Attachment 7b attach a reduced for Regular Meeting held Jun 14, 2016 1:00PM at Pier 69

7b attach a reduced

7b
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Attach A

REQUEST FOR PROPOSALSREQUEST FOR PROPOSALS
FOR THE MANAGEMENT AND OPERATIONFOR THE MANAGEMENT AND OPERATION OF
ONON--DEMANDDEMAND TAXICABTAXICAB AND FORAND FOR--HIRE VEHICLEHIRE VEHICLE
SERVICESSERVICES
ATAT
SEATTLESEATTLE--TACOMA INTERNATIONAL AIRPORTTACOMA INTERNATIONAL AIRPORT
RFP #RFP # 20162016--ABDABD--11

Port of Seattle
Seattle-Tacoma International Airport
Airport Operations
17801 Pacific Highway South
Seattle, WA 98158

TABLE OF CONTENTS
I. OVERVIEW ............................................................................................................................................. 3
II. INSTRUCTIONS .................................................................................................................................... 5
1. THE CONCESSION _____________________________________________________________________ 5
2. QUALIFICATIONS _____________________________________________________________________ 6
3. PORT COMMUNICATIONS _____________________________________________________________ 6
4. QUESTIONS __________________________________________________________________________ 6
5. PRE-PROPOSAL CONFERENCE _________________________________________________________ 7
6. SUBMITTALS _________________________________________________________________________ 7
7. COMPETITIVE INTEGRITY _____________________________________________________________ 8
8. REJECTION OF PROPOSALS ____________________________________________________________ 8
9. WITHDRAWAL OF PROPOSALS _________________________________________________________ 9
10. PUBLIC DISCLOSURE __________________________________________________________________ 9
11. AIRPORT CONCESSION DISADVANTAGED BUSINESS ENTERPRISE (ACDBE) AND SMALL
BUSINESS ENTERPRISE (SBE) __________________________________________________________ 9
12. PROPOSAL GUARANTEE _______________________________________________________________ 9
13. EVALUATION PROCESS _______________________________________________________________ 9
14. EVALUATION CRITERIA ______________________________________________________________ 10
15. AWARD _____________________________________________________________________________ 11
16. PROTEST PROCEDURES ______________________________________________________________ 11
17. COST OF PREPARATION OF DOCUMENTS ______________________________________________ 11
18. CONCESSION AGREEMENT AND OPERATING INSTRUCTIONS ___________________________ 11
19. EXHIBITS ___________________________________________________________________________ 12
20. SCHEDULE __________________________________________________________________________ 12
III. PROPOSAL REQUIREMENTS ....................................................................................................... 13
IV. PROPOSER'S CERTIFICATION .................................................................................................... 18
V. PROPOSER GUARANTEE ................................................................................................................ 19
EXHIBIT 1: Directions to Pre-Proposal Conference Room ....................................................................... 20
EXHIBIT 2: Draft Concession Agreement ................................................................................................. 21
EXHIBIT 3: On-Demand Operating Instructions ....................................................................................... 56
EXHIBIT A: Map of Operating Area .................................................................................................. 65
EXHIBIT B: Map of Holding Area ..................................................................................................... 66
EXHIBIT C: Service Areas ................................................................................................................. 67
EXHIBIT D: Permit Receipt ................................................................................................................ 68
EXHIBIT E: Authorized Driver .......................................................................................................... 69
EXHIBIT F: Vehicle Condition Checklist ........................................................................................... 70
EXHIBIT G: Vehicle/Driver Repairs Timetable ................................................................................. 71
EXHIBIT 4: Protest Procedures ...................................................................................................................... 72

REQUEST FOR PROPOSALS
FOR THE MANAGEMENT AND OPERATION OF
ON-DEMAND TAXICAB AND FORFOR--HIRE VEHICLE SERVICESHIRE VEHICLE SERVICES
AT
SEATTLE-TACOMA INTERNATIONAL AIRPORT
RFP # 2016-ABD-1

I. OVERVIEW
INTRODUCTION
Proposals are hereby requested by the Port of Seattle (the "Port") from all qualified and responsible
proposers ("Proposer") desiring to provide and manage On-Demand Taxicab and For-Hire Vehicle
Services ("On-Demand Services") at Seattle-Tacoma International Airport (the "Airport"). As used in
the Request for Proposals, the terms Taxicab and For-Hire Vehicle have the same meaning set forth in
King County Code Section 6.64.010. As such, this opportunity does not include the on-demand
limousine services or any other on-demand/walk-up services that may be authorized under any
provision of Washington law other than Chapters 46.72 and/or 81.72 of the Revised Code of
Washington. The Port is issuing this Request for Proposals ("RFP") to all associations and third party
management firms interested in demonstrating that they possess the industry expertise and financial
strength to provide and manage On-Demand Services at the Airport. As more fully set forth below,
the Port will enter into a Concession Agreement ("Agreement" or "Concession") with the selected
Proposer for a term of three years with two one-year options, at the Port's sole election, to extend the
Agreement. Operations under the Concession are expected to begin July 1, 2016.
The Port will grant to the successful Proposer the exclusive right to provide On-Demand Services at
the Airport; provided, the successful Proposer shall be required to use only those loading zones and
other areas as designated by the Port. The successful Proposer must, either directly or indirectly,
provide both 1) on-demand Taxicab service and 2) on-demand For-Hire Vehicle service. A Proposer
must indicate how it would both initially and over time intend to provide such On-Demand
Services to match the demand of the travelling public for metered (i.e. Taxicab) and flat-rate (i.e. For-
Hire Vehicle) transportation services. It is expected that such determination will be shaped by
customer demand, and fleet size and availability. As set forth in more detail below, Proposers will
submit information in response to this RFP addressing how an initial fleet allocation will be
established and methodologies and strategies for adjusting the fleet over time to reflect customer
demand.
BACKGROUND
The Port owns and operates the Airport and its passenger terminals, consisting of the Main Terminal,
Concourses A, B, C, D, and the North and South Satellites. Currently, the Airport has 81 gates and is
3

served by some 29 air-carriers, including cargo operations, operating domestic and international
flights. In 2015, approximately 42 million passengers passed through the Airport. As part of the
overall Airport experience, the Port continues to enter into agreements with service providers to
enhance the quality of services provided at the Airport to passengers.
In an attempt to meet the demand of Airport customers requesting On-Demand Services, the Port has
maintained an exclusive arrangement for existing service for approximately 25 years, with two
different providers. The Port would like to continue offering On-Demand Services through a service
provider for a term of three years with two, one-year extension options at the Port's sole discretion.
Listed below is a chart showing the total number of On-Demand Taxicab trips performed each year
during the years 2010 through 2015. In addition, data on trips performed on a pre-arranged basis by
for-hire operators in 2015 is included for informational purposes only.
2010 2011 2012 2013 2014 2015
Taxi Trips (on-demand) 590,785 730,660 755,099 737,623 818,526 920,062
For-Hire Trips (pre-arranged)* 131,482
* 2015 represents first full year of Automatic Vehicle Identification (AVI) tagged For-Hire vehicles
Also, included below is a forecast (2015 is an actual figure) of passengers traveling through Sea-Tac
Airport for the period 2015 through 2021, produced by Port of Seattle staff.
Note: the figures are projections, and the Port of Seattle does not guarantee, or otherwise ensure, their
accuracy.
2015 2016 2017 2018 2019 2020 2021
Annual Passengers (millions) 42.3 44.4 45.3 46.2 47.1 48.0 48.9
Percentage Change 12.5% 4.9% 1.9% 1.9% 1.9% 1.9% 1.9%
GOALS
The Port's objective is to enter into an agreement with an experienced, financially sound company,
association or organization with superior customer service standards to provide and manage On-
Demand Services at the Airport that will help the Port meet the following goals:
1. Provide convenient, efficient and safe transportation alternatives to the traveling public.
2. Provide superior customer service.
3. Maximize non-aeronautical income.
4. Maintain excellent environmental standards.
5. Leverage state of the art technology services to best serve users.
6. Create opportunities for small and disadvantaged businesses.

II. INSTRUCTIONS
1. THE CONCESSION
The Concession to be awarded pursuant to this RFP is an exclusive right to provide On-
Demand Services. The term "On-Demand" indicates that trips for Taxicabs and For-Hire
Vehicles are made at, or immediately prior to, the time passenger engages driver/vehicle in
designated loading area. The Concession does not extend to pre-arranged trips provided by
either Taxicabs or For-Hire Vehicles. Proposer will have the authorization to operate in Port
designated loading and staging areas. The Concession will include the right to operate, at a
minimum, three hundred (300) dual-licensed Taxicabs/For-Hire Vehicles in the provision of
On-Demand Services. The successful Proposer will be responsible for implementing a fair and
Port-approved initial allocation of vehicles between Taxicabs and For-Hire Vehicles and must
re-allocate the fleet between the two with Port approval, at least annually, in response to, and to
match, market demand for each type of service.
Concessionaire shall be required to provide high-quality service to the travelling public. At a
minimum, Proposer must service all areas as listed in Exhibit C of the Operating Instructions,
and all rates shall be in accordance with the standard or approved taxi and for-hire fees.
The Port will specifically require the selected Proposer to ensure that no passenger shall be
required to wait more than five (5) minutes for an on-demand, outbound trip under the
Concession. This minimum service standard applies to all passengers generally as well as those
passengers requiring a wheelchair accessible vehicle separately. Thus, each Proposer will be
required to demonstrate that it will be able to accommodate all wheelchair ride requests within
a maximum five-minute wait-time. While the Port of Seattle does not impose a requirement for
a minimum number wheelchair accessible vehicles at any time, it agrees to issue up to an
additional fifty (50) permits (beyond the minimum of three hundred) for wheelchair accessible
vehicles to permit this standard to be met.
Proposers must also submit a "deadhead" reduction and trip efficiency plan with any proposal.
"Deadheading" refers to passenger-less, inbound trips to the Airport, which trips occur either at
the beginning of a shift or following an outbound trip. "Deadhead" trips increase the number of
vehicles on the road, the CO2 emissions from those vehicles, and the burden on Airport
infrastructure and staff. As a result, the Port specifically seeks to minimize the number of
"deadhead" trips. Proposers are expected to develop realistic, achievable plans that commit to
specific reductions in "deadheading." The selected Proposer will be held to its plan and
committed reductions under the Concession Agreement. In the event that the selected Proposer
fails to materially meet its committed reductions, the Port does not intend to exercise either of
the two one-year options. In addition, the selected Proposer will be subject to liquidated
damages for the failure to meet the committed reductions as well.
As part of the Concession, the successful Proposer will be responsible for janitorial service,
maintenance, and general upkeep of the 160th St. vehicle staging facility, including the
building. The successful Proposer will be required to lease that facility from the Port under a
separate, Port-standard lease agreement. The selected Proposer will, however, be entitled to a
credit against the amounts proposed in response to the RFP for any rental (but not utilities or
other operating costs) paid for such lease.
The Proposer will be required, as part of their response to this RFP, to include information and
details on their proposed implementation plan including transition and fleet management.
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2. QUALIFICATIONS
Any Proposer responding to this RFP shall meet the following requirements:
1. The Proposer must be registered with all appropriate regulatory bodies.
2. The Proposer must be licensed to conduct and provide On-Demand Services directly or
must contract with providers that are so licensed. If the Proposer does not directly provide
all of the On-Demand Services, it will nonetheless be responsible for and must centrally
manage all such On-Demand Services.
3. The Proposer must have an ability to provide at least 300 dual-licensed (City of Seattle and
King County) vehicles dedicated to the agreement. The vehicles must consist of both
Taxicabs and For-Hire Vehicles. In addition, Proposer must have an ability to provide an
adequate number of wheelchair accessible vehicles to meet minimum service
requirements. The wheelchair accessible vehicles may be Taxicabs or For-Hire Vehicles
and will be in addition to the 300 dual-licensed vehicles.
4. The Proposer must be able to provide vehicles that fully meet the Port's green fleet
requirements (defined below in Section III. Proposal Requirements, Item 8.b.vii) at the
commencement of the Agreement.
5. The Proposer must be able to produce detailed electronic reports, on a frequency no less
than monthly, that provide information about the trips provided under the Concession,
including fields for driver-id, date, trip start time, trip end time, trip end location, trip fare,
passenger count, license plate, wheelchair trip.
6. The Proposer must supply a mechanism, such as a smartphone application, that allows
customers to provide feedback directly to the Port of Seattle.
While the Port intends to assess the Proposers relative to their ability to meet or exceed these
standards, any Proposer that does not meet these requirements may be rejected by the Port
without further consideration.
3. PORT COMMUNICATIONS
All contacts and communications regarding this RFP must be directed via the Port's
Procurement and Roster Management System (PRMS). Respondents must register on the
PRMS site, which can be found at:
https://hosting.portseattle.org/prms/
All changes or modifications to this RFP will be communicated via addendum. In order to
receive notification that Addenda have been issued on the PRMS site you must first register as
a plan holder. It is the responsibility of the Proposer to monitor and track all addenda that may
be issued.
4. QUESTIONS
Interested Proposers are encouraged to present written questions to the Port's PRMS website
by 2:00 p.m., February 12, 2016 in order to allow adequate time for preparation of a response.
Questions should be asked under the RFP's Questions tab on our website:
https://hosting.portseattle.org/prms/. Any questions received after this deadline may not be
addressed. You must first be registered as a plan holder for this procurement before the
system will allow you to submit questions.
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5. PRE-PROPOSAL CONFERENCE
The Port will hold a pre-proposal conference for all interested Proposers. The pre-proposal
conference will be held on Wednesday, February 10, 2016 at 10:00 AM. The pre-proposal
conference will be conducted at the Port of Seattle, Airport Office Building located at Seattle-
Tacoma International Airport, Beijing Conference Room. Directions are set forth on Exhibit 1.
All interested Proposers are encouraged but not required to attend. Port staff will conduct
the conference, discuss the RFP process, and provide a general overview of the Port's Ground
Transportation programs, which may include a tour of the Ground Transportation facilities.
While the Port may take questions at the pre-proposal conference, answers are not expected to
be provided at that time; instead, written answers will be provided as set forth in Part II,
Section 4. Likewise, if changes to this RFP are required as a result of this conference, written
proposal addenda will be issued.
6. SUBMITTALS
6.1 Proposer must submit a proposal addressing each of the matters outlined in Section III,
"Proposal Requirements", a signed "Proposer's Certification" set forth in Section IV,
and include a guarantee as outlined in Section V, "Proposer Guarantee." Proposer shall
organize its proposal using index tabs corresponding with the sections as outlined in
this RFP, including the following:
6.1.1 Proposer Certification (See Section IV)
6.1.2 Proposer Guarantee (See Section V)
6.1.3 Proposal Requirements (See Section III)
6.1.3.1 Executive Summary
6.1.3.2 Proposer's ACDBE/SBE Information
6.1.3.3 Proposer's References
6.1.3.4 Customer Service
6.1.3.5 Revenue to the Port
6.1.3.6 Deadhead Reduction & Trip Efficiency Proposal
6.1.3.7 Financial Stability
6.1.3.8 Experience and Qualifications
6.1.3.9 Comments (if any) on the draft Concession Agreement
6.2 Proposals are due no later than 2:00 PM (Pacific Time) on March 1, 2016. Proposer
shall submit one (1) original, hardcopy proposal and may include one (1) electronic
copy (PDF) of the proposal copied on a USB drive, prepared with complete answers,
signed by an authorized official, enclosed in a sealed envelope properly addressed, and
must be either (a) delivered by hand, (b) mailed by certified or registered mail (and
acknowledged by a receipt), or (c) by overnight courier. The hard copy must be
received by the Port no later than 2:00 PM, Pacific Time, March 1, 2016, at the
following address:

Drop-off (delivery)
Port of Seattle
Seattle-Tacoma International Airport
Ground Transportation Booth
Ground Transportation Plaza- 3rd floor plaza area of Airport parking facility
Mail
Port of Seattle
Seattle-Tacoma International Airport
ATTN: Deborah Harrison - Aviation Business Development
17801 International Boulevard
Room A6012M
Seattle, WA 98158
6.3 Page Limit All responses are limited to a maximum of twenty (20) pages double
sided. A page is defined as a single 8.5-inch x 11-inch piece of paper. Dividers not
containing any substantive information are not included in this limit nor are any
addenda sections. Addenda sections may not, however, exceed ten (10) pages. Only
items identified in Section III. Proposal Requirements may be included in the addenda.
6.4 Waste Reduction The Port is strongly committed to waste reduction, recycling, and
the use of recycled materials. Responses should be printed on both sides of a sheet of
paper having post-consumer recycled content. Responses should not contain any
plastic or metal, except for easily removable staples, binder clamps or similar
fasteners.
6.5 Oral, telegraphic, facsimile or telephone proposals will not be considered.
7. COMPETITIVE INTEGRITY
The Port seeks to maintain a neutral competitive environment for all potential Proposers to
protect the integrity of the RFP process. All communication and questions about this RFP or
the Concession to be awarded under it shall be directed to the Port, via its PRMS website, from
the release date of this RFP until the Port completes its review process and publishes its
recommendation for award. Any communication concerning the content of this solicitation by
a potential or actual Proposer, or anyone on its behalf, with any Port official and not via the
Port's PRMS website will result in the rejection of that Proposer's proposal unless, in the
reasonable judgment of the Port's General Counsel, the communication could not reasonably
be believed to have given the Proposer a competitive advantage or have impaired the neutral
competitive environment of this solicitation. The pre-proposal conference is the only personal
contact contemplated by this solicitation between the Port and potential Proposers.
8. REJECTION OF PROPOSALS
The Port reserves the right to accept or reject any or all proposals in their entirety or in part,
and to waive informalities and minor irregularities. During the evaluation process, if the Port
determines that a particular requirement may be modified or waived, then the requirement(s)
will be modified or waived for all Proposers and all proposals will be re-evaluated in light of
the change. In the event that, in the Port's sole determination, there is not an acceptable
response, the Port reserves the right to enter into direct contract negotiations with any party it

chooses on such terms and conditions as shall then be acceptable to the Port, notwithstanding
any provisions of this RFP.
9. WITHDRAWAL OF PROPOSALS
Submitted proposals may be withdrawn prior to the deadline for submission of proposals.
After opening of the proposals by the Port and prior to the time the selected candidate is
notified, Proposer may not withdraw its proposal except on the forfeiture of its Proposal
Guarantee to the Port as liquidated damages.
10. PUBLIC DISCLOSURE
As a public agency, the Port is subject to the Washington State Public Records Act, Chapter
42.56 of the Revised Code of Washington (RCW). As such, the Port may be required to
disclose information provided in Proposer's proposal. The Port will promptly notify Proposer
of any requests for public disclosure of Proposer's documents. Proposer shall be responsible
for and bear the costs of taking legal action in an attempt to prevent disclosure of such
documents. In no event shall the Port be liable to Proposer for disclosure of Proposer's
documents the Port deems disclosable under Chapter 42.56 RCW.
11. AIRPORT CONCESSION DISADVANTAGED BUSINESS ENTERPRISE (ACDBE)
AND SMALL BUSINESS ENTERPRISE (SBE)
The Port does not require, but encourages, the participation of Airport Concession
Disadvantaged Business Enterprises (ACDBE), as defined in Chapter 49, Part 23 of the Code
of Federal Regulations, in the Concession. An ACDBE participant must be actively engaged in
the Concession operation. Certification of an ACDBE is through the State of Washington's
Office of Minority and Women's Business Enterprises (http://omwbe.wa.gov/certification/)
and must be in place prior to the date of the RFP submittal.
The Port also encourages the participation of Small Business Enterprises (SBE), including
minority, and woman owned businesses. A small business is defined by the Federal Small
Business Administration size standards (https://www.sba.gov/).
12. PROPOSAL GUARANTEE
The proposal must be accompanied by a CASHIER'S CHECK, MONEY ORDER OR
SURETY BID BOND payable to the Port of Seattle in an amount of Three Thousand and
No/100 Dollars ($3,000.00). This security shall serve as guarantee that the Proposer, if
awarded the contract under this RFP, will execute the Agreement and provide to the Port the
required security and evidence of insurance. This security will be returned to the unsuccessful
Proposer at the time of contract award and to the successful Proposer(s) upon receipt of a
signed Agreement. See Section V, "Proposer Guarantee."
13. EVALUATION PROCESS
13.1 The Port will initially evaluate each proposal to determine whether the Proposer meets
the qualifications identified in Part II, Section 2. In the event that the Port, in its sole
discretion, determines that a Proposer does not substantially meet any of these
qualifications, its proposal may be rejected without further evaluation.
13.2 Following the initial evaluation, the remaining proposals will be further evaluated
based on the evaluation criteria listed in this RFP.
9

