PS-644 Hotel Consulting Services - Orlando International Airport

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GREATER ORLANDO AVIATION AUTHORITY REQUEST FOR QUALIFICATIONS PROFESSIONAL SERVICES HOTEL CONSULTING SERVICES (PS-644) ORLANDO INTERNATIONAL AIRPORT & ORLANDO EXECUTIVE AIRPORT ORLANDO, FLORIDA

Transcript of PS-644 Hotel Consulting Services - Orlando International Airport

GREATER ORLANDO AVIATION AUTHORITY

REQUEST FOR QUALIFICATIONS

PROFESSIONAL SERVICES

HOTEL CONSULTING SERVICES (PS-644)

ORLANDO INTERNATIONAL AIRPORT &

ORLANDO EXECUTIVE AIRPORT

ORLANDO, FLORIDA

PS-644 HOTEL CONSULTING SERVICES RFQ-2

TABLE OF CONTENTS Page Numbers Advertisement RFQ-4

A. Overview RFQ-5

B. Scope of Services RFQ-6 to RFQ-7

C. Submission Requirements RFQ-8 to RFQ-13

1. Submission Instructions .................................................................................... RFQ-8 2. Proposers Statement ........................................................................................ RFQ-8 3. Minimum Requirements .................................................................................... RFQ-9 4. Experience and Qualifications .......................................................................... RFQ-9 5. Specific Approach and Methodology ................................................................ RFQ-9 6. Transition Plan ................................................................................................ RFQ-10 7. Financial Statements ....................................................................................... RFQ-10 8. Claims Information........................................................................................... RFQ-10 9. Engagement with Other Airports and Governmental Entities ........................... RFQ-11 10. References ...................................................................................................... RFQ-11 11. Prior or Pending Convictions, Indictments, Investigations, Regulatory

Investigations and Conflict of Interest .............................................................. RFQ-11 12. Proof of Insurance ........................................................................................... RFQ-11 13. Minority and Women Business Enterprise and/or Local Developing/Veteran Business

Enterprise Participation Programs ................................................................... RFQ-12 14. Response Forms ............................................................................................. RFQ-13 15. Additional Information ...................................................................................... RFQ-13

D. General Requirements RFQ-14 to RFQ-19

1. Addenda to Requests for Qualifications ........................................................... RFQ-14 2. Questions and Clarifications ............................................................................ RFQ-14 3. Tentative Schedule .......................................................................................... RFQ-14 4. Evaluation Criteria…………….......................................................................... RFQ-14 5. Selection Process ............................................................................................ RFQ-15 6. Preparing Responses……………………………………………………………… . RFQ-16 7. Communication During Request for Qualification Process ............................... RFQ-16 8. Insurance Requirements……………. ............................................................... RFQ-17 9. Rejection of Irregular Request for Qualifications .............................................. RFQ-17 10. Waiver and/or Rejection of Responses ........................................................... RFQ-18 11. Withdrawal of Request for Qualifications ........................................................ RFQ-18 12. Notice of Intent to Award Agreement .............................................................. RFQ-18 13. Independent Consultant Status and Compliance with Immigration Reform

and Control Act ................................................................................................ RFQ-18 14. Non-Exclusive Services ................................................................................... RFQ-18 15. Public Entities Crimes ...................................................................................... RFQ-18 16. Scrutinized Company List ............................................................................... RFQ-19 17. Proprietary Information ................................................................................... RFQ-19

PS-644 HOTEL CONSULTING SERVICES RFQ-3

E. Response Forms RFQ-20 to RFQ-21

1. Proposers Warranty ......................................................................................... RFQ-20 2. No Response to Request for Qualifications ..................................................... RFQ-21

F. Agreement RFQ-22- to RFQ-39

1. Form of Agreement for Services ...................................................................... RFQ-21 2. Exhibit A: Scope of Services ........................................................................... RFQ-37 3. Exhibit B: Fees ............................................................................................... RFQ-38 4. Exhibit C: Insurance Requirements ................................................................ RFQ-39

PS-644 Hotel Consulting Services Addendum 2 – Page 1

ADDENDUM NO. 2

TO

REQUEST FOR QUALIFICATIONS PS-644

HOTEL CONSULTING SERVICES

May 29, 2020 This addendum forms a part of the Request for Qualifications (RFQ) Documents described above. The original RFQ Documents remain in full force and effect except as modified by the following which shall take precedence over any contrary provisions in the prior documents.

ITEM 1 Question: Can you please expand on the type or meaning of “purchasing decisions”

referenced in Scope of Services, Item 4, “Reviewing and assisting with negotiating purchasing decisions for the Hotel”? Answer: From time to time, the Hotel makes specific purchases of goods and services that are unique to Hotel operations. The successful proposer will be required to advise the Aviation Authority on Hotel purchasing requisitions that may or may not be outside the Aviation Authority’s normal purchasing procedures, assist with the negotiation of such purchases, and advise the Aviation Authority of any contract or agreement into which the hotel may enter.

ITEM 2 Question: Is there a specific document you are looking for under Minimum

Requirement 3.2, “Provide documentation that demonstrates Proposing Firm has had first-hand experience since January 1, 2015, in providing the Scope of Services described herein?”

Answer: Please provide a narrative containing details of specific engagements,

including engagement start and end date, along with a detailed description of services provided that most closely demonstrate the Proposing Firm’s ability to provide the Scope of Services requested in the RFQ documentation.

ITEM 3 Question: Section 5 Specific Approach and Methodology, Item 5.2, “Provide

documentation that demonstrates the Proposer’s experience with Capital Management Projects, and include two examples of a report that reflects this.” Is there a specific document you are looking for here or does a detailed description satisfy this requirement (along with the two report samples)?

Answer: Please provide a detailed narrative description that demonstrates prior

experience with Capital Management Projects, along with two report samples. ITEM 4 Question: Section 5 Specific Approach and Methodology, Item 5.4, “The Proposer

shall assist the Aviation Authority in the planning, drafting, administration, and completion of a Solicitation process if required. Proposer shall provide two (2) examples of two different types of Solicitations that have been previously drafted by the Proposer and an example of a contract negotiated by the Proposer.” Confirming that when you are asking for “examples” of Solicitations and Contracts, that you are seeking an example of instances of when these services have been provided

PS-644 Hotel Consulting Services Addendum 2 – Page 2

(description or list of projects), as opposed to copies of the actual solicitations and contracts (which would be confidential).

Answer: A narrative description of the Proposer’s experience with Solicitations and

Contracts may also be submitted, however, the Aviation Authority prefers that Proposers submit two (2) samples of two different types of Solicitations that have been previously drafted by the Proposing Firm, along with a sample of a contract negotiated by the Proposer. Sample Solicitations and Contracts may be redacted to maintain confidentiality.

ITEM 5 Question: Section 10 References – are you looking for two separate responses to

10.1 and 10.2 or are these one in the same? If separate, can you please clarify the requirement for 10.1?

Answer: The Proposer may submit one response for Section 10 References, Items

10.1 and 10.2, provided that the response meets all of the requirements requested in these two sections.

ITEM 6 Question: Would you consider any flexibility to the timing of the receipt of printed

materials (assuming an electronic version was submitted on time perhaps via email) given that mailing delays are prevalent right now even for expedited services?

Answer: No, the submittal process is not able to be altered. One (1) original and six

(6) additional hardcopies are required no later than 11:00 a.m. ET on Monday, June 8, 2020. Additionally, an exact electronic copy of the RFQ should be included with the Original on an individual electronic USB Flash Drive. Emailed responses will not be accepted.

* * * * * * * END OF ADDENDUM NO. 2 * * * * * * *

Janice K. Hughes 05/29/2020 Janice K. Hughes, CPPB Date Senior Purchasing Agent

PS-632 AUDITING SERVICES Addendum 1 – Page 1

ADDENDUM NO. 1

TO

REQUEST FOR QUALIFICATIONS PS-644

HOTEL CONSULTING SERVICES

May 22, 2020 This addendum forms a part of the Request for Qualifications (RFQ) Documents described above. The original RFQ Documents remain in full force and effect except as modified by the following which shall take precedence over any contrary provisions in the prior documents. ITEM 1: See attached Exhibit A for Meeting Minutes and Attendee List of the Pre-Submittal

Teleconference dated May 19, 2020. ITEM 2: See attached Exhibit B for Presentation reviewed at the Pre-Submittal

Teleconference dated May 19, 2020. ITEM 3: Question 1: Can the Request for Qualifications be submitted digitally instead of

providing hardcopies? Answer: No, the submittal process is not able to be altered. One (1) original and six

(6) additional hardcopies are required. ITEM 4: Question 2: Where can the submittal information be located? Answer: The submittal requirements are detailed in Section C of the RFQ (pages RFQ

8 – RFQ 13). All documentation related to the RFQ may be downloaded at: http://airportlink.perfect.com ITEM 5: Question 3: What is meant by, “Assist with the solicitation process” in the Scope of

Services? Answer: This refers to the potential for the Aviation Authority to request the selected

Consultant to draft RFQ and Proposal documents if the need to purchase additional hotels for the Airport Properties arises. Further, if competitive solicitations are required for goods or services for the operations and maintenance/upgrades for hotel property, the Consultant may be asked to assist in the drafting of the solicitation document or in the review of responses/proposals received.

ITEM 6: Question 4: Is it possible to lower the minimum amount of Professional Liability

Insurance requirements? Answer: No. It is not possible to modify the insurance requirements for this RFQ

which have been vetted by the Aviation Authority’s Risk Management Department and Legal Counsel.

ITEM 7 Question 5: Will this ranking be based on the lowest price or the most technically

qualified submission?

PS-632 AUDITING SERVICES Addendum 1 – Page 2

Answer: The Aviation Authority intends to select the Proposer that is deemed to be

the most highly qualified to perform the required services after considering the evaluation criteria, in its exclusive discretion. Pricing is not part of the submission requirements and will not be considered.

* * * * * * * END OF ADDENDUM NO. 1 * * * * * * * Janice K. Hughes 05/22/2020 Janice K. Hughes, CPPB Date Senior Purchasing Agent

PS-644 ADDENDUM 1 – Exhibit A

GREATER ORLANDO AVIATION AUTHORITY Orlando International Airport

5850-B Cargo Road Orlando, Florida 32827-4399

M E E T I N G M I N U T E S TO: Meeting Attendees FROM: LuAnn Fisher, Finance Contracts Administrator MEETING: Subject: Pre-Submittal Teleconference Request for Qualifications (RFQ) for Hotel Consulting Services (PS-644) for the Greater Orlando Aviation

Authority (Aviation Authority)

Location: Orlando International Airport Virtual Meeting via Go to Meeting: https://global.gotomeeting.com Date: May 19, 2020 Time: 2:00 p.m. Meeting Attendance: Attendance List Attached The Presentation used for the meeting is available on http://airportlink.perfect.com/ 1. Opening Remarks & Introduction of Participants

Ms. Fisher stated that this meeting would be recorded and introduced the Aviation Authority’s presentation participants. She then stated that this meeting was the Pre-Submittal Conference for Request for Qualifications (RFQ) for Hotel Consulting Services (PS-644), at the Orlando International Airport. The purpose of the meeting was to review the Advertisement and Submission Requirements, to familiarize the Proposers with the overall scope and schedule of the Services, and answer any questions from the attendees.

2. Advertisement Ms. Fisher stated that the PowerPoint presentation was only an excerpt of the complete Advertisement and Submission Requirement documents. She further stated that the complete PS-644 advertisement, submission requirements, responses to inquiries, pre-submittal conference minutes, and any other notifications would be available on the Aviation Authority’s website at:

http://airportlink.perfect.com

3. Scope of Services Ms. Fisher reviewed the Services required, as defined in the Advertisement. Ms. Fisher noted that

the Aviation Authority is seeking a Consultant to provide hotel consulting services for the existing hotel and any future hotel properties at the Orlando International Airport and the Orlando Executive Airport. Ms. Fisher reviewed the scope of services, which include, but are not limited to:

PS-644 ADDENDUM 1 – Exhibit A Minutes Pre-Submittal Conference held on May 19, 2020 for the Request for Qualifications (RFQ) for Hotel Consulting Services (PS-644) Page 2 of 4

• Monitoring and assessing the Hotel’s compliance with existing contracts, licenses, and leases (including management agreements). Conducting market analyses and monitoring market conditions to identify opportunities for the Hotel.

• Regular communication with the executive staff of the Aviation Authority concerning the Hotel operations.

• Reviewing and assisting with negotiating purchasing decisions for the Hotel. • Meeting with the Hotel staff by conference call or site visit as necessary to effectuate any

of the foregoing. • Provide review(s) and update(s) as necessary for Hotel performance and financial

evaluations. • Assist the Authority with the solicitation, evaluation, consideration of, and negotiation for

additional hotel opportunities and proposals, including ownership, management, cost and operational issues, for hotels to be constructed and operated on the Authority’s property.

• Additional Services, as needed. 4. Submission Requirements

Ms. Fisher used the Presentation to provide an overview of the requirements in the sections of the Submission Requirements, as follows:

• The date, time and location for submittal of RFQ.

• Procedures for submitting written questions and the last date that questions will be received.

• Labelling requirements and the number of copies of RFQs required.

• Information required regarding the legal entity that will contract with the Aviation Authority if

awarded the Agreement for the Services, including the single point of contact for the Proposer.

• The requirement for a statement declaring the type of business relationship the Proposer will use and an explanation of additional requirements if a joint venture or other form of business relationship is proposed.

• Various requirements for the Executive Brief as defined in the Submission Requirements

were reviewed.

• The preferred requirements for qualifying experience and the required documentation of such experience as defined in the Submission Requirements.

• The insurance and bonding requirements as outlined in the Submission Requirements.

• The bonding requirements as outlined in the Submission Requirements.

• The claims, disputes, accidents, incidents, and litigation disclosure requirements in the

Submission Requirements. • The submission of most recent audited annual financial statements.

PS-644 ADDENDUM 1 – Exhibit A Minutes Pre-Submittal Conference held on May 19, 2020 for the Request for Qualifications (RFQ) for Hotel Consulting Services (PS-644) Page 3 of 4

• Ms. Fisher noted that there are no set MWBE or LDB/VBE participation requirements but that small business participation is highly encouraged.

• Ms. Fisher reviewed the evaluation and award criteria as defined in the Submission

Requirements.

• Ms. Fisher reviewed the following Additional Information included in the Submission requirements:

o Proposer’s personnel will be required to meet the Aviation Authority’s requirements

for security background checks.

o Lobbying of Aviation Authority Staff, Committee responsible for ranking Statement of Qualifications, and Board Members, from the time that a Request for Statement of Qualifications is released to the time that the Aviation Authority Board makes an award, is prohibited.

o Pursuant to Section 287.01(2)(a), Florida Statutes convicted vendor list is

applicable.

o Scrutinized Companies with activities in Sudan List, or the Scrutinized Companies with activities in the Iran Petroleum Energy Sector list will not be considered.

o Aviation Authority contracts require contractors/consultants to comply with the

requirements for E-Verify.

o It is the responsibility of the firm with any potential conflict of interest to request a determination on eligibility prior to the submittal of the SOQ.

5. Selection Schedule is as follows:

• May 21, 2020 Deadline for Questions • June 8, 2020 Response to RFQ Due • June 23, 2020 PCS Shortlisting • July 1, 2020 PSC Interviews (if necessary) • July 15, 2020 Aviation Authority Board Approval

6. Questions and Answers

The following questions were asked and answered:

Question 1: Can the Request for Qualifications be submitted digitally instead of providing hardcopies?

Answer 1: No, the submittal process is not able to be altered, therefore seven printed and one electronic PDF version on USB flash-drive must be provided.

PS-644 ADDENDUM 1 – Exhibit A Minutes Pre-Submittal Conference held on May 19, 2020 for the Request for Qualifications (RFQ) for Hotel Consulting Services (PS-644) Page 4 of 4

Question 2: Where can the submittal information be located? Answer 2: The submittal information is accessible online at: http://airportlink.perfect.com

Question 3: What is meant by, “Assist with the solicitation process” in the Scope of Services? Answer 3: This refers to the potential for the Aviation Authority to request the

selected Consultant to draft RFQ and Proposal documents if the need to purchase additional hotels for the Airport Properties arises. Further, if competitive solicitations are required for goods or services for the operations and maintenance/upgrades for hotel property, the Consultant may be asked to assist in the drafting of the solicitation document or in the review of responses/proposals received.

Question 4: Is it possible to lower the minimum amount of Professional Liability Insurance

requirements? Answer 4: The required amount is not likely to be lowered as this amount has been

vetted by the Risk Management Department and Legal Counsel, however, this request will be submitted for confirmation.

Question 5: Will this ranking be based on the lowest price or the most technically qualified

submission? Answer 5: Pricing is not required at this time as the ranking will be based on

qualifications. 7. Adjournment

As there was no further business, the meeting was adjourned at 2:28 p.m. LF:tac

PS-644 ADDENDUM 1 – Exhibit A

GREATER ORLANDO AVIATION AUTHORITY May 19, 2020 PS-644 HOTEL CONSULTING SERVICES 2:00 p.m. PRE-SUBMITTAL TELECONFERENCE – ATTENDEE LIST

MWBE/LDB* NAME COMPANY NAME MAILING ADDRESS

PHONE NO. FAX NUMBER

E-MAIL ADDRESS Janice Hughes GOAA – Purchasing 407.825.6425

[email protected] LuAnn Fisher GOAA – Finance

Kathleen Sharman GOAA – Finance

Ray Anderson GOAA – Concessions and

Properties

Jihyun Park Operations Administration

Jo Thacker Legal Counsel

Debbie McKeown GOAA – Project Controls 407-825-3826

[email protected] Cheri Baxter GOAA – Project Controls 407-285-3814

[email protected] Tara Ciaglia GOAA – Project Controls 407-825-4461

[email protected] Benjamin Appelbaum Halyard Hospitality Group 404-805-0463

[email protected]

Sung W. Lee The Research Associates 165 Broadway 23rd Floor New York, NY 10006

212.868.5178 [email protected]

Racheal Roginsky Pinnacle Advisory Group 98 North Washington St, STE 403 Boston, MA 02114

[email protected]

Matt Arrants Pinnacle Advisory Group 98 North Washington St, STE 403 Boston, MA 02114

[email protected]

Patricia A. Grant Pinnacle Advisory Group 98 North Washington Street – Suite 403 Boston, MA 02114

617-722-9916 617-722-9917 [email protected]

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PS-644 ADDENDUM 1 – Exhibit A

MWBE/LDB* NAME COMPANY NAME MAILING ADDRESS

PHONE NO. FAX NUMBER

E-MAIL ADDRESS Timothy Dick CBRE Hotels Advisory 3550 Lenox Road NE | Suite 2300 |

Atlanta, GA 30326 404-504-7937 [email protected]

Jill Bidwell CBRE Hotels Advisory 3550 Lenox Road NE | Suite 2300 | Atlanta, GA 30326

404 923 1466 [email protected]

Hank Fonde CBRE Hotels Advisory 3550 Lenox Road NE | Suite 2300 | Atlanta, GA 30326

904- 655- 8105 [email protected]

Hank Staley CBRE Hotels Advisory 3550 Lenox Road NE | Suite 2300 | Atlanta, GA 30326

904-610-9679 [email protected]

Roberta Oncken JLL Atlanta, GA 30326 954 609 1758 [email protected]

Jennifer Orosz Crew Facilities 311 Ranch Rd 620 S, STE 107, Austin, TX 78734

800-273-9256 [email protected]

Andrea Tsakanikas Crew Facilities 311 Ranch Rd 620 S, STE 107, Austin, TX 78734

800-273-9256 [email protected]

Amber Shawsman Crew Facilities 311 Ranch Rd 620 S, STE 107, Austin, TX 78734

800-273-9256 [email protected]

Jacqueline Woodrum REVPAR International, Inc. 1020 N. Fairfax Street, Suite 320 Alexandria, VA 22314

703-838-9707 703-650-9641 [email protected]

Chris Cylke REVPAR International, Inc. 2455 E. Sunrise Blvd., Suite 510 Fort Lauderdale, FL 33304

954.376.4754 [email protected]

Kristie Dickinson CHMWarnick 548 Cabot Street Beverly, MA 01915

978.522.7002 [email protected]

Alayna Parro

River Tomlin

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Pre-Submittal Conferencefor

Hotel Consulting Services (PS-644)

Orlando International Airport andOrlando Executive Airport

1PS-644 ADDENDUM 1 - Exhibit B

ORLANDO INTERNATIONAL AIRPORT ----The Orlando Experience .,

Introduction of Participants

Owner Greater Orlando Aviation Authority

Kathleen Sharman Chief Financial Officer

Raymond Anderson Sr. Director of Concessions and Properties

LuAnn Fisher Finance Contracts Administrator

Janice Hughes Senior Purchasing Agent

Jo Thacker Legal Counsel, Nelson Mullins Broad and Cassel

Tara Ciaglia Recording Secretary

May 19, 20202PS-644 ADDENDUM 1 - Exhibit B

Agenda

May 19, 20203

• Project Description

• Scope of Services

• Submission Requirements

• Contents of the Statement of Qualifications

• Evaluation and Award Criteria

• Selection Schedule

• Additional Information

• Questions

PS-644 ADDENDUM 1 - Exhibit B

Advertisement

The PS-644 Advertisement, Submission Requirements, responses to inquiries, andPre-Submittal Conference minutes will be made available online at the AirportLinkwebsite at:

http://airportlink.perfect.com/

This presentation is an excerpt from the published Advertisement and Request forQualifications. Please refer to the website above for the complete versions of alldocuments applicable to this Advertisement for Professional Services.

May 19, 20204PS-644 ADDENDUM 1 - Exhibit B

5 May 19, 2020

Scope of ServicesThe selected Consultant shall perform hotel consulting services for the existing hotel and anyfuture hotel properties at the Orlando International Airport and Orlando Executive Airportincluding but not limited to the following:

1) Monitoring and assessing the Hotel’s compliance with existing contracts, licenses, andleases (including management agreements), as well as the following:• business operations;• financial performance;• accounting and reporting practices;• operating, capital expenditure, and other budgets; and• marketing and business plans

2) Conducting market analyses and monitoring market conditions to identify opportunities forthe Hotel.

3) Regular communication with the executive staff of the Aviation Authority concerning theHotel operations.

PS-644 ADDENDUM 1 - Exhibit B

6 May 19, 2020

Scope of Services4) Reviewing and assisting with negotiating purchasing decisions for the Hotel.

5) Meeting with the Hotel staff by conference call or site visit as necessary to effectuate any ofthe foregoing.

6) Provide review(s) and update(s) as necessary, including but not limited to:• Written monthly analysis of the Hotel’s monthly performance report;• Written Quarterly report analyzing the Hotel’s overall performance including recommendations to

improve performance;• Written annual evaluation of the Hotel’s proposed operation and capital budget.

PS-644 ADDENDUM 1 - Exhibit B

7 May 19, 2020

Scope of Services7) Assist the Authority with the solicitation, evaluation, consideration of, and negotiation for

additional hotel opportunities and proposals, including ownership, management, cost andoperational issues, for hotels to be constructed and operated on the Authority’s property.• Provide review, updates, reports, or any other documentation that evaluates such opportunities and

proposals as directed by the Authority and such review, updates, reports or other documentation shall be inthe form, include the content, and be provided by the date and in the manner requested by the Authority.

8) Additional Services:If during the contractual period additional services are needed, the selected Consultant may, at the option of theAviation Authority, be engaged to perform these services, The selected Consultant, shall upon receipt of thewritten request from the CEO, perform such additional services based upon the hourly rates in the ProfessionalServices Agreement. All additional work will be documented by amendment to be approved following AviationAuthority policies prior to the performance of any additional services.

