAM INFORMATION

Project Name: Project or Contract Agreement No.:

Project Location: _________________________________________________

Project Delivery Method (construction manager at risk, design-build, DBFOM, etc.):

OWNER INFORMATION

Owner’s Name: __________________________________________________________________

Address: _______________________________________________________________________

Contact 1(Name & Title): ________________

Phone: ____________

Email: ______________

Contact 2(Name & Title): ________________

Phone: ____________

Email: ______________

LEAD O&M PROVIDER’S INFORMATION O&M Firm’s Name: __________________________________________________________

Address:

Contact (Name & Title):

Telephone: Email:

Project Manager for project:____________________ No. of employees at project________

Form E-4

Request for Qualifications Consolidated Rent-a-Car Facility

CONTRACT INFORMATION (TIME & COST) Contract Start Date: ____________________

Contract Completion Date: __________________

Terms for Extension/Renewal of Contract: _____________________________________________ No. of Employees at Project: _______________________________________________________

Estimated Annual O&M Expenses for the past year: (total labor, supplies and subcontracted work) _______________________________________ Inclusivity

Entity Role on Project Contact Name Office Location Telephone Email

SAFETY RECORD

Days Away, Restricted or Transferred (DART) rate for the project ____________________________

Lost Workday Incidence (LWI) for the project____________________________________________

Is your contract subject to a Small Business Enterprise or other equivalent small business or inclusivity program goal? Yes or No. (If yes, specify the goal.) ___________________________

What level of utilization percentage was achieved? ___________________________________

If you wish to provide further explanatory comments, do so below.

__________________________________________________________________________

___________________________________________________________________________

If applicable, List the Small Business Enterprise or other equivalent entity(ies), and their roles, subcontracted to the Lead O&M Provider, on the referenced project:

Form E-4

Request for Qualifications Consolidated Rent-a-Car Facility

PROJECT DETAILS

Site Area (acres)

Building Area

(sq. ft.)

Building Levels (occupied

floors)

No. of Vehicle Stalls

No. of Conveyances

Elevators

Escalators Moving

Walkways Vehicle Maintenance Facility or Quick-Turnaround Area (QTA) - if applicable to this project

No. of Vehicles Processed Per

Day

No. of Levels (if a QTA)

No. of Fueling Positions

No. of Wash Bays

No. of Maintenance Racks

PROJECT DESCRIPTION – Maximum one page Attach to this form a brief description identifying the unique project operations and maintenance challenges and the contribution the identified firm made to the project.

Form E-4

Request for Qualifications Consolidated Rent-a-Car Facility

FORM E-5 PROJECT EXPERIENCE FORM FOR QTA MANAGER

[Provide a separate Form E-5 for each project, indicating the QTA Manager’s experience on at least (2), but no more than five (5), comparable facilities currently requiring 24/7 operation and maintenance of fueling, washing and light maintenance equipment and systems associated with a vehicle fleet maintenance facility. If the QTA Manager (or identified subcontractor) is a joint venture or group of entities, the experience of a joint venture member or entity that forms part of the group of entities may be used as an example of the QTA Manager’s project experience. In addition, if the legal entity that has the referenced experience is not part of the QTA Manager Entity, including where the legal entity is an Affiliate or a subcontractor, Respondent must state in the project description it attaches to this form how the organizational experience of the identified firm will be transferred to the QTA Manager. Verify all contacts prior to submittal. Do not leave any spaces blank. Responses such as N/A are not acceptable. If not applicable, state Not Applicable and explain why. If none, state NONE.] PROJECT REFERENCE NO. IN FORM F ________________________________________ PROJECT AND TEAM INFORMATION

Project Name: Project or Contract Agreement No.:

Project Location: _________________________________________________

Project Delivery Method (construction manager at risk, design-build, DBFOM, etc.):

OWNER INFORMATION

Owner’s Name: __________________________________________________________________

Address: _______________________________________________________________________

Contact 1(Name & Title): ________________

Phone: ____________

Email: ______________

Contact 2(Name & Title): ________________

Phone: ____________

Email: ______________

QTA MANAGER’S INFORMATION QTA Manager Firm’s Name: _____________________________________________________