13.3 The Port reserves the right to interview the Proposers, to ask for clarifications or
additional information and/or to investigate or conduct on-site visits of their place(s) of
business if the Port determines this to be in its best interest.
13.4 The Port, in its discretion, may refuse to evaluate a proposal for any number of reasons
including, but not limited to:
13.4.1 Evidence of collusion: One or all responses will be rejected if there is
reason for believing that collusion exists among Proposers, and no
participant in such collusion will be considered in future proposals for
concessions at the Airport. The Port acknowledges that it is, under this
RFP, encouraging providers of Taxicab and For-Hire Vehicle services, as
well as the associations under which those providers may be organized, to
work together collaboratively to provide the On-Demand Services. As a
result, the Port acknowledges that discussions between providers of
Taxicab and For-Hire Vehicle services and the associations under which
they are organized are likely. The Port is specifically not intending to limit
those discussions or the structure of proposals under this RFP. Instead, the
Port is concerned only with those discussions and arrangements that would
violate Chapters 9.18 and/or 19.86 of the Revised Code of Washington.
However, unless Proposer partners or joint ventures with another company,
taxi association, or for-hire association (specifically including one that may
be a Proposer), more than one response submitted by a Proposer under the
same or different names will not be considered. A Proposer may, however,
partner or joint venture with one or more other companies, taxi associations
or for-hire associations (specifically including ones that may also submit a
proposal, individually or collectively) in an attempt to increase the number
of Taxicabs and/or For-Hire Vehicles supplied and/or to improve its level
of service, and the Port will not consider separate proposals submitted by
such partnership or joint venture as multiple bids. Reasonable grounds for
believing that the Proposer is submitting more than one response will cause
the rejection of the Proposer's response in which the Proposer is involved.
13.4.2 Unsatisfactory performance of record, judged from the standpoint of
conduct, workmanship, or progress, as shown by past or current contracts
with the Port or any other entity.
13.4.3 Contracts not yet completed by Proposer, whether for the Port or others,
which completion might hinder or prevent compliance with the contract to
be awarded under this RFP.
14. EVALUATION CRITERIA
The Proposal Requirements received will be evaluated according to the following criteria, with
details and specific requirements outlined in Section III:
14.1 Customer Service 35 Points
The Proposer will be rated on its commitment to manage the Concession in a manner
that puts the customer experience first. Customer service should include all facets of
the customer's experience including, but not limited to: courtesy and conduct of
drivers, training programs, use of advanced technology. The Proposer must show that it
is able to manage such an operation with superior customer service standards.
10

14.2 Revenue to the Port 30 Points
Revenue to the Port will be evaluated on structure, including guaranteed and variable
payments, as well as total amount to the Port.
14.3 Experience, Qualifications and References 15 Points
The Proposer must show that it has the experience in managing and/or operating
Taxicab/For-Hire Vehicle services at airports or other high traffic public areas and
meets the qualifications in providing such service.
14.4 Deadhead Reduction & Trip Efficiency Plan 10 Points
Proposer must clearly articulate its plan to reduce deadhead trips and commit to an
achievable monthly goal and describe how it will calculate and measure deadhead
reduction so the Port can accurately audit and track activity. The Port will also assess
any other measures Proposer will take to increase trip efficiency.
14.5 Financial Stability 10 Points
The Proposer must demonstrate that it has the financial capacity to meet the
requirements of the Agreement.
15. AWARD
The Port will award the concession to the Proposer submitting the proposal with the highest
score. In the event that a single company or taxi or for-hire association partners or joint
ventures with any other company or association to submit multiple proposals as allowed by this
RFP, the Port will award the concession only to the highest scored proposal in which the
company or association is included as a Proposer. As an example, assume association A
submits a proposal individually and as a joint venturer with association B. In the event that
association A's proposal is scored higher than the joint venture of associations A and B, the
Port will not consider an award to the joint venture.
16. PROTEST PROCEDURES
Exhibit 4 contains the protest procedures associated with this RFP. Compliance with the
protest procedures is a condition precedent to any judicial or administrative proceedings
challenging the solicitation and/or award.
17. COST OF PREPARATION OF DOCUMENTS
All costs associated with the preparation of the statement of qualifications and presentation
materials shall be the responsibility of Proposer, including but not limited to costs of delivery,
express, parcel post, packing, cartage, insurance, license fees, permits, and bonds.
18. CONCESSION AGREEMENT AND OPERATING INSTRUCTIONS
The successful Proposer shall enter into a Concession Agreement with the Port. A draft of this
document is attached as Exhibit 2. The Operating Instructions will be attached as an exhibit to
the Concession Agreement. A draft of the Operating Instructions is attached as Exhibit 3. The
Port specifically reserves the right to negotiate the final agreement terms with the selected
Proposer. The Port will be guided by the attached draft and the comments, if any, provided by
the selected Proposer in negotiating the final terms of this Agreement. The attached draft shall
11

not, however, operate as a limit to the Port's ability and authority to negotiate the final terms of
this Agreement as the Port determines to be in the best interest of the Port and its stakeholders.
19. EXHIBITS
The exhibits/attachments are provided for informational purposes only. The Port does not
warrant the accuracy of the information contained therein. Proposers are advised to use their
own analysis for their submittal.
Exhibit 1: Directions to Pre-Proposal Conference Room
Exhibit 2: Draft Concession Agreement
Exhibit 3: Draft Operating Instructions
Exhibit 3A: Map of Operating Areas
Exhibit 3B: Map of Holding Area
Exhibit 3C: Service Areas
Exhibit 3D: Permit Receipt
Exhibit 3E: Authorized Driver(s) List
Exhibit 3F: Vehicle Condition Checklist
Exhibit 3G: Vehicle Repairs Timetable
Exhibit 4: Protest Procedures
20. SCHEDULE
Issuance of this RFP January 29, 2016
Pre-proposal Conference February 10, 2016
Deadline for submittal of written questions February 12, 2016
Deadline for submittal of proposals March 1, 2016
Potential interviews March 14-25, 2016
Anticipated award date of Agreement April 4, 2016
Anticipated commencement of Agreement July 1, 2016
The Port reserves the right to change any of the above dates, as it deems necessary in the Port's
best interest.

III. PROPOSAL REQUIREMENTS
Proposers are to provide complete answers to the outline below. Evaluation will be based on the
qualification statements received.
1. Executive Summary
Submit a summary of no more than one (1) page highlighting information regarding the
Proposer and its responses contained within the proposal.
2. Proposer's ACDBE and SBE Information
ACDBE
A. Explain any ACDBE involvement in the concession operation.
B. Provide the name, address, and telephone number of ACDBE.
C. Describe the nature of the ACDBE's primary business.
D. Explain ownership of ACDBE.
SBE
E. Explain any SBE involvement in the concession operation.
F. Provide the name, address, and telephone number of SBE.
G. Describe the nature of the SBE's primary business.
N.B. This information is being provided for informational purposes only. The Port does not
intend to score or otherwise provide specific credit for ACDBE and/or SBE participation.
3. Proposer's References
Provide two (2) references from customers, suppliers, or business partners that validate the
Proposer's business as an on-going concern as stated in proposal.
4. Customer Service
A. Describe your personnel policies and procedures including hiring, training incentives,
performance measures, and equal opportunity employment programs. Include company
requirements on attire, hygiene and other employee procedures.
B. Provide details of Proposer's service areas. Proposer must, at a minimum, serve those
areas listed in Exhibit C of the Operating Instructions.
C. Provide examples of how you will guarantee level of service and performance
standards with vehicle adjustments for seasonal change in demand.
D. Describe in detail your plan for ensuring maximum wait times of 5 minutes for
customers at the airport.
E. Describe how the Proposer intends to satisfy the requirement that all wheelchair
accessible vehicle ride requests are fulfilled within the maximum five-minute wait
time.
F. Describe in detail your customer service standards.
G. Describe how you will follow the minimum requirement (as stated in 2. Qualifications,
item #6) to implement a mechanism to allow for customer feedback and if this
information is not input directly to a Port system (e.g.- via a link to the Port's customer
feedback page), describe how the information will be given to the Port in a timely
manner.
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H. Describe how will you manage the fleet (Taxicabs vs. For-Hire Vehicles) based on
customer demand? Describe how you will ensure that a minimum of 300 vehicles will
be available as a minimum requirement of the Agreement (as stated in 2.
Qualifications, item #3). What is your proposed initial fleet composition (Taxicabs vs.
For-Hire Vehicles) and how do you propose adjusting the fleet mix based on customer
demand? Please describe your strategy for 1) making sure that the fleet mix represents
customer demand 2) creating metrics that accurately measure customer demand
including how you obtain and calculate such metrics, and 3) how you will use the
metrics and calculations to propose fleet adjustments.
I. Provide examples of how you utilize customer service comments and complaints and
what your progressive structure is regarding disciplinary action.
J. Document your drivers' training program, outlining your expectations for operator
conduct.
5. Revenue to the Port
A. Describe, in detail, how much you propose to pay the Port of Seattle.
i. Identify whether Proposer will pay the Port a minimum, annual amount each
year of the Concession Agreement. A Proposer is not required to include a
minimum annual guaranteed amount, but the Port may provide credit in its
evaluation for those Proposers that do. Unless otherwise provided, the Port will
assume the minimum annual amount is payable in equal monthly installments.
Describe whether the guaranteed amount will escalate annually over the fiveyear
potential term (three-year initial term plus two, one-year extension
options).
ii. The Port will require each proposer to pay the Port a minimum per-trip fee of
$5.00 from each outbound trip, i.e., trip originating from Sea-Tac Airport. In
the event that Proposer offers a minimum annual guaranteed amount, that
amount will operate as a credit against the per-trip fee and, as a result, the pertrip
fee will be payable only to the extent it exceeds the (monthly) payment of
any minimum annual guaranteed payment offered by the Proposer. Each
Proposer may, but is not required, pay the Port a per-trip fee higher than $5.00
per-trip. If Proposer proposes to pay the Port a per-trip fee higher than $5.00
per-trip, clearly specify the proposed per-trip fee for the full five-year potential
term (three-year initial term plus two, one-year extension options).
B. Proposer must provide details of forecasted, or predicted, ridership over the five-year
contract period (three-year initial term plus two, one-year extension options) proposed
to begin on or about July 1, 2016, including number of trips, total revenue to Proposer,
and total revenue to Port incorporating the proposed minimum annual guarantee and
per-trip fee payable to the Port described in i. and ii. above, and in conjunction with
items 7.F and G. below (may be included in addenda).
6. Deadhead Reduction & Trip Efficiency Proposal
A. Proposers must describe in detail what approach they will use to effectively reduce
deadhead (vehicles that do not contain a passenger) trips to and from the airport. Please
provide a detailed summary and attach a spreadsheet detailing what percentage of
deadhead trips will be reduced quarterly by your efforts. Use attainable and realistic
goals only (spreadsheet attachment may be included in addenda).

B. Proposers must include information on how they will calculate the deadhead reduction
plan addressed in A. above (including samples) and what metrics will be used for such
calculations. Proposer must describe what mechanism will be made available to Port
staff to be able to audit and track the metrics and goals.
C. Proposers may describe additional trip efficiency initiatives they will implement.
These could include other programs, smartphone apps or services that increase trip
efficiency such as ridesharing or ride-matching services.
7. Financial Stability
A. Provide financial statements, including balance sheets, statements of income, and cash
flow statements for the last three (3) calendar years or fiscal years. Audited financial
statements are strongly preferred. In the event audited financial statements are not
available, all financial statements shall be certified by the Proposer's
Controller/Director of Finance/Chief Financial Officer, or other senior manager, such
as Owner, President, or Chief Executive Officer (may be included in addenda).
B. If Proposer operates as a subsidiary of another company or is in a joint venture with
another company, provide all financial statements listed in 7.a. for each company.
C. Provide current Dun & Bradstreet Summary, if available. If a Dun & Bradstreet
Summary is unavailable, state why (may be included in addenda).
D. Provide the name, address, telephone/fax numbers of the Proposer's bank(s), including
a letter of reference from the bank(s) (letter may be included in addenda).
E. Provide proof of ability to obtain and retain various insurance policies and bonds
required under the Agreement, as described in Section 8.2 of Exhibit 2, Concession
Agreement.
F. Provide financial forecasts, or pro-formas, covering the five-year term of the
concession agreement (see item 5.B above).
G. List any amounts that will be invested in the operation of the business over the fiveyear
concession and detail how the amounts will be financed (equity, line of credit,
bank loan, etc.)
8. Experience and Qualifications
A. Experience and Company Profile: Provide details of the Proposer including the
following:
i. If a corporation, furnish the date and state of incorporation, and the names of all
persons or entities owning at least 25% of the company's voting stock. If
Proposer is a subsidiary, state the name of parent company; however, all
information provided herein must be as to Proposer and not as to parent
company.
ii. If a partnership, list all partners.
iii. If a joint venture, provide the information requested within this section for each
party.
iv. If a sole proprietorship, list all business names under which such individual has
done business during the last five (5) years.
v. Provide organizational structure of the Proposer, both corporate and local.
Attach organizational charts and resumes (may be included in addenda).
vi. Provide detailed information, including names, titles, and previous experience
related to this operation for all individuals who will be involved in the
operation at Sea-Tac Airport. Include any and all individuals who will be in
15

contact with Port of Seattle staff, either operationally or in contract
management.
vii. Describe the experience of the Proposer in managing and operating Taxicab,
For-Hire Vehicle and/or other vehicle-related concession agreements in airports
or other high traffic public areas.
viii. Submit a tabulated list where Proposer has operated Taxicab, For-Hire Vehicle
and/or vehicle related concessions, which list should include location(s),
beginning and ending dates of agreements, and gross receipts generated by each
contract.
ix. State whether Proposer had any leases, concession agreements or other
operating agreements that terminated prior to expiration of the term within the
past ten (10) years. If stated, explain the reason for the termination(s).
x. Describe what computerized or other dispatching experience you have.
B. Qualifications
i. Describe how the Proposer intends to transition the operation at the
commencement of the Concession. Please include details on the proposed
transition plan.
ii. Describe how the operation will be managed by the Proposer and include
whether the Proposer will actually provide one, or both, types of service itself,
or, will contract out one, or both, types of service to other providers.
iii. Describe how the Proposer meets the minimum qualification listed above in
which it must be registered with all appropriate regulatory bodies.
iv. Describe how the Proposer meets the minimum qualification listed above in
which it must be licensed to conduct and provide On-Demand Services directly
or must contract with providers that are so licensed. If the Proposer does not
directly provide all of the On-Demand Services, it will nonetheless be
responsible for and must centrally manage all such On-Demand Services.
v. Describe how the Proposer will fulfill the responsibility of janitorial,
maintenance, and upkeep of the 160th St. staging facility and building. Please
include details including frequency and services provided.
vi. Describe how you will meet the minimum qualification in Part II, Section 2,
Item 5 for detailed electronic reporting.
1. What is the frequency a report could be delivered (months, weeks, days,
seconds)? Consideration will be given to vendors who can demonstrate
a real-time or near-real-time function for reporting.
2. What is the committed uptime of the system that produces the data and
how is it supported? Who is called when the report fails and what is the
committed response time?
3. What is the technology used for reporting? Consideration will be given
to vendors who support a standards based reporting mechanism such as
REST, JSON, XML, etc.
vii. Describe how you will ensure that your fleet of vehicles will minimize air
emissions and institute operational practices that help protect impacts to the
natural environment (as stated in 2. Qualification, item #4 above). Proposer
must demonstrate that one hundred percent (100%) of its vehicle fleet will
utilize dedicated alternative fuels or have an EPA combined city/highway fuel
economy rating of 50 mpg or greater at the commencement of the
Concession. The Department of Energy considers the following vehicle fuels as
alternatives to petroleum: Biodiesel, Electricity, Ethanol, Hydrogen, Methanol,
16

Natural Gas, and Propane. For more information about alternative vehicle
fuels, consult http://www.afdc.energy.gov/afdc/fuels/index.html. Please
describe any additional green vehicle standards, above the minimum
requirement, will be implemented as part of this Agreement.
9. Comments (if any) on Draft Concession Agreement.
Proposer is invited to comment on the suitability of the attached draft Concession Agreement,
Exhibit 2. As noted above in Part II, Section 18, the Port specifically reserves the right to
negotiate the final agreement terms with the selected Proposer. However, the Port will
generally not consider any revisions requested by the selected Proposer unless specifically
identified in its proposal. In the event that a Proposer requests revisions to the draft
Concession Agreement that would materially revise the identified terms or materially affect
the performance and/or payments the Port expects under the Concession, the Port specifically
reserves the right to take account of any such proposed revisions as it undertakes its evaluation
of the proposal.

IV. PROPOSER'S CERTIFICATION
By submitting a Proposal, Proposer understands, agrees and warrants that:
Proposer has carefully read and fully understands the information provided in this RFP, including, but
not limited to, Part II, Section 7 (Competitive Integrity).
Proposer has the capability to successfully undertake and complete the responsibilities and obligations
of the proposal being submitted.
All information in the Proposal is true and correct.
The Port has the right to negotiate fees and other items it deems appropriate for the benefit of the Port
and the traveling public.
The Port has the right to make any inquiry it deems appropriate to substantiate or supplement
information supplied by Proposer, and Proposer hereby grants the Port permission to make said
inquiries and to provide any and all requested documentation in a timely manner.

Dated this ___ day of ____________, 2016.