PS-644 ADDENDUM 1 - Exhibit B

Submission RequirementsWritten Inquiries:• Email: [email protected]• Questions received up to until 5:00 p.m. Eastern Time on Thursday, May 21, 2020.

Submit:• Seven (7) printed and One (1) electronic PDF version on USB flash-drive• No later than 11:00 a.m. local time on June 8, 2020, to:

Orlando International Airport, Purchasing OfficeGreater Orlando Aviation Authority8652 Casa Verde Road, Building 811Orlando, FL 32827-4338

• Sealed and Clearly Labeled: “Request for Qualifications for Hotel Consulting Services (PS-644)”• Follow specific instructions in Submission Requirements

May 19, 20208PS-644 ADDENDUM 1 - Exhibit B

Contents of the Statement of Qualifications PROPOSERS STATEMENT OF THE FOLLOWING:

The Proposer shall include the legal name, address, and authorized signature of the proposing firm who will sign the Agreement for Hotel Consulting Services (if awarded), together with the following information regarding the Proposer:

• Contact name of individual responsible for account (“Lead Individual”).• Address of office that will handle account (the “Proposing Office”).• Telephone number of the Lead Individual or office that will handle the account.• Facsimile number of the Lead Individual or office that will handle account.• Email address of the Lead Individual.• Type of organization (corporation, sole proprietor, partnership, other).• Federal employer identification number.

May 19, 20209PS-644 ADDENDUM 1 - Exhibit B

Contents of the Statement of Qualifications MINIMUM REQUIREMENTS

In order to be considered for evaluation, the proposers shall demonstrate sufficient capacity, ability, resources, and experience to provide hotel consulting services as required by the Aviation Authority. At a minimum, each Proposer shall provide the following:

• Certify in writing with its RFQ that the Proposer is registered to do business in the State ofFlorida and provide a copy of such registration.

• Provide documentation that demonstrates Proposing Firm has had first-hand experience sinceJanuary 1, 2015, in providing the Scope of Services described herein.

• Provide an affirmative statement that it is independent of the Aviation Authority.

• Include a written statement affirming that by submitting a response to this RFQ, the Proposerand its team members are not currently involved with any active agreement with any hotel ordeveloper that would be in conflict with the Aviation Authority, and agree not to enter in to anysuch agreement during the duration of the agreement.

May 19, 202010PS-644 ADDENDUM 1 - Exhibit B

Contents of the Statement of Qualifications

May 19, 202011

EXPERIENCE AND QUALIFICATIONS

• Include a narrative of the experience and qualifications of the Proposer and the EngagementTeam members relative to the Scope of Services.

• Include an organization chart and resumes of the individuals on the Engagement Team andclearly identify the proposed role for each.

• Identify the Lead Individual to be assigned to the Aviation Authority’s account who is capableand has at least ten years experience with Hotel Consulting Services immediately preceding thedate of this RFQ.

PS-644 ADDENDUM 1 - Exhibit B

Contents of the Statement of QualificationsSPECIFIC APPROACH AND METHODOLOGY

Provide a written description of the Proposer’s approach and methodology to the Scope of Services including a concise description of the Proposer’s services.

• Provide a written and dated case study prepared to demonstrate the Proposer’s approachin identifying, analyzing and executing the most appropriate type of business arrangementbetween a hotel owner and the hotel operator.

• Provide documentation that demonstrates the Proposer’s experience with CapitalManagement Projects, and include two examples of a report that reflects this.

• Demonstrate the ability to handle such actions as the Aviation Authority may reasonablyrequest within the scope of the Hotel Consulting Services responsibilities, inclusive ofpossible hotel re-branding should it prove to be beneficial. Provide examples of a hotel re-branding project for which they were involved.

May 19, 202012PS-644 ADDENDUM 1 - Exhibit B

Contents of the Statement of QualificationsSPECIFIC APPROACH AND METHODOLOGY (Continued)

• The Proposer shall assist the Aviation Authority in the planning, drafting, administration,and completion of a Solicitation process if required. Proposer shall provide two (2)examples of two different types of Solicitations that have been previously drafted by theProposer and an example of a contract negotiated by the Proposer.

• Proposer shall provide evidence that it is familiar with the requirements of PropertyImprovement Plans (a document detailing the property upgrades and replacement)promulgated by leading hotel chains. Proposer shall identify the type of hotel capitalprojects and operation and maintenance budget developments that they have assistedwith, and their role.

May 19, 202013PS-644 ADDENDUM 1 - Exhibit B

Contents of the Statement of Qualifications

May 19, 202014

TRANSITION PLAN

Submit a detailed transition plan describing in detail the process to implement the services to beprovided pursuant to the Scope of Services, including time frames and information that would berequired for such services to be fully operational with a sample timeline (and explanation of howthis timeline would be used in the transition process.)FINANCIAL STATEMENTS

Provide the most recent audited annual financial statements for the last two years in order toevaluate the Proposer’s ability to perform these Services. If audited annual financial statementsare not available, provide balance sheets, income statements, and cash flow statements for thelast two years. This shall be submitted in a sealed envelope labeled as: "Confidential FinancialRecords Submitted under Seal and Exempt from Florida Public Records Disclosure".Include the title “Hotel Consulting Services (PS-644)” and the Proposer’s firm name onthe sealed envelope, and included only with the original copy of the printed RFQ.

(Reference Florida Statutes Section 119.071(1)(c) for exemption on financial records.)

NOTE: If the Proposer is a joint venture or partnership, which is not currently in existence, the above-requesteddocumentation shall be submitted from each entity of the proposed joint venture or partnership.

PS-644 ADDENDUM 1 - Exhibit B

Contents of the Statement of Qualifications

May 19, 202015

CLAIMS INFORMATION

Disclose all lawsuits, arbitrations and claims filed or raised by or against the Proposer over the last five (5) years, specifically identifying:

• The project involved.• The parties involved.• The nature of the claim(s).• Amount at issue.• Disposition or status.• Litigation, case style, number, and jurisdiction.

NOTE: If the Proposer is a joint venture or partnership, which is not currently in existence, the above-requested documentation shall be submitted from each entity of the proposed joint venture or partnership.

ENGAGEMENTS WITH OTHER AIRPORT(S) AND GOVERNMENTAL ENTITIES HOTEL OPERATIONS MANAGEMENT

The Proposer shall provide a brief description of the Proposer’s airport hotel operations management experience,and any hotel operations management experience with governmental entities within the last five (5) years.

PS-644 ADDENDUM 1 - Exhibit B

Contents of the Statement of Qualifications

May 19, 202016

REFERENCESReferences should demonstrate the experience required and the reputation, to perform the Scope of Services described. Provide references and information that most closely demonstrate experience with airport or public entity accounts of similar size, complexity, and risk exposure as the Aviation Authority.

Provide three to five references of airports and/or governmental entity that demonstrate:• The Minimum Requirements as described in Section 3 of the Submission Requirements;• The Engagement Team has the experience to perform the services required by this RFQ; and• Establishes the reputation of the Proposer and the Engagement Team.

Provide the following information for each reference: Name and Address Contact person and their Telephone number and email addressTime period during which services provided and a description of services provided Status (current or past client)

Provide a list of any clients to whom the Proposer has provided Hotel Consulting Services on or after January 1, 2015, and to which any such services terminated prior to the end of the Agreement term. If services were terminated, the Proposer shall explain why.

PS-644 ADDENDUM 1 - Exhibit B

Contents of the Statement of Qualifications

May 19, 202017

PRIOR OR PENDING CONVICTIONS, INDICTMENTS, INVESTIGATIONS, REGULATORYINVESTIGATIONS, AND CONFLICTS OF INTEREST

Provide a description of all prior or pending convictions, indictments, investigations, and regulatoryinvestigations, either civil or criminal that relate to conducting Hotel Consulting Services, in whichProposer or its affiliates, subsidiaries, parent company, directors, senior officers, senior regionalofficers, the Lead Individual, or Engagement Team members have been involved with in the last 3years immediately preceding the date of Proposer’s response to this RFQ or an affirmativestatement that there are none. The Proposer must also describe any conflicts of interest with theAviation Authority that the Proposer’s firm has or may have and how that conflict of interest would bemitigated, or provide an affirmative statement that there are none.

PROOF OF INSURANCE

Include in the RFQ evidence of the Proposer’s ability to provide the insurance coverage, either bymeans of an existing policy or other verifiable proof (Agent/Broker commitment letter), as detailed inthe General Requirements, Paragraph 8, Insurance Requirements.

PS-644 ADDENDUM 1 - Exhibit B

Contents of the Statement of Qualifications

March 2, 202018

PROOF OF INSURANCEInclude in the RFQ evidence of the Proposer’s ability to provide the insurance coverage, eitherby means of an existing policy or other verifiable proof (Agent/Broker commitment letter), asdetailed in the General Requirements, Paragraph 8, Insurance Requirements.

Type Amount

Professional Liability $3,000,000

General Liability $1,000,000

Automobile Liability $100,000/300,000/50,000

Workers Compensation Statutory limits

Employers Liability $100,000 each accident

$500,000 disease policy limit

$100,000 disease each employee

PS-644 ADDENDUM 1 - Exhibit B

Contents of the Statement of Qualifications

March 2, 202019

PROOF OF INSURANCE (Continued)• Self-Insured Retention: Consultant’s commercial general liability and professional services

liability insurance policies shall not be subject to a self-insured retention exceeding$100,000, unless approved by the Aviation Authority’s Chief Executive Officer. Consultant’sautomobile liability insurance policies shall not be subject to a self-insured retentionexceeding $10,000, unless approved by the Aviation Authority’s Chief Executive Officer.

• Additional Insured Endorsement: The Company agrees and shall cause the AviationAuthority and the City and their members (including, without limitation, members of theAviation Authority’s Board and the City’s Council and member of the citizens’ advisorycommittees of each), officers, employees, and agents to be named as additional insuredsunder such policy or policies of commercial general and automobile liability insurance.

• If coverage is on a claims-made basis, the Company will maintain coverage applicable tothe Services performed for two (2) years after expiration of the Agreement.

• Insurers shall be licensed to transact insurance in the State of Florida. This requirementmay be waived in the sole discretion of the Chief Executive Officer or if the insurer is ratedby A.M. Best at A-/VIII or better.

PS-644 ADDENDUM 1 - Exhibit B

Contents of the Statement of Qualifications

May 19, 202020

MINORITY AND WOMEN BUSINESS ENTERPRISE AND/OR LOCAL DEVELOPING/ VETERAN BUSINESS ENTERPRISE PARTICIPATION PROGRAMS

• There is no set MWBE or LDB/VBE participation goal for this RFQ, however, MWBE and/or LDB/VBEparticipation is highly encouraged. The Policies, Forms, and certified MWBE and LDB/VBE Directories areavailable on-line at the Aviation Authority’s web site: http://www.orlandoairports.net/small_business.

• Prepare a written action plan that demonstrates the Proposer’s understanding of the MWBE and LDB/VBEparticipation programs, and how the Proposer could achieve participation for these types of Services.Proposers shall be solely responsible for confirming MWBE and LDB/VBE subconsultants' experience,capacity, certification and any other information related to the services.

• Any MWBE and LDB/VBE certified firms are encouraged to propose. Despite not having any specific goalsfor this RFQ, the Aviation Authority may select one or more qualified MWBE and/or LDB/VBE firms forinclusion on the team, if such inclusion best meets the needs of the Aviation Authority in its exclusivediscretion.

PS-644 ADDENDUM 1 - Exhibit B

Contents of the Statement of Qualifications

May 19, 202021

RESPONSE FORMS

Complete and submit with its RFQ the Response Forms, Pages RF-1 through RF-2. Failure todo so may cause the RFQ to be deemed as non-responsive.

14.1 PROPOSER’S WARRANTY - The Proposer’s Warranty is included in the Response Forms Section, PageRF-1. The form shall be completed and signed by the Proposer’s duly authorized representative.

14.2 NO RESPONSE TO RFQ - In the event a potential Proposer elects not to submit aRFQ, such potential Proposer should respond by completing and returning the “No Response to Request forQualifications” form, Page RF-2, advising the Aviation Authority of the reason for not submitting a RFQ.

ADDITIONAL INFORMATION

Additional information may be requested by the Aviation Authority by Addendum

PS-644 ADDENDUM 1 - Exhibit B

Evaluation and Award Criteria

May 19, 202022

EVALUATION CRITERIA

• The Aviation Authority intends to select the Proposer that is deemed to be the most highly qualified toperform the required services after considering the evaluation criteria, in its exclusive discretion. Theevaluation criteria do not have any specific predetermined relative weight. The consideration ofindividual criterion is merely a tool to assist the Aviation Authority in determining which RFQ isdeemed to be responsible, responsive, and the most highly qualified to perform the requiredservices, as a whole, to the Aviation Authority, all factors being considered. The relative advantagesof a Proposer’s responses with respect to one criterion may outweigh shortcomings of thatProposer’s responses in one or more other criterion, depending on the relative disparities in thequalities of the responses in each criterion and the relative importance of certain criteria to eachother, as determined in the exclusive discretion of the Aviation Authority.

• The Proposer’s references should demonstrate that it has the ability and experience required toperform the Scope of Services. It is the responsibility of the Proposer to provide references andinformation that most closely demonstrate responsiveness to the Scope of Services.

PS-644 ADDENDUM 1 - Exhibit B

Evaluation and Award Criteria

May 19, 202023

• For all Proposers who satisfy the Minimum Requirements in Section 3 of the SubmissionRequirements, the Aviation Authority will consider the following items, in connection with itsevaluation of RFQs. The Aviation Authority reserves the right to determine, in its sole discretion, thedegree to which the Proposer’s experience and qualifications are consistent with the size, complexity,and requirements of the Aviation Authority.

• Ability, qualifications, experience, and reputation of the Proposer and Engagement Teamwith respect to the Scope of Services.

• Proposer’s methodology and approach to perform the Scope of Services.• Proposer’s familiarity with the requirements of Property Improvement Plans promulgated

by leading hotel chains.• Background information and disclosures on the Proposer, including but not limited to, small

business participation, references, office locations, claims and investigation disclosures,and financial strength.

PS-644 ADDENDUM 1 - Exhibit B

Evaluation and Award Criteria

May 19, 202024

SELECTION PROCESS• Responses to this RFQ will be evaluated and ranked by the Professional Services Committee (PSC).

The recommendation of the PSC will be considered by the Aviation Authority Board for award.• The PSC intends to shortlist no fewer than three (3) qualified Proposers, if reasonably possible.

Among the factors that will be considered in selecting the Proposers who will be shortlisted are theirqualifications, approach to providing the Services, ability to provide the required Services, priorexperience on similar projects, their past performance with the Aviation Authority (if applicable), theirpast performance with other entities, level and quality of small business participation, and theresponses to the inquiries set forth above. The Aviation Authority reserves the right to solicit fromavailable sources relevant information concerning a Proposer’s past performance and may considersuch information in its selection of shortlisted Proposers.

• Shortlisted Proposers will be scheduled for a presentation and interview if required by the PSC.Following presentations and interviews, the PSC shall make a final ranking and select in order ofpreference, based on the above information and interview results, in order to recommend the awardto the Aviation Authority’s Board to the responsible, responsive, and in its sole discretion, deemed tobe most highly qualified Proposer to perform the requested services.

PS-644 ADDENDUM 1 - Exhibit B

Evaluation and Award Criteria

May 19, 202025

• Following the Aviation Authority Board approval of the PSC ranking, the Aviation Authority shall enterinto negotiations with the top-ranked Proposer, in order to consummate a contract on terms that arefair, competitive and reasonable. Should the Aviation Authority be unable to negotiate a satisfactorycontract with the top-ranked Proposer, negotiations with that Proposer shall be terminated. TheAviation Authority shall then undertake negotiations with the second-ranked Proposer, and ifnecessary, additional Proposers in accordance with the order of ranking. Upon successfulcompletion of contract negotiations with a Proposer, the Aviation Authority shall have the right, but notthe obligation, to award all or any portion of the services. The extent and scope of the Services,along with the fees for such services, will be subject to final approval by the Aviation Authority. TheAviation Authority intends, but is not obligated, to enter into a non-exclusive agreement with thehighest ranked Proposer to perform the required Services described herein. The Aviation Authorityreserves its right to award any or all of the advertised services subject to the availability of funding.

• The Aviation Authority reserves the right to waive any informality in the RFQs, to reject any and allRFQs, and to re-advertise or elect not to proceed with the services for any reason. Allrecommendations and decisions regarding award of the services shall be made at open publicmeetings in accordance with the requirements of Florida Statute 286.011, and all interested partiesare invited to attend such meetings.

PS-644 ADDENDUM 1 - Exhibit B

Evaluation and Award Criteria

May 19, 202026

• For individuals who conduct lobbying activities with Aviation Authority employees or Board members,registration with the Aviation Authority is required each year prior to conducting any lobbyingactivities. A statement of expenditures incurred in connection with those lobbying instances shouldalso be filed prior to April 1 of each year for the preceding year. Lobbying any Aviation Authority staffwho are members of any committee responsible for evaluating or ranking RFQs, and thereafterforwarding those recommendations to the Board, and/or any Board Members is prohibited from thetime that this Request for Qualifications, is released to the time that the Board makes an award. Asadopted by the Board on September 19, 2012, lobbyists are now required to sign-in at the AviationAuthority offices prior to any meetings with Staff or Board members. In the event a lobbyist meetswith or otherwise communicates with Staff or a Board member at a location other than the AviationAuthority offices, the lobbyist shall file a Notice of Lobbying (Form 4) detailing each instance oflobbying to the Aviation Authority within 7 calendar days of such lobbying. As of January 16, 2013,lobbyists will also provide a notice to the Aviation Authority when meeting with the Mayor of the Cityof Orlando or the Mayor of Orange County at their offices. The policy, forms, and instructions areavailable in the Aviation Authority’s offices and the website. Please contact the Director of BoardServices with questions at (407) 825-2032.

• The meetings of the PSC Committee and Aviation Authority Board are public meetings.

PS-644 ADDENDUM 1 - Exhibit B

The following is the anticipated selection schedule:

May 21, 2020 Deadline for Questions on RFQ

May 29, 2020 Release of Addendum

June 8, 2020 Statement of Qualifications Due

June 23, 2020 PCS Shortlisting

July 1, 2020 PSC Interview and Ranking

July 15, 2020 Aviation Authority Board Approval

May 19, 202027

Selection Schedule

PS-644 ADDENDUM 1 - Exhibit B

Additional Information

March 2, 202028

• Proposer’s personnel will be required to meet the Greater Orlando Aviation Authority’s requirementsfor security background checks

• Lobbying of Aviation Authority Staff, Committee responsible for ranking SOQs, and Board Members,from the time that a Request for SOQs is released to the time that the Aviation Authority Boardmakes an award, is prohibited

• By submitting a SOQ, Proposer certifies it is not on the Scrutinized Companies that Boycott IsraelList and is not engaged in a boycott of Israel, as defined in Fla. Stat. § 287.135, as amended, and ifContract is $1,000,000 or more, Proposer certifies it is (i) not on the Scrutinized Companies withActivities in Sudan List, or the Scrutinized Companies with Activities in the Iran Petroleum EnergySector List as defined in Fla. Stat. § 287.135; and, (ii) not engaged in business operations in Cubaor Syria, as defined in Fla. Stat. § 287.135, as amended

• Authority Contracts require Contractors/Consultants to comply with and utilize the U.S. Departmentof Homeland Security’s Employment Eligibility Verification System

• It is the responsibility of the firm with any potential conflict of interest to request a determination oneligibility prior to the submittal of the SOQ

Additional clarification provided in the Request for Qualifications may be downloaded byvisiting the AirportLink website at http://AirportLink.perfect.com .PS-644 ADDENDUM 1 - Exhibit B

Pre-Submittal Conference forHotel Consulting Services (PS-644)

Questions?

May 19, 202029PS-644 ADDENDUM 1 - Exhibit B

PS-644 HOTEL CONSULTING SERVICES RFQ-4

REQUEST FOR QUALIFICATIONS PROFESSIONAL SERVICES

HOTEL CONSULTING SERVICES (PS-644) ORLANDO INTERNATIONAL AND ORLANDO EXECUTIVE AIRPORTS

Pursuant to the policies and procedures of the Greater Orlando Aviation Authority (“Aviation Authority”), notice is hereby given that Statements of Qualifications are invited from professional firms and individuals (“Proposers”) to submit qualifications for Hotel Consulting Services (PS-644). The Aviation Authority is seeking a Consultant to provide hotel consulting services (“Services”) to the Aviation Authority for the current hotel property located at the Orlando International Airport and any future hotel properties at the Orlando International Airport and Orlando Executive Airport. Sealed Proposals will be received by the Greater Orlando Aviation Authority until 11:00 a.m., Monday, June 8, 2020. The Scope of Services, Request for Qualifications, Submission Requirements, General Requirements, and Form of Agreement will be available to Proposers on Monday, May 11, 2020, and may be downloaded by visiting the AirportLink website at http://AirportLink.perfect.com A Non-Mandatory Pre-Submittal Teleconference will be held at 2:00 p.m. EST, Tuesday, May 19, 2020. The Professional Services referenced in this Advertisement are subject to approval by the Aviation Authority prior to any work or services being performed. The Aviation Authority reserves the right to waive any informalities or irregularities or reject any and all Submittals. GREATER ORLANDO AVIATION AUTHORITY By: Domingo Sanchez

Aviation Authority Chairman

PS-644 HOTEL CONSULTING SERVICES RFQ-5

A. OVERVIEW Submittals for professional services for the Orlando International Airport and Orlando Executive Airport will be received by the Greater Orlando Aviation Authority ("Aviation Authority"). The Aviation Authority is soliciting interested parties as specified in this Request for Qualifications (“RFQ”) to submit their RFQ to be evaluated and ranked with the Aviation Authority’s Professional Services Committee (“PSC”) for providing Hotel Consulting Services (PS-644). It is the intent of the Aviation Authority to evaluate the Submittals based on the experience and qualifications detailed in the submission requirements that demonstrate that the Proposer has provided, and is capable of providing the Scope of Services. Award, if made, will be to the responsible and responsive Proposer submitting the RFQ, which is deemed by the Aviation Authority, in its sole discretion, to be the most highly qualified to the Aviation Authority, after considering the evaluation criteria as detailed in the General Requirements. Interested Proposers are requested to submit their RFQs in accordance with the submission instructions (Section 1) of the Submission Requirements. Any RFQ received after the date and time stated above will not be considered. The Agreement period, if an Agreement is awarded following the RFQ process, will be for thirty-six (36) months with the initial service to commence on or about October 1, 2020, and with the Aviation Authority having options to renew the Agreement for two (2) additional periods of one (1) year each upon mutual agreement. The agreement between the successful Proposer and the Aviation Authority will be non-exclusive. A Pre-Submittal Teleconference will be held Tuesday, May 19, 2020 at 2:00 p.m. ET. Please join the meeting from your computer, tablet or smartphone.

https://global.gotomeeting.com/join/688178877 Dial in for audio:

US (Toll Free): 1 877 309 2073 US (Direct): +1 (571) 317-3129

Access Code: 688-178-877

If participating in the Pre-Submittal Teleconference, participants are respectfully requested to RSVP to [email protected] with their company name and contact information. The call will include a review of the RFQ, and a question and answer period. Attendance at the Pre-Submittal Teleconference is not mandatory but is strongly encouraged. Proposers are expected to be familiar with the RFQ and to provide the Aviation Authority with any questions regarding the RFQ at the Pre-Submittal Teleconference. Following the Pre-Submittal Teleconference, minutes may be electronically downloaded by visiting AirportLink’s website at http://AirportLink.perfect.com. The Aviation Authority reserves the right to waive any informalities or irregularities of RFQs, to request clarification of information submitted in any RFQ, to request additional information from any Proposer, or to reject any or all RFQs, and to re-advertise for RFQs. The Aviation Authority also reserves the right to extend the date and time period during which it will accept RFQs. Proposers should note that Section 9 of the General Requirements describes irregularities in RFQs that may cause them to be rejected by the Aviation Authority. Included in these irregularities are those such conditions, limitations, or unauthorized alternative RFQs which may require the Aviation Authority to reject a RFQ. You are strongly urged to seek the Aviation Authority’s written advice BEFORE you submit a Proposal containing any of the irregularities described in Section 9.1 of the General Requirements. GREATER ORLANDO AVIATION AUTHORITY

PS-644 HOTEL CONSULTING SERVICES RFQ-6

B. SCOPE OF SERVICES It is the intent of the Aviation Authority that a Consultant will provide the services specified in this RFQ. The Aviation Authority intends to select the Consultant that it deems to be responsible and responsive, and the most highly qualified to the Aviation Authority to perform the required services after considering the evaluation criteria, in it’s exclusive discretion. The selected Consultant shall perform, for and on behalf of Aviation Authority, hotel consulting services for the existing hotel and any future hotel properties at the Orlando International Airport and Orlando Executive Airport which may include but not limited to the following: 1. Monitoring and assessing the Hotel’s compliance with existing contracts, licenses, and leases

(including management agreements). Monitoring, analyzing, and making recommendations concerning the Hotel’s; 1.1. business operations; 1.2. financial performance; 1.3. accounting and reporting practices; 1.4. operating, capital expenditure, and other budgets; and 1.5. marketing and business plans

2. Conducting market analyses and monitoring market conditions to identify opportunities for the

Hotel.