Address:

Contact (Name & Title):

Telephone: Email:

Project Manager for project:_____________________________________________________ Form E-5

Request for Qualifications Consolidated Rent-a-Car Facility

CONTRACT INFORMATION (TIME & COST) Contract Start Date: ____________________

Contract Completion Date: __________________

Terms for Extension/Renewal of Contract: _____________________________________________ No. of Employees at Project: _______________________________________________________

Estimated Annual O&M Expenses for the past year: (total labor, supplies and subcontracted work) _______________________________________ Inclusivity

Entity Role on Project Contact Name Office Location Telephone Email

SAFETY RECORD

Days Away, Restricted or Transferred (DART) rate for the project ____________________________

Lost Workday Incidence (LWI) for the project____________________________________________

Is your contract subject to a Small Business Enterprise or other equivalent small business or inclusivity program goal? Yes or No. (If yes, specify the goal.) ___________________________

What level of utilization percentage was achieved? ___________________________________

If you wish to provide further explanatory comments, do so below.

__________________________________________________________________________

___________________________________________________________________________

If applicable, List the Small Business Enterprise or other equivalent entity(ies), and their roles, subcontracted to the QTA Manager, on the referenced project:

Form E-5

Request for Qualifications Consolidated Rent-a-Car Facility

PROJECT DETAILS Site Area (acres)

Building Area (sq. ft.)

No. of Vehicle Staging or Storage Stalls

No. of Elevators

Vehicle Maintenance Facility or Quick-Turnaround Area (QTA)

No. of Vehicles Processed Per

Day

No. of Levels (if a QTA)

No. of Fueling Positions

No. of Wash Bays

No. of Maintenance Racks

PROJECT DESCRIPTION – Maximum one page Attach to this form a brief description identifying the unique project operations and maintenance challenges and the contribution the identified firm made to the project.

Form E-5

Request for Qualifications Consolidated Rent-a-Car Facility

FORM F - PROJECT SUMMARY INFORMATION

Name of Respondent: ________________________________________________

Ref. No. from

Form Es Member’s Name Member’s Role

Project Name / Contract No./

Location Owner Name (1) Project Description

(2) Project Delivery

Method (3)

Construction Start/Finish

Dates (4)

Construction/Financing Value (5)

Member’s Portion of

Work Performed

(6)

Annual O&M

Value (7)

1 Lead Contractor

2 Lead Contractor

3 Lead Contractor

4 Lead Designer

5 Lead Designer

6 Lead Designer

7 Key Engineer (Site/Civil Engineer)

8 Key Engineer (Structural Engineer)

9 Key Engineer (Structural Engineer)

10 Key Engineer (Site/Civil Engineer)

11 Key Engineer (QTA Engineer)

12 Key Engineer (QTA Engineer)

Form F

13 Lead O&M Provider

14 Lead O&M Provider

15 Lead O&M Provider

16 QTA Manager

17 QTA Manager

Notes: (1) For owner information, provide owner’s name, contact person including position and role in referenced project, location, phone number, and e-mail address. (2) Provide a brief description of the project including location, type of facility, size and current status. (3) Identify project type (e.g., design-build, design-build-finance-operate-maintain or similar type of project, stipulated sum, or construction management). (4) Provide both original and actual schedule, including a brief explanation of any variance between the two. (5) Provide both original and final construction cost, including a brief explanation of any variance between the two. Provide financing value if the entity’s role involved financing. (6) State the percent or dollar value of the (a) design and construction work the Member performed/was responsible for (if the entity is a design-builder); (b) the construction work

performed/was responsible for (if a developer or contractor); or (c) the design work performed (if the entity is a designer or engineer). For example, a member of a JV with a 30% stake in a $250 million project would insert 30% or $75 million; an engineer that performed $10 million worth of work on a $250 million project would insert 2.5% or $10 million.

(7) Provide operations and maintenance value if the entity’s role involved operations and maintenance.

Form F