___________________________
(Proposer)

By: _______________________
Title: ______________________

(TO BE ACCEPTED, ALL PROPOSERS MUST SIGN THIS CERTIFICATION)

V. PROPOSER GUARANTEE
The Proposal must be accompanied by a CASHIER'S CHECK, MONEY ORDER OR SURETY BID
BOND payable to the Port of Seattle in an amount of Three Thousand and No/100 Dollars
($3,000.00). This security shall serve as guarantee that the Proposer, if awarded the contract under
this RFP, will execute the Agreement and provide to the Port the required security and evidence of
insurance. This security will be returned to the unsuccessful Proposer at the time of contract award
and to the successful Proposer(s) upon receipt of a signed Agreement.

EXHIBIT 1
(Directions to Pre-Proposal Conference Room)

Park in General Parking of the Parking Terminal. (We will only validate in General
Parking)
Park in row S through W
Take the stairs or elevator to floor #4
Take Skybridge #1 to the main passenger terminal
Take the escalator or elevator up to the ticketing level
The Pre-Proposal Conference will be held in the Beijing conference room on the
Mezzanine level of the Airport Operations Building located at the south end of the airport
terminal
The stairs and elevator to the Mezzanine level are directly behind the Lufthansa ticket
counter
Please check in with the receptionist on the Mezzanine level to get your visitors badge

EXHIBIT 2
Draft Concession Agreement

CONCESSION AGREEMENT
FOR
ON-DEMAND, OUTBOUND
TRANSPORTATION SERVICES
Between
PORT OF SEATTLE
And
[CONCESSIONAIRE]

RFP - Page 21

TABLE OF CONTENTS

TABLE OF CONTENTS ................................................................................................................ 2
SECTION 1 : DEFINITIONS ......................................................................................................... 3
SECTION 2 : GRANT OF CONCESSION ................................................................................... 5
SECTION 3 : TERM ...................................................................................................................... 7
SECTION 4 : CONCESSION FEES .............................................................................................. 7
SECTION 5 : SECURITY ............................................................................................................ 11
SECTION 6 : STANDARDS OF OPERATION .......................................................................... 12
SECTION 7 : TAXES ................................................................................................................... 18
SECTION 8 : INSURANCE AND INDEMNITY ....................................................................... 18
SECTION 9 : ASSIGNMENT ...................................................................................................... 22
SECTION 10 : DEFAULT ........................................................................................................... 22
SECTION 11 : NONWAIVER; RIGHT TO PERFORM............................................................. 25
SECTION 12 : SURRENDER AND HOLDING OVER ............................................................. 26
SECTION 13 : ACDBE REQUIREMENTS; NON-DISCRIMINATION ................................... 26
SECTION 14 : MISCELLANEOUS ............................................................................................ 27
SECTION 15 : SIGNATURES ..................................................................................................... 30
SECTION 16 : ACKNOWLEDGMENTS ................................................................................... 31

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THIS CONCESSION AGREEMENT is made as of this ____ day of May 2016 by and
between the PORT OF SEATTLE, a Washington municipal corporation (the "Port"), and
_________________, a ____________ corporation ("Concessionaire").
WHEREAS, the Port owns and operates the Seattle-Tacoma International Airport,
located in the County of King, State of Washington; and
WHEREAS, on-demand, outbound transportation services are an important element of an
efficient ground transportation system at the Airport; and
WHEREAS, pursuant to Chapter 14.08 RCW and other applicable statutes, the Port
Commission is authorized to regulate and control the use of Port facilities at the Airport and to
contract by concession agreement for the use of those facilities; and
WHEREAS, Concessionaire was selected through a competitive request-for-proposals
process to provide on-demand, outbound taxicab and for-hire vehicle transportation services at
the Airport; and
WHEREAS, the Port has determined that is in the best interest of the public that uses the
Airport to enter into this Agreement;
NOW, THEREFORE, in consideration of their mutual promises, the parties hereby agree
as follows:
SECTION 1: DEFINITIONS
For purposes of this Agreement, the following terms have the following meanings:
1.1 Agreement. "Agreement" shall mean and refer to this Concession Agreement, as
the same may be amended from time-to-time.
1.2 Agreement Year. "Agreement Year" shall mean each successive year during the
term of this Agreement. For example, the first Agreement Year will begin on the commencement
date and end on the day before the first anniversary of the commencement date.
1.3 Airport. "Airport" shall mean the Seattle-Tacoma International Airport.
1.4 ACDBE. "Airport Concessions Disadvantaged Business Enterprise" and
"ACDBE" shall mean, a business, whether it is a corporation, sole proprietorship, partnership or
joint venture certified as an ACDBE by the State of Washington, of which at least fifty-one
percent (51%) of the interest is owned and controlled by one or more socially and economically
disadvantaged individuals as defined in the Airport and Airways Safety and Capacity Expansion
Act of 1987 and the regulations promulgated pursuant hereto at 49 CFR Part 23.
1.5 Concession. "Concession" shall mean and refer to the operation of on-demand,
outbound transportation by Taxicab and For-Hire Vehicle from the Airport. The Concession
specifically does not include on-demand limousine service or any other on-demand/walk-up
service that may be authorized under any other provision of Washington law. The Concession

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also does not include or extend to pre-arranged transportation services provided by
Transportation Network Companies, which are also regulated under Chapter 46.72 of the
Revised Code of Washington and Chapter 6.64 of the King County Code.
1.6 Concessionaire. "Concessionaire" shall mean and refer to the Concessionaire
identified in the first paragraph of this Agreement.
1.7 Day. "Day" or "Days" shall, unless otherwise specified, mean and refer to
calendar day(s), not business day(s).
1.8 Default Rate. "Default Rate" shall mean the rate of eighteen percent (18%) per
annum or the maximum rate provided by law for a transaction of this nature, whichever is less.
1.9 Driver. "Driver" shall mean driver actually providing transportation services to a
customer under the terms of, and authorization granted by, this Agreement. The term Driver
specifically includes employees, independent contractors, and any other person, without regard
to the particular contractual relationship between Concessionaire and Driver, who actually
provides the outbound, on-demand transportation services. The term Driver is likewise intended
to extend to anyone present on or about the Airport providing assistance to or otherwise
accompanying any Driver.
1.10 Enplaned Passenger. "Enplaned Passenger" shall mean all those passengers
boarding flights at the Airport from scheduled or chartered flights, whether domestic or
international, including non-revenue passengers (but excluding airline crew for the flight), and
including those passengers connecting from arriving flights of same or another airline. Enplaned
Passengers shall generally be measured for the entire Airport and Concourse A, Concourse B,
Concourse C, Concourse D, the North Satellite and the South Satellite separately.
1.11 For-Hire Vehicle. "For-Hire Vehicle" shall have the meaning set forth in King
County Code Section 6.64.010.I on the date of this Agreement.
1.12 Legal Requirements. "Legal Requirements" shall mean and refer to all laws,
statutes and ordinances including building codes and zoning regulations and ordinances and the
orders, rules, regulations and requirements of all federal, state, county, city or other local
jurisdiction departments, agencies, bureaus, offices and other subdivisions thereof, or any official
thereof, or of any other governmental, public or quasi-public authority, including the Port, which
may be applicable to or have jurisdiction over the Airport.
1.13 Minimum Annual Guarantee. "Minimum Annual Guarantee" shall have the
meaning set forth in Section 4.1 of this Agreement.
1.14 Operating Instructions. "Operating Instructions" shall have the meaning set forth
in Section 6.5 of this Agreement.
1.15 Per-Trip Fee. "Per-Trip Fee" shall have the meaning set forth in Section 4.2 of
this Agreement.
1.16 Port. "Port" shall mean the Port of Seattle, a Washington municipal corporation.

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1.17 Proposal. "Proposal" shall mean and refer to Concessionaire's proposal submitted
in response to the request for proposals process under which Concessionaire was selected to
operate the Concession.
1.18 Revenue Trips. "Revenue Trip s" the total number of revenue-generating,
outbound, on-demand trips generated from the Concession for a particular period of time. The
number of Revenue Trips shall be based on Automated Vehicle Identification (AVI) data
provided by the Port and Concessionaire's documented, auditable records, including those
related to non-revenue trips. In the event that Concessionaire cannot reasonably document the
number of non-revenue trips such that the number is reasonably subject to audit, Concessionaire
shall pay based on the total number of trips as measured by the Port's AVI system. That number
shall, however, specifically be subject to reasonable increase by the Port in the event that it is
determined that any of Concessionaire's permitted Vehicles did not possess an AVI tag for any
relevant period or that the AVI system failed to accurately function for a period of time. In
general, any adjustment shall be based on data pertaining to the same Vehicle(s) for a
comparable period of time or to comparable Vehicle(s) for a comparable period of time,
appropriately accounting for period-over-period changes in Revenue Trips.
1.19 Security. "Security" shall have the meaning set forth in Section 5.1 of this
Agreement.
1.20 Special Needs. "Special N eeds" shall refer to passengers with a disability
recognized under the Americans with Disabilities Act, passengers that are elderly and have
health problems, passengers that are mobility impaired, or single passengers traveling with infant
children and excessive possessions, including baby seat and luggage.
1.21 Solicit. "Solicit" or "Solicitation" refers to the engaging in any in-person activities
at the Airport designed or intended to persuade members of the public to use Concessionaire's
services.
1.22 Taxicab. "Taxicab" shall have the meaning set forth in King County Code Section
6.64.010.V on the date of this Agreement
1.23 Vehicle. "Vehicle" shall mean any Taxicab or For-Hire Vehicle actually used in
providing outbound, on-demand transportation services to a customer under the terms of, and
authorization granted by, this Agreement. Vehicle includes any vehicle owned, leased, or
otherwise operated by Operator or any of its Drivers.
SECTION 2: GRANT OF CONCESSION
2.1 Exclusive Concession. The Port grants to Concessionaire the exclusive right to
provide transportation services under and otherwise operate the Concession. Except as otherwise
provided, the Port shall award no other concession agreements to on-demand, outbound
transportation by Taxicab and/or For-Hire Vehicle services; provided, however, in the event
Concessionaire does not meet the minimum services levels required under this Agreement or
provide adequate service during inclement weather or other adverse conditions, the Port may call
in other Taxicab/For-Hire Vehicle services to meet such minimum service levels. Nothing
contained in this Agreement, however, prevents the Port from permitting other Taxicab and/or

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For-Hire Vehicle services from either providing any inbound services or providing pre-arranged
services to outbound passengers. Concessionaire accepts the grant of the Concession and agrees
to perform the services and obligations described in this Agreement, including the Operating
Instructions.
2.2 Staging and Loading Areas. The Port also grants to Concessionaire the right to
use those areas and loading zones designated in the Operating Instructions for its operations
under this Agreement. The Port agrees to provide Concessionaire separate pick-up areas for
Taxicabs and For-Hire Vehicles. The initial locations for said loading area, feeder lines and
remote holding/staging lots shall be as shown on Exhibits A and B to those Operating
Instructions, respectively, and the Port shall have the right from time to time to alter the number,
reconfigure, or relocate any or all of the holding/loading zones or feeder lines including the
remote holding lot on ten (10) days' prior written notice to Concessionaire. In the event that
Concessionaire does not meet the minimum service levels required and the Port calls in other
Taxicab/For-Hire Vehicle services as provided by Section 2.1, any such Taxicab and/or For-Hire
Vehicle service(s) may, during such time, use the areas reserved exclusively for Concessionaire
by this Agreement.
2.3 Lease for Holding Area. The Port shall, by separate agreement at no additional
expense to Concessionaire, provide Concessionaire use of designated areas at the Airport for the
direct administration and support of the Concession, which areas include the exclusive office and
breakroom space located at the 160th Street holding lot.
2.4 Reserved Rights. Nothing in this Agreement prevents the Port from granting
permission to other operators of vehicles rendering a different type of service the use of the
Airport's facilities. Likewise, nothing in this Agreement shall restrict in any way the Port's rights
to deny or control uses of the Airport drives and adjacent areas at the Airport passenger terminal
buildings.
2.5 Legal Limitations on Grant of Concession. In the event that federal or state courts
or regulatory agencies having judicial or administrative jurisdiction declare or deem the rights
and privileges granted by this Agreement to Concessionaire to be invalid, unenforceable, or void,
the Port may comply with any resulting judicial orders or administrative directive without being
deemed in violation of this Agreement. Furthermore, the Port may, in its discretion, award some
or all of Concessionaire's Concession rights and privileges to additional Taxicab/For-Hire
Vehicle operators if the same appears necessary or advisable in order to comply with such
judicial orders or administrative directives. In the event of such award by the Port,
Concessionaire may at its option, upon not less than sixty (60) day's prior written notice to the
Port, terminate this Agreement with the Port and discontinue Concession operations at the
Airport. Except for this option to terminate, the award of concession rights and privileges to
additional operators shall not entitle Concessionaire to any reduction of any fees due and payable
hereunder or to any other modifications of this Agreement.
2.6 Port's Right Make Alterations. Any portion of this Agreement to the contrary
notwithstanding, the Port shall have the absolute right to make any repairs, alterations and
additions to the Airport terminal buildings or any other the Airport facilities (specifically
including the areas identified for Concessionaire's use), free from any and all liability to

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Concessionaire or for loss of business or damage of any nature whatsoever sustained by
Concessionaire during the making of such repairs, alterations and additions. BOTH THE PORT
AND CONCESSIONAIRES ACKNOWLEDGE THAT DURING THE TERM OF THIS
AGREEMENT THERE WILL BE SIGNIFICANT CONSTRUCTION ACTIVITY AT THE
AIRPORT, WHICH MAY REQUIRE ALTERATION OR RELOCATION OF FACILITIES
AFFECTING CONCESSIONAIRE. The Port will directly bill the Concessionaire for any repairs
that are due to the negligence of the Concessionaire.
2.7 Emergencies. Concessionaire may at times of emergency be required to provide
other transportation services. In such cases, the Port shall use all reasonable efforts to provide as
much notice as possible to Concessionaire under the circumstances.
SECTION 3: TERM
3.1 Agreement Term. Unless earlier terminated pursuant to any provision of this
Agreement, the term shall commence on July 1, 2016 and continue until June 30, 2019.
3.2 Port's Option to Extend. The Port shall, in its sole discretion, have the option to
extend the term of this Agreement for up to two (2) additional one-year periods by providing
Concessionaire written notice of its election not less than six (6) months prior to the then-current
expiration of the Agreement.
SECTION 4: CONCESSION FEES
4.1 Minimum Annual Guarantee.
NOTE: A Minimum Annual Guarantee is not required under the terms of the
RFP; this provision has been included as a placeholder in the event a Minimum
Annual Guarantee is proposed by the successful Proposer and will serve as a
model for how the Minimum Annual Guarantee will be payable unless otherwise
identified in the proposal.
4.1.1 Amount. For the concession rights and privileges granted herein,
Concessionaire shall pay the Port a minimum, guaranteed amount (the "Minimum Annual
Guarantee") equal to $____________________________ for each Agreement Year over the
term.
4.1.2 Payment. The Minimum Annual Guarantee amount shall be divided into
equal monthly payments. The Minimum Annual Guarantee shall be payable monthly, in
advance, without notice from the Port and without abatement, setoff, or deduction, beginning on
the first day of the month of each and every month during the term.
4.1.3 Relief for Exceptional Circumstances. In the event that the total number of
Enplaned Passengers for any month decreases by more than twenty percent (20%) from the same
month of the prior year, then: (a) the Minimum Annual Guarantee payment due for the next
month shall automatically be adjusted downward by the percentage decrease in the number of
Enplaned Passengers for the month experiencing the decrease, and (b) the Minimum Annual
Guarantee for the Agreement year in which the reduced monthly payment amount falls shall also

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be reduced by a like dollar amount. For example, if the number of Enplaned Passengers for the
month of July 2017 declined by 25% over the number of Enplaned Passengers for the month of
July 2016, then the Port will: (a) reduce the Minimum Annual Guarantee amount payable for the
month of August 2017 by 25%, and (b) reduce the Minimum Annual Guarantee for the
Agreement year in which August 2017 falls by a like dollar amount.
4.2 Per Trip Fees.
4.2.1 Amount. To the extent greater than the Minimum Annual Guarantee,
Concessionaire shall also pay the Port a per-trip fee (the "Per-Trip Fee") equal to
$_______________ per Revenue Trip.
4.2.2 Reporting and Payment. On or before the 20th day of each month,
Concessionaire shall submit to the Port a statement of the number of Revenue Trips generated
from the Concession during the preceding month (the "Monthly Report") and shall
simultaneously pay to the Port the Per-Trip Fee due for that preceding month less the monthly
payment of Minimum Annual Guarantee already paid by the Concessionaire for that month. In
order to assist Concessionaire with the preparation of the Monthly Report, the Port will provide
Concessionaire with the gross number of outbound, on-demand trips measured by the Port's
automated vehicle identification (AVI) system for each of Concessionaire's Vehicles for the
prior month not later than (5) business days following the end of each month during the term.
Concessionaire shall file the Monthly Report using the technology and procedures designated by
the Port and shall show such reasonable detail and breakdown as may be required by the Port. If
the Port instructs Concessionaire to file the Monthly Report or any other report by computer, email
, or internet website, the Port shall not be obligated to furnish Concessionaire with the
equipment or systems necessary to do so. The failure to timely provide the reports required by
this Section shall be grounds for the imposition of liquidated damages as provided in Section
10.2.3 and the Operating Instructions.
4.2.3 Annual Reconciliation. The Per-Trip Fee shall be subject to annual
reconciliation by the Port at the end of each Agreement Year following receipt of the Annual
Report. Under/over payments of less than forty dollars ($40.00) shall not be subject to
adjustment. In the event that Concessionaire has underpaid the Per-Trip Fee by forty dollars or
more, Concessionaire shall remit the entire amount of the underpayment together with the
Annual Report. In the event Concessionaire has overpaid the Per-Trip Fee by forty dollars or
more, the Port will issue Concessionaire a credit that shall be utilized against future payment
obligations (or, following the expiration or earlier termination of this Agreement, issue
Concessionaire a refund).
4.3 Credit for Space Rental. Concessionaire shall be entitled to a credit (the "Rent
Credit") against the Minimum Annual Guaranty and Per-Trip Fee due to the Port for the amount
of base rent together with leasehold excise tax payable on such amount actually paid to the Port
each year under that separate lease agreement between the Port and Concessionaire for certain
exclusive space as provided in Section 2.3. Concessionaire may apply the Rent Credit against
any amount of Minimum Annual Guaranty and/or Per-Trip Fee owed by Concessionaire to the
Port. In the event that Concessionaire applies the Rent Credit against an amount of Minimum
Annual Guaranty, the Rent Credit shall automatically operate as a credit against the Per-Trip Fee

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otherwise covered by payment of the Minimum Annual Guaranty. (In other words, the Rent
Credit shall be treated, under Section 4.2.2 of this Agreement, as a "payment of Minimum
Annual Guarantee already paid by the Concessionaire" when determining the amount of Per-Trip
Fee payable by Concessionaire.)
4.4 Payments; Automatic Transfer.
4.4.1 All amounts due under this Agreement shall be paid in lawful money of
the United States of America. Concessionaire may not pay any amount due under this Agreement
utilizing a credit card or other, similar instrument for which the Port must pay a commission or
discount on the gross funds remitted; all payments shall be made by check, ACH credit transfer,
or other form of payment approved by the Port. In the event the Concessionaire delivers a
dishonored check or draft to the Port in payment of any obligation arising under this Agreement,
Concessionaire shall pay a service charge in the amount established by the Port from time to
time, along with interest thereon at the Default Rate from the original due date of such
dishonored check or draft without further demand. In such event, the Port may require that future
payments be made by cashier's check or other means acceptable to the Port.
4.4.2 Instead of requiring Concessionaire to pay any charges in a manner
pursuant to Section 4.4.1, the Port may, at its sole option, upon not less than sixty (60) days prior
notice to Concessionaire, require Concessionaire to promptly execute and deliver to the Port any
documents, instruments, authorizations, or certificates required by the Port to give effect to an
automated debiting system, whereby any or all payments by Concessionaire of whatsoever
nature required or contemplated by this Agreement shall be debited monthly or from time to
time, as provided in this Agreement, from Concessionaire's account in a bank or financial
institution designated by Concessionaire and credited to the Port's bank account as the Port shall
designate from time to time.
4.4.3 Concessionaire shall promptly pay all service fees and other charges
connected with its use of an automated debiting system, including, without limitation, any
charges resulting from insufficient funds in Concessionaire's bank account or any charges
imposed on the Port.
4.4.4 In the event that Concessionaire elects to designate a different bank or
financial institution from which any fees or other charges under the Agreement are automatically
debited, notification of such change and the required documents, instruments, authorizations, and
certificates specified in Section 4.4 must be received by the Port no later than thirty (30) days
prior to the date such change is to become effective.
4.4.5 Concessionaire agrees that it shall remain responsible to the Port for all
payments and other charges pursuant to the Agreement, even if Concessionaire's bank account is
incorrectly debited in any given month. Such fees and other charges shall be immediately
payable to the Port upon written demand.
4.4.6 Concessionaire's failure to properly designate a bank or financial
institution or to promptly provide appropriate information in accordance with this Section 4.4.2
shall constitute a default of this Agreement.