3. Regular communication with the executive staff of the Aviation Authority concerning the Hotel operations.

4. Reviewing and assisting with negotiating purchasing decisions for the Hotel.

5. Meeting with the Hotel staff by conference call or site visit as necessary to effectuate any of the foregoing.

6. The Consultant shall provide review(s) and update(s) as necessary, including but not limited to: 6.1. Written monthly analysis of the Hotel’s monthly performance report, 6.2. Written Quarterly report analyzing the Hotel’s overall performance including

recommendations to improve performance, and 6.3. Written annual evaluation of the Hotel’s proposed operation and capital budget.

7. The consultant shall assist the Authority with the solicitation, evaluation, consideration of, and

negotiation for additional hotel opportunities and proposals, including ownership, management, cost and operational issues, for hotels to be constructed and operated on the Authority’s property. 7.1. Consultant shall provide review, updates, reports, or any other documentation that

evaluates such opportunities and proposals as directed by the Authority and such review, updates, reports or other documentation shall be in the form, include the content, and be provided by the date and in the manner requested by the Authority.

PS-644 HOTEL CONSULTING SERVICES RFQ-7

8. Additional Services:

If during the contractual period additional services are needed, the selected Consultant may, at the option of the Aviation Authority, be engaged to perform these services, The selected Consultant, shall upon receipt of the written request from the CEO, perform such additional services based upon the hourly rates in the Professional Services Agreement. All additional work will be documented by amendment to be approved following Aviation Authority policies prior to the performance of any additional services.

* * * * * * * END OF SCOPE OF SERVICES* * * * * * *

PS-644 HOTEL CONSULTING SERVICES RFQ-8

C. SUBMISSION REQUIREMENTS In order to maintain comparability and enhance the review process, RFQs must be organized in the manner specified below. 1. SUBMISSION INSTRUCTIONS: Sealed RFQs will be received at the Greater Orlando Aviation Authority, Orlando International Airport, Purchasing Office, 8652 Casa Verde Road, Building 811, Orlando, Florida 32827-4338 until 11:00 a.m., Monday, June 8, 2020. RFQs may be delivered prior to the above time and date. RFQs transmitted electronically or by facsimile will not be accepted. Any Proposal received after the time and date specified will not be considered, but will be returned unopened. The RFQs must be submitted in a sealed package which shall be clearly marked “Request for Qualifications for Hotel Consulting Services (PS-644)”. The original RFQ shall be clearly marked “Original”. Six (6) additional copies of the RFQ should also be included with the Original. Additionally, an exact electronic* copy of the RFQ should be included with the Original on an individual electronic USB Flash Drive.

*Electronic copy requirements: The electronic copy shall be PDF/A compliant. PDF/A compliant documents have embedded fonts and do not reference external files. Scanned documents shall be created as PDF/A compliant, made text searchable and have a minimum resolution of 300 dpi. Submittal in PDF format shall have navigational bookmarks inserted in lieu of any tabs required in the hard copy. The entire submittal shall not exceed a single layer disc or thumb drive. In cases where there are discrepancies between the electronic PDF and hard copy, the hard copy shall take precedence.

Submittal responses shall include the information requested below in a single volume, with each response tabbed, numbered and ordered in the same manner as provided in this RFQ. The information should be submitted on one-sided 8.5 X 11 inch pages in Arial font with no smaller than 10-pitch font, excluding resumes, charts, reports, examples, and case studies. EACH PROPOSER SHALL SUBMIT THE FOLLOWING INFORMATION: 2. PROPOSERS STATEMENT OF THE FOLLOWING:

The Proposer shall include the legal name, address, and authorized signature of the proposing firm who will sign the Agreement for Hotel Consulting Services (the “Agreement”) (if such Proposer is awarded the Agreement), together with the following information regarding the Proposer: 2.1 Contact name of individual responsible for account (“Lead Individual”). 2.2 Address of office that will handle account (the “Proposing Office”). 2.3 Telephone number of the Lead Individual or office that will handle the account. 2.4 Facsimile number of the Lead Individual or office that will handle account. 2.5 Email address of the Lead Individual. 2.6 Type of organization (corporation, sole proprietor, partnership, other). 2.7 Federal employer identification number.

PS-644 HOTEL CONSULTING SERVICES RFQ-9

3. MINIMUM REQUIREMENTS:

In order to be considered for evaluation, the proposers shall demonstrate sufficient capacity, ability, resources, and experience to provide hotel consulting services as required by the Aviation Authority. At a minimum, each Proposer shall provide the following:

3.1 Proposer must certify in writing with its RFQ that Proposer is registered to do business

in the State of Florida. Proposer shall provide a copy of such registration to the Aviation Authority with the RFQ submission.

3.2 Provide documentation that demonstrates Proposing Firm has had first-hand experience since January 1, 2015, in providing the Scope of Services described herein.

3.3 Proposer shall provide an affirmative statement that it is independent of the Aviation Authority.

3.4 Proposer shall include a written statement affirming that by submitting a response to

this RFQ, the Proposer and its team members are not currently involved with any active agreement with any hotel or developer that would be in conflict with the Aviation Authority, and agree not to enter in to any such agreement during the duration of the agreement.

4. EXPERIENCE AND QUALIFICATIONS:

4.1 As part of the RFQ, Proposer shall include a narrative of the experience and qualifications of the Proposer and the Engagement Team members relative to the Scope of Services.

4.2 The Proposer shall include an organization chart and resumes of the individuals on the Engagement Team and clearly identify the proposed role for each.

4.3 The Proposer shall identify the Lead Individual to be assigned to the Aviation

Authority’s account who is capable and has at least ten years experience with Hotel Consulting Services immediately preceding the date of this RFQ.

5. SPECIFIC APPROACH AND METHODOLOGY

The Proposer shall provide a written description of the Proposer’s approach and methodology to the Scope of Services. The Proposer shall include a concise description of the Proposer’s services.

5.1 Provide a written and dated case study prepared to demonstrate the Proposer’s

approach in identifying, analyzing and executing the most appropriate type of business arrangement between a hotel owner and the hotel operator.

5.2 Provide documentation that demonstrates the Proposer’s experience with Capital

Management Projects, and include two examples of a report that reflects this. 5.3 The Proposer shall show that it can handle such actions as the Aviation Authority may

reasonably request within the scope of the Hotel Consulting Services responsibilities, inclusive of possible hotel re-branding should it prove to be beneficial. Proposal shall provide examples of a hotel re-branding project for which they were involved.

PS-644 HOTEL CONSULTING SERVICES RFQ-10

5.4 The Proposer shall assist the Aviation Authority in the planning, drafting,

administration, and completion of a Solicitation process if required. Proposer shall provide two (2) examples of two different types of Solicitations that have been previously drafted by the Proposer and an example of a contract negotiated by the Proposer.

5.5 Proposer shall provide evidence that it is familiar with the requirements of Property

Improvement Plans (a document detailing the property upgrades and replacement) promulgated by leading hotel chains. Proposer shall identify the type of hotel capital projects and operation and maintenance budget developments that they have assisted with, and their role.

6. TRANSITION PLAN:

Proposer shall submit a detailed transition plan with its RFQ. This plan shall describe in detail the process that would be followed to implement the services to be provided pursuant to the Scope of Services. This plan shall also include time frames and information that would be required for such services to be fully operational and include a sample timeline (with an explanation of how this timeline would be used in the transition process.)

7. FINANCIAL STATEMENTS:

Proposers must provide most recent audited annual financial statements for the last two years in order to evaluate the Proposer’s ability to perform these Services. If audited annual financial statements are not available, provide balance sheets, income statements, and cash flow statements for the last two years. This financial documentation shall be submitted in a sealed envelope, and included only with the original copy of the printed RFQ. The sealed envelope should be clearly labeled as follows: "Confidential Financial Records Submitted under Seal and Exempt from Florida Public Records Disclosure". Include the title “Hotel Consulting Services (PS-644)” and the Proposer’s firm name on the sealed envelope. (Reference Florida Statutes Section 119.071(1)(c) for exemption on financial records.)

NOTE: If the Proposer is a joint venture or partnership, which is not currently in existence, the above-requested documentation shall be submitted from each entity of the proposed joint venture or partnership.

8. CLAIMS INFORMATION:

Disclose all lawsuits, arbitrations and claims filed or raised by or against the Proposer over the last five (5) years, specifically identifying: • The project involved. • The parties involved. • The nature of the claim(s). • Amount at issue. • Disposition or status. • Litigation, case style, number, and jurisdiction. NOTE: If the Proposer is a joint venture or partnership, which is not currently in existence, the above-requested documentation shall be submitted from each entity of the proposed joint venture or partnership.

PS-644 HOTEL CONSULTING SERVICES RFQ-11

9. ENGAGEMENTS WITH OTHER AIRPORT(S) AND GOVERNMENTAL ENTITIES HOTEL

OPERATIONS MANAGEMENT:

The Proposer shall provide a brief description of the Proposer’s airport hotel operations management experience, and any hotel operations management experience with governmental entities within the last five (5) years.

10. REFERENCES:

10.1 The Proposers’ references should demonstrate that it has the experience required, and reasonably has the reputation, to perform the Scope of Services described. It is the responsibility of the Proposer to provide references and information that most closely demonstrate experience with airport or public entity accounts of similar size, complexity, and risk exposure as the Aviation Authority.

10.2 The Proposer shall provide a minimum of three, but no more than five, references of

airports and/or governmental entity clients of the Proposing Office that demonstrate: (i) the Proposer satisfies the Minimum Requirements as described in Section 3 of the Submission Requirements; (ii) the Engagement Team has the experience to perform the services required by this RFQ; and (iii) establishes the reputation of the Proposer and the Engagement Team. At a minimum, Proposer shall provide the following information for each reference:

10.2.1 Name 10.2.2 Address 10.2.3 Contact person 10.2.4 Telephone number and email address of contact person 10.2.5 Time period during which services provided 10.2.6 Description of services provided 10.2.7 Status (current or past client)

10.3 The Proposer shall provide a list of any clients to whom the Proposer has provided

Hotel Consulting Services on or after January 1, 2015, and to which any such services terminated prior to the end of the Agreement term. If services were terminated, the Proposer shall explain why.

11. PRIOR OR PENDING CONVICTIONS, INDICTMENTS, INVESTIGATIONS, REGULATORY

INVESTIGATIONS, AND CONFLICTS OF INTEREST:

The Proposer shall provide a description of all prior or pending convictions, indictments, investigations, and regulatory investigations, either civil or criminal that relate to conducting Hotel Consulting Services, in which Proposer or its affiliates, subsidiaries, parent company, directors, senior officers, senior regional officers, the Lead Individual, or Engagement Team members have been involved with in the last 3 years immediately preceding the date of Proposer’s response to this RFQ or an affirmative statement that there are none. The Proposer must also describe any conflicts of interest with the Aviation Authority that the Proposer’s firm has or may have and how that conflict of interest would be mitigated, or provide an affirmative statement that there are none.

12. PROOF OF INSURANCE: Proposer shall include in the RFQ evidence of the Proposer’s ability to provide the insurance coverage, either by means of an existing policy or other verifiable proof (Agent/Broker commitment letter), as detailed in the General Requirements, Paragraph 8, Insurance

PS-644 HOTEL CONSULTING SERVICES RFQ-12

Requirements. 13. MINORITY AND WOMEN BUSINESS ENTERPRISE AND/OR LOCAL

DEVELOPING/VETERAN BUSINESS ENTERPRISE PARTICIPATION PROGRAMS: 13.1 All Proposers are hereby notified that they are highly encouraged to comply with: 1)

the Minority and Women Business Enterprise (“MWBE”) program requirement as defined in the Aviation Authority’s MWBE Policy, and 2) the Local Developing Business/Veteran Business Enterprise (“LDB/VBE”) program requirement as defined in the Aviation Authority’s LDB/VBE Policy. The Policies, Forms, and certified MWBE and LDB/VBE Directories are available on-line at the Aviation Authority’s web site: http://www.orlandoairports.net/small_business.

13.2 The Aviation Authority has not set a MWBE or LDB/VBE participation goal for this

RFQ, however, MWBE and/or LDB/VBE participation is highly encouraged. 13.3 The Proposer shall prepare a written action plan that demonstrates the Proposer’s

understanding of the MWBE and LDB/VBE participation programs, and how the Proposer could achieve participation for these types of Services. Proposers shall be solely responsible for confirming MWBE and LDB/VBE subconsultants' experience, capacity, certification and any other information related to the services.

13.4 Any MWBE and LDB/VBE certified firms are encouraged to propose. Despite not

having any specific goals for this RFQ, the Aviation Authority may select one or more qualified MWBE and/or LDB/VBE firms for inclusion on the team, if such inclusion best meets the needs of the Aviation Authority in its exclusive discretion.

13.5 Please indicate if your firm is MWBE or LDB/VBE certified, and include in an appendix

documentation regarding certification. The Aviation Authority reserves the right, after the receipt of proposals, to request, review and consider additional information and documentation regarding MWBE and LDB/VBE certification.

13.6 For firms not currently certified as an MWBE or LDB/VBE firm by the Aviation Authority,

the Aviation Authority’s Small Business Liaison Officer will accept certification from the following Directories:

13.6.1 GOAA Business Diversity Management System:

https://goaa.diversitycompliance.com/TN=goaa 13.6.2 Orange County:

http://apps.ocfl.net/orangebids/minorityvendorlisting/default.asp 13.6.3 City of Orlando: https://cityoforlando.mwdbe.com/ 13.6.4 Office of Supplier Diversity (OSD): https://osd.dms.myflorida.com/directories 13.6.5 FDOT:

https://fdotxwp02.dot.state.fl.us/EqualOpportunityOfficeBusinessDirectory/CustomSearch.aspxn

13.7 Questions concerning the MWBE and LDB/VBE (DBE) program can be addressed to

the Aviation Authority's Office of Small Business Development, Attn. Mr. George Morning, Director, Greater Orlando Aviation Authority, Orlando International Airport, 5850-B Cargo Road, Orlando, FL 32827; Phone: (407) 825-7130, Email: [email protected], or to Mr. Somdat Jiawan, Manager, Small Business

PS-644 HOTEL CONSULTING SERVICES RFQ-13

Programs, at Phone: (407) 825-3481, Email: [email protected]. 14. RESPONSE FORMS:

Proposer shall complete and submit with its RFQ the Response Forms, Pages RF-1 through RF-2. Failure to do so may cause the RFQ to be deemed as non-responsive.

14.1 PROPOSER’S WARRANTY - The Proposer’s Warranty is included in the Response

Forms Section, Page RF-1. The form shall be completed and signed by the Proposer’s duly authorized representative.

14.2 NO RESPONSE TO RFQ - In the event a potential Proposer elects not to submit a RFQ, such potential Proposer should respond by completing and returning the “No Response to Request for Qualifications” form, Page RF-2, advising the Aviation Authority of the reason for not submitting a RFQ.

15. ADDITIONAL INFORMATION:

Additional information may be requested by the Aviation Authority by Addendum.

* * * * * * * END OF SUBMISSION REQUIREMENTS * * * * * * *

PS-644 HOTEL CONSULTING SERVICES RFQ-14

D. GENERAL REQUIREMENTS 1. ADDENDA TO REQUESTS FOR QUALIFICATIONS:

Any response by Aviation Authority to a request by a Proposer for clarification or correction will be made in the form of a written Addendum. All parties whom have downloaded the RFQ packages will be sent a notification of the issuance of an Addendum by e-mail. The Addendum may be electronically downloaded from AirportLink, by visiting their web site at http://AirportLink.perfect.com. However, prior to submitting its response, it shall be the responsibility of each Proposer to visit AirportLink’s website to determine if Addenda were issued and, if so, to obtain such Addenda.

2. QUESTIONS AND CLARIFICATIONS:

Proposers may request additional information or clarification with respect to this RFQ, in writing, until 5:00 p.m. Eastern Time on Thursday, May 21, 2020. Questions concerning this RFQ shall be submitted in writing by e-mail to [email protected]. Questions received after the due date and time will not be answered.

3. TENTATIVE SCHEDULE:

Release Date May 11, 2020 Pre-Submittal Teleconference (2:00 p.m. ET) May 19, 2020 Deadline for submission of questions (by 5:00 p.m. ET) May 21, 2020 Release of Addendum May 29, 2020 Deadline for return of RFQs (by 11:00 a.m. ET) June 8, 2020 Shortlisting by Professional Services Committee* June 23, 2020 Interviews by Professional Services Committee (if needed)* July 1, 2020 Recommendation heard by the Aviation Authority Board* July 15, 2020

*Sunshine Meeting schedules are posted every week on the Aviation Authority website.

4. EVALUATION CRITERIA:

4.1. The Aviation Authority intends to select the Proposer that is deemed to be the most highly qualified to perform the required services after considering the evaluation criteria, in its exclusive discretion. The evaluation criteria do not have any specific predetermined relative weight. The consideration of individual criterion is merely a tool to assist the Aviation Authority in determining which RFQ is deemed to be responsible, responsive, and the most highly qualified to perform the required services, as a whole, to the Aviation Authority, all factors being considered. The relative advantages of a Proposer’s responses with respect to one criterion may outweigh shortcomings of that Proposer’s responses in one or more other criterion, depending on the relative disparities in the qualities of the responses in each criterion and the relative importance of certain criteria to each other, as determined in the exclusive discretion of the Aviation Authority.

4.2. The Proposer’s references should demonstrate that it has the ability and experience

required to perform the Scope of Services. It is the responsibility of the Proposer to provide references and information that most closely demonstrate responsiveness to the Scope of Services.

4.3. For all Proposers who satisfy the Minimum Requirements in Section 3 of the

Submission Requirements, the Aviation Authority will consider the following items, in connection with its evaluation of RFQs. The Aviation Authority reserves the right to

PS-644 HOTEL CONSULTING SERVICES RFQ-15

determine, in its sole discretion, the degree to which the Proposer’s experience and qualifications are consistent with the size, complexity, and requirements of the Aviation Authority.

4.3.1 Ability, qualifications, experience, and reputation of the Proposer and

Engagement Team with respect to the Scope of Services.

4.3.2 Proposer’s methodology and approach to perform the Scope of Services.

4.3.3 Proposer’s familiarity with the requirements of Property Improvement Plans promulgated by leading hotel chains.

4.3.4 Background information and disclosures on the Proposer, including but not

limited to, small business participation, references, office locations, claims and investigation disclosures, and financial strength.

5. SELECTION PROCESS:

5.1. Responses to this RFQ will be evaluated and ranked by the Professional Services Committee (PSC). The recommendation of the PSC will be considered by the Aviation Authority Board for award.

5.2. The PSC intends to shortlist no fewer than three (3) qualified Proposers, if reasonably

possible. Among the factors that will be considered in selecting the Proposers who will be shortlisted are their qualifications, approach to providing the Services, ability to provide the required Services, prior experience on similar projects, their past performance with the Aviation Authority (if applicable), their past performance with other entities, level and quality of small business participation, and the responses to the inquiries set forth above. The Aviation Authority reserves the right to solicit from available sources relevant information concerning a Proposer’s past performance and may consider such information in its selection of shortlisted Proposers.

5.3. Shortlisted Proposers will be scheduled for a presentation and interview if required by

the PSC. Following presentations and interviews, the PSC shall make a final ranking and select in order of preference, based on the above information and interview results, in order to recommend the award to the Aviation Authority’s Board to the responsible, responsive, and in its sole discretion, deemed to be most highly qualified Proposer to perform the requested services.

5.4. Following the Aviation Authority Board approval of the PSC ranking, the Aviation

Authority shall enter into negotiations with the top-ranked Proposer, in order to consummate a contract on terms that are fair, competitive and reasonable. Should the Aviation Authority be unable to negotiate a satisfactory contract with the top-ranked Proposer, negotiations with that Proposer shall be terminated. The Aviation Authority shall then undertake negotiations with the second-ranked Proposer, and if necessary, additional Proposers in accordance with the order of ranking. Upon successful completion of contract negotiations with a Proposer, the Aviation Authority shall have the right, but not the obligation, to award all or any portion of the services. The extent and scope of the Services, along with the fees for such services, will be subject to final approval by the Aviation Authority. The Aviation Authority intends, but is not obligated, to enter into a non-exclusive agreement with the highest ranked Proposer to perform the required Services described herein. The Aviation Authority reserves its right to award any or all of the advertised services subject to the availability of funding.

PS-644 HOTEL CONSULTING SERVICES RFQ-16

5.5. The Aviation Authority reserves the right to waive any informality in the RFQs, to reject any and all RFQs, and to re-advertise or elect not to proceed with the services for any reason. All recommendations and decisions regarding award of the services shall be made at open public meetings in accordance with the requirements of Florida Statute 286.011, and all interested parties are invited to attend such meetings.

5.6. For individuals who conduct lobbying activities with Aviation Authority employees or

Board members, registration with the Aviation Authority is required each year prior to conducting any lobbying activities. A statement of expenditures incurred in connection with those lobbying instances should also be filed prior to April 1 of each year for the preceding year. Lobbying any Aviation Authority staff who are members of any committee responsible for evaluating or ranking RFQs, and thereafter forwarding those recommendations to the Board, and/or any Board Members is prohibited from the time that this Request for Qualifications, is released to the time that the Board makes an award. As adopted by the Board on September 19, 2012, lobbyists are now required to sign-in at the Aviation Authority offices prior to any meetings with Staff or Board members. In the event a lobbyist meets with or otherwise communicates with Staff or a Board member at a location other than the Aviation Authority offices, the lobbyist shall file a Notice of Lobbying (Form 4) detailing each instance of lobbying to the Aviation Authority within 7 calendar days of such lobbying. As of January 16, 2013, lobbyists will also provide a notice to the Aviation Authority when meeting with the Mayor of the City of Orlando or the Mayor of Orange County at their offices. The policy, forms, and instructions are available in the Aviation Authority’s offices and the website. Please contact the Director of Board Services with questions at (407) 825-2032.