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4.5 Late Charges.
4.5.1 Concessionaire hereby acknowledges that late payment by Concessionaire
to the Port of its financial obligations under this Agreement, or any portion thereof, will cause
the Port to incur costs not otherwise contemplated by this Agreement. Accordingly, if any
payment, or any portion thereof, due from Concessionaire shall not be received by the Port
within ten (10) days after such amount shall be due, then, without any requirement for notice by
the Port to Concessionaire, Concessionaire shall pay the Port a late charge equal to five percent
(5%) of such overdue amount unless such late charge is specifically waived by the Port in
writing. The parties agree that such late charge represents a fair and reasonable estimate of the
costs the Port will incur by reason of late payment by Concessionaire. Acceptance of such late
charge by the Port shall in no event constitute a waiver of Concessionaire's default with respect
to such overdue amount, nor prevent the Port from exercising any of the other rights and
remedies granted hereunder.
4.5.2 In addition to the late charges provided for in this Section, interest shall
accrue on any unpaid obligation at the Default Rate from the date due until paid.
4.5.3 Notwithstanding anything to the contrary in this Section, interest and late
charges shall be subject to a minimum, monthly charge of five dollars ($5.00).
4.6 Accounting Procedures.
4.6.1 Records. Concessionaire covenants and agrees that it will establish and
maintain an accounting and record keeping system (specifically including all books of account
and records customarily used in the type of operation permitted by this Agreement) in full and
complete accordance with generally accepted accounting principles and otherwise reasonably
satisfactory to the Port for the determination of any fees or other computations, which may be
necessary or essential in carrying out the terms of this Agreement. Concessionaire shall maintain
its records relating to the operation permitted by this Agreement for a period of at least three (3)
years after the end of each calendar year (or until the close of any ongoing audit thereof being
conducted by, or on behalf of, the Port); provided, however, that the Port may request that any
such records be retained for a longer period of time, in which case Concessionaire, at its option,
may deliver such records into the custody of the Port.
4.7 Audit.
4.7.1 Right to Audit. The Port shall have the right to time to inspect and audit,
through its accountants or representatives, Concessionaire's records with reference to the
determination of any matters relevant to this Agreement, and Concessionaire shall make or cause
to be made the records readily available for such examination. The Port may undertake such
inspection and/or audit at any reasonable time and from time to time. In the event that
Concessionaire's records are not maintained in the Puget Sound region, they shall be made
available for audit locally within twenty (20) business days of a request by the Port, or
Concessionaire shall pay in full, any travel and related expenses of Port representative(s) to
travel to the location outside the Puget Sound region. In addition, the Port shall have the right to
conduct a "surprise" audit not more frequently than twice every twenty-four (24) months, and, in

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the event that Concessionaire's books and records are not maintained locally, Concessionaire
shall further pay in full, any travel and related expenses of the Port representative(s) to travel to
the location outside the Puget Sound region for such "surprise" audit(s).
4.7.2 Over/Under Payment. In the event that any such audit discloses that the
Per-Trip fees were under-reported (e.g. as a result of over-reporting non-revenue trips),
Concessionaire shall forthwith pay the Per-Trip Fee due along with interest at the Default Rate
and, if the audit reveals a discrepancy of more than two percent (2%) of the Per-Trip Fees for
any twelve (12) month period, Concessionaire shall also pay the cost of such audit along with
interest at the Default Rate. If Concessionaire over-reports its Per-Trip Fees (e.g. as a result of
under-reporting non-revenue trips), Concessionaire will be granted a credit toward future
payment obligations after first deducting the cost of the audit. In the event the cost of the audit
exceeds the refund due, Concessionaire shall not be responsible for the balance of the cost of the
audit but shall not be entitled to any refund/credit associated with the over-report of Gross Sales.
4.7.3 Subcontractor's Records. If Concessionaire subcontracts, licenses, or in
any manner utilizes the services of other entity (other than the Drivers) to meet its obligations
under this Agreement, Concessionaire is responsible for ensuring that all of such party(ies)
records conform to the requirements of this Agreement. The failure of any such party to maintain
its records as required under this Agreement, or correctly report gross sales, will be deemed a
failure on the part of Concessionaire to conform to the requirements of this Agreement.
SECTION 5: SECURITY
5.1 Security. Concessionaire shall, upon execution of this Agreement, obtain and
deliver to the Port a good and sufficient corporate surety company bond, irrevocable stand-by
letter of credit, or other security in a form approved by the Port in the amount of One Million
Dollars and No Cents ($1,000,000.00) (hereinafter referred to as "Security"), to secure
Concessionaire's full performance of this Agreement, including the payment of all fees and other
amounts now or hereafter payable to the Port hereunder. In the event that a late charge is payable
under Section 4.5 (whether or not collected) for three (3) installments of Minimum Annual
Guarantee or Per-Trip Fees in any twelve (12) month period, the amount of the Security shall, at
the Port's election, be doubled. The amount, form, provisions and nature of the Security, and the
identity of the surety or other obligor thereunder, shall at all times be subject to the Port's
approval. The Security shall remain in place at all times throughout the full term of this
Agreement and throughout any holdover period. If the Security is in a form that periodically
requires renewal, Concessionaire must renew the Security not less than 45 days before the
Security is scheduled to expire. No interest shall be paid on the Security and the Port shall not be
required to keep the Security separate from its other accounts. No trust relationship is created
with respect to the Security.
5.2 Return of Security. The Security is a part of the consideration for execution of this
Agreement. If Concessionaire shall have fully performed all terms and conditions of this
Agreement, any cash deposit security shall be paid to Concessionaire within sixty (60) days
following the termination (or expiration) date without interest; otherwise the Port shall, in
addition to any and all other rights and remedies available under this Agreement or at law or
equity, retain title thereto.

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5.3 Application of Security. The Port may apply all or part of the Security to unpaid
Minimum Annual Guarantee, Per-Trip Fees or any other unpaid sum due hereunder, or to cure
other defaults of Concessionaire. If the Port uses any part of the Security during the term of the
Agreement, Concessionaire shall restore the Security to its then-currently required amount within
fifteen (15) days after application of the Security by the Port. The retention or application of such
Security by the Port pursuant to this Section does not constitute a limitation on or waiver of the
Port's right to seek further remedy under law or equity.
SECTION 6: STANDARDS OF OPERATION
6.1 Warranty of Adequate Authority. Concessionaire covenants and warrants that it
holds and will maintain any and all authority necessary from any other governmental body
(federal, state and/or local) to fully and adequately provide the services covered by this
Agreement. In the event this Agreement is terminated because: (a) Concessionaire is held to lack
any such authority; (b) Concessionaire loses such authority; or (c) Concessionaire's services
under this Agreement are interrupted or restricted, voluntarily or by action or threatened action
of any governmental body or private entity other than the Port, then Concessionaire shall hold
harmless and indemnify the Port from any and all expenses, losses and damages the Port may
incur, including but not limited to, any and all expenses associated with preparing and
negotiating a new on-demand, outbound concession agreement and any and all loss of
concession revenues to the Port for the balance of the term of this Agreement. These obligations
of Concessionaire shall survive any termination of this Agreement and shall be in addition to any
and all other rights and remedies provided by law or this Agreement, including but not limited to,
liquidated damages for Concessionaire's failure to provide a minimum level of service as
described in Section 6.3 below.
6.2 Taxicab and For-Hire Vehicle Service. Concessionaire shall provide on-demand,
outbound service under the Concession utilizing both Taxicabs and For-Hire Vehicles. The Port
will initially issue permits for three hundred (300) Vehicles under the Concession. These
vehicles shall all be legally licensed to operate and pick-up passengers in both the City of Seattle
and areas subject to regulation by King County (i.e. "dual-licensed" vehicles). In addition, the
Port will issue permits for an additional fifty (50) wheelchair accessible Vehicles, as addressed in
Sections 6.2.3and 6.9.4 below. The Port shall have the option to issue more permits if, in its sole
discretion, additional on-demand Vehicles are necessary to provide an acceptable level of
customer service at the Airport. Likewise, the Concessionaire may, at any time, petition the Port
to issue permits for additional on-demand Vehicles in the event that the existing number of
permitted on-demand Vehicles is not sufficient to adhere to the minimum service standards set
forth in Section 6.3.
6.2.1 Initial Allocation of Permits. The Vehicle permits issued by the Port (for
other than wheelchair accessible Vehicles) shall initially be allocated between Taxicabs and For-
Hire Vehicles as set forth in Concessionaire's Proposal.
6.2.2 Subsequent Reallocation. Concessionaire shall thereafter be required to
reallocate the permits (for other than wheelchair accessible Vehicles), no less than annually but
otherwise on such schedule and with such frequency that Concessionaire elects, between
Taxicabs and For-Hire Vehicles. Concessionaire shall reallocate the permits in order to match the

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relative customer demand for Taxicabs and For-Hire Vehicles. For example, if customer demand
over the first Agreement Year indicates that 60% of the customers prefer metered service and
40% of the customers prefer flat-rate service, then Concessionaire shall reallocate the permit so
that 60% of the permits are issued to Taxicabs and 40% of the permits are issued to For-Hire
Vehicles.
6.2.3 Wheelchair Accessible Vehicles. As of the date of this Agreement, all or
nearly all of the wheelchair accessible vehicles available in the region are Taxicabs. As a result,
Concessionaire shall be under no obligation to allocate the Vehicle permits issued to it for the
wheelchair accessible Vehicles. Instead, Concessionaire may allocate (and reallocate) the permits
identified for wheelchair accessible Vehicles as it reasonably elects. For purposes of determining
relative demand under Section 6.2.2, trips taken by customers who require a wheelchair
accessible Vehicle shall specifically be excluded from the calculation or relative demand.
However, since customers that do not require a wheelchair accessible Vehicle may nonetheless
be provided an outbound, on-demand trip under the Concession in a wheelchair accessible
Vehicle, all such trips shall be included in the calculation.
6.2.4 Operations Not to Favor Either Mode. Except with respect to wheelchair
accessible Vehicles, Concessionaire shall conduct its operations under the Concession in a
manner that does not unduly favor either Taxicabs or For-Hire Vehicles over the other mode of
outbound, on-demand service. Concessionaire shall, through signs and its personnel (including
the Drivers) clearly explain the difference between the two modes of transportation without
soliciting for either.
6.2.5 Concessionaire Exclusively Responsible. Concessionaire shall exclusively
be responsible for determining the particular Vehicles and Drivers that provide service under the
Concession. This specifically includes determining, in connection with any reallocation (whether
required or otherwise), those Vehicles (and associated Drivers) that will lose a permit to operate
at the Airport and those Vehicles (and associated Drivers) that will gain a permit to operate at the
Airport. The permits to operate at the Airport that are issued pursuant to this Agreement are a
contract right personal to Concessionaire under this Agreement, come with all of the obligations
set forth in this Agreement (and the Operating Instructions), and no Driver or Vehicle shall have
any property right whatsoever in any such permit.
6.3 Minimum Service Standard.
6.3.1 Requirement. Concessionaire shall, as a minimum service requirement,
provide enough Vehicles and Drivers on a daily basis to ensure that a passenger shall not wait
more than five (5) minutes maximum for an on-demand, outbound trip. While Concessionaire
shall endeavor to meet such standard for both Taxicabs and For-Hire Vehicles separately, it is
required to meet that standard for all outbound, on-demand Vehicles collectively. Such Vehicles
and Drivers shall be available and ready for service to customers in accordance with the
conditions described in this Agreement. The minimum service requirements may be changed, so
as to provide additional service from time to time, by the Port on fifteen (15) day's prior written
notice to Concessionaire based upon the Port's best judgment as to the public demand for ondemand
, outbound transportation and what is adequate to meet such demand. Concessionaire

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shall, in any event, at all times use its best efforts to render adequate service. The Port has the
discretion to determine what constitutes adequate service.
6.3.2 Failure to Meet. The Port, as operator of the Airport, has a responsibility
to provide adequate ground transportation services at the Airport. A failure to have adequate ondemand
, outbound service reflects adversely on the reputation of the Airport and the long range
desirability and use of the Airport. The costs and damages which may be incurred by the Port
and by members of the public as a result of inadequate service by Concessionaire on a particular
day are difficult to estimate and prove after service is determined to be inadequate. The parties
therefore agree to substitute an amount of liquidated damages as a measure of the costs and
damages, direct and indirect, suffered by the Port for failure to meet a call for service within five
(5) minutes from the feeder lines and loading zones. Concessionaire shall pay to the Port the sum
of Fifty Dollars ($50.00) each time Concessionaire fails to meet such call within the required
time limit; provided, however, that failure to meet such requirement may be excused if it is
solely due to inclement weather that results in declaration of an airport emergency, acts of God,
or extraordinary traffic conditions that were not foreseeable or could not be anticipated, and not
due to the fault or negligence of Concessionaire; or where the service requirement is excused in
writing by the Port as being unnecessary for a period of time.
6.4 Concessionaire's Proposal. Except to the extent inconsistent with the terms of this
Agreement or the Operating Instructions, Concessionaire shall the Concession in a manner
consistent with the terms of its Proposal. Concessionaire may, however, request to conduct
operations in a manner different from that set forth in the Proposal, and the Port agrees that it
will not unreasonably withhold its consent to any such revision so long as any revision is
expected to, and in fact provides, service equivalent to or better than that identified in or
provided by Concessionaire's Proposal.
6.5 Operating Instructions. Without limiting any other obligations imposed by this
Agreement, Concessionaire shall specifically comply with the Operating Instructions attached to
this Agreement as Exhibit A. The attached Operating Instructions may be amended by the Port
on ten (10) days advance written notice to Concessionaire.
6.6 Rates and Fares.
6.6.1 Generally. In the event the rates for Concessionaire's services are subject
to the control of any governmental authority, Concessionaire will charge rates consistent with the
authority's regulations. If rates are not established and controlled by any governmental authority,
the rates charged shall be reasonable and fair as determined by the Port.
6.6.2 Rates Must Be Posted. Concessionaire shall clearly post the rates charged
by both Taxicabs and For-Hire Vehicles at Concessionaire's assigned dispatch location. Rates
for Taxicabs shall also be clearly posted on/inside the Taxicab. Rates for For-Hire Vehicles shall
also be clearly posted on/inside the For-Hire Vehicle. Flat rates for For-Hire Vehicles shall be
reflected in a manner ideally with maps that allows customers to understand how the actual
rate charged is determined.

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6.6.3 Surcharge Allowance. The Port will allow Concessionaire and its Drivers
to pass on a portion of the fees paid under this Agreement to their passengers. To the extent
consistent with Section 6.6.1, the Port will allow a maximum of One Dollar ($1.00) per outbound
trip to be passed onto the passenger and this amount must be reflected on a generated receipt or
an alternative procedure approved by the Port.
6.7 Technology Requirements.
6.7.1 Vehicle Activity Tracking. Concessionaire shall implement and
continuously maintain over the term of this Agreement a real-time/near-real time vehicle activity
tracking software system consistent with that identified in its Proposal that captures and
provides the Port access to information on each trip provided under the Concession, including
Vehicle, Driver, trip start date/time, trip end date/time, trip start location, trip end location,
number of passengers, whether any of the passengers utilized a wheelchair and required a
wheelchair accessible vehicle, and fare charged (inclusive of any extras but exclusive of any tip
or gratuity). Concessionaire shall also be able to capture whether the Driver/Vehicle returned to
the Airport with or without a passenger.
6.7.2 Customer Service Portal. Concessionaire shall implement and
continuously maintain over the term of this Agreement an electronic customer service platform
or app consistent with the identified in its Proposal that allows customers to provide feedback
on the service provided by Concessionaire, its Drivers and Vehicles, all of which data shall be
provided to the Port.
6.7.3 Port Tracking Software. The Port may elect to implement a ground
transportation software tracking solution that may provide Port staff with oversight from a
computer or mobile app and an enhanced ability to manage, enforce, bill, track and audit
Concessionaire's operations. Concessionaire agrees that it will reasonably cooperate with the
Port in the implementation of any system, specifically including the ability to have a one-way
(Concessionaire to Port) API with the technology solution(s) required by this Section 6.7.
6.8 Drivers and Other Staff.
6.8.1 Independent Contractors. The Port recognizes that Concessionaire may
contract with and utilize the skills and expertise of independent contractor Vehicle owners and
Drivers in carrying out its rights and responsibilities of the Concession under this Agreement.
To the extent that Concessionaire does so, Concessionaire shall by separate agreement with any
independent contractors require them to comply with the terms of this Agreement and the
Operating Instructions that may be applicable to them.
6.8.2 Dress Code. Concessionaire's drivers rendering services at the Airport
shall conform to the dress standards specified in the attached Operating Instructions. Authorized
drivers not adhering to the uniform dress code will not be allowed in feeder lines or holding
areas and will be asked to leave the Airport's premises without taking a fare. Failure to comply
will result in the driver forfeiting the right to conduct business at the Airport until authorized
driver is in compliance with the dress code as approved by Concessionaire and the Port.

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6.8.3 Supervisors. Concessionaire shall furnish, at its own expense, supervisors
and such other management personnel as may be necessary for the efficient operation of the
Concession activities pursuant to this Agreement. Concessionaire shall notify the Port's Ground
Transportation Office of the persons who are authorized to act as supervisors.
6.8.4 Most Direct, Safest Route. In providing service under this Agreement,
Concessionaire's Drivers shall operate their Vehicles and transport their passengers via the most
immediate and safest route.
6.8.5 Inspection. Concessionaire's employees and Drivers shall be subject to
inspection and inquiry by representatives of the Port, King County, City of Seattle or any other
regulatory body at any time while on Port property. Concessionaire's employees and Drivers
shall be reviewed for cleanliness, good appearance, and violations of any laws, ordinances, the
terms of this Agreement (including the Operating Instructions), or Port Rules and Regulations.
6.9 Vehicles.
6.9.1 Annual Permit. Permits issued under this Agreement pursuant to Section
6.2 are generally good for only one year. Concessionaire, its Vehicle owners and/or Drivers must
renew the permit annually as provided in the Operating Instructions.
6.9.2 AVI Tags. Concessionaire agrees that it will affix Automatic Vehicle
Identification (AVI) tags to its vehicles in a manner and location approved by the Port and to pay
the sum of $100.00 per tag for any loss or damage that may occur to the tag(s). Additional
requirements may be set forth in the Operating Instructions.
6.9.3 Green Fleet. Concessionaire shall ensure that one hundred percent (100%)
of its Vehicles other than those that are wheelchair accessible either (i) utilize dedicated
alternative fuels, as defined by the U.S. Energy Policy Act, or (ii) are designated by the United
States Environmental Protection Agency as having a combined city/highway fuel economy
rating of fifty (50) mpg or greater. Evidence of minimum mpg or alternative fuel status for each
Vehicle (make, model, year, and VIN) must be submitted electronically to the Port annually, at
least one month prior to permit renewal or, if renewal is not required, the anniversary of this
Agreement. Concessionaire will provide vehicle registrations or other documentation as
approved by the Port as verification of compliance.
6.9.4 Wheelchair Accessible Vehicles. As set forth in Section 6.2.1 and 6.2.3,
the Port will issue Concessionaire fifty permits for wheelchair accessible Vehicles.
Concessionaire shall ensure that sufficient wheelchair accessible Vehicles are available at all
times to transport passengers requiring a wheelchair accessible Vehicle within the minimum
service standard set forth in Section 6.3. In the event that a wheelchair accessible Vehicle is not
available to transport a passenger requiring a wheelchair accessible Vehicle within time limit
provided, Concessionaire shall specifically be subject to the liquidated damages set forth in
Section 6.3.2 without regard to whether it is otherwise meeting the minimum service standard for
passengers that do not require a wheelchair accessible Vehicle.
6.9.5 Inspection. Concessionaire shall make its Vehicles available for inspection
and review by representatives of the Port, King County, City of Seattle or any other regulatory

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body at any time while on Port property. Vehicles shall be inspected for cleanliness, proper
equipment, good appearance, safe operating condition and violations of any laws, ordinances, the
terms of this Agreement (including the Operating Instructions), or Port Rules and Regulations.
6.10 Deadheading.
6.10.1 Requirement. In the operation of the Concession, Concessionaire shall use
all reasonable efforts to minimize "deadheading" (i.e. initial, passengerless trip to the Airport to
begin outbound service or subsequent, passengerless return trips to the Airport to obtain
additional, outbound fares) and shall otherwise operate in accordance with the trip efficiency
plan submitted as part of its Proposal. Concessionaire shall achieve the reduction in deadheading
set forth in the chart below, which is drawn from Concessionaire's Proposal.
[Insert Chart Based on Response to RFP]
6.10.2 Failure to Meet. A failure to achieve the reductions identified in
Concessionaire's Proposal will increase demand on the Airport's roadways, will result in
increased CO2 emissions, and will harm the integrity of the competitive process under which
Concessionaire was selected. The parties acknowledge that the costs and damages which may be
incurred by the Port and by members of the public as a result of the failure to achieve the
deadheading reductions are difficult to estimate and prove. The parties therefore further agree to
substitute an amount of liquidated damages as a measure of the costs and damages, direct and
indirect, suffered by the Port for failure to meet the stated reductions. Concessionaire shall pay to
the Port the sum of Three Thousand Four Hundred Dollars and No Cents ($3,400.00) per quarter
for each percentage point or portion thereof that Concessionaire is below its committed
reduction. For example, if Concessionaire committed that ten percent (10%) of all inbound
(whether initial or return) trips for the final quarter of first Agreement Year would not be
"deadhead" trips but, in fact, only seven and one-half percent (7.5%) of the inbound trips for the
final quarter of the Agreement Year were, Concession would pay liquidated damages for the
fourth quarter of the first Agreement Year equal to Ten Thousand Two Hundred dollars
($10,200.00) (i.e. 10% - 7.5% = 3% when rounded up to the nearest whole percentage; 3% x
$3,400.00/% = $10,200.00).
6.10.3 Extension Conditioned. In addition to the stated liquidated damages, the
Port discloses, and Concessionaire specifically acknowledges, that the Port's willingness to
extend the term of the Agreement as set forth in Section 3.2 is tied to, and likely to be dependent
on, Concessionaire's ability to achieve the stated reductions. While the Port is not obligated to
extend the term of the Agreement if Concessionaire meets the promised reductions in
deadheading, the Port explicitly discloses its intention not to extend the term if Concessionaire
fails to materially achieve its deadheading reduction commitments.
6.11 Permits. Concessionaire shall obtain, maintain and comply wit h all permits,
franchises, licenses, certificates, insurance and authorizations necessary to operate ground
transportation for passengers and patrons of the airlines provided for in this Agreement.
6.12 Legal Requirements. Concessionaire shall comply with all Federal, State, King
County, City of Seattle and other local laws, ordinances and regulations, and all Port rules,

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regulations, and tariffs including without limitation, regulations and written and oral directions
issued by the Port's Manager, Ground Transportation (or his/her designee) and by
representatives of the Federal Aviation Administration. The Concessionaire recognizes that the
Port has entered into certain FAA grant agreements for the purpose of accepting federal aid to
airports and may, in the future, enter into other such agreements with public agencies. The
Concessionaire agrees to abide by such agreements to the extent that they may affect
Concessionaire.
6.13 Signs. All signs or other advertising matter at the Airport proposed by
Concessionaire in connection with Concessionaire's activities shall require the prior written
approval of the Port.
SECTION 7: TAXES
7.1 Taxes. Concessionaire shall be liable for, and shall pay throughout the term of this
agreement, all license fees and all taxes payable for, on account of, or related to its activities
conducted at the Airport, City of Seattle or greater King County, whether imposed on
Concessionaire or on the Port. Concessionaire shall reimburse the Port for all such taxes paid or
payable by the Port. With respect to any such taxes payable by the Port which are on or
measured by the fees in this Agreement, Concessionaire shall pay to the Port with each fee
payment an amount equal to the tax on, or measured by that particular payment. All other tax
amounts for which the Port is or will be entitled to reimbursement from Concessionaire shall be
payable by Concessionaire to the Port at least fifteen (15) days prior to the due dates of the
respective tax amounts involved; provided, that Concessionaire shall be entitled to a minimum of
ten (10) days' written notice of the amounts payable by it.
SECTION 8: INSURANCE AND INDEMNITY
8.1 Indemnity.
8.1.1 The Port, its officers, employees and agents shall not be liable for any
injury (including death) to any persons or for damage to any property regardless of how such
injury or damage be caused, sustained or alleged to have been sustained by Concessionaire or by
others, including but not limited to all persons directly or indirectly employed by Concessionaire,
or any agents, contractors, subcontractors, licensees or invitees of Concessionaire, as a result of
any occurrence whatsoever related in any way to Concessionaire's use or occupancy of the
Premises and of areas adjacent thereto.
8.1.2 To the maximum extent permitted by law, Concessionaire shall defend
(with counsel approved by the Port), fully indemnify, and hold entirely free and harmless the
Port and its Commissioners, officers, agents and employees from any and all claims, loss,
damages, expenses, attorneys' fees, consultants' fees, court costs and other costs arising, directly
or indirectly, from: (a) the occupancy by the Concessionaire (including any employee, agent,
contractor or Driver of Concessionaire) of the operating areas identified for Concessionaire's
use; and (b) any fault or negligence by Concessionaire (including or any employee, agent,
contractor or Driver of Concessionaire); and (c) any failure on Concessionaire's part to comply
with any of the covenants, terms and conditions contained in this Agreement; provided, however,

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nothing in this Agreement shall require Concessionaire to indemnify the Port from any accident,
injury, death or damage arising out of the sole negligence of the Port or its Commissioners,
officers, agents and employees. Concessionaire agrees that the foregoing indemnity specifically
covers actions brought by its own employees, and thus Concessionaire expressly waives its
immunity under industrial insurance, Title 51, as necessary to effectuate this indemnity. Such
waiver shall not, however, prevent Concessionaire from asserting such immunity against any
other person or entity.
8.1.3 Notwithstanding anything to the contrary in Section 8.1.2, in the event of
the concurrent negligence of Concessionaire (including or any employee, agent, contractor or
Driver of Concessionaire) on the one hand and the negligence of the Port (including any
employee, agent or contractor) on the other hand, which concurrent negligence results in injury
or damage to persons or property of any nature and howsoever caused, and relates to the
construction, alteration, repair, addition to, subtraction from, improvement to or maintenance of
real property such that RCW 4.24.115 is applicable, Concessionaire's obligation to indemnify
the Port as set forth in this Section shall be limited to the extent of Concessionaire's negligence
and that of Concessionaire's employees, agents, contractors and Drivers, including
Concessionaire's proportional share of costs, court costs, attorneys' fees, consultants' fees and
expenses incurred in connection with any claim, action or proceeding brought with respect to
such injury or damage.
8.1.4 CONCESSIONAIRE AND PORT AGREE AND ACKNOWLEDGE
THAT THIS PROVISION IS THE PRODUCT OF MUTUAL NEGOTIATION.
Concessionaire's obligations under this Section 8.1 shall survive the expiration or earlier
termination of this Agreement.
8.2 Insurance.
8.2.1 Required Policies. Concessionaire shall obtain and keep in force, at its
sole cost and expense the following types of insurance, in the amounts specified and in the form
hereinafter provided for:
8.2.1.1 General Liability Insurance. Commercial General Liability
insurance on ISO Form CG 00 01 10 01 (or equivalent) for third party property damage,
bodily injury, personal and advertising injury, and medical payments in an amount which is
not less than $2,000,000 per occurrence and $2,000,000 annual aggregate. The insurance shall
cover liability arising from premises, operations, independent Concessionaires, products
completed operations, personal and advertising injury, and liability assumed under an insured
contract. The Concessionaire's insurance shall be primary and non-contributory with respect
to any insurance the Port carries and apply separately to each insured and an endorsement
evidencing this shall be submitted to the Port. The Port shall be named as an additional insured
for all work arising out of the Concession, including "on-going" and "completed operations"
using ISO Endorsement Form CG 20 26 11 85 or an equivalent endorsement approved by the
PORT. The policy shall contain a waiver of subrogation in favor of the Port, or a waiver of the
transfer of the rights of recovery and an endorsement evidencing this shall be supplied to the
Port. The policy shall not contain a deductible greater than $25,000 without prior approval of
the Port.

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8.2.1.2 Automobile Liability Insurance. Concessionaire shall provide two
levels of automobile liability insurance as follows:
8.2.1.2.1 Concessionaire shall require all Drivers who are
providing any type of on-demand, belled-in or other commercial transportation services on or
about the Airport to carry motor vehicle insurance coverage in an amount and form no less
than that required by the City of Seattle, King County, Washington or the S tate of
Washington, whichever is the highest/most protective. Coverage shall extend to all owned,
non-owned, hired, leased, rented, or borrowed vehicles. The policy shall not contain a
deductible of greater than $25,000 without prior approval of the Port. Concessionaire shall, not
less than annually, ensure that all Drivers have valid and current insurance for their motor
vehicles.
8.2.1.2.2 Concessionaire shall carry an excess policy that
provides motor vehicle insurance, for bodily injury and physical damage at a minimum level of
$1,000,000 per occurrence, combined single limit. This coverage shall apply on an excess basis
over any insurance that the Drivers carry. This coverage shall also drop down and provide
primary coverage for any Drivers.
8.2.2 Insurance Policies.
8.2.2.1 Insurance Companies. Insurance required hereunder shall be in
companies duly licensed to transact business in the State of Washington, and maintaining during
the policy term a General Policyholders Rating of 'A-' or better and a financial rating of 'VI' or
better, as set forth in the most current issue of "Best's Insurance Guide."
8.2.2.2 Evidence of Insurance. Concessionaire shall deliver, or cause to be
delivered, to the Port, certificates of insurance, additional insured endorsements, waivers of
subrogation and any other documentation or endorsement that provides evidence of the existence
and amounts of such insurance, the inclusion of the Port as an insured as required by this
Agreement, and the amounts of all deductibles and/or self insured retentions. Upon request,
Concessionaire shall provide copies of complete insurance policies to the Port.
8.2.2.3 Cancellation/Non-Renewal. Insurance shall not lapse or be
terminated at any time throughout the term of the Agreement. Concessionaire shall immediately
notify the Port upon any material change of insurance coverage, cancellation, or termination of
coverage. The Port shall receive documentation annually to include a certificate of insurance and
any applicable endorsements to validate the insurance required by this Agreement has been
purchased and is compliant with the Agreement requirements within ten (10) days of each
insurance renewal. Should any required insurance be terminated, cancelled, or not renewed, the
Concessionaire will have five (5) days to obtain replacement insurance from the date of the
termination, cancellation or non-renewal notice Concessionaire receives from their insurer(s). In
the event the insurance is not replaced within the five (5) days, the Agreement shall
notwithstanding any other notice period provided for be in Default under SECTION 10 and the
Port shall have the right, under Section 11.5, to procure such insurance as the Port considers
reasonable to protect its interests without further notice to Concessionaire.

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8.2.2.4 Deductibles; Primary or Excess Policies. All deductibles or selfinsured
retentions are the responsibility of the Concessionaire. Concessionaire may meet
required insurance limits through a combination of primary and umbrella or excess insurance.
Excess and coverage insurance must include the specific components of the underlying
required coverage identified below.
8.2.2.5 Subcontractors. The coverage requirements set forth in this
Section 8.2 shall apply to any subcontractors or other similar providers with which
Concessionaire may contract to provide the services under this Agreement.
8.2.2.6 No Limitation of Liability. The insurance limits set forth above
shall not be construed as to relieve the Concessionaire from liability in excess of the limits. The
minimum limits identified do not indicate that the Port has assessed the risks that may be
applicable to the Concessionaire under this Agreement. The limits of insurance required by this
Agreement or as carried by Concessionaire shall not limit the liability of Concessionaire nor
relieve Concessionaire of any obligation hereunder.
8.2.2.7 Port Insurance. Any insurance the Port may carry will apply
strictly on an excess basis over any applicable insurance the Concessionaire may carry.
8.3 Industrial Insurance. Concessionaire is fully responsible for complying with
the industrial insurance laws that apply to this Agreement per the Revised Code of
Washington, Title 51 Industrial Insurance for Concessionaire and its employees.
Concessionaire shall submit a current employer liability certificate as issued by the Washington
Department of Labor and Industries that shows the status of Concessionaire's worker
compensation account prior to commencing any service under this Agreement.
8.4 Waiver of Subrogation. Without affecting any other rights or remedies,
Concessionaire (for itself and on behalf of anyone claiming through or under it by way of
subrogation or otherwise) hereby waives any rights it may have against the Port, its officers,
agents and employees (whether in contract or in tort) on account of any loss or damage
occasioned to Concessionaire arising out of or incident to the perils required to be insured
against under this Agreement. Accordingly, Concessionaire shall cause each insurance policy
required by Section 8.2 to further contain a waiver of subrogation clause. The effect of such
release and waiver of the right to recover damages shall not be limited by the amount of
insurance carried or required, or by any deductibles applicable thereto.
8.5 Other Insurance. The insurance required within this Agreement may not fully
cover the Concessionaire for any indemnity obligations the Concessionaire may have to the
Port or others. It is Concessionaire's obligation to review the scope of this Agreement with
Concessionaire's insurance agent or broker to address coverage needs for
Concessionaire. The Port reserves the right to modify and add insurance requirements if the
scope of work changes during the course of this Agreement and/or if this Agreement is
amended or extended beyond original agreed upon termination date.