5.7. The meetings of the PSC Committee and Aviation Authority Board are public meetings.

6. PREPARING RESPONSES:

Each RFQ must contain the signature and title of the duly authorized representative of the Proposer on Page RF-1, Proposer’s Warranty. Failure to properly complete the information requested in this RFQ may result in rejection of a RFQ from consideration. It is important that each section of the RFQ is completed fully and that the RFQ includes a comprehensive and detailed description of the Proposer’s capabilities/experience, work performed and qualifications of the Engagement Team, as well as all other descriptions required by this RFQ.

7. COMMUNICATION DURING REQUEST FOR QUALIFICATIONS PROCESS: In accordance with Aviation Authority policies, any communication directly or indirectly to seek to encourage any specific result in connection with an Aviation Authority selecting process, including but not limited to, written communications, any and all forms of electronic communications or messaging, including social media, oral communications either in person or by telephone, initiated by a Proposer or through a lobbyist, agent or third person, to any Aviation Authority staff and/or Committee/Board member who is a member of any committee constituted for the purposes of ranking Solicitations, making recommendations or making an award, is prohibited from the time that the Solicitation is released to the time that the award is made. An appropriate official or employee of the Aviation Authority may initiate communication with a Proposer in order to obtain information or clarification needed to develop a proper and accurate evaluation of the Solicitation. Any official communication from a Proposer during the RFQ process should be submitted in writing to the Aviation Authority to the email address as directed. A copy of these policies (Sections 180.01 and 180.03) are available upon request from the Director of Board Services.

PS-644 HOTEL CONSULTING SERVICES RFQ-17

8. INSURANCE REQUIREMENTS:

8.1. Consultant shall procure and maintain at its sole expense during the term of this engagement, insurance of the types and in the minimum amounts and deductibles as outlined as outlined in Exhibit “C” of the Agreement.

8.2. The Proposer awarded the Contract must provide, within ten (10) business days

after written Notice of Award, proof of professional liability insurance in the amount of Three Million Dollars ($3,000,000.00) and general liability insurance in the amount of One Million Dollars ($1,000,000.00), along with any other required insurance coverages as outlined in Exhibit “C” of the Agreement, evidence of business or occupational license, and a copy of Proposal‘s W-9 Form (Request for Taxpayer Identification Number and Certification) as outlined in the Proposal Documents.

8.3. Such insurance shall be written by a company or companies licensed to do business

in the State of Florida and satisfactory to the Aviation Authority. Prior to commencing any work under the contract, certificates evidencing the maintenance of said insurance shall be furnished to and approved by the Aviation Authority. The firm shall ensure that no material alteration or cancellation, including expiration and non-renewal, shall be effective until thirty (30) days after receipt of written notice by the Aviation Authority of termination of appointment. The firm shall promptly notify the Aviation Authority of such material alteration or cancellation.

9. REJECTION OF IRREGULAR REQUEST FOR QUALIFICATIONS:

9.1. A RFQ will be considered irregular and may be rejected by the Aviation Authority if it

(i) is improperly executed; (ii) shows omissions, alterations of form, additions not called for, unauthorized conditions or limitations, or unauthorized alternate RFQs; (iii) fails to include the proper RFQ Guaranty (if required), Agreement references, other certificates, affidavits, statements, or information required to be included with RFQs:, or (iv) contains other irregularities of any kind.

9.2. The Aviation Authority has adopted a Code of Ethics and Business Conduct Policy

(Section 204.01) which addresses, the obligation of the Aviation Authority’s Board members and employees to follow the Florida Statutes in reference to these issues. This includes, but is not limited to, the obligations of the Aviation Authority’s Board members and employees with respect to having an interest in business entities, outside employment, gratuities, divulgence of information, unauthorized compensation and acceptance of gifts. Please be aware that any violation of this policy by a Proposer and/or any attempt to influence an Aviation Authority Board member or employee to violate the policy is sufficient cause for the denial of the right of the Proposer to propose on any contract or sell any materials, supplies, equipment, or services to the Aviation Authority for a period of time that is determined by the Chief Executive Officer. A copy of this policy is available upon request from the Director of Board Services.

9.3. The Aviation Authority has adopted a policy which addresses, among other things, the

obligations of the Aviation Authority’s employees with respect to having an interest in business entities, unauthorized compensation and acceptance of gifts. Please be aware that any act by a Proposer that could cause an Aviation Authority employee to violate the policy is sufficient cause for the denial of the right of the Proposer to propose any Agreement or sell any materials, supplies, equipment or services to the Aviation Authority for period of time that is determined by the Executive Officer. A copy of the policy is available upon request from the Director of Board Services.

PS-644 HOTEL CONSULTING SERVICES RFQ-18

10. WAIVER AND/OR REJECTION OF RESPONSES:

The Aviation Authority reserves the right to waive informalities or irregularities in any RFQs, to reject any and all RFQs in whole or in part, with or without cause, and to accept that RFQ, if any, which in its judgment deems to be responsible and responsive, and in its sole discretion is deemed the most highly qualified to the Aviation Authority to perform the required services after considering the evaluation criteria. The Aviation Authority reserves the right but not the obligation to short list Proposers and/or to conduct interviews and/or demonstrations with either all Proposers or those that are short listed for further consideration.

11. WITHDRAWAL OF REQUEST FOR QUALIFICATIONS:

No RFQ may be withdrawn after the scheduled RFQ opening time for a period of one hundred twenty (120) days. Any Proposer withdrawing or attempting to withdraw its RFQ prior to the expiration of the one hundred twenty (120) day period shall be obligated to reimburse the Aviation Authority for all its costs incurred in connection with such withdrawal or attempted withdrawal including, without limitation, any increased costs for procuring the goods or services from another Proposer or all costs of advertising and re-procuring the goods or services, and all attorneys’ fees, in addition to payment of Aviation Authority’s other damages. A Proposer’s submission of a RFQ shall be deemed the Proposer’s acknowledgment of an agreement to the provisions of this Section.

12. NOTICE OF INTENT TO AWARD AGREEMENT:

Unless all RFQs are rejected by the Aviation Authority, a Notice of Intent to Award is anticipated to be provided within one hundred twenty (120) days from the opening of RFQs to the responsible and responsive Proposer submitting the RFQ deemed to be most highly qualified to the Aviation Authority, all factors being considered. For all procurements, the Aviation Authority reserves the right to reject any or all RFQs and to cancel the procurement or to solicit new RFQs.

13. INDEPENDENT CONSULTANT STATUS AND COMPLIANCE WITH THE IMMIGRATION REFORM AND CONTROL ACT.

Proposer is and shall remain an independent Consultant and is neither agent, employee, partner, nor joint venture of Aviation Authority. Proposer acknowledges that it is responsible for complying with the provisions of the Immigration Reform and Control Act of 1986 located at 8 U.S.C. 1324, et seq, and regulations relating thereto, as either may be amended from time to time. Failure to comply with the above provisions shall be considered a material breach of the Agreement.

14. NON-EXCLUSIVE SERVICES

This is a non-exclusive Agreement. During the term of this Agreement, and any extensions thereof, the Aviation Authority reserves the right to contract for another provider for similar services as it determines necessary in its sole discretion.

15. PUBLIC ENTITIES CRIMES

Consultant is directed to the Florida Public Entities Crime Act, Section 287.133, Florida Statutes, as well as Florida Statute 287.135 regarding Scrutinized Companies, and represents to Aviation Authority that Consultant is qualified to transact business with public entities in Florida, and to enter into and fully perform this Agreement subject to the provisions state therein. Failure to comply with any of the above provisions shall be considered a material breach of the Agreement.

PS-644 HOTEL CONSULTING SERVICES RFQ-19

16. SCRUTINIZED COMPANY LIST– STATE OF FLORIDA REQUIREMENT

Sections 287.135 and 215.473, Florida Statutes, prohibit a Florida agency or local governmental entity from contracting with companies, for goods or services over $1,000,000 that are on either the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or to engage in any Business operations with Cuba or Syria.

Sections 287.135 and 215.4725 also prohibit Florida municipalities from contracting with companies, for goods or services in any amount that are on the list of Scrutinized Companies that Boycott Israel. The list of “Scrutinized Companies” is created pursuant to Section 215.473, Florida Statutes. A copy of the current list of “Scrutinized Companies” can be found at the following link:

https://www.sbafla.com/fsb/Portals/FSB/Content/Performance/Quarterly/2019_01_29_Web_Update_PFIA_Prohibited_List.pdf?ver=2019-01-29-130702-420

The company representative authorized to sign on behalf of the Proposer, hereby CERTIFIES that the company identified as the Proposer is not listed on either the Scrutinized Companies with Activities in Sudan List; or the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List; is not participating in a boycott of Israel; and does not have any business operations with Cuba or Syria. Authorized representative understands that pursuant to Sections 287.135 and 215.473, Florida Statutes, the submission of a false certification may subject the Proposing Company to civil penalties, attorney’s fees, and/or costs.

17. PROPRIETARY INFORMATION:

17.1. In accordance with Chapter 119 of the Florida Statutes (Public Records Law) and

except as may be provided by other applicable State and Federal Law, all Proposers should be aware that the Request for Qualifications and the responses thereto are public records. However, the Proposers are requested to identify specifically any information contained in their RFQs which they believe to be exempt from disclosure, citing specifically the applicable exempting law. The Aviation Authority will consider a Proposer’s opinions regarding the applicability of Chapter 119, Florida Statutes, but shall not be obligated to concur in such opinions.

17.2. All information and documents received from Proposers in response to this RFQ will become the property of the Aviation Authority, will not be returned to the Proposers, and will be incorporated in the final Agreement in the event of Agreement award. Any work product produced as part of the Agreement will become the exclusive property of the Aviation Authority.

* * * * * * * END OF GENERAL REQUIREMENTS * * * * * * *

Mr. Domingo Sanchez Greater Orlando Aviation Authority June 8, 2020

Pinnacle Advisory Group 64

14. RESPONSE FORMS

PINNACLE ADVISORY GROUP, INC

RACHEL J ROGINSKY

PRINCIPAL

June 8, 2020

[email protected]

617-722-9916

98 N. Washington St. STE 403, Boston, MA

E. RESPONSE FORMS

PROPOSER'S WARRANTY

This page must be completed , s igned and submitted with the Proposal.

The undersigned person by the undersigned's signature affixed hereon warrants t hat:

1. The undersigned has carefully reviewed all of the materials and data provided in the Proposer's response on behalf of the Proposer and, after specific inquiry, believes all of the material and data to be true and correct;

2. The proposal offered by the Proposer is in full compliance with the Mjnimum Requirements set forth in this RfQ;

3. The Proposer authorizes the Aviation Authority, its staff or consultants to contact any of the references provided in the response and specifically authorizes such references to release either orally or in writing, any appropriate data with respect to the Proposer and its Engagement T earn members;

4_ The undersigned has been specifically authorized to accept and commit Proposer to execute the attached Agreement in full compl'iance with all requirements and conditions as set forth in this RFO

5. The Proposer shall provide evidence of the ability of the Proposer to meet the insurance requirements as described in Exhibit •c• of the Agreement for Hotel Consulting SeJVices.

6. The Proposer shall provide a copy of t heir Florida registration or application as a condition to entering into an Agreement with the Aviation Authority. If Proposer elects to use a fictitious name in its Proposal, a copy of Proposer's fict itious name registration shall be provided to t he Aviation Authority.

7. The undersigned acknowledges its responsibility to ensure receipt of the entire RFO and any addenda_

Name of Proposer

Signature of Authorized Representative

Typed or Printed Name of Authorized Representative

Trtle

Date

Address

Email Address

Phone Number

PS-844 HOTEL CONSULTING SERVICES RFQ-20

PS-644 HOTEL CONSULTING SERVICES RFQ-20

E. RESPONSE FORMS

PROPOSER’S WARRANTY

This page must be completed, signed and submitted with the Proposal.

The undersigned person by the undersigned's signature affixed hereon warrants that:

1. The undersigned has carefully reviewed all of the materials and data provided in theProposer’s response on behalf of the Proposer and, after specific inquiry, believes all of thematerial and data to be true and correct;

2. The proposal offered by the Proposer is in full compliance with the Minimum Requirementsset forth in this RFQ;

3. The Proposer authorizes the Aviation Authority, its staff or consultants to contact any of thereferences provided in the response and specifically authorizes such references to releaseeither orally or in writing, any appropriate data with respect to the Proposer and itsEngagement Team members;

4. The undersigned has been specifically authorized to accept and commit Proposer to executethe attached Agreement in full compliance with all requirements and conditions as set forth inthis RFQ.

5. The Proposer shall provide evidence of the ability of the Proposer to meet the insurancerequirements as described in Exhibit “C” of the Agreement for Hotel Consulting Services.

6. The Proposer shall provide a copy of their Florida registration or application as a condition toentering into an Agreement with the Aviation Authority. If Proposer elects to use a fictitiousname in its Proposal, a copy of Proposer’s fictitious name registration shall be provided to theAviation Authority.

7. The undersigned acknowledges its responsibility to ensure receipt of the entire RFQ and anyaddenda.

Name of Proposer

Signature of Authorized Representative

Typed or Printed Name of Authorized Representative

Title

Date

Address

Email Address

Phone Number

PS-644 HOTEL CONSULTING SERVICES RFQ-21

NO RESPONSE

TO

REQUEST FOR QUALIFICATIONS

If your firm is unable to submit a Proposal at this time, please provide the information requested in the space provided below and return to:

GREATER ORLANDO AVIATION AUTHORITY PURCHASING OFFICE

8652 CASA VERDE ROAD, BUILDING 811 ORLANDO, FLORIDA 32827-4338

We have received Request for Qualifications, Professional Services – 644, Hotel Consulting Services, for Orlando International Airport, opening at 11:00 a.m. EST, Monday, June 8, 2020, at the Greater Orlando Aviation Authority, Orlando International Airport, Purchasing Office, 8652 Casa Verde Road, Building 811, Orlando, Florida 32827-4338.

Our firm's reason for not submitting a Proposal is:

Name of Proposer

Signature of Authorized Representative

Typed or Printed Name of Authorized Representative

Title

1. Services to be Provided by the Consultant.

1.1 Scope of Services. The Consultant hereby agrees to perform for Aviation Authorityservices and work product set forth on the Scope of Services attached hereto as Exhibit “A” and incorporated herein by reference (the "Services"). The Services may be modified or increased from time to time by written addendum to this Agreement signed by both Parties; provided, however, the Aviation Authority shall have the right, by written notice to the Consultant, to unilaterally reduce the Services to be rendered hereunder.

1.2 Personnel. The Consultant agrees to retain the necessary qualified personnel acceptable to Aviation Authority to perform all Services for Aviation Authority pursuant to this Agreement. The Consultant further agrees to promptly remove any personnel from performing Services as Aviation Authority shall request in writing (which request may be made by Aviation Authority with or without cause), and to promptly replace such personnel with other of the Consultant's personnel of comparable experience reasonably acceptable to the Aviation Authority. The Consultant agrees to include a similar provision in its agreements with any and all SubConsultants. Any changes of personnel assigned during the term of this Agreement must be approved by the Aviation Authority, and if not acceptable to the Aviation Authority, the Aviation Authority reserves the right to terminate the agreement.

1.3 SubConsultants. The Consultant shall perform all of its obligations and functions under this Agreement by means of its own employees or by a duly qualified SubConsultant approved in writing by the Aviation Authority in advance (“SubConsultant”); provided, however, no SubConsultant shall perform any of the Consultant obligations under this Agreement unless the Aviation Authority approves the SubConsultant in advance in writing. In the event any SubConsultant is employed, the Consultant shall continuously monitor the Subconsultant’s performance and shall remain fully responsible to ensure that the SubConsultants perform Services as required in accordance with this Agreement. The Aviation Authority shall have no obligation to pay for any unsatisfactory performance of SubConsultants nor to reimburse the Consultant for Services rendered by SubConsultants in connection with the Consultant's performance of Services unless Aviation Authority has given prior written approval of the compensation to be paid SubConsultants by the

PS-644 HOTEL CONSULTING SERVICES

THIS AGREEMENT, made and entered into as of the __1st day of _____October_____________, 2020, by and between the GREATER ORLANDO AVIATION AUTHORITY, a public and governmental body existing under and by virtue of the laws of the State of Florida (the "Aviation Authority"), with a business address at Orlando International Airport, One Jeff Fuqua Boulevard, Orlando, Florida 32827-4399, and PINNACLE ADVISORY GROUP INC., (the "Consultant"), with a business address at 98 North Washington Street, Suite 403, Boston, Massachusetts 02114 (Aviation Authority and the Consultant sometimes collectively referred to herein as the “Parties”).

WITNESSETH:

WHEREAS, the Aviation Authority desires to employ the services of a Consultant to provide professional and related services required in connection with Hotel Consultant Services at Orlando International Airport and

WHEREAS, the Consultant is qualified, willing and able to perform the professional services required on the terms and conditions hereinafter set forth; and

NOW, THEREFORE, in consideration of the premises and the mutual covenants herein contained, the parties hereto do hereby agree as follows:

PS-644 HOTEL CONSULTING SERVICES A-2

Consultant. The Aviation Authority may require that invoices for all work (including invoices submitted to the Consultant for work performed by SubConsultants) shall be submitted to the Aviation Authority by the Consultant and the Aviation Authority shall pay all compensation to the Consultant, or Aviation Authority shall have the right, but not the obligation, to pay a specific amount directly to any SubConsultant. The Consultant agrees to pay such SubConsultants for their Services within fifteen (15) days after the Consultant's receipt of payments from the Aviation Authority for accepted work performed by SubConsultants. It shall be the sole responsibility of the Consultant to deal with SubConsultants with respect to the collecting and submission of invoices and the payment of compensation. Payment of compensation by the Aviation Authority to the Consultant for work performed by SubConsultants shall relieve the Aviation Authority of all future liability to the SubConsultant and shall thereafter precludes the SubConsultant from bringing any claim against the Aviation Authority. The Consultant agrees to include insurance and indemnity requirements set forth herein in agreements with any SubConsultants for performance of Services.

1.4 Consultant's Reasonable Efforts and Standards of Performance. The Consultant agrees to use its reasonable efforts to perform and/or to cause SubConsultants to perform all Services in such sequence, and in accordance with such reasonable time requirements and reasonable written instructions, as may be requested or provided by Aviation Authority, and the Consultant agrees to perform and/or cause SubConsultants to perform all Services in accordance with applicable professional standards, and in accordance with the conditions contained in this Agreement.

1.5 Consultant's Liability. The Consultant shall be and remain liable in accordance with applicable law for all damages to Aviation Authority caused by the improper acts or omissions of the Consultant or by any SubConsultants in performing any Services to the extent determined by a court of competent jurisdiction, not subject to further appeal. All provisions of this Agreement specifying the Consultant's obligation and duties in performing Services shall apply equally to SubConsultants performing Services.

1.6 Consultant's Obligation to Correct Errors or Omissions. The Consultant agrees to be responsible for the quality, technical adequacy and accuracy, of all Services furnished by the Consultant or any SubConsultants, in accordance with its specific obligations hereunder. The Consultant shall, without additional cost or expense to the Aviation Authority, correct or revise any errors, omissions, or other deficiencies in the Services performed by the Consultant, resulting from improper acts or omissions of the Consultant or SubConsultants to the extent determined by a court of competent jurisdiction, not subject to further appeal.

1.7 Consultant's Compliance with Laws and Regulation. The Consultant and its employees shall promptly observe and comply with then applicable provisions of all Federal, State and local laws, rules and regulations which govern or apply to the Services rendered by the Consultant hereunder, or to the wages paid by the Consultant to its employees. The Consultant shall require all of its Sub-Consultants to comply with the provisions of this paragraph.

1.8 Consultant Is Not Aviation Authority's Agent. The Consultant is, and at all times shall be deemed to be, an independent Consultant and shall be wholly responsible for the manner in which it performs the services required of the Consultant by the terms of this Agreement. The Consultant shall be liable for any of its acts, and the acts of its Sub-Consultants, and their respective agents or employees, and nothing contained herein shall be construed as creating the relationship of employer and employee, nor principal and agent, between the Aviation Authority and the Consultant or any Sub-Consultant. Neither the Consultant nor any Sub-Consultant is authorized to neither act as Aviation Authority’s

PS-644 HOTEL CONSULTING SERVICES A-3

agent hereunder nor to have Aviation Authority, express or implied, to act for or bind Aviation Authority.

2. Compensation.

2.1 Compensation. For the Services rendered by the Consultant, compensation to theConsultant will not exceed and will be in accordance with the schedule of rates, fees and charges set forth in Exhibit “B” attached hereto and incorporated herein.

2.2 Reimbursable Expenses. The Consultant shall not be entitled to reimbursement for its out-of-pocket expenses.

2.3 Statements. The Consultant shall submit statements to Aviation Authority for all Services rendered hereunder. The statements shall include detailed information pertaining to any fees received or expected to be received by the Consultant or an affiliate of the Consultant during the same period covered by the statements in connection with or arising from Services performed by the Consultant for the Aviation Authority. Statements shall be in a form and with detail satisfactory to Aviation Authority, shall include the nature and amount of each fee, separated and identified as reasonably requested by the Aviation Authority. The making of any willfully false statement by the Consultant in a billing statement shall be grounds for the termination of this Agreement by Aviation Authority.

2.4 Maintenance of Records. The Consultant shall maintain complete and accurate records relating to Services rendered pursuant to this Agreement. Cost records shall be kept in accordance with generally accepted accounting principles and practices consistently applied and in the Consultant’s customary form and scope. Records and invoices for Services shall include all of the information required in order to determine the Consultant's Services performed hereunder, and shall identify the Services rendered in a manner reasonably acceptable to Aviation Authority.

2.5 Records Availability. All of the Consultant's records directly relating to Services shall, upon reasonable notice by Aviation Authority, be made available to Aviation Authority or its representatives at all reasonable times, to review, inspect, audit or copy the Consultant's records. If any such audit establishes that the Consultant has overstated Service fees, the amount of any overcharge paid by Aviation Authority as a result of an overstatement shall forthwith be refunded by the Consultant to Aviation Authority with interest thereon, at the prime rate as from time to time published by The Wall Street Journal on any knowingly overstated amount accrued from forty-five (45) days after the Aviation Authority's notice to the Consultant of overstatement.

3. Term and Termination.

3.1 Term. This Agreement shall become effective upon its execution by the Aviation Authorityand shall continue in effect for three (3) years, unless terminated earlier as provided for herein or extended by an addendum hereto executed by both Parties. Upon mutual agreement by both parties the Aviation Authority shall have the option to renew this agreement for two (2) periods of one (1) year each.

3.2 Termination on Default. This Agreement may be terminated in whole or in part in writing by either party in the event of the failure or refusal of the other party to perform or do any obligation herein required of that party within five (5) days after written notice from the non-defaulting party. Liability arising from improper acts or omissions and any indemnity obligations shall survive the termination of this Agreement.

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3.3 Termination without Default. Aviation Authority may terminate this Agreement for any reason or no reason upon not less than thirty (30) calendar days written notice of intent to terminate.