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SECTION 9: ASSIGNMENT
9.1 Prohibition. Concessionaire shall not, in whole or in part, assign or transfer this
Agreement or any interest therein without the prior written consent of the Port in each instance.
Concessionaire shall at the time the Concessionaire requests the consent of the Port, deliver to
the Port such information in writing as the Port may reasonably require respecting the proposed
assignee or transferee including, without limitation, the name, address, nature of business,
ownership, financial responsibility and standing of such proposed assignee or transferee together
with the proposed form of assignment or transfer. Within thirty (30) days after receipt of all
required information, the Port shall, in its sole discretion, elect one of the following: (i) to
consent to such proposed assignment or transfer, or (ii) disapprove the assignment or transfer,
setting forth the grounds for doing so.
9.2 Assignment Does Not Relieve Assignor. No assignment or transfer by
Concessionaire shall relieve Concessionaire of any obligation under this Agreement, including
Concessionaire's obligation to pay any sum hereunder. Any purported assignment or transfer
contrary to the provisions hereof without consent shall be void. The consent by the Port to any
assignment or transfer shall not constitute a waiver of the necessity for such consent to any
subsequent assignment or subletting. In the event of any assignment, Concessionaire and each
respective assignor, waives notice of default by the current Concessionaire in the payment of
financial obligations and performance of the covenants and conditions of this Agreement and
consents that the Port may in each and every instance deal with the current Concessionaire, grant
extensions of time, waive performance of any of the terms, covenants and conditions of this
Agreement and modify the same, and in general deal with the current Concessionaire without
notice to or consent of any assignor, including Concessionaire; and any and all extensions of
time, indulgences, dealings, modifications or waivers shall be deemed to be made with the
consent of Concessionaire and of each respective assignor.
9.3 Scope. The prohibition against assigning or subletting contained in this SECTION
9 shall be construed to include a prohibition against any assignment or transfer by operation of
law. Furthermore, for purposes of this SECTION 9, any sale, transfer or other disposition in the
aggregate of fifty percent (50%) or more of the equity ownership in Concessionaire (i.e. stock
with respect to tenant corporation, partnership interests with respect to a tenant partnership, etc.)
shall be deemed an assignment. If this Agreement is assigned, or if the underlying beneficial
interest of Concessionaire is transferred, the Port may collect any financial obligation from the
assignee or transferee, but no such assignment or transfer shall be deemed a waiver of this
covenant, or the acceptance of the assignee or transferee, or a release of Concessionaire from the
further performance by Concessionaire of covenants on the part of Concessionaire contained in
this Agreement. No assignment or transfer shall affect the continuing primary liability of
Concessionaire (which, following assignment, shall be joint and several with the assignee), and
Concessionaire shall not be released from performing any of the terms, covenants and conditions
of this Agreement.
SECTION 10: DEFAULT
10.1 Defaults. The occurrence of any one or more of the following events constitutes a
default of this Agreement by Concessionaire with or without notice from the Port:

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10.1.1 The failure by Concessionaire to make any payment of Minimum Annual
Guarantee, Per-Trip Fees, or any other payment required by this Agreement, when due.
10.1.2 The failure by Concessionaire to observe or perform any covenant,
condition, or agreement to be observed or performed by Concessionaire in this Agreement.
10.1.3 The discovery by the Port that any required report, financial statement or
background statement provided to the Port by Concessionaire, any successor, grantee, or
assignee was materially false.
10.1.4 The filing by Concessionaire of a petition in bankruptcy, Concessionaire
being adjudged bankrupt or insolvent by any court, a receiver of the property of Concessionaire
being appointed in any proceeding brought by or against Concessionaire, Concessionaire making
an assignment for the benefit of creditors, or any proceeding being commenced to foreclose any
mortgage or other lien on Concessionaire's interest in the Premises or on any personal property
kept or maintained on the Premises by Concessionaire.
10.2 Remedies.
10.2.1 Whenever any default (other than a default under Section 10.1.4 above,
upon which termination of this Agreement shall, at the Port's option, be effective immediately
without further notice) continues un-remedied, in whole or in part, for: (i) ten (10) days after
written notice is provided by the Port to Concessionaire in the case of default for failure to pay
any Minimum Annual Guarantee, Per-Trip Fees, or other required payment when due, or (ii)
thirty (30) days after written notice is provided by the Port to Concessionaire for any nonmonetary
default, this Agreement and all of Concessionaire's rights under it will automatically
terminate if the written notice of default so provides. The Port will be entitled to recover from
Concessionaire all unpaid Minimum Annual Guarantee, Per-Trip Fees or other payments and
damages incurred because of Concessionaire's default including, but not limited to, the costs of
any competitive process that may be used to select a successor and and attorney's fees and costs
("Termination Damages"), together with interest on all Termination Damages at the Default
Rates from the date such Termination Damages are incurred by the Port until paid.
10.2.2 In addition to Termination Damages, and notwithstanding termination and
reentry, Concessionaire's liability for all Minimum Annual Guarantee, Per-Trip Fees or other
charges which, but for termination of the Agreement, would have become due over the
remainder of the Agreement term ("Future Charges") will not be extinguished and
Concessionaire agrees that the Port will be entitled, upon termination for default, to collect as
additional damages, an amount equal to Future Charges, less the amount of actual concession
fees, if any, which the Port receives during the remainder of the Agreement term from others to
whom the Premises may be rented, in which case such Deficiency will be computed and payable
at the Port's option either:
10.2.2.1.1 In an accelerated lump-sum payment discounted to
present value. For purposes of this Section, "present worth" is computed by applying a discount
rate equal to one percentage point above the discount rate then in effect at the Federal Reserve
Bank in, or closest to, Seattle, Washington. OR

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10.2.2.1.2 In monthly installments, in advance, on the first day of
each calendar month following termination of the Agreement and continuing until the date on
which the Agreement term would have expired but for such termination, and any suit or action
brought to collect any portion of Deficiency attributable to any particular month or months, shall
not in any manner prejudice the Port's right to collect any portion of Deficiency by a similar
proceeding; or
10.2.3 If there remains any personal property of Concessionaire on or about the
Airport following termination of this Agreement, the Port, in its sole discretion, may remove and
store the personal property for the account and at the expense of Concessionaire. In the event the
Port chooses to remove and store such property, it shall take reasonable steps to notify
Concessionaire of the Port's action. All risks associated with removal and storage shall be on
Concessionaire. Concessionaire shall reimburse the Port for all expenses incurred in connection
with removal and storage as a condition to regaining possession of the personal property. The
Port has the right to sell any property that has been stored for a period of thirty (30) days or
more, unless Concessionaire has tendered reimbursement to the Port for all expenses incurred in
removal and storage. The proceeds of sale will be applied first to the costs of sale (including
reasonable attorneys' fees), second to the payment of storage charges, and third to the payment
of any other amounts which may then be due and owing from Concessionaire to the Port. The
balance of sale proceeds, if any, will then be paid to Concessionaire.
10.3 Liquidated Damages. This Agreement provides for the imposition of liquidated
damages in a variety of circumstances, specifically include for violation of the minimum service
standards set forth in Section 6.3 and as set forth in the Operating Instructions. The following
provisions shall apply to any such amounts.
10.3.1 Reasonable Forecast of Harm to Port. Concessionaire's failure to adhere to
the Agreement (specifically including any requirement imposed by the Operating Instructions) is
reasonably anticipated to result in inconvenience to the public, adverse effects on the overall
business of the Airport, a reduction in the amount to be paid to the Port, and a significant
expenditure of Port resources to address the failure. The parties agree that the damages sustained
by the Port for violations of the provisions of the Agreement and the Operating Instructions will
be difficult to determine and track. Therefore, the parties hereto agree that the amounts set forth
in the Agreement and the Operating Instructions are reasonable estimates of the damages
anticipated to be suffered or incurred by the Port.
10.3.2 Failure to Cure. Unless otherwise expressly provided, the Port may assess
liquidated damages immediately, and without opportunity to cure. The failure to promptly
address or cure any violation for which liquidated damages are payable may, itself, also be cause
for continued assessment of liquidated damages.
10.3.3 Payment. Concessionaire shall pay all liquidated damages within thirty
(30) days of the imposition thereof. The failure to pay liquidated damages shall represent a
separate default under this Agreement.
10.3.4 No Waiver; No Obligation. The Port's failure to impose sanctions for any
violation shall not waive any right, or prohibit the Port from doing so for subsequent violations.

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The Port shall have no obligation, whether to Concessionaire or any third party, to impose fines
on or otherwise take action against any party at the Airport for violation of the Agreement or any
Operating Standards.
10.3.5 Other Fines. Other fines and liquidated damages amounts may be set forth
in the Airport Rules and Regulations or other standards, and nothing in this Agreement is
intended to limit the ability of the Port to impose those fines and amounts as specifically
provided by the Airport Rules and Regulations.
10.4 Remedies Cumulative. All rights, options and remedies of the Port contained in
this Agreement shall be construed and held to be distinct, separate and cumulative, and no one of
them shall be exclusive of the other, and the Port shall have the right to pursue any one or all of
such remedies or any other remedy or relief which may be provided by law or in equity, whether
or not stated in this Agreement. Furthermore, payment of any liquidated damages amount shall
not relieve Concessionaire of its responsibility for physical damage, personal injury, or any other
harm caused by Concessionaire, its employees, agents, contractors, and Drivers.
SECTION 11: NONWAIVER; RIGHT TO PERFORM
11.1 Receipt of Monies Following Termination. No receipt of monies by the Port from
Concessionaire after the termination or cancellation of this Agreement in any lawful manner
shall (i) reinstate, continue or extend the term of this Agreement; (ii) affect any notice theretofore
given to Concessionaire; (iii) operate as a waiver of the rights of the Port to enforce the payment
of any Rent and fees then due or thereafter falling due; or (iv) operate as a waiver of the right of
the Port to recover possession of the Premises by proper suit, action, proceeding or remedy; it
being agreed that after the service of notice to terminate or cancel this Agreement, or after the
commencement of suit, action or summary proceedings, or any other remedy, or after a final
order or judgment for the possession of the Premises, the Port may demand, receive and collect
any monies due, or thereafter falling due, without in any manner affecting such notice,
proceeding, suit, action or judgment; and any and all such monies collected shall be deemed to
be payments on account of the use and occupation and/or Concessionaire's liability hereunder.
11.2 No Waiver of Breach. The failure of the Port to insist in any one or more
instances, upon a strict performance of any of the covenants of this Agreement, or to exercise
any option herein contained, shall not be construed as a waiver of or relinquishment for the
future of the performance of such covenant, or the right to exercise such option, but the same
shall continue and remain in full force and effect. The receipt by the Port of any required
payment or fees, with knowledge of the breach of any covenant hereof, shall not be deemed a
waiver of such breach, and no waiver by the Port of any provision hereof shall be deemed to
have been made unless expressed in writing and signed by the Port. The consent or approval of
the Port to or of any act by Concessionaire requiring the Port's consent or approval shall not be
deemed to waive or render unnecessary the Port's consent or approval to or of any subsequent
similar acts by Concessionaire.
11.3 No Waiver of Rent. The receipt by the Port of any installment of Minimum
Annual Guarantee, Per-Trip Fees, or of any amount shall not be a waiver of any other amount
then due.

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11.4 Application of Payments. The Port shall have the right to apply any payments
made by Concessionaire to the satisfaction of any debt or obligation of Concessionaire to the
Port, in the Port's sole discretion and regardless of the instructions of Concessionaire as to
application of any such sum, whether such instructions be endorsed upon Concessionaire's check
or otherwise, unless otherwise agreed upon by both parties in writing. The acceptance by the Port
of a check or checks drawn by others than Concessionaire shall in no way affect
Concessionaire's liability hereunder nor shall it be deemed an approval of any assignment of this
Agreement or subletting by Concessionaire.
11.5 Port's Right to Perform. Upon Concessionaire's failure to perform any obligation
or make any payment required of Concessionaire hereunder, the Port shall have the right (but not
the obligation) to perform such obligation of Concessionaire on behalf of Concessionaire and/or
to make payment on behalf of Concessionaire to such parties. Concessionaire shall reimburse the
Port the reasonable cost of the Port's performing such obligation on Concessionaire's behalf,
including reimbursement of any amounts that may be expended by the Port, plus interest at the
Default Rate.
SECTION 12: SURRENDER AND HOLDING OVER
12.1 Holding Over.
12.1.1 If Concessionaire, with the written consent of the Port, holds over after the
expiration or sooner termination of this Agreement, the resulting tenancy will, unless otherwise
mutually agreed, be for an indefinite period of time on a month-to-month basis. Any holding
over by Concessionaire after the expiration or earlier termination of the Agreement with the
express, written consent of the Port shall not, in any manner, constitute a renewal or extension of
the Agreement or give Concessionaire any rights in or to the Concession beyond the term hereof.
12.1.2 In order to facilitate transition from Concessionaire's tenancy to that of
another Concessionaire at the expiration of the term of the Agreement, the Port may request, and
Concessionaire shall agree, to extend its tenancy as to some or all of the Premises on a month-tomonth
basis, not to exceed six (6) months. No later than nine (9) months before expiration of the
Agreement, the parties shall meet to discuss the process for transitioning occupancy of the
Premises in order to minimize disruption of service to the traveling public at the Airport.
12.1.3 During such month-to-month tenancy, Concessionaire shall, unless
otherwise mutually agreed, pay to the Port the same Rent that was in effect immediately prior to
the month-to-month tenancy. Concessionaire will continue to be bound by all of the additional
provisions of this Agreement insofar as they may be pertinent.
SECTION 13: ACDBE REQUIREMENTS; NON-DISCRIMINATION
13.1 Airport Concessions Disadvantaged Business Enterprises.
13.1.1 It is the policy of the Port to ensure that Airport Concessions
Disadvantaged Business Enterprises (ACDBEs) as defined in the Department of Transportation
(DOT), 49 CFR Part 23, and other small businesses have an equal opportunity to receive and
participate in DOT-assisted contracts. The Port encourages Concessionaire to make every

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reasonable effort to maximize the contracting opportunities for ACDBEs and other small
businesses in the architectural, engineering and construction of the Premises, and in the
procurement of goods and services necessary for the operation of the concession at this Airport.
13.1.2 Concessionaire shall submit quarterly ACDBE participation reports to the
Port starting on the first day of the second month after the commencement of this Agreement.
Concessionaire shall submit such reports as may be required by the Port, for the purpose of
demonstrating compliance with 49 CFR Part 23.
13.2 Nondiscrimination. This Agreement is subject to the requirements of Title VI of
the Civil Rights Act of 1964 and the U.S. Department of Transportation's regulations, 49 CFR
Part 21. Concessionaire agrees that it will not discriminate against any business owner because
of the owner's race, color, national origin, or sex in connection with the award or performance of
any concession agreement, management contract, subcontract, purchase or lease agreement or
other agreement covered by 49 CFR part 21. Furthermore, during the performance of this
Agreement, Concessionaire, for itself, its assignees, and successors in interest (for purposes of
this Section and its referenced exhibits only, "contractor") agrees to both (i) comply with the
covenants set forth on Exhibit B and (ii) comply with the non-discrimination statutes and
authorities set forth on Exhibit C.
SECTION 14: MISCELLANEOUS
14.1 Notice. All notices hereunder shall be in writing and shall be delivered personally,
by certified or registered mail, or by recognized overnight courier. For any notice directed to the
Port, the address shall be as follows:
Concessionaire:
Street Address: Mailing Address:

Attn: Attn:
Port of Seattle"
Street Address: Mailing Address:
Port of Seattle Port of Seattle
Seattle-Tacoma International Airport Seattle-Tacoma International Airport
17801 International Blvd. P. O. Box 68727
Seattle, WA 98158 Seattle, WA 98168
Attn: Gen. Manager, Business Development Attn: Gen. Manager, Business Development

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For payments only, the following mailing address should be used:
Port of Seattle
PO Box 24507
Seattle, WA 98124-0507
Either party may, however, designate a different address from time to time by providing written
notice thereof. Notices shall be deemed delivered (i) when personally delivered; (ii) on the third
day after mailing when sent by certified or registered mail and the postmark affixed by the
United States Postal Service shall be conclusive evidence of the date of mailing; or (iii) on the
first business day after deposit with a recognized overnight courier if deposited in time to permit
overnight delivery by such courier as determined by its posted cutoff times for receipt of items
for overnight delivery to the recipient. Payments may be made in the manner provided for notice
or may be delivered by regular mail (postage prepaid); provided, payments made by regular mail
(postage prepaid) shall be deemed delivered when actually received by the Port.
14.2 Force Majeure. In the event that either party hereto shall be delayed or hindered in
or prevented from the performance of any act required hereunder by reason of strikes, lockouts,
inability to procure labor or materials, failure of power, restrictive governmental laws or
regulations, riots, insurrection, war, fire or other casualty or other reason of a similar or
dissimilar nature beyond the reasonable control of the party, delayed in performing work, or
doing acts required under the terms of this Agreement, then performance of such act shall be
excused for the period of the delay and the period for the performance of any such act shall be
extended for a period equivalent to the period of such delay. Delays or failures to perform
resulting from lack of funds shall not be deemed delays beyond the reasonable control of a party;
and the provisions of this Section shall not operate to excuse Concessionaire from the prompt
payment of any amount required by this Agreement and shall not extend the term of this
Agreement.
14.3 Subordination to Airport Operator Assurances. This Agreement shall be subject
and subordinate to the terms of any Airport Sponsor assurance agreement or other, similar
agreement that the Port may, as operator of the Airport, be required to furnish to the Federal
Aviation Administration or otherwise adhere.
14.4 Labor Disputes. Concessionaire agrees to use its best efforts to avoid disruption to
the Port, its tenants or members of the public, arising from labor disputes involving
Concessionaire, and in the event of a strike, picketing, demonstration or other labor difficulty
involving Concessionaire, to use its good offices, including the utilization of available legal
remedies, to minimize and/or eliminate any disruption to the Port, its tenants or members of the
public, arising from such strike, picketing, demonstration or other labor difficulty.
14.5 Consent. Whenever the Port's prior consent or approval is required by this
Agreement, the same shall not be unreasonably delayed but may, unless otherwise specifically
provided by this Agreement, be granted or denied in the Port's sole and absolute discretion.
14.6 Relationship of the Port and Concessionaire. Nothing contained herein shall be
deemed or construed as creating the relationship of principal and agent, partnership, or joint

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venture partners. Absolutely nothing in this Agreement authorizes Concessionaire to perform any
services for the account of the Port.
14.7 Time. Time is of the essence of each and every one of Concessionaire's
obligations, responsibilities and covenants under this Agreement.
14.8 Joint and Several Liability. Each and every party who signs this Agreement, other
than in a representative capacity, as Concessionaire, shall be jointly and severally liable
hereunder. It is understood and agreed that for convenience the word "Concessionaire" and verbs
and pronouns in the singular number and neuter gender are uniformly used throughout this
Agreement, regardless of the number, gender or fact of incorporation of the party who is, or of
the parties who are, the actual lessee or lessees under this agreement.
14.9 Captions. The captions in this Agreement are for convenience only and do not in
any way limit or amplify the provisions of this Agreement.
14.10 Governing Law; Venue. This Agreement shall be construed under the laws of
Washington. Exclusive jurisdiction and venue for any action relating hereto shall be in the state
or federal courts located in King County, Washington.
14.11 Attorneys' Fees. In the event that either party shall be required to bring any action
to enforce any of the provisions of this Agreement, or shall be required to defend any action
brought by the other party with respect to this Agreement, and in the further event that one party
shall substantially prevail in such action, the losing party shall, in addition to all other payments
required therein, pay all of the prevailing party's actual costs in connection with such action,
including such sums as the court or courts may adjudge reasonable as attorneys' fees in the trial
court and in any appellate courts. For purposes of calculating attorneys' fees, legal services
rendered on behalf of the Port by public attorneys shall be computed at hourly rates charged by
attorneys of comparable experience in private practice in Seattle, Washington.
14.12 Invalidity of Particular Provisions. If any term or provision of this Agreement or
the application thereof to any person or circumstance shall, to any extent, be invalid or
enforceable, the remainder of this Agreement or the application of such term or provision to
persons or circumstances other than those as to which it is held invalid or unenforceable shall not
be affected thereby and shall continue in full force and effect.
14.13 Survival of Indemnities. All indemnities provided in this Agreement shall survive
the expiration or any earlier termination of this Agreement. In any litigation or proceeding within
the scope of any indemnity provided in this Agreement, Concessionaire shall, at the Port's
option, defend the Port at Concessionaire's expense by counsel satisfactory to the Port.
14.14 Entire Agreement; Amendments. This Agreement, together with any and all
exhibits attached hereto, shall constitute the whole agreement between the parties. There are no
terms, obligations, covenants or conditions other than those contained herein. No modification or
amendment of this agreement shall be valid or effective unless evidenced by an agreement in
writing signed by both parties.

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14.15 Exhibits. Exhibits A, B and C are attached to this Agreement after the signatures
and by this reference incorporated herein.
SECTION 15: SIGNATURES
IN WITNESS WHEREOF the parties hereto have signed this Agreement as of the day
and year first above written.
PORT OF SEATTLE

By: By:
Its: Its:

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SECTION 16: ACKNOWLEDGMENTS

ACKNOWLEDGMENT FOR CONCESSIONAIRE
STATE OF ___________________ )
) ss.
COUNTY OF _________________ )
On this _______ day of ____________________ 20 16, before me, personally appeared
____________________________________ to me known to be the
____________________________________ of ____________________________________, a
____________________________________ corporation, the corporation that executed the foregoing
instrument, and acknowledged said instrument to be the free and voluntary act and deed of said
corporation, for the uses and purposes therein mentioned, and on oath stated that he/she was duly
authorized to execute the same.
IN WITNESS WHEREOF I have hereunto set my hand and affixed my official seal the day and year first
above written.