3.4 Effect of Termination. For any termination, the Consultant shall have no entitlement to

recover anticipated profit for Services or other work not performed; provided however, the Aviation Authority shall pay the Consultant for Services performed up to the date of termination, as determined in the discretion of the Aviation Authority.

3.5 Notice of Intent to Terminate. Upon receipt of notice of intent to terminate from Aviation

Authority pursuant to paragraphs 3.2 or 3.3 above, or upon the Consultant's giving of notice of intent to terminate pursuant to paragraph 3.2 above, the Consultant shall: (1) promptly discontinue all Services affected (unless Aviation Authority directs otherwise); and (2) deliver or otherwise make available to Aviation Authority all Work Product of Consultant generated performing the Services required by this Agreement, data, calculations, estimates, graphics, documents, photographs, reports, memoranda, other documents and instruments, and such other information and materials as may have been produced as original deliverables by the Consultant or by SubConsultants in performing Services under this Agreement, whether completed or in process.

3.6 Aviation Authority's Right to Complete Terminated Services. Upon termination

pursuant to paragraphs 3.2 or 3.3 above, Aviation Authority may enter into an Agreement with another party for the party to complete the Services. In doing so, the Aviation Authority shall not waive any rights it may have to pursue any and all claims it may have against the Consultant arising out of the Consultant's performance hereunder.

4. Warranties and Representations of the Consultant.

4.1 State Code of Ethics. The Consultant represents that it is familiar with the terms and conditions of Section 112.313, Florida Statutes, and the Consultant further represents and warrants unto Aviation Authority that to the best if its knowledge and good faith belief no director, officer, employee or agent of Aviation Authority or the City of Orlando, Florida (the “City”) has any interest, either directly or indirectly, in the business of the Consultant to be conducted under this Agreement or the proceeds thereof. The Consultant further represents and warrants to Aviation Authority that it has not employed or retained any company or person, other than a bona fide employee working wholly for Consultant, to solicit or secure this Agreement, that it has not paid or agreed to pay any person, company, corporation, individual or Consultant, other than a bona fide employee working solely for the Consultant, any fee, commission, contributions, percentage, gift, or any other consideration contingent upon or resulting from the award or making of this Agreement, and that it has not agreed, as an express or implied condition for obtaining this Agreement, to employ or retain the Services of any Consultant or person in connection with carrying out this Agreement.

4.2 Public Entity Crimes. The Consultant represents that it is familiar with the terms and

conditions of Section 287.133, Florida Statutes, and the Consultant further represents and warrants unto Aviation Authority that to the best of its knowledge and good faith belief that neither the Consultant nor any affiliate of the Consultant has ever been convicted of a public entity crime. The Consultant acknowledges receipt of the following notice:

A person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit a bid on a contract to provide any goods or services to a public entity, may not submit a bid on a contract with a public entity for the construction or repair of a public building or public work, may not submit bids on leases of real property to a public entity, may not be awarded

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or perform work as a Consultant, supplier, Subconsultant, or the Consultant under a contract with any public entity, and may not transact business with any public entity in excess of $25,000 for a period of 36 months from the date of being placed on the convicted vendor list.

4.3 Public Records; Open Meetings. The Consultant has been advised that the Aviation

Authority, and its activities, are subject to (i) the Public Records Law, Chapter 119, Florida Statutes, which imposes broad disclosure requirements upon documents of the Aviation Authority with regard to documents deemed to be public records, and (ii) the Government-in-the-Sunshine-Law, Section 286.011, Florida Statutes, which requires, with limited exceptions, the Aviation Authority to conduct business in open meetings. The Consultant will cooperate with Aviation Authority to observe and comply with the requirements of said laws in performing the Services. The Consultant agrees that it will comply with all Aviation Authority policies and procedures in observing the requirements of said laws.

4.4 Duty to the Aviation Authority. To the extent permitted by professional codes of conduct,

the Consultant will represent the Aviation Authority to the best of the Consultant’s ability with respect to the performance of the Services, including without limitation in making recommendations to the Aviation Authority and will not make recommendations or otherwise perform Services based on criteria or factors other than the best interests of the Aviation Authority.

4.5 Conflict of interest. The Consultant shall comply at all times with the affirmative statement

provided with its Proposal that during the period of this Agreement, the Consultant and its team members are not currently involved with any active agreement with any hotel or developer that would be in conflict with the Aviation Authority, and agree not to enter in to any such agreement during the duration of this Agreement.

4.6 Consultant to Comply. The Consultant shall comply at all times with the certifications, affirmative statements and other representations made by the Consultant in the Proposal in connection with this Agreement, unless waived in writing by the Aviation Authority; which certifying affirmative statements and other representations are incorporated herein by this reference.

5. Member Protection; Waiver. No recourse under or upon any obligation, covenant or agreement

contained in this Agreement, or any other agreements or documents pertaining to the Services of the Consultant or any SubConsultant hereunder, as such may from time to time be altered or amended in accordance with the provisions hereof, or under any judgment obtained against Aviation Authority or by the enforcement of any assessment or by any legal or equitable proceeding by virtue of any statute or otherwise, under or independent of this Agreement, shall be had against any member, officer, employee, or agent, as such, past, present or future, of Aviation Authority either directly or through Aviation Authority or otherwise, for any claims arising out of this Agreement of the Services rendered pursuant to it, or for any sum that may be due and unpaid by Aviation Authority. Any and all personal liability of every nature, whether at common law or in equity, or by statute or by constitution or otherwise, of any Aviation Authority member, officer, employee or agent as such, to respond by reason of any act of omission on his or her part or otherwise for any claim arising out of this Agreement or the Services rendered pursuant to it, or for the payment for or to the Aviation Authority, or any receiver therefore or otherwise, of any sum that may remain due and unpaid by Aviation Authority, is hereby expressly waived and released as a condition of and as consideration for the execution of this Agreement.

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6. Indemnification. The Consultant shall indemnify, defend and hold completely harmless theAviation Authority and the City, and the members (including, without limitation, members of theAviation Authority’s Board and the City’s Council, and members of the citizens advisorycommittees of each), officers, employees and agents of each from and against any and allliabilities (including statutory liability and liability under Workers’ Compensation laws), losses,suits, claims, demands, judgments, fines, damages, costs and expenses (including all costs forinvestigation and defense thereof, including, but not limited to court costs, paralegal and expertfees and reasonable attorneys’ fees) which may be incurred by, charged to or recovered from anyof the foregoing (i) the breach of this Agreement by the Consultant, (ii) by reason or on accountof damage to or destruction of any property of Aviation Authority or the City, or any property of,injury to or death of any person resulting from or arising out of or in connection with the negligentperformance of services under this Agreement, or the negligent acts or omissions or willfulmisconduct of the Consultant’s officers, agents, employees, Sub-Consultants, licensees orinvitees, regardless of where the damage, destruction, injury or death occurred, or (iii) arising outof or in connection with the negligent acts or omissions or willful misconduct of the Consultant orits officers, agents, employees, SubConsultants, licensees or invitees. Aviation Authority agreesto give the Consultant reasonable notice of any suit or claim for which indemnification will besought hereunder, to allow the Consultant or its insurer to compromise and defend the same tothe extent of its interests, and to reasonably cooperate with the defense of any such suit or claim.The indemnification provisions of this Section shall survive the expiration or earlier termination ofthis Agreement.

7. Insurance.

7.1 Without limiting its liability hereunder, the Consultant shall procure and maintain at its soleexpense during the term of this Agreement insurance of the types and in the minimum amounts and deductibles set forth on Exhibit “C” attached hereto and incorporated herein by reference. Without limiting the foregoing, the Consultant shall maintain a professional liability policy and comprehensive general liability policy which shall include contractual liability on a blanket or specific basis to cover the indemnification provided under Paragraph 6 hereinabove, and all insurance required hereunder shall be in a form satisfactory to Aviation Authority and shall be written by a company or companies licensed to transact insurance in the State of Florida and satisfactory to the Aviation Authority.

7.2 The Consultant agrees that the Aviation Authority and the City and its members (including, without limitation, members of the Aviation Authority’s Board and the City’s Council and members of the citizens’ advisory committees of each), officers, employees and agents shall be named as additional insureds under such policies of insurance, except professional liability insurance. Such insurance shall provide that it is primary insurance as respects any other valid insurance Aviation Authority may possess including any self-insured retention or deductible Aviation Authority may have, and that any other insurance Aviation Authority does possess shall be considered excess insurance only. This insurance shall also provide that it shall act for each insured and each additional insured as though a separate policy had been written for each; provided, however, that this provision shall not operate to increase the policy limits of the insurance.

7.3 Prior to commencing any work under this Agreement and at least ten (10) days prior to the expiration of any certificates previously provided hereunder, the Consultant shall, upon request, provide to Aviation Authority certificates evidencing the maintenance of all insurance required hereunder, and each such certificate shall provide that no material alteration or cancellation, including expiration and non-renewal, shall be effective until at least thirty (30) days after receipt of written notice thereof by Aviation Authority. The Consultant shall maintain and/or cause Sub-Consultants to maintain Workers’ Compensation Insurance coverage for all employees in accordance with statutory limits.

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7.4 The Aviation Authority is currently contracted with CertFocus/Vertikal for the management of all insurance certificates related to Aviation Authority Agreements. Consultants who enter into an Agreement with the Aviation Authority will be contacted directly by CertFocus/Vertikal for insurance certificates and related matters such as expired certificates. An introductory letter will be sent regarding CertFocus/Vertikal instructing each Consultant of the proper procedures for processing updated insurance certificates as well as any other insurance related matter that may arise over the term of the Agreement. Consultants are to respond to CertFocus/Vertikal as directed in the introductory letter as well as any further instructions they may receive from CertFocus/Vertikal.

8. Compliance with Nondiscrimination Requirements. During the performance of thisAgreement, the Consultant, for itself, its assignees and successors in interest agrees as follows:

8.1 Compliance with Regulations. The Consultant shall comply with the Regulations relativeto nondiscrimination in federally assisted programs of the Department of Transportation (hereinafter, “DOT”) Title 49, Code of Federal Regulations, Part 21, as they may be amended from time to time (hereinafter referred to as the “Regulations”), which are herein incorporated by reference and made a part of this Agreement.

8.2 Nondiscrimination. The Consultant, with regard to the work performed by it during the Agreement, shall not discriminate on the grounds of race, color, or national origin in the selection and retention of any Sub-Consultant, including procurement of materials and leases of equipment. The Consultant shall not participate either directly or indirectly in the discrimination prohibited by Section 21.5 of the Regulations, including employment practices when the Agreement covers a program set forth in Appendix B of the Regulations.

8.3 Solicitations for Subcontracts, Including Procurement of Materials and Equipment. In all solicitations either by competitive bidding or negotiation made by the Consultant for work to be performed under a subcontract, including procurement of materials or leases of equipment, each potential SubConsultant or supplier shall be notified by the Consultant of the Consultant’s obligations under this Agreement and the Regulations relative to nondiscrimination on the grounds of race, color or national origin.

8.4 Information and Reports. The Consultant shall provide all information and reports required by the Regulations or directives issued pursuant thereto and shall permit access to its books, records, accounts, other sources or information, and its facilities as may be determined by the Aviation Authority or the Federal Aviation Administration (“FAA”) to be pertinent to ascertain compliance with such Regulations, orders and instructions. Where any information required of the Consultant is in the exclusive possession of another who fails or refuses to furnish this information, the Consultant shall so certify to the Aviation Authority or the FAA, as appropriate, and shall set forth what efforts it has made to obtain the information.

8.5 Sanctions for Noncompliance. In the event of the Consultant’s noncompliance with the nondiscrimination provisions of this Agreement, the Aviation Authority shall impose such sanction as it or the FAA may determine to be appropriate, including but not limited to:

8.5.1 Withholding of payments to the Consultant under the Agreement until the Consultant complies.

8.5.2 Cancellation, termination or suspension of the Agreement, in whole or in part.

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8.6 Incorporation of Provisions. The Consultant shall include the provisions of subsections 8.1 through 8.5 in every subcontract, including procurement of materials and leases of equipment, unless exempt by the Regulations or directives issued pursuant thereto. The Consultant shall take such action with respect to any subcontract or procurement as the Aviation Authority or the FAA may direct as a means of enforcing such provisions including sanctions for noncompliance. Provided, however, that in the event a Consultant becomes involved in, or is threatened with, litigation with a SubConsultant or supplier as a result of such direction, the Consultant may request the Aviation Authority to enter into such litigation to protect the interest of the Aviation Authority and, in addition, the Consultant may request the United States to enter into such litigation to protect the interests of the United States. The Consultant assures Aviation Authority that it will comply with the pertinent statutes, Executive Orders and such rules as are promulgated to assure that no person shall, on the grounds of race, creed, color, national origin, sex, age, marital status or handicap be excluded from participating in any activity conducted with or benefiting from Federal assistance. This provision shall bind the Consultant from the period beginning with the initial solicitation through the completion of the Agreement.

9. Title VI List of Pertinent Nondiscrimination Acts and Authorities. During the performance of

this contract, the Consultant, for itself, its assignees, and successors in interest (hereinafter referred to as the “Consultant”) agrees to comply with the following nondiscrimination statutes and authorities; including but not limited to: 9.1 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); 9.2 49 CFR part 21 (Non-discrimination In Federally-Assisted Programs of The Department of

Transportation—Effectuation of Title VI of The Civil Rights Act of 1964); 9.3 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);

9.4 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;

9.5 The Age Discrimination Act of 1975, as amended, (42 U.S.C. § 6101 et seq.), (prohibits discrimination on the basis of age);

9.6 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);

9.7 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 Consultants, whether such programs or activities are Federally funded or not);

9.8 Titles II and III of the Americans with Disabilities Act of 1990, 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;

9.9 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);

9.10 Executive Order 12898, Federal Actions to Address Environmental Justice in Minority Populations and Low-Income Populations, which ensures non-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;

9.11 Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination includes

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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);

9.12 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).

10. Federal Fair Labor Standards Act. All contracts and subcontracts that result from this contract incorporate by reference the provisions of 29 CFR part 201, the Federal Fair Labor Standards Act (FLSA), with the same force and effect as if given in full text. The FLSA sets minimum wage, overtime pay, recordkeeping, and child labor standards for full and part time workers. The Consultant has full responsibility to monitor compliance to the referenced statute or regulation. The Consultant must address any claims or disputes that arise from this requirement directly with the U.S. Department of Labor – Wage and Hour Division.

11. Occupational Safety and Health Act of 1970. All contracts and subcontracts that result from this contract incorporate by reference the requirements of 29 CFR Part 1910 with the same force and effect as if given in full text. Consultant must provide a work environment that is free from recognized hazards that may cause death or serious physical harm to the employee. The Consultant retains full responsibility to monitor its compliance and their Sub-Consultant’s compliance with the applicable requirements of the Occupational Safety and Health Act of 1970 (20 CFR Part 1910). Consultant must address any claims or disputes that pertain to a referenced requirement directly with the U.S. Department of Labor – Occupational Safety and Health Administration.

12. Whistle Blower Reporting Line. The Aviation Authority is committed to the highest level of

integrity in its operations and is fully committed to protecting the organization, its operations, and its assets against fraud, waste or abuse. The Aviation Authority has established a Whistle Blower Reporting Line with a third-party service provider as a means for employees, Consultants, vendors, tenants and the general public to report suspected fraud, waste or abuse in connection with Aviation Authority operations. Should Consultant suspect any fraud, waste or abuse in connection with any work under this Agreement, including any work of its SubConsultants or laborers, it shall promptly report such activity to (877) 370-6354, through email to [email protected], or through the online reporting form www.integritycounts.ca/org/GOAA. The Consultant shall include this reporting requirement in all Sub-Consultants and vendor agreements. The Consultant is further encouraged to report any suspected fraud, waste or abuse it suspects in connection with any other airport operation or project.

13. Florida Law. This Agreement was made in the State of Florida and shall be governed by and

construed in accordance with Florida law.

14. Remedies. In the event of default, in addition to any other remedy available to the non-defaulting party, the non-defaulting party pursuant to the terms may terminate this Agreement in accordance with Section 3.2. Any such termination shall not waive or replace any other legal or equitable remedies available to the non-defaulting party. All remedies provided in this Agreement shall be deemed cumulative and additional and not in lieu of or exclusive of each other or any other remedy available to any party at law or in equity.

15. Attorney’s Fees and Costs. To the extent allowable by law, in the event that any legal

proceedings at law or in equity arising hereunder or in connection herewith (including any appellate proceedings), the prevailing party shall be awarded costs, reasonable expert fees and reasonable attorney’s fees incurred in connection with such legal proceedings as determined by a court of competent jurisdiction.

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16. Venue and Waiver of Jury Trial. The appropriate venue for any actions arising out of this Agreement will be any court of competent jurisdiction in Orange County, Florida. Such claims, disputes or other matters shall not be subject to arbitration without the prior written consent of both Aviation Authority and the Consultant. The parties hereby agree that process shall be served on the Consultant and Aviation Authority in the manner prescribed by applicable law. To encourage prompt and equitable resolution of any litigation that may arise hereunder, the parties hereby waive any rights and either party may have to a trial by jury of any such litigation.

17. Transfers, Assignments and Subcontracts. The Consultant shall not transfer or assign any of

its rights hereunder except as otherwise authorized in this Agreement or any of its obligations hereunder to third parties without the prior written approval of Aviation Authority. Aviation Authority shall be entitled to withhold such approval for any reason or for no reason. Except as limited by the provisions of this paragraph, this Agreement shall inure to the benefit of and be binding upon Aviation Authority and the Consultant, and their respective successors and assigns.

18. Miscellaneous Provisions.

18.1 The Consultant shall promptly observe, and comply with applicable provisions of all federal, state and local laws, rules and regulations that govern or apply to the services rendered by the Consultant hereunder.

18.2 The Consultant shall produce and keep in force during the term of this Agreement all

necessary licenses, registrations, certificates, permits and other authorization as are required by law in order for the Consultant to render the services required hereunder.

18.3 All information and documents received from the Consultant in response to this RFQ will

become the property of the Aviation Authority, will not be returned to the Consultant, and will be incorporated in the final Agreement in the event of Agreement award. Any work product produced as part of the Agreement will become the exclusive property of the Aviation Authority.

18.4 If Aviation Authority determines that modifications to this Agreement are required in order to qualify for federal or state funding for the services to be rendered by the Consultant hereunder, and if the Consultant is unable to comply within a reasonable time with applicable federal and state laws and regulations governing the grant of such funds for services to be rendered hereunder, then notwithstanding anything else herein contained, Aviation Authority shall have the right, by giving written notice to the Consultant, to terminate this Agreement forthwith.

18.5 The Consultant assures that it will comply with pertinent statutes, Executive Orders and

such rules as are promulgated to assure that no person shall, on the grounds of race, creed, color, national origin, sex, age or handicap be excluded from participating in any activity conducted with or benefitting from Federal assistance. This Provision obligates the Consultant or its assigns, for the period during which Federal assistance is extended to the airport program, except where Federal assistance is to provide, or is in the form of personal property or real property or interest therein or structures or improvements thereon. In these cases, the Provision obligates the Consultant for the longer of the following periods: (a) the period during which the property is used by the Aviation Authority or any transferee for a purpose for which Federal assistance is extended, or for another purpose involving the provision of similar services or benefits; or (b) the period during which the Aviation Authority or any transferee retains ownership or possession of the property. In the case of a construction project, this Provision binds the Consultant from the Proposal solicitation period through the completion of the Agreement.

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18.6 Consultant and its Sub-Consultants, if any, shall maintain complete and accurate books and records in accordance with generally accepted accounting principles, consistently applied, and shall be in a form reasonably acceptable to the Aviation Authority’s Chief Executive Officer or designee. Consultant and its Sub-Consultants shall account for all expenses of any nature related to transactions in connection with this Agreement in a manner which segregates in detail those transactions from other transactions of the Consultant and Sub-Consultants and which support the amounts reported and/or invoiced to the Aviation Authority. At a minimum, Consultant’s and Sub-Consultant’s accounting for such expenses and transactions shall include such records in the form of electronic media compatible with or convertible to a format compatible with computers utilized by the Aviation Authority at its offices; a computer run hard copy; or legible microfilm or microfiche, together with access to the applicable reader. All such books and records and computerized accounting systems, shall upon reasonable notice from Aviation Authority be made available in Orange County, Florida, for inspection, examination, audit and copying by Aviation Authority through and by its duly authorized representatives at any time for up to four (4) years after the year to which books and records pertain. Such inspection, examination, or audit may include, but is not limited to a review of the general input, processing, and output controls of information systems, using read only access, for all computerized applications used to record financial transactions and information. Consultant and Sub-Consultant shall freely lend its own assistance in a timely manner in making such inspection, examination, audit, or copying and, if such records are maintained in electronic and other machine readable format, shall provide the Aviation Authority and/or its representative such assistance as may be required to allow complete access to such records. The Chief Executive Officer may require Consultant and Sub-Consultants to provide other records the Chief Executive Officer, in his or her sole discretion, deems necessary to enable the - to perform an accurate inspection, examination or audit of expenses incurred in and transactions related to performance of this Agreement. Such records shall be provided within thirty (30) days of request thereof. In the event that expenses incurred or reimbursed are found by such inspection, examination, or audit to have been overpaid, Consultant and its Sub-Consultants agree that such amounts shall be payable to the Aviation Authority. If, prior to the expiration of the above-stated four (4) year record retention period, any audit or investigation is commenced by the Aviation Authority, or any claim is made or litigation commenced relating to this Agreement by the Aviation Authority, the Consultant, or a third party, the Consultant shall continue to maintain all such records, and the Aviation Authority shall continue to have the right to inspect such records in the manner stated above, until the inspection, examination, audit, claim, or litigation is finally resolved (including the determination of any and all appeals or the expiration of time for an appeal). This provision shall survive the expiration or earlier termination of this Agreement. In the event of any conflict between any provision of this Agreement and generally accepted accounting principles or generally accepted auditing standards, the provisions of this Agreement shall control even where this Agreement references such provisions or standards. In particular, without limitation, Consultant and Sub-Consultants shall maintain all records required under this Agreement to the full extent required hereunder, even if some or all such records would not be required under such generally accepted accounting principles or auditing standards. If as a result of an inspection, examination or audit, it is established that amounts are due from the Consultant to the Aviation Authority, Consultant shall forthwith, upon written demand from the Aviation Authority, pay the Aviation Authority such amount, together with interest on the amount due at the rate of eighteen (18%) percent per annum, or if less, the maximum rate of interest allowed by law, from the date such additional amounts were overpaid by the Aviation Authority. Further if such inspection, examination or audit establishes that the Consultant has over billed such amounts for any Agreement period by two (2%) percent or more, then the entire expense of such inspection, examination or audit shall be paid by the Consultant.

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18.7 In the course of performing the Agreement work, Consultant may gain access to Sensitive Data Types including but not limited to Personal Identifiable Information (PII), Personal Health Information (PHI), Sensitive Security Information (SSI), Payment Card Industry (PCI), Financial Information and/or other confidential information of the Aviation Authority. Consultant agrees to hold such information in confidence and to make such information known only to its employees, affiliates, agents, Sub-Consultants, and Sub-Consultants who have a legitimate need to know such information and who are under a similar obligation of confidentiality. The Consultant shall seek the Aviation Authority’s prior written consent before releasing, disclosing, or otherwise making such confidential information available to any other person. This provision shall not apply to information required to be released by applicable law, legal subpoena, or other lawful process. The Consultant must notify the Aviation Authority as soon as practicable in the event Consultant is notified of or discovers any compromise and/or breach or suspected breach, such as unauthorized access to, theft of, misuse of and unintentional releases or of any security/sensitive data types, or confidential information of the Aviation Authority and/or Individuals (“Data Breach”) involving Consultant controlled systems such as, but not necessarily limited to, web sites, transmission infrastructure, voice response unit, and retrieval and storage systems. This notification should include, to the extent known, the type of Data Breach, type of data compromised and/or breached, and results of any forensic investigation. To the extent Consultant is responsible for the Data Breach and upon mutual agreement of the parties, Consultant shall be responsible to implement, in coordination with the Aviation Authority, a commercially reasonable Remediation Plan to address and respond to a Data Breach. Such commercially reasonable “Remediation Plan” will include certain administrative requirements associated with addressing and responding to such Data Breach to the extent necessary under the circumstances, and may include but is not necessarily limited to: (i) preparation and mailing or other transmission of legally required notifications, (ii) preparation and mailing or other transmission or communication to impacted Individuals such as may be required by applicable law or regulation; (iii) offering potentially impacted Individuals the opportunity to enroll in a credit monitoring service offered by a vendor of Consultant’s choice for a two-year period, or other period as required by applicable law, at no charge to the impacted Individuals; and (iv) payment of applicable reasonable legal, audit, accounting and administrative expenses associated with the investigation, notifications and recovery arising from the Data Breach. The remedies provided for in the Remediation Plan shall be in addition to any other remedies available to the Aviation Authority under this Agreement. The provisions of this Section 18.6 shall survive the expiration or earlier termination of the Agreement.

18.8 IF THE CONSULTANT HAS QUESTIONS REGARDING THE APPLICATION OF

CHAPTER 119, FLORIDA STATUTES, TO THE CONSULTANT’S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE AVIATION AUTHORITY’S CUSTODIAN OF PUBLIC RECORDS AT: PHONE NUMBER, (407) 825-2032; EMAIL ADDRESS, [email protected]; AND MAILING ADDRESS, GREATER ORLANDO AVIATION AUTHORITY, PUBLIC RECORDS, ONE JEFF FUQUA BOULEVARD, ORLANDO, FL 32827. A Consultant with an Aviation Authority Agreement for services, must comply with Florida Statute, Chapter 119.071, specifically to:

18.8.1 Keep and maintain public records that ordinarily and necessarily would be required

by the Aviation Authority in order to perform the service.

18.8.2 Upon request from the Aviation Authority’s custodian of public records, provide the Aviation Authority with a copy of the requested records or allow the access to public records to be inspected or copied within a reasonable time on the same terms and conditions that the Aviation Authority would provide the records and at a cost that does not exceed the cost provided in Chapter 119.07, Florida Statutes, or as otherwise provided by law.

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18.8.3 Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the Agreement term and following completion of the Agreement if the Consultant does not transfer the records to the Aviation Authority.

18.8.4 Upon completion of the Agreement, meet all requirements for retaining public records and transfer, at no cost to the Aviation Authority, all public records in possession of the Consultant or keep and maintain public records required by the Aviation Authority to perform the service. If the Consultant transfers all public records to the Aviation Authority upon completion of the Agreement, the Consultant shall, upon termination of the Agreement, destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the Consultant keeps and maintains public records upon completion of the Agreement, the Consultant shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the Aviation Authority, upon request from the Aviation Authority’s custodian of public records, in a format that is compatible with the information technology systems of the Aviation Authority.

18.8.5 If a Consultant does not comply with a public records request, the Aviation Authority shall enforce the contract provisions in accordance with the Agreement.

19. Entire Agreement. This Agreement constitutes the entire agreement between the parties andshall supersede and replace all prior agreements or understandings, written or oral, relating tothe matters set forth herein.

20. Amendment; Waiver. Except for the Aviation Authority’s right to reduce the Scope of Servicesas provided in paragraph 1.1 above, this Agreement shall not be amended or modified other thanin an amendment writing signed by the parties hereto. The Aviation Authority and the Consultantreserve the right to amend this Agreement in writing at any time by such mutually executedamendment. Failure by any party at any time to enforce any default or right reserved to it or torequire the performance of any of the terms, covenants or provisions hereof by the other party atthe time designated, shall not be deemed a waiver of any such default or right to which the partyis entitled, nor shall it in any way affect the right of the party to enforce such provisions thereafter.

21. Severability. If any term or provision of this Agreement shall be found to be unenforceable, then,notwithstanding, this Agreement shall remain in full force and effect and such term or provisionshall be deemed stricken.

22. Time of The Essence. Time is of the essence in the performance of this Agreement.

23. Execution and Counterparts. To facilitate execution, the parties hereto agree that thisAgreement and any Amendments may be executed and tele-copied to the other party and thatthe execution telecopy shall be binding and enforceable as an original. The parties agree to fullyexecute two (2) originals of this Agreement. This Agreement may be executed in as manycounterparts as may be required and it shall not be necessary that the signature of, or on behalfof, each party, or that the signatures of all persons required to bind any party, appear on eachcounterpart; it shall be sufficient that the signature of, or on behalf of, each party, or that thesignatures of the persons required to bind any party, appear on one or more of such counterparts.All counterparts shall collectively constitute a single agreement.

PS-644 HOTEL CONSULTING SERVICES A-14

24. Notices. All notices under this Agreement shall be in writing and shall be given by United StatesCertified Mail Return Receipt Requested postage prepaid addressed to:

To the Consultant: ________________________

________________________

________________________

With copy to: ________________________

________________________

________________________

Attention: ________________________

To Aviation Authority: Greater Orlando Aviation Authority One Jeff Fuqua Boulevard Orlando, Florida 32827-4399 Attention: Chief Executive Officer

The Aviation Authority's Chief Executive Officer, or designee, shall act as Aviation Authority's agent with respect to the Services to be rendered by the Consultant hereunder and shall transmit instructions, receive information, and communicate Aviation Authority's policies and decisions to the Consultant regarding such Services. Either party may change the designee or address for notices by written notice given in accordance with the terms of this Section 20.

Patricia
Typewritten Text
Pinnacle Advisory Group, Inc.
Patricia
Typewritten Text
559 Summer Street
Patricia
Typewritten Text
Weymouth, MA 02188
Patricia
Typewritten Text
Patricia Grant

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the day and year first mentioned above.

GREATER ORLANDO AVIATION AUTHORITY

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Patricia Grant By: ____________ _

Executive Assistant Title:. ____________ _

9/17/2020 Date: ____________ _

PS-644 HOTEL CONSUL TING SERVICES

Date:_-r-/ Q_· _(' _'J_.-_ ;)_o_<;)-_c) __ _

PINNACLE ADVISORY GROUP INC.

~RoJuuf<y Rachel Roginsky, ISHC By: _____________ _

Principal Title:. _____________ _

9/17/2020 Date: _________ ____ _

A-15

PS-644 HOTEL CONSULTING SERVICES A-16

EXHIBIT “A”

Scope of Services

Responsibilities of the Consultant shall include, but not be limited to the following:

1. Monitoring and assessing the Hotel’s compliance with existing contracts, licenses, and leases (including management agreements). Monitoring, analyzing, and making recommendations concerning the Hotel’s; 1.1. business operations; 1.2. financial performance; 1.3. accounting and reporting practices; 1.4. operating, capital expenditure, and other budgets; and 1.5. marketing and business plans

2. Conducting market analyses and monitoring market conditions to identify opportunities for the

Hotel.

3. Regular communication with the executive staff of the Aviation Authority concerning the Hotel operations.

4. Reviewing and assisting with the negotiating purchasing decisions for the Hotel.

5. Meeting with the Hotel staff by conference call or site visit as necessary to effectuate any of the foregoing.

6. The Consultant shall provide review(s) and update(s) as necessary, including but not limited to: 6.1. Written monthly analysis of the Hotel’s monthly performance report, 6.2. Written Quarterly report analyzing the Hotel’s overall performance including

recommendations to improve performance, and 6.3. Written annual evaluation of the Hotel’s proposed operation and capital budget.

7. The consultant shall assist the Authority with the solicitation, evaluation, consideration of, and

negotiation for additional hotel opportunities and proposals, including ownership, management, cost and operational issues, for hotels to be constructed and operated on the Authority’s property. 7.1. Consultant shall provide review, updates, reports, or any other documentation that

evaluates such opportunities and proposals as directed by the Authority and such review, updates, reports or other documentation shall be in the form, include the content, and be provided by the date and in the manner requested by the Authority.

8. Additional Services:

If during the contractual period additional services are needed, the selected Consultant may, at the option of the Aviation Authority, be engaged to perform these services, The selected Consultant, shall upon receipt of the written request from the CEO, perform such additional services based upon the hourly rates in the Professional Services Agreement. All additional work will be documented by amendment to be approved following Aviation Authority policies prior to the performance of any additional services.

PS-644 HOTEL CONSULTING SERVICES A-17

EXHIBIT “B”

SCHEDULE OF CONTRACTED FEES PROFESSIONAL FEES AND TERM This agreement will be thirty-six (36) months in duration and shall be deemed effective as of October 1, 2020, through September 30, 2023. Professional fees in association with the Scope of Services described in Exhibit “A” are as follows, which are inclusive of travel and expenses:

Year 1 October 1, 2020 - September 30, 2021 $ 14,813 per month

Year 2 October 1, 2021 - September 30, 2022 $ 14,813 per month

Year 3 October 1, 2022 - September 30, 2023 $ 14,813 per month The Hotel Consulting Services Agreement may be renewed for two (2) additional periods of one (1) year each, upon mutual agreement. Professional fees for Hotel Consulting Services will increase no more than 3.0% for each renewal year. Additionally, #8* (Additional Services) will be billed at our currently hourly rates as follows:

• Roginsky $400/hour • Arrants $375/hour • Pinnacle Consultant $250-$325/hour

Hourly rates will increase at CPI annually. *Additional services may also include market studies, independent financial projections, and similar services for hotel development on airport grounds. Monthly invoices for professional fees will be sent at the end of each month and payment will be required within 30 days of receipt.

PS-644 HOTEL CONSULTING SERVICES A-18

EXHIBIT “C”

Insurance

Type Amount Professional Liability $3,000,000 General Liability $1,000,000 Automobile Liability $100,000/300,000/50,000 Workers Compensation Statutory limits Employers Liability $100,000 each accident, $500,000 disease policy limit $100,000 disease each employee Self-Insured Retention: Consultant’s commercial general liability and professional services liability insurance policies shall not be subject to a self-insured retention exceeding $100,000, unless approved by the Aviation Authority’s Chief Executive Officer. Consultant’s automobile liability insurance policies shall not be subject to a self-insured retention exceeding $10,000, unless approved by the Aviation Authority’s Chief Executive Officer. Additional Insured Endorsement: The Company agrees and shall cause the Aviation Authority and the City and their members (including, without limitation, members of the Aviation Authority’s Board and the City’s Council and member of the citizens’ advisory committees of each), officers, employees, and agents to be named as additional insureds under such policy or policies of commercial general and automobile liability insurance. If coverage is on a claims-made basis, the Company will maintain coverage applicable to the Services performed for two (2) years after expiration of the Agreement. Insurers shall be licensed to transact insurance in the State of Florida. This requirement may be waived in the sole discretion of the Chief Executive Officer or if the insurer is rated by A.M. Best at A-/VIII or better.

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORETHE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED INACCORDANCE WITH THE POLICY PROVISIONS.

INSURER(S) AFFORDING COVERAGE

INSURER F :

INSURER E :

INSURER D :

INSURER C :

INSURER B :

INSURER A :

NAIC #

NAME:CONTACT

(A/C, No):FAX

E-MAILADDRESS:

PRODUCER

(A/C, No, Ext):PHONE

INSURED

REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES

IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed.If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement onthis certificate does not confer rights to the certificate holder in lieu of such endorsement(s).

THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THISCERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIESBELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZEDREPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.

OTHER:

(Per accident)

(Ea accident)

$

$

N / A

SUBRWVD

ADDLINSD

THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIODINDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THISCERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.

$

$

$

$PROPERTY DAMAGE

BODILY INJURY (Per accident)

BODILY INJURY (Per person)

COMBINED SINGLE LIMIT

AUTOS ONLY

AUTOSAUTOS ONLYNON-OWNED

SCHEDULEDOWNED

ANY AUTO

AUTOMOBILE LIABILITY

Y / N

WORKERS COMPENSATIONAND EMPLOYERS' LIABILITY

OFFICER/MEMBER EXCLUDED?(Mandatory in NH)

DESCRIPTION OF OPERATIONS belowIf yes, describe under

ANY PROPRIETOR/PARTNER/EXECUTIVE

$

$

$

E.L. DISEASE - POLICY LIMIT

E.L. DISEASE - EA EMPLOYEE

E.L. EACH ACCIDENT

EROTH-

STATUTEPER

LIMITS(MM/DD/YYYY)POLICY EXP

(MM/DD/YYYY)POLICY EFF

POLICY NUMBERTYPE OF INSURANCELTRINSR

DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)

EXCESS LIAB

UMBRELLA LIAB $EACH OCCURRENCE

$AGGREGATE

$

OCCUR

CLAIMS-MADE

DED RETENTION $

$PRODUCTS - COMP/OP AGG

$GENERAL AGGREGATE

$PERSONAL & ADV INJURY

$MED EXP (Any one person)

$EACH OCCURRENCEDAMAGE TO RENTED

$PREMISES (Ea occurrence)

COMMERCIAL GENERAL LIABILITY

CLAIMS-MADE OCCUR

GEN'L AGGREGATE LIMIT APPLIES PER:

POLICYPRO-JECT LOC

CERTIFICATE OF LIABILITY INSURANCEDATE (MM/DD/YYYY)

CANCELLATION

AUTHORIZED REPRESENTATIVE

ACORD 25 (2016/03)

© 1988-2015 ACORD CORPORATION. All rights reserved.

CERTIFICATE HOLDER

The ACORD name and logo are registered marks of ACORD

HIREDAUTOS ONLY

$

$

5 Whittier St. 4th FloorCharles River Insurance Brokerage, Inc.

Cert ID 6738

c/o CertFocusPO Box 140528

Twin City Fire Insurance Compa 29459

Hartford Financial Services Gr 00914

09/16/2020

98 N Washington St Ste 403

A

[email protected]

04/16/2020 04/16/202108SBAIX2444

A

B X

X

X

Arlene C Pucillo

Framingham MA 01701

Kansas City MO 64114

Boston MA 021141918

(508) 656-1400

(617) 722-9916

(508) 656-1499

X X

X

1,000,000

1,000,000

1,000,000

2,000,000

1,000,000

10,000

Empl Benefits Liab

04/16/2020 04/16/202108SBAIX2444

10/16/2020 10/16/202108WECAA7M2C

2,000,000

2,000,000

2,000,000

4,000,000

4,000,000

Greater Orlando Aviation Authority-PurchasingCFID #: 270316; Reference #POPS443

Greater Orlando Aviation Authority is included as an additional insured under the general liabilityand automobile coverage as per written contract with the insured.

30 day notice of cancellation applies to all policies.

Pinnacle Advisory Group, Inc.

Page 1 of 1

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E-MAILADDRESS:

INSURER A :

INSURED INSURER B :

INSURER C :

INSURER D :

INSURER E :

INSURER F :

POLICY NUMBERPOLICY EFF POLICY EXP

TYPE OF INSURANCE LIMITS(MM/DD/YYYY) (MM/DD/YYYY)

COMMERCIAL GENERAL LIABILITY

AUTOMOBILE LIABILITY

UMBRELLA LIAB

EXCESS LIAB

WORKERS COMPENSATIONAND EMPLOYERS' LIABILITY

DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)

AUTHORIZED REPRESENTATIVE

INSURER(S) AFFORDING COVERAGE NAIC #

Y / N

N / A(Mandatory in NH)

ANY PROPRIETOR/PARTNER/EXECUTIVEOFFICER/MEMBER EXCLUDED?

EACH OCCURRENCE $DAMAGE TO RENTED

$PREMISES (Ea occurrence)CLAIMS-MADE OCCUR

MED EXP (Any one person) $

PERSONAL & ADV INJURY $

GENERAL AGGREGATE $GEN'L AGGREGATE LIMIT APPLIES PER:

PRODUCTS - COMP/OP AGG $

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LOCJECT

COMBINED SINGLE LIMIT$(Ea accident)

BODILY INJURY (Per person) $ANY AUTOOWNED SCHEDULED BODILY INJURY (Per accident) $AUTOS ONLY AUTOS

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AUTOS ONLY (Per accident)

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CLAIMS-MADE AGGREGATE $

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E.L. EACH ACCIDENT $

E.L. DISEASE - EA EMPLOYEE $If yes, describe under

E.L. DISEASE - POLICY LIMIT $DESCRIPTION OF OPERATIONS below

POLICY

NON-OWNED

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORETHE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED INACCORDANCE WITH THE POLICY PROVISIONS.

THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIODINDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THISCERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.

THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THISCERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIESBELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZEDREPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.

IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed.If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement onthis certificate does not confer any rights to the certificate holder in lieu of such endorsement(s).

COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:

CERTIFICATE HOLDER CANCELLATION

© 1988-2015 ACORD CORPORATION. All rights reserved.

The ACORD name and logo are registered marks of ACORDACORD 25 (2016/03)

ACORDTM CERTIFICATE OF LIABILITY INSURANCE

Gemini Insurance Company

09/25/2020

Starkweather & ShepleyPO Box 549 Providence, RI 02901-0549401 435-3600

Jill Hulme401 435-3600 401 431-9379

[email protected]

Pinnacle Advisory Group,Inc.98 North Washington Street - Suite 403Boston, MA 02114

10833

A ProfessionalLiability

X VIPL053463 07/31/202010/1/2020

09/31/202007/31/2021

$1,000,000$3,000,000$20,000 deductible

Additional Insured applies when required by written contract or agreement as shown above.

Greater Orlando Aviation Authority is additional insured.

Greater Orlando AviationAuthority-PurchasingCFID #270316c/o Cert Focus; PO Box 140528Kansas City, MO 64114

1 of 1#S1595397/M1595363

PINNAADVClient#: 55659

PRJCH1 of 1

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REQUEST FOR QUALIFICATIONS PROFESSIONAL SERVICES HOTEL CONSULTING SERVICES (PS-644) ORLANDO INTERNATIONAL AND ORLANDO EXECUTIVE AIRPORTS

PREPARED FOR:

Mr. Domingo Sanchez Aviation Authority Chairman Greater Orlando Aviation Authority Orlando International Airport Purchasing Office 8652 Casa Verde Road, Building 811 Orlando, FL 32827-4338

PREPARED BY:

CONTACT:

RACHEL J ROGINSKY PRINCIPAL AND OWNER PINNACLE ADVISORY GROUP INC. 98 NORTH WASHINGTON STREET – SUITE 403 BOSTON, MA 02114 [email protected] 617.722.9916

PINNACLE ADVISORY GROUP INC. 3030 N. ROCKY POINT DRIVE WEST TAMPA, FL 33607

PINNACLE ADVISORY GROUP

Pinnacle Advisory Group, Inc. Boston New York Newport Beach Portland Tampa Washington D.C. Hospitality Consulting Asset Management Real Estate Appraisal Litigation Support

www.pinnacle-advisory.com 9 8 N o r t h W a s h i n g t o n S t r e e t , S u i t e 4 0 3 , B o s t o n M A 0 2 1 1 4 p h o n e 6 1 7 - 7 2 2 - 9 9 1 6 f a x 6 1 7 - 7 2 2 - 9 9 1 7

Matthew Arrants, ISHC Executive Vice President

June 8, 2020 Mr. Domingo Sanchez Aviation Authority Chairman Greater Orlando Aviation Authority Orlando International Airport Purchasing Office 8652 Casa Verde Road, Building 811 Orlando, FL 32827-4338 RE: Statement of Qualifications for Hotel Consulting Services (PS-644) Dear Mr. Sanchez Pursuant to your request, Pinnacle Advisory Group, Inc. (“Pinnacle”) is pleased to submit this statement of qualifications to provide hotel consulting services to the Greater Orlando Aviation Authority (“GOAA”; “Authority”). Pinnacle Advisory Group, Inc., a premier, national hospitality consulting firm and the members of its engagement team are well-qualified to assist the Authority in overseeing hotel operations at the Orlando International Airport. Our submission outlines the relevant professional experience for Pinnacle Advisory Group, Inc., its staff and the members of its engagement team, our approach and methodology to the engagement, and all required submittal forms including resumes, references and other requirements. The Pinnacle Advisory Group, Inc. team is exceptionally qualified to provide hotel consulting services for the following reasons:

• Pinnacle Advisory Group, Inc. has been providing consulting, asset management and other advisory services to GOAA for the past 5 years. During this time frame, we have provided advice regarding management contract negotiations, capital and operating budgets, competitive market conditions, proposed renovations, and monthly operating performance. Between 2014, the year before we started in our role as Asset Manager, and 2018, the last full year prior to renovations, total revenues grew by 29%, GOP grew by 73% and EBITDA grew by 95%. During our tenure we also negotiated an agreement whereby Hyatt will reduce its fees by approximately $250,000 in the event that a new Hyatt House Hotel is opened nearby, have played a critical role in streamlining the communication process between Hyatt and GOAA, and in overseeing the guest room renovation.

• We have extensive experience in assisting both the public, private, and governmental sectors with regard to hospitality-related facilities. We have conducted hundreds of comparable assignments locally, regionally, and throughout the United States with respect to market and financial feasibility, operations oversight, operational strategies, capital needs assessment, financial options and strategies, and RFQ/P procedures. Additionally, Pinnacle has significant experience working on Airport hotels and with Airport Authorities.

• The project team that we will assemble for this assignment is eminently qualified by all standards of comparison including past experience, professional reputation, specialized knowledge of the lodging industry, and technical experience in all the required disciplines. These attributes will allow us to perform the research and analysis in a fashion that will be completely responsive to your needs.

• Our capabilities and experience are showcased by the caliber of our professional staff. Every member of the Pinnacle Advisory Group team has numerous years of experience in the field of hospitality consulting as well as a degree from one of the nation’s leading hospitality or business

Mr. Domingo Sanchez Greater Orlando Aviation Authority June 8, 2020

Pinnacle Advisory Group 3

programs, including the Cornell University School of Hotel Administration. More importantly, we are recognized as experts in the area of market research and analysis. Our unique focus is on primary research including data collection coupled with our proven ability to analyze and interpret large data sets from a wide variety of sources in order to arrive at sound and supportable conclusions regarding the probable viability for existing or proposed developments. Our research techniques are vastly superior to the approaches utilized by other consulting firms, which typically rely on “desk top” and/or generic information. We not only utilize the most thorough methods of primary market research but we complement this with our technologically astute methods of data collection and utilization of our extensive proprietary databases.

• Over the past 29 years, Pinnacle Advisory Group, Inc. has provided a full range of hospitality consulting services to an extensive client base that includes public agencies, economic development agencies, educational institutions, real estate investment and development firms, pension funds, insurance companies, and other financial institutions. Prior to the formation of Pinnacle Advisory Group, Inc., the majority of the firm’s professional personnel provided similar services while employed by, or serving as principals at other national hospitality consulting firms. Pinnacle’s reputation in the area of hospitality consultants is superior. Our clients are leading institutions. Our Partners are members of elite organizations such the International Society of Hospitality Consultants (ISHC), Hotel Asset Managers Association (HAMA), and the Appraisal Institute (AI). Pinnacle is one of the most experienced hospitality consulting firms in the country. Moreover, our reputation in the hospitality industry is superior. Over 70% of our business is from repeat clients. Please view our website: www.pinnacle-advisory.com to view our client list, a list of engagements, and qualifications for each member of our staff.