Notary Public in and for the State of
Residing at:
My commission expires:

ACKNOWLEDGMENT FOR THE PORT

STATE OF WASHINGTON )
) ss.
COUNTY OF KING )
On this _______ day of ____________________ 2016, before me, personally appeared
____________________________________ to me known to be the
____________________________________ of the PORT OF SEATTLE, a Washington municipal
corporation, the corporation that executed the foregoing instrument, and acknowledged said instrument to
be the free and voluntary act and deed of said corporation, for the uses and purposes therein mentioned,
and on oath stated that he/she was duly authorized to execute the same.
IN WITNESS WHEREOF I have hereunto set my hand and affixed my official seal the day and year first
above written.

Notary Public in and for the State of
Residing at:
My commission expires:

- 31 - RFP - Page 51

EXHIBIT A
Operating Instructions

[A Draft of the Operating Instructions is Provided as Separate Exhibit to the RFP]

A-1 RFP - Page 52

EXHIBIT B
Additional Non-Discrimination Covenants

1. Compliance with Regulations: The contractor (hereinafter includes consultants) will
comply with the Acts and the Regulations relative to Non-discrimination in Federallyassisted
programs of the U.S. Department of Transportation, Federal Aviation
Administration, as they may be amended from time to time, which are herein
incorporated by reference and made a part of this contract.
2. Non-discrimination: The contractor, with regard to the work performed by it during the
contract, will not discriminate on the grounds of race, color, or national origin in the
selection and retention of subcontractors, including procurements of materials and leases
of equipment. The contractor will not participate directly or indirectly in the
discrimination prohibited by the Acts and the Regulations, including employment
practices when the contract covers any activity, project, or program set forth in Appendix
B of 49 CFR part 21.
3. Solicitations for Subcontracts, Including Procurements of Materials and
Equipment: In all solicitations, either by competitive bidding, or negotiation made by the
contractor for work to be performed under a subcontract, including procurements of
materials, or leases of equipment, each potential subcontractor or supplier will be notified
by the contractor of the contractor's obligations under this contract and the Acts and the
Regulations relative to Non-discrimination on the grounds of race, color, or national
origin.
4. Information and Reports: The contractor will provide all information and reports
required by the Acts, the Regulations, and directives issued pursuant thereto and will
permit access to its books, records, accounts, other sources of information, and its
facilities as may be determined by the Recipient or the Federal Aviation Administration
to be pertinent to ascertain compliance with such Acts, Regulations, and instructions.
Where any information required of a contractor is in the exclusive possession of another
who fails or refuses to furnish the information, the contractor will so certify to the
Recipient or the Federal Aviation Administration, as appropriate, and will set forth what
efforts it has made to obtain the information.
5. Sanctions for Noncompliance: In the event of a contractor's noncompliance with the
Nondiscrimination provisions of this contract, the Recipient will impose such contract
sanctions as it or the Federal Aviation Administration may determine to be appropriate,
including, but not limited to:
a. withholding payments to the contractor under the contract until the contractor
complies; and/or
b. cancelling, terminating, or suspending a contract, in whole or in part.
6. Incorporation of Provisions: The contractor will include the provisions of paragraphs
one through six in every subcontract, including procurements of materials and leases of
equipment, unless exempt by the Acts, the Regulations and directives issued pursuant

B-1 RFP - Page 53

thereto. The contractor will take action with respect to any subcontract or procurement as
the Recipient or the Federal Aviation Administration may direct as a means of enforcing
such provisions including sanctions for noncompliance. Provided, that if the contractor
becomes involved in, or is threatened with litigation by a subcontractor, or supplier
because of such direction, the contractor may request the Recipient to enter into any
litigation to protect the interests of the Recipient. In addition, the contractor may request
the United States to enter into the litigation to protect the interests of the United States.

B-2 RFP - Page 54

EXHIBIT C
Pertinent Non-Discrimination Authorities

Title VI of the Civil Rights Act of 1964 (42 U.S.C. 2000d et seq., 78 stat. 252), (prohibits
discrimination on the basis of race, color, national origin); and 49 CFR part 21.
The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42
U.S.C. 4601), (prohibits unfair treatment of persons displaced or whose property has been
acquired because of Federal or Federal-aid programs and projects);
Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. 794 et seq.), as amended,
(prohibits discrimination on the basis of disability); and 49 CFR part 27;
The Age Discrimination Act of 1975, as amended, (42 U.S.C. 6101 et seq.), (prohibits
discrimination on the basis of age);
Airport and Airway Improvement Act of 1982, (49 USC 471, Section 47123), as amended,
(prohibits discrimination based on race, creed, color, national origin, or sex);
The Civil Rights Restoration Act of 1987, (PL 100-209), (Broadened the scope, coverage and
applicability of Title VI of the Civil Rights Act of 1964, The Age Discrimination Act of 1975
and Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms
"programs or activities" to include all of the programs or activities of the Federal-aid
recipients, sub-recipients and contractors, whether such programs or activities are Federally
funded or not);
Titles II and III of the Americans with Disabilities Act, which prohibit discrimination on the
basis of disability in the operation of public entities, public and private transportation
systems, places of public accommodation, and certain testing entities (42 U.S.C. 12131
12189) as implemented by Department of Transportation regulations at 49 CFR parts 37 and
38;
The Federal Aviation Administration's Non-discrimination statute (49 U.S.C. 47123)
(prohibits discrimination on the basis of race, color, national origin, and sex);
Executive Order 12898, Federal Actions to Address Environmental Justice in Minority
Populations and Low-Income Populations, which ensures discrimination against minority
populations by discouraging programs, policies, and activities with disproportionately high
and adverse human health or environmental effects on minority and low-income populations;
Executive Order 13166, Improving Access to Services for Persons with Limited English
Proficiency, and resulting agency guidance, national origin discrimination includes
discrimination because of limited English proficiency (LEP). To ensure compliance with
Title VI, you must take reasonable steps to ensure that LEP persons have meaningful access
to your programs (70 Fed. Reg. at 74087 to 74100);
Title IX of the Education Amendments of 1972, as amended, which prohibits you from
discriminating because of sex in education programs or activities (20 U.S.C. 1681 et seq).

C-1 RFP - Page 55

EXHIBIT 3
Draft Operating Instructions
ON-DEMAND OPERATING INSTRUCTIONS
BETWEEN PORT OF SEATTLE
AND

The following Operating Instructions apply to Concessionaire and its employees, agents, Drivers,
Vehicle owners, and Vehicles when operating at Seattle-Tacoma International Airport, which is
owned and operated by the Port of Seattle. The Port Representative shall be the Manager of
Ground Transportation (MGT) or designee.
Concessionaire and its authorized Drivers and Vehicles are granted a Vehicle permit allowing
them to operate Vehicles to pick-up and deliver passengers at the Airport under the Concession
in accordance with these Operating Instructions, applicable Port tariffs, Port Rules and
Regulations, and Port Procedures and Directives pertaining to operation of Vehicles; City of
Seattle, King County or other applicable regulatory agency statutes, ordinances, and regulations
and any or all amendments to the foregoing. Current applicable Port Rules and Regulations, Port
Procedures and Directives, and Port Tariffs may be obtained by Concessionaire from the Port's
Ground Transportation Office located at the Airport.
Capitalized terms in these Operating Instruction that are not specifically defined in these
Operating Instruction shall have the same meaning set forth in the Concession Agreement
between the Port and Concessionaire.
1. AREAS OF OPERATION.
See Exhibits A and B.
2. PERMITS.
A. The Port will issue Concessionaire permits to conduct the Concession as set forth
in these Operating Instructions. In performing its operations under the
Concession, Concessionaire shall, at a minimum, service all of the service areas
identified on Exhibit C. In the event that Concessionaire committed as part of its
Proposal to serve any other/further areas, it shall likewise be required to service
all such areas.
B. The On-Demand Vehicle permit ("Permit") allows Driver/Vehicle access to and
from the Airport to provide on-demand outbound passenger pick-up at the Airport
under the Concession. The permits are solely associated with the privilege to
operate at the Airport and are issued pursuant to the Concession Agreement. The
permits are valid only to the extent the Concession Agreement remains in effect.
The permits are non-transferable and have no value separate from the Concession
and Concession Agreement.

A-1 RFP - Page 56

C. The Port will issue a minimum number of Permits as set forth in the Concession
Agreement. Permits must be displayed on Vehicles while operating at the Airport.
The Vehicle owner shall sign a Permit Receipt (Exhibit D) and agrees to
surrender the Permit upon breach of the operating instructions, expiration of such
Permit or at the termination of this agreement.
D. The Permit shall not be transferable to any other Vehicle. However, the Vehicle
owner or Driver may request that MGT transfer a Permit to a replacement Vehicle
or onto a replacement windshield.
E. The original Permit must be returned to Ground Transportation Office before
another Permit will be issued. The Ground Transportation Office must be notified
of any Vehicle replacements within five (5) business days of the change.
F. A charge of $10.00 a day will be assessed for temporary Permits. Temporary
Permits are available for substitute Vehicles and can be obtained in the Ground
Transportation Office. Said Permits shall be effective for a term as indicated by
MGT. The temporary Permit is to be returned to MGT before the original Permitassigned
Vehicle shall be returned to operation at the Airport. A charge of thirty
dollars ($30) will be assessed for a temporary Permit that is not returned upon its
expiration.
G. Concessionaire shall provide to MGT a current written list of the names and
numbers of each Driver authorized to operate the permitted Vehicles in the form
attached hereto as Exhibit E. Each Driver shall comply with and be bound by
these Operating Instructions.
H. Concessionaire may deactivate any of its Vehicles by giving MGT written notice
of intent to deactivate. An on-demand Vehicle may not remain deactivated for
more than sixty (60) calendar days without prior written consent of MGT.
I. Concessionaire, Drivers, Vehicle owners, and Vehicles shall at all times comply
with and be bound by all applicable federal, state and local laws, ordinances
(including but not limited to King County ordinances) and regulations (including
but not limited to Port of Seattle Schedules of Rules and Regulations and Tariffs)
and any amendments foregoing.
3. PROCEDURES FOR PICKING UP PASSENGERS.
A. Concessionaire's activities at the Airport, including but not limited to,
loading/unloading passengers and baggage, will be conducted within designated
areas only.
B. Ground Transportation Plaza, 3rd Floor- Parking Garage & 160th Street Holding
Lot

A-2 RFP - Page 57

i) On-demand Vehicle staging is available in the 3rd Floor Staging Area at the
north end of the floor. Concessionaire's Vehicles, when at the Airport, shall
only wait within the designated holding areas approved by MGT.
ii) MGT has established two On-Demand Vehicle pick-up areas and two
holding/staging areas. The two pick-up areas are provided in the north and
south ends of the 3rd floor of the parking garage. Both areas are curbside.
The holding/feeder areas are located at the north end of the 3rd floor of the
parking garage and off-site at 160th Street.
iii) The On-Demand Vehicle services must be covered 24 hours a day.
C. Arrivals/Departure Drives
i) Vehicle operations will be on the 3rd floor of the parking garage, however, at
times in which a special accommodation is required for a passenger a
Vehicle may, with the approval of the Ground Transportation office, pick up
on the arrivals/departures level.
ii) Passengers shall not have the right to select any Vehicle available.
D. MGT will designate and identify feeder lines, holding lot areas, load/unload
areas/zones and reserves the right to change, designate, locate or abolish these
areas at any time.
4. UNATTENDED VEHICLES
A. While stationed in the feeder line, Drivers must notify the Ground Transportation
Office if it becomes necessary for Driver to leave his/her Vehicle.
B. On-Demand Vehicles left unattended for more than ten (10) minutes may be
moved to a holding lot at Concessionaire's expense.
C. Drivers are not to loiter or Solicit inside the terminal baggage claim areas, around
the Ground Transportation Office, or at the curb locations
5. USE OF AIRPORT PREMISES.
A. Concessionaire and Drivers may use the remote holding lot, feeder lines, Vehicle
areas and airport drives only at the times and for the purposes set forth in this
agreement. Vehicles will not idle their engines for more than one minute while at
the remote holding lot or in the Airport garage.
B. No personal or other business (other than in connection with the Concession
Agreement and/or these Operating Instructions) shall be conducted in these areas.
No persons other than Concessionaire, its employees, agent or Drivers shall be
permitted in the above mentioned areas except as provided in this Agreement
and/or these Operating Instructions.

A-3 RFP - Page 58

C. Parking for business related activities of the Concessionaire will be conducted at
on off-site lot. Employees working in the remote lot will be monitored by
Concessionaire.
D. Vehicles shall not restrict, block, or impede the movement of any vehicular or
pedestrian traffic at the Airport.
E. Overflow holding will be coordinated with MGT. Designated loading areas/zones,
holding areas and feeder line are to be used for On-Demand Vehicle activity only.
F. Sharing of a Vehicle by passengers not traveling to the same destination is not
allowed, unless the airport is operating under an elevated operational or security
level. Serious weather situations may be applicable.
G. Vehicles shall not wait or park at the curbside on the drives unless the Vehicle is
actively loading/unloading passengers.
H. Except when engaged in loading/unloading of passengers and a Vehicle
coordinator position, Concessionaire. its employees, agents and Drivers shall not
be on the Airport's drives unless authorized by MGT.
I. Drivers shall not be able to transport passengers who have solicited or requested
their service while they are loading other passengers.
J. Drivers shall not solicit or engage in any activities at the Airport intended to
persuade members of the public to utilize Concessionaire Vehicles and/or services
except as specifically approved by MGT. Drivers shall not wave down passengers
or loiter in walkways. Drivers shall remain in close proximity to their Vehicles
and stand in a professional and orderly manner.
6. EQUIPMENT OF CONCESSIONAIRE AND INSPECTION.
A. It is the Port's intent that the fleet of Vehicles operating at Sea-Tac Airport be
industry leaders. All Vehicles operated or offered for public service at the Airport
pursuant to this Agreement shall be in good operating order, free from mechanical
defects, and in clean, neat, safe, washed and waxed regularly, and attractive
condition both inside and outside. Such Vehicles will have proper seating luggage
capacity and other amenities necessary for passenger comfort and convenience.
Any minor repairs must be fixed within the time frame displayed in Exhibit G.
(See City Rule R-6.310.320.G)
B. Vehicles under this Concession Agreement shall be made available for inspection
and review by MGT or King County/City of Seattle Inspector at any time while
on Port property. Vehicles shall be inspected for cleanliness, proper equipment,
good appearance, safe operating condition, urethane paint, and violations of any
laws, ordinances or Port Rules and Regulations or City of Seattle Vehicle Rules
(See City Rule R-6.310.320.G)

A-4 RFP - Page 59

C. Concessionaire shall act to ensure that its members operate a fleet of Vehicles that
minimize air emissions and institute operational practices that help protect
impacts to the natural environment. Concessionaire shall also institute practices
that promote the efficient movement of people to and from Sea-Tac Airport.
i) Prior to the commencement of the Agreement, Concessionaire shall develop,
implement, and submit to the MGT a fleet-wide anti-idling policy. The
Concessionaire anti-idling policy shall include the requirement that Vehicle
engines shall be turned off when Vehicles are not occupied. The Airport
encourages the Concessionaire to evaluate opportunities to procure and install
anti-idling equipment.
ii) Concessionaire shall coordinate a semi-annual meeting with Airport
environmental staff to discuss achievements and obstacles pertaining to
improving the efficient and effective movement of people to and from Sea-
Tac Airport via Taxicab and For-Hire Vehicle service. In conjunction with
the semi-annual meetings, Concessionaire will provide information regarding
non-revenue mileage and its course of action to reduce non-revenue Vehicle
trips.
iii) One month prior to the annual renewal of Vehicle Permits or, if Permits do
not require renewal, one month prior to the anniversary of the Concession
Agreement, Concessionaire shall electronically submit to the MGT
information on the greenhouse gas (CO2) emissions from their
operations. Data shall include, at a minimum, carbon dioxide (CO2) emissions
from Vehicle fuel consumption and energy used for office and Concession
business. Alternatively, Concession can submit the vehicle make, model,
odometer reading, model year and VIN for each Vehicle as well as the number
of miles of travel or gallons of fuel consumed per vehicle while in service to
or from the airport to MGT.
iv) In the event that Concessionaire fails to comply with the requirements set
forth in this Paragraph, the Port specifically reserves the right to issue a notice
of default under, and terminate, this Agreement.
D. Vehicles shall be at least a four door full-size and shall not be older than six years,
commencing on the date of this agreement, with the following exceptions:
(i) Concessionaire agrees that at all times during the term of this Concession
Agreement, no Vehicle shall be of a model more than six years prior to the
current calendar year. For example, 2010 model year Vehicles will be
permitted in 2016, but not 2017.
(ii) To encourage Concessionaire's members to provide larger Vehicles for
special needs patrons of the airport, the Port shall allow Vehicles that are
vans or minivans with appropriate features to support wheelchairs to

A-5 RFP - Page 60

operate for an additional one-year period, but shall not exceed seven years
of age.
(iii) Concessionaire will provide ADA accessible vans or minivans as
provided in the Concession Agreement to ensure a service standard that
meets the maximum wait time.
E. Drivers shall comply promptly with instructions regarding Vehicle use from
MGT.
F. Drivers shall be reviewed for cleanliness, good appearance, and violations of
King County, City of Seattle laws, ordinances or Port Rules and Regulations.
G. Digital Security Cameras must be installed in all Vehicles per City of Seattle
rules. (See City Rule R-6.310.320.S)
H. Silent alarms must be installed and monitored for each Vehicle per City of Seattle
rules (See City Rule R-6.310.320.T)
I. An On-Demand Vehicle may be pulled out of line to be washed while in the
remote holding lot and returned to its original place in line as long as the On-
Demand Vehicle immediately preceding it when it was taken out of line to be
washed has not been dispatched, in which case, the On-Demand Vehicle being
washed must go to the end of the line in the remote holding lot.
J. No On-Demand Vehicle shall display bumper stickers or unnecessary markings.
Concessionaire logo and phone number is permitted and must have markings
indicating the Vehicle can provide Airport service with MGT approval.
K. All Vehicles shall be repaired within the times described on attached Exhibit G.
L. Minor Vehicle body damage or appearance defects shall be repaired within a time
frame set by MGT to repair such damage.
M. There will be no repairs made to Vehicles on Port property.
N. Vehicle mileage should not exceed 100,000 miles unless the Vehicle satisfactorily
passes a Vehicle condition safety inspection at 100,000 miles and then every
additional 25,000 miles. The safety inspection must be performed by a King
County/City of Seattle approved certified manufacturer's auto mechanic at a
specified location, and a garage that has an Automotive Certificate of Excellence
covering the items more fully described in Exhibit F. Drivers will adhere to any
safety inspection calendar required by King County/City of Seattle Inspectors.
O. Concessionaire Vehicles shall have the necessary equipment (such as winter tires
or chains) to operate safely in snow and inclement weather conditions.