• With a staff of 14 full-time professionals, Pinnacle Advisory Group is small enough to offer personalized client support at the Principal level, a claim that few if any other consulting firms can make, yet large enough to complete any amount of market research in a timely and competent manner.

This proposal presents an overview of our qualifications and our initial engagement approach.

If you have any questions regarding the scope, methodology, staffing, or other questions, please contact Matthew R Arrants, ISHC, Executive Vice President of Pinnacle Advisory Group, Inc. at 207-712-2381, Allison R Fogarty, Managing Director of Pinnacle’s Florida Office at 813-350-7969 or Rachel J. Roginsky, ISHC, Principal of Pinnacle Advisory Group, Inc. at 617-722-9916.

Respectfully submitted,

Rachel J. Roginsky, ISHC Principal

Matthew R Arrants, ISHC, CHAM Executive Vice President

Allison R. Fogarty Managing Director - Florida

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Mr. Domingo Sanchez Greater Orlando Aviation Authority June 8, 2020

Pinnacle Advisory Group 4

2. SUBMITTERS CONTACT INFORMATION

2.1 Lead Individual: Matthew R Arrants, ISHC, CHAM

2.2 Proposing Office: Pinnacle Advisory Group, Inc. 3030 N. Rocky Point Drive West Tampa, FL 33607

Headquarter Office: Pinnacle Advisory Group, Inc.

98 North Washington Street, Suite 403 Boston, MA 02114

2.3 Phone: 617.722.9916 2.4 Facsimile: 617.722.9917 2.5 E-mail: [email protected]; [email protected] 2.6 Type of Organization: S Corporation 2.7 Federal Employer ID Number: 04-3134580

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Mr. Domingo Sanchez Greater Orlando Aviation Authority June 8, 2020

Pinnacle Advisory Group 5

3. MINIMUM REQUIREMENTS

3.1 Pinnacle Advisory Group, Inc. is registered to do business in the State of Florida. Enclosed on the following page is copy of our 2020 Annual Report for the State of Florida. This document includes information pertaining to our ability to transact since March 18, 2014.

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Mr. Domingo Sanchez Greater Orlando Aviation Authority June 8, 2020

Pinnacle Advisory Group 6

State of Florida Depart,nent of State

I certify from the records oftbis office that TIIE PINNACLE ADVISORY GROUP MA, INCORPORATED ic; a Massachusett$ corporation authorized to transact business in the St.ate of Florida, qualified on March 18, 2014.

The document number ofthis corporation is Fl4000001245.

I further certify that said corporation has paid all fees due this office through December 31, 2020, that its most recent annual report/uniform business report was filed on March 3, 2020, and that its status is active.

I further certify that said corporation has not filed a Certificate of Withdrawal.

Gfre.n u11det' my lta11d a.11d tlte Great Seal of tlte Stat_e of Florida al Tallahassee, the CapiJJJJ., tlcis tit"' TTlit'd day of Marcl1, 2020

~11&-Secretary of State

Tra.,kin:: Numbu: 9515184549CC

To au1b.mfi~t• this «rtificate-,~isit the follOffl!lg site,eoter this number, aod thm roUow the io.uructioJ1S displ:11.yed.

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Mr. Domingo Sanchez Greater Orlando Aviation Authority June 8, 2020

Pinnacle Advisory Group 7

3.2 We have provided hotel consulting and asset management services for numerous properties

throughout the United States. Examples of engagements since January 1, 2015 include the following: • Hyatt Regency Orlando International Airport • Doubletree Suites Boston, Massachusetts • Crowne Plaza Nashua, New Hampshire • The Inn at Villanova University, Radnor, PA

3.3 Pinnacle Advisory Group, Inc. is independent of the Orlando Airport Authority.

3.4 Pinnacle Advisory Group, Inc. and its team members are not currently involved with any active agreement with any hotel or developer that would be in conflict with the Aviation Authority, and we agree not to enter in to any such agreement during the duration of the agreement with the Aviation Authority.

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Mr. Domingo Sanchez Greater Orlando Aviation Authority June 8, 2020

Pinnacle Advisory Group 8

4. EXPERIENCE AND QUALIFICATIONS 4.1 Pinnacle Advisory Group, Inc. is currently engaged in the business of providing hotel consulting and

asset management services. Pinnacle Advisory Group, Inc. was founded in 1991 and presently has principal offices in Boston, New York City, Washington DC, Los Angeles, and Tampa. Prior to founding Pinnacle Advisory Group, Inc., Rachel Roginsky, ISHC (owner/founder) was a Principal with Pannell Kerr Forster in their Boston office. Matt Arrants, ISHC, CHAM, Executive Director of Asset Management, has approximately 25 years of hospitality experience. Matt is currently on the Board of Directors for Hospitality Asset Managers Association (HAMA), is a former Chairman of ISHC, and regularly lectures at several prominent hotel schools around the country.. Allison Fogarty, Director of Pinnacle’s Tampa office, has more than 35 years of senior level consulting experience with Pannell Kerr Forster, Ernst & Young, and Cunard. Sarah Villeneuve, Director of Pinnacle’s Washington, DC office, has more than 35 years of hospitality experience and has worked with Pannell Kerr Forster, Gloodt Associates, and as President of the hospitality consulting firm she founded, Impact Hospitality Consulting. Karen Johnson, MAI, CRE heads up the LA office and has been involved in hospitality consulting for the past 35 years. The combined experience of these senior level firm Executive Directors totals over 150 years. Pinnacle was formed as a company to provide the full spectrum of professional counseling services to the hospitality industry. Pinnacle’s primary focus has been to remain relatively small in size, to offer exceptionally high-quality work, and to ensure that all assignments maintain significant principal-level involvement. These qualities, especially the latter, differentiates Pinnacle from all other consulting firms active in the industry. Pinnacle Advisory Group, Inc. is comprised of five divisions: consulting, asset management, valuation, development services, and litigation support. Pinnacle is a woman owned business, registered as a corporation in the Commonwealth of Massachusetts. Pinnacle’s clients benefit from the services of a total of 14 professionals. Every engagement is directly managed by a Principal of the firm, with a staff member providing assistance in completing the fieldwork and analysis. A fact sheet containing a summary of relevant information about Pinnacle Advisory Group, Inc. is presented on the following page.

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Mr. Domingo Sanchez Greater Orlando Aviation Authority June 8, 2020

Pinnacle Advisory Group 9

THE NATION'S LEADING HOSPITALITY CONSULTING & ASSET MANAGEMENT FIRM

CONTACT INFORMATION

Headquarters:

• 98 North Washington Street, Ste_ 403, Boston, MA02114 Phone 617_722_9916

Affiliated Offices:

• 520 Newport Center Drive, Ste_ 520, Newport Beach, CA 92660 Phone 949_734_6455

• 6 Town Landing Road, Falmouth, ME 04105 Phone 207.781_0922

• 800 Third Avenue, Suite 2700, NY, NY 10022 Phone 212292-4824

• 9263 Bealls Farm Road, Frederick, MD 21704 Phone 301_401_8180

• 1235B Battlefield Drive, Nashville, TN 37215 Phone 615.290_0690

• 3030 North Rocky Point Drive W_ Suite 150, Tampa, FL 33607 Phor1e 727207.0721

,I : 1, -

Size of Business:

• Approximately 30D Engagements Annually

• All Hotel Asset aasses Throughout the United

States and Caribbean

Number of Professional Employees: 14

Corporate Status:

• S Corporat ion, Founded 1991

• SOWMB~oman Owned Business Certificat im

Services Offeredi:

• Asset Management

• Acquisition Due Diligence

• Appraisals and Valuatioo

• College & University Services

• Consu'lting

• Oevelbpment & Capital Planning1 Services

• Impact Studies

• Litigation Support

• Market and f ,easibility Studies

• Operator Selection & Negotiation

• Strategic Planning & Investment Analysis

• Site Analysis

• Workout and Loan Restructuring Support

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4.2 Organization Chart, Role, Experience and Team Resumes

We pride ourselves on our personal service and proactive approach to consulting and asset management. In order to provide that service, our lead individual (Matt Arrants) is responsible for all communication between the property management team and ownership. To assist him he is able to draw on a strong team of seasoned hotel consultants with experience in all facets of hotel operations, renovations, and strategy. Patty, can we move the org chart up to here please? Rachel Roginsky, ISHC – As owner and principal, Ms. Roginsky will take full responsibility for ensuring that the scope of services is completed in a professional manner, with full support of our experienced staff and team members. Ms. Roginsky will have regular dialogue with team members, will review findings, will attend client requested meetings, and will provide any and all support requested by team members. Rachel J. Roginsky, ISHC, is a principal, owner, and founder of Pinnacle Advisory Group, Inc. Over the past 35 years, Ms. Roginsky has provided hospitality consulting advice to pension funds, insurance companies, lenders, REITS, private equity funds, government agencies, and hotel owners and developers. She has provided hotel consulting services to the Massachusetts Port Authority, owner of Boston’s Logan International Airport for more than 20 years, including assistance with several projects at the airport. She has completed or directed numerous engagements, including market and economic feasibility studies, operational analysis, appraisals, litigation support, due diligence, and asset management assignments.

In addition to her 35 years of consulting experience, Ms. Roginsky has four years of operational and management experience with Walt Disney World and a major restaurant chain. She is a graduate of and a regular guest lecturer at The School of Hotel Administration at Cornell University, and adjunct Professor at the Hotel School at Boston University, is a Board Member of the Massachusetts Lodging Association, and Chair Emeritus of the ISHC. She has written numerous articles in business and hospitality industry periodicals, and is quoted regularly in newspapers such as the Wall Street Journal, the Boston Globe, and the NY Times. Ms. Roginsky is also certified as an arbitrator and mediator for Hospitality Alternative Dispute Resolution. She has co-authored five editions of Hotel Investments, a book written for the Educational Institute of the AHLA. Matt Arrants, ISCH, CHAM - As team Leader, Mr. Arrants will manage the engagement. Specifically, he will continue in his role as the primary point of contact for leadership at GOAA and the Hyatt. His regular tasks will include, but not be limited to, reviewing the performance of the property, providing feedback to management, preparing ownership for monthly meetings, providing recommendations to ownership on budgets and all requests made by management of ownership, and interfacing with various GOAA departments as it relates to the Hyatt (e.g. project managers, accounting, and purchasing). Matthew Arrants, ISHC, CHAM is the Executive Vice President in charge of asset management for Pinnacle. For the past 20 years, Mr. Arrants has specialized in asset management, new development and operational reviews. His clients include universities, hospitals, real estate investment funds, and hotel owners and lenders. Mr. Arrants was formerly the Chairman of the International Society of Hospitality Consultants (ISHC), a group of leading hospitality consultants representing 35 countries around the world in a variety of hospitality related disciplines. He is currently a member of the board of directors of the Hospitality Asset Managers Association (HAMA) where he serves as the communications chair. He holds the prestigious Certified Hotel Asset Manager (CHAM) designation from HAMA which is awarded only to the most accomplished hotel asset management professionals. Prior to joining Pinnacle, Mr. Arrants worked in operations in various capacities with Four Seasons Hotels and Resorts, and Rockresorts. He has lectured at the Cornell School of Hotel Administration, and served as an adjunct professor for the Boston University School of Hospitality Administration teaching hotel asset management. Matt holds a Masters Degree in Hotel Administration from Cornell University and a BA in Political Science from Hartwick College.

Allison Fogarty – Based on her prior experience, Allison provides an in-depth knowledge of the hotel and its contractual relationship with Hyatt. She will assist with contract related matters and local market performance,

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providing critical insight into the Orlando lodging market. Allison is also an expert on airport hotels, most notably, the Marriott at Tampa International Airport. She is the Managing Director of the Florida office of Pinnacle Advisory Group. Ms. Fogarty has 35 years of experience in hotel and resort advisory services. As a consultant, she has directed and completed market and financial analysis engagements for hotels, resorts and gaming companies in the United States and the Caribbean. Her corporate activities have included site selection, property inspection, contract negotiation and review and due diligence. In addition, Ms. Fogarty has extensive experience with respect to strategic planning, financial analysis and operational oversight in the hotel and cruise industries. Ms. Fogarty has conducted financial and market analyses for numerous master- planned resort residential development projects. An acknowledged expert in hospitality real estate, Ms. Fogarty has participated in numerous litigation assignments.

Ms. Fogarty’s industry activities have included speaking engagements, writing articles and teaching a graduate seminar in Hotel Feasibility Analysis at a leading hotel school. Ms. Fogarty’s previous employers have included the Hospitality Industry Services Consulting Group of Ernst & Young LLP, Cunard Hotels & Resorts and Pannell Kerr Forster. She is a graduate of the University of Rochester and holds a Master’s degree in Hotel Administration from Cornell University’s School of Hotel Administration. Michael Hintsa – Mr. Hintsa joined Pinnacle in January 2019 and has provided critical analytical support with respect to the Hyatt Orlando consulting contract. In addition to evaluating monthly performance and budgets, he will continue to participate in monthly meetings, and will continue to be actively involved in helping to coordinate renovation projects.

Michael Hintsa is an Associate at Pinnacle Advisory Group, working in the Boston office. Mr. Hinstsa specializes in asset management, revenue management, and benchmarking analysis. Mr. Hinstsa has been a board member of the Cornell Hotel Society New England Chapter since December 2017. Prior to joining Pinnacle, Mr. Hinstsa worked with Four Seasons, Fairmont Hotels and Resorts, and Expedia. Mr. Hinstsa holds a Bachelor of Science from the Cornell University School of Hotel Administration.

Resumes for the team members can be found on the following pages.

Pinnacle Advisory Group, Inc.

Rachel J Roginsky, ISHC

Principal

Pinnacle Advisory Group, Inc.

Matthew Arrants, ISHC, CHAM

Project Lead

Pinnacle Advisory Group, Inc. Pinnacle Advisory Group, Inc.

Allison Fogarty Michael Hintsa

Analyst

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Rachel J Roginsky, ISHC

Experience

1991 to present PINNACLE ADVISORY GROUP, INC. Principal

1986 to 1991 PANNELL KERR FORSTER Director Hospitality Advisory Services

1984 to 1986 PANNELL KERR FORSTER Senior Consultant

1980 to 1984 VICTORIA STATION RESTAURANTS Manager

1979 to 1980 WALT DISNEY WORLD Manager

Education

CORNELL UNIVERSITY School of Hotel Administration Bachelor of Science Ithaca, New York

Affiliations & Designations

Massachusetts Lodging Association Board Member International Society of Hospitality Consultants (ISHC) Chair Emeritus, Board Member Certified Mediator and Arbitrator New England Real Estate Journal Hotel Industry Advisory Board Roundtable Group Adjunct Faculty Member Cornell Hotel Society Boston University

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School of Hospitality Administration Adjunct Professor – Graduate and Undergraduate

Industry Activities

Co-Editor and Author:

Hotel Investments - Issues and Perspectives

American Hotel and Lodging Educational Institute

Editions 1995, 1999, 2003, 2006, 2011, 2014

Guest Lecturer:

• Hotel Market and Feasibility Analysis - Cornell University • Distinguished Hospitality Management Lecturer Series - Boston University Hotel School • Hotel Market Trends - Massachusetts Institute of Technology and Johnson & Wales

Panelist:

Numerous local, regional and national events including ALIS, REFA, NEWIRE, AHMA, AAHOA, and ULI

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Matthew Arrants, ISHC, CHAM (Project Lead)

Experience

1996 to present PINNACLE ADVISORY GROUP, INC. Executive Vice President

2001 to 2012 PINNACLE REALTY INVESTMENTS Co-Owner

1994 to 1996 FOUR SEASONS HOTELS AND RESORTS

Various Operations Positions 1990 to 1992 THE LODGE AT KOELE

Various Operations Positions

1989 to 1990 GRAND TETON LODGE COMPANY Food & Beverage Manager

Education

CORNELL UNIVERSITY School of Hotel Administration Masters of Professional Studies HARVARD UNIVERSITY Continuing Education HARTWICK COLLEGE B.A. Political Science

Affiliations & Designations

Hospitality Asset Manager’s Association (HAMA) Member of the Board of Directors and Marketing Chair International Society of Hospitality Consultants (ISHC) Chairman Emeritus

Cornell School of Hotel Administration Tenure Review Committee Boston University School of Hotel Administration Adjunct Professor – Hotel Asset Management

Massachusetts Lodging Association Government Affairs Committee Member

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Cornell Hotel Society New England Chapter

Industry Activities

Author:

Hotel Investments Issues and Perspectives 5th Edition January 2009 “Competitive Advantage through Differentiation at the Ocean House”

Hotel Asset Management: Principles and Practices 2nd Edition January 2009 "Asset Management for the Non-Traditional Owner"

Course Instructor

• Hotel Asset Management - Boston University • Hotel Asset Management- Cornell University • Hospitality Marketing - Boston University Hotel School • Hotel Market Trends - Massachusetts Institute of Technology • Hotel Asset Management – Pennsylvania State University

Panelist:

Numerous events including ALIS, NYU, AH&LA, IHIF, Hunter Conference

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Allison Fogarty

Experience

2006 to present PINNACLE ADVISORY GROUP, INC. Managing Director

2003 to 2006 RE/MAX SUNSET REALTY

Sales Associate 2002 to 2003 WEICHERT, REALTORS

Sales Associate 2000 to 2002 VIGILINX, INC

Director, Strategic Planning and Business Development 1996 to 1999 ERNST & YOUNG, LLP

Senior Manager, Real Estate & Hospitality Consulting 1994 to 1996 AMERICAN CLASSIC VOYAGES

Director, Financial Analysis 1987 to 1994 CUNARD LINE LIMITED

Assistant Vice President, Strategic Planning & Development 1983 to 1987 PANNELL KERR FORSTER

Senior Consultant Education

CORNELL UNIVERSITY School of Hotel Administration, M.P.S. UNIVERSITY OF ROCHESTER Bachelor of Arts Gold Coast School of Real Estate Florida Pre-license Course I Bob Hogue School of Real Estate Florida Post License Course I Florida Pre-License Course II Cooke Real Estate School Basic Appraisal Principles Residential Site Valuation and Cost Approach

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Affiliations & Designations

Florida Department of Business & Professional Regulation Licensed Real Estate Broker Cornell Hotel Society Pasco County, Florida Planning Commission 2003-2015 Lodging Industry Investment Council Member 1997 - 2000 American Hotel & Motel Association Market, Financial and Investment Analysis Committee 1988 - 1997 Caribbean Hotel Association: Finance and Investment Committee 1996- 2000 Cornell University, School of Hotel Administration Committee on Executive Education 1993

Industry Activities

Guest Lecturer/Adjunct Professor Hospitality Feasibility Studies - Florida International University 1998 – 2000

Speaker

• Hospitality Finance and Technology Professionals • American Resort Development Association • Caribbean Hotel Association • Multicultural Tourism Economic Summit

Author:

• “Airport Hotels: Laying the Foundation for a Synergistic Relationship”, Boston Hospitality Review, Summer 2015

• "Second Home or Investment: Dissecting Condominium Hotels", with Mark Lunt, Lodging, February 2000

• "Upscale Lodging Index", Lodging Property Index, Fall 1999 • "Timeshare Takes Off", Lodging, July 1998 • "Economy Lodging Index" Lodging Property Index, October 1997 • "This Time Around," with Francis Nardozza, Lodging, January 1997 • "Mid-price Lodging Index" Lodging Property Index, December 1996 • "The New Rules of Hospitality Financing," with Katherine Kilian, Lodging, September 1990

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Michael Hintsa

Experience

2019 to Present PINNACLE ADVISORY GROUP Associate 2015 to 2019 EXPEDIA GROUP

Market Associate

Education

CORNELL UNIVERSITY SCHOOL OF HOTEL ADMINISTRATION Bachelor of Science

Affiliations & Designations

Cornell Hotel Society – New England Chapter Board Member

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4.3 Lead Individual

Matt Arrants, ISHC, CHAM, will be the Lead team member. His role, along with his resume is provided within the body of this proposal. Mr. Arrants has 20 years of experience in asset management and 25 years’ experience with hotel consulting services.

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5. APPROACH AND METHODOLOGY

Pinnacle’s approach to this type of engagement focuses on understanding the client’s goals and objectives, then developing a strategy and communications plan to help achieve those goals and objectives. Our methodology focuses on detailed research and analysis coupled with regular, clear and effective communication.

We pride ourselves on being client-centric, we take the time to understand the client’s goals and tailor our involvement to meet those goals. Because of our small size we are able to be flexible and maintain direct involvement of project leaders throughout every aspect of the engagement. It is our personal attention that sets us apart.

The best asset managers are those that can advise through experience and Pinnacle has a seasoned staff of professionals with a deep level of hard-earned knowledge in the hospitality industry. Based on that experience, our people have learned to react appropriately to market booms and drops - whether industry wide or property specific. There is no substitute for hands-on exposure over a period of many years including several industry cycles - and few other firms in the asset management services arena can offer the same level of expertise. In this way, Pinnacle stands head and shoulders above the rest. We can be of assistance via a full asset-management arrangement or, when the needs are more specific, via operational consulting where we provide a third party clinical assessment of an operation's functioning on a day-to-day basis.

While the overall goal for a client seeking asset management or operational review services may be simple, the specifics of how that goal is achieved differ on a case by case basis. At Pinnacle, we understand that each of our clients has different service requirements and we pride ourselves on our flexibility in meeting those distinct needs.

Pinnacle guards the owner's interests - we watch closely to ensure that: • Management agreements and other operating agreements are negotiated to be fair and equitable • Terms of such agreements are respected, monitored and enforced; • Revisions and exceptions to existing agreements are rare and absolutely necessary • Operations are flexible and responsive to market conditions to maximize owners' return • Operating and financial performance is closely monitored so that profitability and asset value is

optimized • Communication is fostered via a regular schedule (typically monthly) of meetings with the Executive

Committee • All key management personnel are held accountable for property performance • Capital requests are reasonable and appropriate to the hotel • Capital projects are completed on time and on budget • Management does not allow capital projects to adversely impact operating performance

We pride ourselves on tailoring our approach to our client’s needs. For the Hyatt Regency Orlando International Airport we have been and would continue to perform the following:

• Monitor and assess management’s compliance with existing contracts, licenses and leases (including the management agreement). A recent example of this at the HROIA is an analysis we did of the impact of proposed renovations on Hyatt’s incentive fees.

• Monitor, analyze and make recommendations concerning the hotel’s business operations, financial performance, accounting and reporting practices; operating, capital expenditure and other budgets and marketing and business plans. We are regularly monitoring all of these areas, most regularly through our review of the monthly reporting package provided by Hyatt but also through our critique of the annual business plan.

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• Conducting market analyses and monitoring market conditions to identify opportunities for the hotel. We tour competitive hotels and interview management at those properties annually. That information is used to help guide our recommendations regarding strategic decisions for the hotel. For example, our research into the competitive market provided us with information on average daily rates and recent renovations at specific properties that we were able to use to help push Hyatt to be more aggressive in its budget projections.

• Regular communication with the executive staff of the Authority concerning the hotel operations. Each month, we provide the Authority with our questions and comments for management on the hotel’s prior month operations. We also provide comments on management’s responses and our recommended next steps for management and ownership. Lastly, on a monthly basis we provide a brief summary of key performance indicators for the hotel along with our thoughts on the hotel’s performance and our action items for the coming month. On an annual basis we provide ownership with a written evaluation of management’s proposed marketing plan, operating budget and capital budget.