A-6 RFP - Page 61

P. Concessionaire shall furnish, at their expense, identification badges for all its
Drivers to display in their Vehicles. The identification shall include a photo of the
Driver, full name and Vehicle number.
7. CONDUCT OF DRIVER.
A. Only Drivers registered and on file in the Ground Transportation Office may
transport passengers at the Airport (see Exhibit E). Drivers must be successful
recipients of the King County/City of Seattle For Hire Licensing Program. Please
see City Rules:
For-hire Driver Licensing and Requirements
6.310.400. For-hire driver's license application.
6.310.405. Criminal background check.
6.310.410. For-hire driver physician's certification.
6.310.415. For-hire driver training program.
6.310.420. For-hire driver written and oral examination.
6.310.425. For-hire driver temporary permit.
6.310.430. For-hire driver Standards for license denial.
6.310.440. For-hire driver license expiration and renewal.
6.310.450. For-hire driver operating standards.
6.310.455. For-hire driver conduct standards.
6.310.460. For-hire driver taxicab meter/rates standards.
6.310.465. For-hire driver Passenger relations standards.
6.310.470. For-hire driver soliciting and cruising standards.
6.310.475. For-hire driver taxi zone standards.
6.310.480. For-hire driver Wearing costume.
B. Drivers shall, at all times when on duty, be neatly and cleanly dressed, conduct
themselves in an exemplary manner, be courteous and polite to the public and all
Airport employees, and not engage in any questionable, obnoxious or offensive
conduct. In addition to providing exemplary service to the traveling public,
Drivers shall also treat other airport employees and ground transportation
operators with the same courteous and polite behavior. The Port shall specifically
have the right to require Drivers to meet a dress code (such as black pants/skirt
and a white shirt).
C. Driver shall discharge its duties in an efficient manner in order to maintain a high
standard of service to the public. Driver's performance will be judged by MGT.
D. MGT may, in addition to any other remedies described in the Agreement, request
require that particular Drivers be removed from activities at the Airport if said
Drivers are involved in more than three (3) violations during their tenure at the
airport. Should gross misconduct occur, MGT may require removal before three
or more previous violations.

A-7 RFP - Page 62

E. Drivers are not to drive the Vehicle for longer than ten (10) hours in any twentyfour
(24) hour period.
8. ENFORCEMENT PROCEDURES.
A. Violations may result in a monetary fine against Driver and/or a suspension of the
Driver or its Vehicle. The current schedule of fines shall be set forth in Airport
Terminal Tariff No. 1, as the same may be revised or replaced from time to time.
B. Port personnel who observe a violation or investigate a reported violation shall
issue violations of operating instructions.
C. MGT may impose a fine or a temporary suspension of a Driver and/or Vehicle.
The company will remain liable for all violations incurred by its Drivers and
Vehicles.
D. The schedule of monetary fines shall be published in the Port's tariff, and Drivers
shall comply with such schedule. If fine is not paid within ten (10) business days,
Vehicle Permit or all company permits will be revoked.
E. If MGT chooses to suspend a Driver or a Vehicle, such suspensions will be
carried out pursuant to the following procedures:
Two violation notices 1 day suspension
Three violation notices 2 - 7 day suspension
Four violation notices 8 - 90 days suspension
Five violation notices 91 - 365 days suspension
Violation compilations for purposes of suspensions shall be for a rolling 12-
month period starting at the agreement commencement date.
F. Driver or Vehicle owner (for Vehicle citations) has the right to appeal any fine
assessed by MGT or any suspension of two days or longer.
G. Following mailing of the notice and fine or suspension by MGT to Driver or
Vehicle owner, Driver or Vehicle owner (for Vehicle citations) shall have ten (10)
business days to deliver to MGT a notice of appeal of the fine or suspension.
H. A hearing will be held before a panel comprising of MGT, or designee, and other
Port Management staff, or their respective designees. The Driver and/or Vehicle
owner will be allowed to present evidence or testimony to counter the facts upon
which the fine(s) or suspension is based. Following the hearing, the panel will
issue a written notice.
I. If the panel decides to uphold the fine, Driver or Vehicle owner shall pay the fine
within four (4) business days following mailing of the panel's decision, or begin
the suspension pursuant to the direction of MGT.

A-8 RFP - Page 63

J. This provision is not intended to limit or bar any other remedies available to MGT
under this agreement.
K. If Driver or Vehicle owner (for Vehicle citations) does not appeal within the ten
(10) business day period, the Driver or Vehicle owner shall pay the fine within the
following four (4) business day period or begin the suspension pursuant to the
direction of MGT.
L. Failure to pay or comply within the time periods prescribed above shall constitute
an additional violation and be subject to the provisions herein.
M. Failure to correct mechanical defects within prescribed time frame will result in
monetary fines of $100.00 per day, until the repairs are completed and verified by
MGT. MGT may order that the on-demand Driver and/or Vehicle leave the
Airport immediately. In order for the on-demand Vehicle to return to the Airport,
the condition must be corrected and the Vehicle is re-inspected and approved by
MGT or King County/City of Seattle Inspector.
N. If, upon inspection, it is determined that the condition of any on-demand Vehicle
needs correction, the Concessionaire, Driver or Vehicle may be issued a written
notice, specifying the conditions to be remedied, and the time within which they
must be remedied.
9. GROUND TRANSPORTATION OFFICE.
A. Driver shall not utilize any Ground Transportation Office personnel for any
purposes involving Vehicle's business other than dispensing general information
to the public on this service.
B. Concessionaire, its employees, agent and Drivers are not allowed at the Ground
Transportation Offices at any time except to conduct ground transportation
business. Concessionaire, its employees, agents and Drivers shall not loiter
around the Ground Transportation Offices.
10. NO SOLICITATION.
The Concessionaire and its Drivers shall not solicit or engage in any activities at the
Airport intended to persuade members of the public to utilize Concessionaire Vehicles
and/or services except as specifically approved by MGT.
11. AMENDMENT
The terms and conditions of these Operating Instructions may be amended by MGT upon
thirty (30) day's prior notice to the Concessionaire. Emergency instructions may be
issued by MGT and shall take effect immediately.

A-9 RFP - Page 64

EXHIBIT A
MAP OF OPERATING AREA

A-10 RFP - Page 65

EXHIBIT B
MAP OF HOLDING AREA

A-11 RFP - Page 66

EXHIBIT C
SERVICE AREAS
Aberdeen Enumclaw Madigan Pullman Tulalip
Algona Everett (Downtown) Madison Park Purdy Tumwater
Anacortes Everett (North) Madrona Puyallup Twin Lakes
Arboretum U.W. Everett (South) Magnolia Puy. South Hill U. District
Arlington Evergreen St. Coll. Maple Valley Queen Anne Univ. Place (Tac)
Auburn Fairwood Maplewood Ravenna U.P.S.
Aurora Village Fall City Marysville Redmond (Downtown) Vanc. BC Airport
Ballard Fauntleroy Ferry McChord Redmond (North) Vanc. BC (Dntwn)
Bainbridge Federal Way Medina Redmond (South) Vancouver, WA
Bangor Ferndale Mercer Island Renton View Ridge
Belfair Fife Microsoft Campus Richmond Highland Walla Walla
Bellevue Fircrest Mill Creek Richmond Beach Wallingford
Bellevue (Downtown) Fort Lewis Milton Sahalee Wenatchee
Bell. Cross Road Fox Island Monroe Salish Lodge West Seattle
Bell. Eastgate Fremont Montlake Saltwater Park Windermere
Bellingham Gig Harbor Mountlake Terrace Sandpoint Woodinville
Bitter Lake Gorst Mt. Rainier Sammamish Woodland Park
Black Diamond Graham Mt. Vernon Sammamish Pl. Yakima
Blaine Green Lake Muckelshoot Casino Seattle (Downtown) Yelm
Blue Ridge Greenwood Mukilteo Seattle (North)
Bonney Lake Hoquiam Naval Air Station Seattle Pac. Univ.
Bothell Index New Castle Seattle Univ.
Brier Inglewood Newport Hills Sequim
Bridal Trails Issaquah North Beach Seward Park
Bremerton Issaquah (Downtown) North Bend Shelton
Brown's Pt. Tac. Issaquah Plateau Northgate Shilshole Bay
Buckley Juanita Oak Harbor Shoreline
Burlington Kenmore Olympia Silverdale
Capital Hill Kent Orting Snohomish
Carnation Kirkland P.L.U. Snoqualmie City
Centralia Klahanie Pug. Snd. Nav. Stn. Snoqualmie Pass
Chehalis Lacey Pacific South Bend
Clyde Hill Lake Chelan Paine Field Spanaway
Coal Creek Lake City Parkland Space Needle
Cougar Mountain Lake Forest Park Pasco Spokane
Covington Lake Stevens Point Defiance Zoo Stanwood
Crystal Mountain Lake Tapps Port Angeles Steilacoom
Dash Point Lake Union Port Ludlow Somerset
Discovery Bay Lake View Port Orchard Summet (4 Cnrs)
Dupont Lakewood Port Townsend Sumner
Duvall Laurelhurst Portage Bay Tacoma (Downtown)
Edmonds Leshi Portland Tacoma
Edmonds (North) Longview Poulsbo Tiger Mountain
Emerald Downs Lynnwood Preston Totem Lake

A-12 RFP - Page 67

EXHIBIT D
PERMIT RECEIPT
POS PERMIT #: ________________________________________________
CONCESSIONAIRE _______________________________________________
MAILING ADDRESS: ________________________________________________
________________________________________________
PHONE #: ________________________________________________
FAX #: ________________________________________________
KING COUNTY LICENSE #: ________________________________________________
CITY OF SEATTLE LIC #: ________________________________________________
VEHICLE LICENSE #: ________________________________________________
YEAR: ________________________________________________
MAKE AND MODEL: ________________________________________________
INITIAL ISSUE q REPLACEMENT q RENEWAL q
OWNER CHANGE q NAME CHANGE q
PAID (cash/check) DATE: _________________________________________
INSURANCE EXPIRATION DATE: ______________________________________________
SIGNATURES: _______________________________________________
CONCESSIONAIRE
_______________________________________________
PORT REPRESENTATIVE

A-13 RFP - Page 68

EXHIBIT E
AUTHORIZED DRIVER(S) LIST
CONCESSIONAIRE: ________________________________________________

DRIVER NAME ______________________________________________________________
CELL PHONE NUMBER_______________________________________________
NUMBER _____________________ EXPIRATION DATE __________________

DRIVER NAME ______________________________________________________________
CELL PHONE NUMBER_______________________________________________ NUMBER
_____________________ EXPIRATION DATE __________________

DRIVER NAME ______________________________________________________________
CELL PHONE NUMBER________________________________________________
NUMBER _____________________ EXPIRATION DATE __________________

Please use additional forms if necessary.

A-14 RFP - Page 69

EXHIBIT F
VEHICLE CONDITION CHECKLIST
DATE: ________________________________________________
CONCESSIONAIRE: _______________________________________________
VIN #: ________________________________________________
VEHICLE LICENSE #: ________________________________________________
YEAR, MAKE, & MODEL: ________________________________________________
MILEAGE:
ENGINE (Electronic
Rate* MISC Rate* MISC CONT. Rate*
Scope Test)
Carburetion Lights Rear Axle Leaks
Spark Plugs Horn Tie Rod Ends
Spark Plug Cables Windshield Wipers Idler Arms
Distributor Windshield Washer Shock Absorbers
Sheet Metal Springs
UNDER HOOD Paint
Battery Heating/Air Conditioning FRONT SUSPEN.
Battery Cables Windows (Visual Inspection)
Drive Belts Tires Castor
Radiator Hoses Brake Lining Camber
Heater Hoses Brake Fluid Toe-in
Coolant Wheel Bearings
Carburetor Air Filter Exhaust Pipe OTHER
Fuel Filter Tail Pipe
Engine Oil Muffler
Power Steering Pump Engine Leaks
Transmission Leaks
*Rate: 1 = Satisfactory / 2 = Caution / 3 = Urgent
MECHANIC SIGNATURE & DATE: ______________________________________________

A-15 RFP - Page 70

EXHIBIT G
VEHICLE/DRIVER REPAIRS TIMETABLE
AREA OF TIME ALLOWED FOR AREA OF TIME ALLOWED FOR
CONCERN REPAIRS CONCERN REPAIRS
5 business days;
5 days if broken or ripped; immediately if problem
Windshield
Seats before next trip if springs are renders Vehicle unsafe to
Wipers
exposed drive or is blocking
Vehicle's vision.
Driver's
Seat Belts Immediately Immediately
License
Windshield/ 5 business days; immediately
Operating
Windows/ if problem renders Vehicle 3 business days
Instructions
Mirrors unsafe to drive
Window
3 business days For Hire License Immediately
Handles Button
Door Handles Immediately Clothing Before next trip
10 business days (or before Exhaust
Heater next trip, during periods of System (leak, Immediately
cold weather) muffler loose)
Floor
5 business days Speedometer Immediately
Mats/Carpet
3 business days;
Trunk (dirty,
Before next trip Odometer immediately, if odometer
clutter)
is connected to meter
Taximeter Immediately Hygiene Before next trip
7 days for minor damage; Immediately if worn
Body immediately for exposed Tires down to safety ridge or
sharp metal cords/threads visible
Hubcaps 7 business days Paint 7 days
Spare Tire Immediately Brake Lights Immediately
Before next trip daytime;
Headlights Turn Signals Immediately
immediately if at night
This is not an exhaustive list of possible defects. Additional reasonable requirements and
reasonable penalties may be added to this list upon 10 days written notice to Concessionaire. The
term, "business days," shall not include Saturdays, Sundays or national holidays.

A-16 RFP - Page 71

EXHIBIT 4
Protest Procedures

1. PURPOSE
These protest procedures are included in this invitation, solicitation or request (for convenience, the
"RFP") to provide a prompt, fair and equitable administrative remedy to all bidders/proposers and
prospective bidders/proposers (for convenience "Proposers") regarding alleged substantive errors or
omissions in the RFP or regarding any decision by the Port to award the contract, to declare a
proposal non-responsive, or to find a Proposer not responsible.
2. TIMING
Any Proposer showing a substantial economic interest in the contract to be awarded under this RFP
may protest to the Port (a "Protest") only in accordance with the procedures set forth below.
A. Protests Based on the Form or Content of the RFP Documents: Any Protest based on the form
or content of the proposal documents included with the RFP or any addendum (including, but
not limited to, any terms, requirements and/or restrictions therein) must be filed with the Port
as soon as practicable at Port of Seattle, Seattle-Tacoma International Airport, Aviation Office
Building, 17801 Pacific Highway South, Seattle, Washington 98158, Attention: Deborah
Harrison. The transmittal envelope must clearly identify the RFP number on its face and be
labeled as a "Protest." No protest based on the form or content of the bidding documents will
be considered if received by the Port after 5:00 pm on Friday, February 19, 2016.
B. Other Protests: Protests based on any other circumstances must be filed with the Port at Port of
Seattle, Seattle-Tacoma International Airport, Aviation Office Building, 17801 Pacific
Highway South, Seattle, Washington 98158, Attention: Deborah Harrison, within two (2)
business days after the Proposer knows or should have known of the facts and circumstances
upon which the protest is based. The transmittal envelope must clearly identify the RFP
number on the face of this document and be labeled as a "Bid Protest." No protest will be
considered by the Port if all proposals are rejected or if the protest is received after award of
the contract.
3. CONTENTS OF PROTEST
To be considered, a Protest shall be in writing and shall include: (1) the name, street address,
telephone number and email address of the aggrieved party; (2) the RFP title and number under which
the Protest is submitted; (3) the economic interest of the aggrieved party in the contract to be awarded
under the RFP; (4) a detailed description of the specific grounds for the Protest and any supporting
legal and/or factual documentation; and (5) the specific ruling or relief requested.
In the event the protesting party asserts the responsibility of any other Proposer as a ground for
Protest, the protesting party must address in detail the specific responsibility criteria identified in the
particular RFP and, absent such specific responsibility criteria, one or more of the following matters:
the ability, capacity, and skill of the Proposer to perform the contract or provide the service; the
72

character, integrity, reputation, judgment, experience, and efficiency of the Proposer; whether the
Proposer can perform the contract within the time specified; the Proposer's quality of performance of
previous contracts or services; the previous and existing compliance by the Proposer with laws
relating to the contract; and any other information having a bearing on the decision to award the
contract to the Proposer.
4. REVIEW
The Port shall promptly consider the Protest based on the written submittal. In its sole discretion, the
Port may give notice of the Protest to other interested parties, including other Proposers. The Port
reserves the right to resolve or to attempt to resolve any Protest that concerns the form or content of
the solicitation and which Protest was received before the bid opening through written addenda to the
bidding documents.
The Port may, in its sole discretion, elect to hold a hearing regarding the Protest. A hearing will not,
however, generally be held unless the Port believes it would be helpful to resolution of the Protest. At
the hearing, the aggrieved party will be given a reasonable opportunity to present relevant testimony
and evidence and to make legal arguments. Other interested parties may also be given the opportunity
to do so. The hearing will generally be recorded, and the Port will maintain an official record of all
documentary evidence presented at the hearing.
The Port will issue a written Final Decision. In making its decision, the Port may consult with others
and consider information relating to the Protest from any source, including other interested parties. A
copy of the Final Decision will be provided to the aggrieved party, and any other party as may be
required, by either: (i) personal service or (ii) email, with telephonic confirmation.
5. STAY OF AWARD OF THE CONTRACT
The Port will stay award of the contract for two (2) business days, following the issuance of its Final
Decision. The term "business day" shall mean any day on which the Port of Seattle is open for
regularly conducted business.
6. JUDICIAL PROCEEDINGS
All judicial proceedings must be filed within two (2) business days of the issuance of the Port's Final
Decision. The stay provided by Section 5 is specifically intended to ensure that any request for
judicial relief proceeds orderly and that the Port is provided advance notice thereof. Therefore, an
aggrieved party that intends to commence judicial proceedings shall specifically provide notice to the
Port prior to the commencement of such proceedings. The notice shall be provided to the Port's
General Counsel at 2711 Alaskan Way, P.O. Box 1209, Seattle, WA 98111, (206) 787-3000.
7. STRICT COMPLIANCE
Strict compliance with these protest procedures is essential in furtherance of the public interest. Any
aggrieved party that fails to comply strictly with these protest procedures is deemed, by such failure,
to have waived and relinquished forever any right or claim with respect to alleged irregularities in
connection with the solicitation or award of the contract. No person or party may pursue any judicial
or administrative proceedings challenging the solicitation or award of the contract to be awarded by
this RFP, without first exhausting the administrative procedures specified herein.
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8. REPRESENTATION
An aggrieved party may participate personally or, if a corporation or other artificial person, by a duly
authorized representative. Whether or not participating in person, an aggrieved party may be
represented, at the party's own expense, by counsel.
9. ACKNOWLEDGEMENT
By submitting a proposal in response to this RFP, the Proposer acknowledges that it has reviewed and
acquainted itself with the bid protest procedures herein and agrees to be bound by such procedures as
a condition of submitting a bid.

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