• Review and assist with negotiating purchasing decisions for the hotel. We have been doing this for the HROIA primarily as it relates to capital items and specifically the approval of certain capital purchases.

• To achieve the aforementioned, we meet with hotel management by conference call monthly prior to the regular monthly owners meeting. We also have periodic calls as needed to discuss specific issues such as renovation plans and changes to the organizational structure.

5.1 Case Study

Property – Harvard Square Hotel

Owner – Harvard University

In our role as asset manager of the Harvard Square Hotel, we have analyzed the relationship between owner and operator numerous times over the years on behalf of the owner, Harvard University. That relationship is particularly complicated due to the unrelated business income tax (UBIT) implications for the owner. We most recently analyzed the financial and operating structure in May 2020. The Harvard Square Hotel has historically operated under a lease arrangement. As part of our analysis we considered the following:

• Historical financial performance of the hotel • Lease payments made to owner • Reputation of the hotel in the market • Owner’s control/ability to provide direction to the tenant • Projected financial performance with current tenant • Projected financial performance with a new operator under a management contract arrangement. • Current market terms for similar lease agreements (e.g. term, rent, termination rights, owner

oversight, etc.) • Market terms for hotel management agreements (e.g. term, fees, termination rights, owner

oversight, etc.) for similar properties • Non-financial considerations (e.g. public relations, relationship with the current tenant, etc.) • Tax implications of lease structure versus management structure

Ultimately based on our analysis, the University elected to keep the current tenant in place, at least until the end of the current term

5.2 Experience with Capital Management Plans

Pinnacle has extensive experience analyzing and managing all facets capital projects.

We also have extensive experience analyzing budgets proposed by the operating team, as reflected in the following memo prepared for GOAA leadership in July of 2019.

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Hyatt Capital Changes (Board Approved)

Hyatt FY 2020 Capital Budget Changes

Original 2020 Budget

Gst Elevator (move t o FY 2021)

Ballroom Air Hand ler Units (move to FY 2021)

Briefing Room Renovation (included in Lobby)

Total Moved or Eliminated

Revised 2020 Capital Budget

Additiona l Funds for Lohb-y

-----<:19tal Funds Required for Hyatt Capit al FY 2020

2,806,836

1,250,000

1,173,816

5,230,652

9,839,416

4,608,764

1,800,000

6,408,~

© PinnacleAdvisoryGroup ~

Hyatt Capital Changes (Post Board Approval)

• Fire Alarm System to be handled by GOAA Maintenance - $2,850,000

• Draft Elevator Modernization estimate, and cash flow received.

© Pinnacle Advisory Group ~

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Hyatt Elevator Cash Flow Estimate (as of 9/30/19)

Elevator Modernization Project *

Elevators Budget Quote 9/30/19

2019 (Carryover) 499,274

2020 (Transfer from Fire Alarm) 2,850,000 412,000

2021 2,029,557

2022 789,814 1,697,531

Total 4,139,088 4,139,088 * Does not include guest cab refurbishments

@;)Pinnacle Advisory Group ,,A Hyatt Anticipated Capital Budget Changes

• Transfer Fire Alarm Upgrade Funds ($2,850,000) to Elevator Modernization in FY 2020

• Eliminate Elevator Modernization funds ($2,891,041) from 2021 Capital Budget.

• GOAA to get updated estimate for Continental Ballroom Air Handler Units (currently budgeted at $2,535,216) for 2021 Budget.

• GOAA to get est imate for guest elevator cab refurbishment for 2022 capital budget.

• Add Elevator Modernization to 2022 {$789,814).

© Pinnacle Advisory Group ,,A

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In addition to the analysis of the FY 2020 capital budget provided, we have developed long-term capital plans for several of our clients as represented in the following pages:

Other Hyatt Capital Projects

• Lobby Renovation - kick-off meeting on 11/14/19

• Security Projects - Screening, Balcony Doors, Stair Doors

• Guest Room Fan Coil Units

• Air Handler Units

© Pinnacle Advisory Group ,A

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•• " Sample Capital Planning Model .. • Columns and Rows have been hidden for presentat ion and confidentia lity purposes.

Ocean House Capita l Worksheet (2011 value $s) 2020 2024 202S 2030 2031 2032 2033 2034 203S

Area/Item Forecast Forecast Foreust Forecast Forecast Forecast Forecast Forecast Forecast

Rooms Division Drapes, Va lances 100,000 100,000

Carpet and Padding 350,000 350,000

Bed Sets 47,000 47,000 Hard case goods 400,000 400,000

Building S','stems (Hotel Portion of !:Qndo Onl'll Po lution Control Unit 150,000

Septic System Signage (included in condo budget)

Beach

Chairs and tables 35,000 35,000 Equipment 20,000 20,000

Miscellaneous Front Drive Gate 25,000

Rest/ Bar Floori ng 90,000 Croquet Trellis 40,000

Flooring 100,000 20-Year Re~lacement Plan Items Golf System 60,000 Total 60,000

Qther {A&G, S'[stems, JD IT Replacement (Technolog/lnfrastrt 150,000

Door Lock 30,000 Commissary 175,000

Water Program 10,000 Computer Hardware 30,000 190,000 190,000 Other Software 100,000

Music System Spa 50,000 Key Card System 60,000

Total 445,000 260,000 390,000 290,000 200,000

Capital Replacements 726,SOO 1,872,900 523,000 1,989,000 1,817,000 35,000 S75,000 228,000

Capital Improvements 300,000 450,000 450,000 450,000 450,000 450,000 450,000 450,000 450,000

Total Capital Expenditures 1,026,500 2,322,900 973,000 2,439,000 2,267,000 450,000 485,000 1,025,000 678,000

.. •sample capital Planning Model*"" Columns and Rows have been hitten for presenation and confidentiality purpose! OHHP capita l Planning Summary - as of 11-2019 capital Reserve Funding Levels 2020 2021 2025 2030 2034 2035 Reserve Funding 1,094,736 1,127,578 1,269,099 1,471,234 1,655,886 1,705,563 Membership Init iat ions 250,000 150,000 168,826 195,716 220,280 226,888 Prior Year carryover 1,420,300 1,738,536 2,128,992 7,158,629 8,892,923 9,899,350 Owner's Contribution Total Funds Available 2,765,036 3,016,114 3,566,917 8,825,578 10,769,089 11,831,802 Less: capital Improvements 300,000 463,500 521,673 604,762 680,665 701,085 Less: capital Replacements 726,500 401,700 606,300 2,673,050 869,739 355,217 Total capit al 1,026,500 865,200 1,127,974 3,277,812 1,550,404 1,056,302 End of Year Fund Balance 1,738,536 2,150,914 2,438,943 6,152,529 9,899,350 11,476,585 /1.J Reserve Funding for 2020 reflects budget then grows or 3l'li a year. {2. } Member Initia tions: 2020 ossume.s conversion of .5 201.9 pro'nsional members, followed by 3 thereafter at S50k and grows at 31',_ (3.} 2019 Prior year carry-over is based on /orecosted account bofance as o/ 11-16-18 plus reimbursement for S570k spent paying off note on Ocean Bfue. /4.} CapftaJ Improvements is for overages and any items mined in capttal replacements.

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REQUEST FOR PROPOSAL

Purchasing Consulting Services

Williams College

,i\71lliams Inn Project

OWNER: Willlrams Inn, LLC

Wi lliamstown, MA

PROJECT: Wi lliams Inn Project

54 Sout:h Street

Wi lliamstown, MA 012.67

r Colliers lt-lTERNl,TIONAL

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T~BLE OF CONTENTS

INTRODUCTION & PROPOSAL REQUIREMENTS ........ ..... .... .... .... 3

PROPOSAL INSTRUCTIONS ... ...... ... ..... ..... .... ...... .... ..... .... ..... .. ..

PROPOSAL SUBMISSION REQUIREMENTS .. ...... ......... .......... ......... .

SCOPE OF SERVICES . .... ..... .......... .............. ..... ........ .................. .... . 5

BID FORM .................................. .... ...................... .......... .. ........ . 11

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INTRODUCTION & PROPOSAL REQUIREMENT

Williams College (the *College~) is developing and constructing an upscale, independent Inn

('Proposed Inn~) to be located on College-owned land on Spring Street in downto\llfl1

Williamstown, Massachusetts.

The Proposed Inn 1is expected to ofter 64 guest rooms, corridors, a restaurant, k,itchen, pre­

function space, event spaces, public restrooms, meeting spaces, a fitness center, outdoor

spaces, lobby, offices and required support spaces. The guest rooms v.~11 be· a combination

of rooms ranging in size from standard to mini~suite to full suites. Cambridge Seven

Associates has been retained to design the property aoo it is expected to open in May

2019. Olympia Hotel Management has been retained to provide technical advice, advisory

and consulting services for the project during design and construction as well as provide

operations for the current and completed Inn.

Plans for the Proposed Inn on Spring Street began in 2011. In 2013, the College purchased

the Wrlliams Inn, !located ,on the village green just outside of the downtown area. The College

has elected to close the Williams Inn and construct a new property due to the condition of

the existing property and the benefits offered by the Spring Street location.

The development site is !located on the southern end of Spring Street in Wrlliamstm,vn.

The site is 1ideally located witnin the Williams College campus and will enjoy 1he benefits

of the existing retail and restaurant amenities on Spring Street. The site selected for the

proposed development is. ideal in terms of its attributes considered important for lodging

development, induding proximity to campus demand, availability of parking, nearby

restaurant and retail amenities and overall ambiance.

The project has recentiy completed the design development phase and early release

packages are currently being bid. The prqect has moved into the construction document

phase. Construction is currently expected to start on or around October 2, 2017 with the

potential for early phase work packages.

The Purchasing Consultant Sel"\llces provider being sought by this RFP will cover all the

above rooms and spaces inclusive of a[I fumisnings, fixtures, equipment, artvrork,

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operational items, graphics, s~nage, solicitation, bidding, contract management,

warehousing, de.livesy, insta'llation, distribution, tracking, rnventorying, cataloging, punch

listing and reporting. The estimated cost magnitude is approximately $3,000,000.

Collectively the Williams Inn Project is here.inafter referred to as the "Project".

Proposal Instructions

The proposal shall be uploaded to e-Builder no later than September 25 at 2:00 pm.

All questions are to submitted in writing via e-Builder and questions after September 18 at 3:00 pm will not be answered. All references to quest ions and requests for darificatioo will be in vvritrng and issued as addenda to the Request for Proposal for Remediation Services. Williams College will issue all modificat ions to the RFP documents via addenda. The addenda will be issued via the Williams College a-Builder portal for this project to each firm by the WiUiams College Offices of Planning, Design & Construction, or their designee. The Offeror is solely responsible for reviewing a'II addenda and referencing each addendum within the RFP response. All addenda so issued shall become part of the RFP. Eaoh Offeror shall be responsible for determining that it has received all addenda issued, and failure of any Offeror to receive any addendum shall not relieve such Offeror from any obligation imposed by such addendum.

The electronic proposal file to be uploaded shall be in PDF format. A copy of your proposal shall not be emailed or hardcopies delivered to the O..vner. The a-builder bid form shall be completed in addition to the file upload.

Note: Submittals received after the specified time will not be accepted.

Wrlliams CoUege assumes no responsibility for costs incurred in the preparation of the Proposal or related activities of any Offeror. Williams College reserves the right to r~ect any or all proposals; waive any formality or technicality in any proposal; request additional information from any General Contractor; and negotiate final scope, cost and schedule with the selected firm.

Proposal Submission Requirements

1. The Pwposal is to ind ude the following Information:

a. Your fim1's qualifications and reoent relevant experience.

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2.

b. The name of at least (3) recent hotel projects where your fim1 has !Provided services

of purchasing consulting services for Furniture, Fixtures & Equipment and Owner

Supplied Equipment {FF&E/OSE). Include the address, the scope of services

provided, size and construction cost of the projects, completion dates, a111d a reference

name and contact infonnation for each of the projects.

c. Information about the proposed team induding an organizat ion chart, resumes of key

project staff, and proposed hours for each staff member for -each phase of the project.

d. A list of r,eferences for the proposed project team that the Ov.mer or their agent may

oontad 1includi11g at least (3) clients.

e. Please provide a sample copy ,of your Professional Liability insurance, the name of

your carrier, type of coverage and available limits of coverage with associated

deductible leve ls (srngle limit and aggregate) with you r firm's proposal.

f_ Your proposal should be submitted as noted in the Proposal Submission

Requirements section. Anticipated reimbursable expenses should also be included -

see the fdllowing Reimbursable Guidelines and provide comments or exceptions if you

have any.

g. The Lump Sum Proposal Fee wi[I be broken up by retainer at 5%, design phase 10%,

bid phase at 10%, Procurement & Negotiation at 30%, Tracking & Logistics at 5% and

Installation & Closeout at40%. Fee payments are-expected within 35 days of the billtng

being received by the Owner.

h. A cover letter with the signature of the firm's authorized representative shall be

included with your firm's proposal.

Reimbursable Guidelines:

a. Consultant will be reimbursed for the follmNing out-of-pocket expenses (collectively,

"R,eimbursable Expensesn), which will be invoiced at direct cost without mark-up: (a)

printing and plotting; (b) courier and Express Mail costs; and (c) pre-approved out-of­

town transportation and lodging.

b. Consultant will receive reimbursement for other out-of-pocket expenditures if and to

the ext.ent Owner approves specific expenditures in writing.

SCOPE OF SERVICES

The Scope of Services is found in the Fom1 of Purchasing Agreement included in the Bid Documents. Please refer to this document for the full Scope of Services required.

Mr. Domingo Sanchez Greater Orlando Aviation Authority June 8, 2020

Pinnacle Advisory Group 32

INSURANCE

C-0nsultant shall carry the following insurance:

(a) Statutrny worlcers' compensation and employers liability coverage with limits of liability of $1,000,000 each accident/51 ,000,000 each employee/S1 ;000,1000 policy limit and disability insurance, as required by any applicable law, ordinance, rule, order or code of Governmental Authorities, covering all persons employed or retained by Consultant in connection with the Project

(b) Consultant's professional liability insurance policies, written oo a ·c laims Made Basis" with limits of liability in amounts not less than One Million Dollars (S1i,OOO,OOO) per claim for Consultant, insuring Consultant and all other persons for whose acts Consultant or any of the focegoing may be liable, against any and all damages arising out of or in connection with the negligent ,errors or omissions of Consultant and its employees in connection with the carrying out of their professional responsibilities for the Project The policies shall be renewed ye.arty for five years after substantial completion with the same coverage limits. All such professional liabitity policies shall include an endorsement covering the indemnification provisions hereof; and

(c) Valuable Pa,pers Insurance written on an "All Risk Basis", insuring, for the benefit of Consultant, all plans, designs, drawings, specifications and documents produced or used under this Agreement by Consultant 111 a total amount of not less than One Hundred Thousand Donars ($100,000), subject to a deductible no greater than $5,000.

(d) Commer_ci~ general _liab~li!Y coverage wit~, !limits of liability as follows: $1,000,000 per occurrence hmJt for bodily inJury, personal InJury or property damage, S2,000,000 million aggregate, $2,000,000 aggregate for products and complete occurrence· on a "occurrence basis· which shall include premuses/operations liability, blanket contractual liability, including coverage for all liability assumed under this Agreement, products completed operations and "Xcu• hazards .

{e) Business automobile coverage with limit of liability of$1,000,000 combined single limit per accident for bodily injury or property damage om a business auto policy form, in.eluding coverage for "any auto• vVhich includes autos o·.vned, leased and non-owned autos and <n Umbrella liabili ty coverage with limits of liability of not less than One Million Dollars ($1,000,000).

FORM OF AGREEMENT

At the conclusion of the proposal process, 1he selected Consultant will be required to enter into an agreement using the Fonn of Agreement for Purchasing Services. Any exc,eptions to this Agreement must be dearly_ noted in the Proposal, and will be considered during the selection process. No other modifications to the Agr,eement w.ill be considered. Extensive modifications are not expected and the Offeror should not assume that any, or all of the suggested modifications w,ill be accepted by the College.

BID FORM

To be completed on e-Builder.

Mr. Domingo Sanchez Greater Orlando Aviation Authority June 8, 2020

Pinnacle Advisory Group 33

GS ASSOCIATES, INC. cxtr. ord ln.lry is ord[n~uy

September 27, 2017 Revised October 26, 2017

Williams Inn, LLC 54 South Street Williamstown, MA 01267

Attn: Mr .. Tim Reis'ler

RE: FF&E and OS&E Purchasing Consulting Services - Willliams Inn

Dear Tim:

We are pleased to submit this revised proposal for FF&E and OS&E Purchasing Coosulting Services for the new construction hotel Williams Inn. We are very excited about the possibility of being a valuable member of your project team.

Items revised:

1. Correct written fee amount to reconcile with online bid. 2. Insert $3,500 reimbursable estimate to reconcile with online bid. 3. Stipulate fee payment schedule.

4. Proiect Description

Williams College (the ·college·) is developing and constructing an upscale, 1indepencfent lrnn ("Proposed Inn·) to be located on College-ov·med land on Spring Street in dmNntown Williamstown, Massachusetts. The Proposed Inn anticipated to be including 64 guest rooms, corridors, a restaurant, kitchen, pre-function space, event spaces, public restrooms, meeting spaoes, a fitness ce-rnter, outdoor spaces, lobby, offices and r,equired support spaces. The guest rooms will be a combinatioo of rooms ranging in size from standard to mini-suite to full suites. Cambridge Seven Associates has. been retained to design the property ancl it is expeoted to open in May 2019. Olympia Hotel Management has been retained to provide technical advice, advisory and consulting seJVices for the project during design and construction as well as provide operations for the current and completed Inn.

Plans for the Proposed Inn on Spring Street began in 2011. In 2013, the College purchased The Williams Inn, !located on the viUage green just outside of the downtown area. The College has elected to close the W,illiams Inn and construct a new property due to the condition of the existing property and the benefits offered by the Spring Street location.

5. Scope of Services

65 PaJ1cer Street, Suite Two Newburyport, MA 01950 P. 978.462.7699 F. 978.465.4004 www.gsa­inc.com

Mr. Domingo Sanchez Greater Orlando Aviation Authority June 8, 2020

Pinnacle Advisory Group 34

GS ASSOCIATES. INC.

FF&E and OS&E Purchasmg Services Proposal Williams Inn

Septermer 27, 2017 Revised October 26, 2017

Sclheduling and Budgeting

• Produce GANT schedule showing the FF&E works of the project, deliveries and installations based on the Master Project Schedule submitted by others.

• Show milestone dates of works and approvals by others and submit to Oielilt in order to work toward the target schedule.

• Produce• and submit a preliminary budget based Olil documentation provided by 1ne Client and Client's consultants.

• Produce a detailed area by area budget for Ff&E. • Assist in the deve'lopment of a differentiation document to discover possible scope

duplications or omissions.

Quantif icat ion

• Review INith a ient and Operator for incorporation of all required operator's standard technical specifications into orders. Operator's Standards to be provided by operator or others.

• Coordinate with Ctient, Interior Designer, Project Manager and General Contractor to determine quantities from complete, approved and labeled plans, layouts, specifications and detail drawings submitted by the relevant FF&E Consultants. Produce a quantification matrix to verify and track changes to areas and quantities from dra\Ning revisions or specification revisions submitted in WTiting to GSA.

• Quantifications of carpet, carpet pad, wallcovering are to be confirmed by the General Contractor or re'lative subcontractors or client, for the development of final order quantities.

• Client to advise attic stock requirements (if required) for incorporation into orders prior to the placement of production orders.

Model Room

• Receive, process and bid model room FF&E • Present to Owner or ONner's representative for approval • Procure FF&E Items • Manage and coordinate shop drawings, finishes, strike •Offs and cuttings for approval • Arrange for warehousing and installation • Attend model room review

Bid and Procurement

2

• Develop schedule of ordering to integrate with the schedule of Project Works. • ,l\pproved spec,ifications to be provided to GSA on a timely basis to allow for t imely

bid and order processing to achieve project target schedule. • Develop short list of qualified man ufacturers for bidding incorporating Q ient and

Operator vendor lists. • Bidding will be 1implemented once by GSA and all bidders will be incorporated into

the final bid list to be approved by the Client.

Mr. Domingo Sanchez Greater Orlando Aviation Authority June 8, 2020

Pinnacle Advisory Group 35

II GS e~r~:,~5,!~~:,!NC. FF&E and OS&E Purchasing Services Proposal

Williams Inn Seplerri>er 27, 2017

Revised October 26, 2017

• Assembte bid documents based on specification documentation provided by the Interior Designer.

• Terms and Conditions requirements from O ient or Client's representatives. • Bid to a1 least 3 qualified vendors where possible • Submit and/or review bid analysis to the project team as directed by Client • Coordinate and arrange samples and cost alternatives for review by the project

team. • Upon approval of vendor selections by Client, issue purchase orders, on Client's

account, denoting all required spec information, delivery, price, payment tefms, Client approved terms. and conditions, destination infom1ation and required markings.

• Client to review purchase orders on APEX and authorize electronically prior to issue_ In the event the Client does not approve orders, payment of deposits will coofim1 authorization to proceed with issuing orders_ GSA does not authorize any order placements for the Client or Purchasor_

• Provide Client with purchase order copies, if requested, and status reports summarizing the status of dollar commitments to the buyout, delivery, and line item review of outstanding items left to purchase. All reporting available on li ne with APEX Pro_

• All final samples, shop draVlrings, and finishes for custom pieces will be presented to the O ient or Interior Designer for approval prior to production .

• Contract Administration and Logistics

• Attend key project meetings in accordance with agreoo meeting schedule. • Administer FF&E contracts and purchase orders in accordance with scope and

schedule_ • Coordinate logistics of staging, deliveries, access to vertical lift. site stora.ge, etc. with

the succ.essfu'I Installation Contractor, Ge:neral Contractor, Project Manager and Client or Client's Representative.

• Incorporate hote'l's house rules in site FF&E contractor's contracts or agireements where applicable.

• Monitor FF&E works and fabrications for quality and contract compliance_ • Maintain appropriate monthly progress reports, status reports, defivery reports,

budgets, change order request contract addenda if necessary and all correspondence with contractors and project team members.

• Advise and notify all project team members of any items that affect the works of the renovation.

• Review progress Payment requests of relative FF&E contraotors and vendors. • Freight, Consolidation, warehousing and installation works to be bid loca'lly and

nationally and selected by 0 lient and project team. • Adivise and notify Client, upon discovery and within a reasonable timeframe, of

issues that would affect the procurement works.

COOf"dination

3

Mr. Domingo Sanchez Greater Orlando Aviation Authority June 8, 2020

Pinnacle Advisory Group 36

GS ASSOCIATES INC. e~tr.wrdln.uy b, ortluu,y

FF&E and OS&E Purchasing Services ProposaJ Williams Inn

september 27, 2017 Revised October 26, 2017

• Perform freight management functions to minimize freight costs. • Monitor FF&E works in progress for quality control and specification compliance. • Cause the delivery of Client Supplie<l Contractor Installed materia'ls direcdy to the

appropriate contractors as directed by the· Client. • Contractor to prov,ide timely ship to information regarding the installed materials.

GSA will get as close as possible to the delivery schedule requested. • Establish turnover procedures with aient and project team for Client Supplied

Contractor Installed materials. Quality Control & Expediting

• GSA will monitor FFSiE works and fabrications for quality and contract compliance with the following methods: .. Requiring shop drawings finish samples, and other relevant samples for review

and approval by Interior Designer or Client directed party. " Requesting digital photography of production woJ1ks. " Requesting production prototype samples {where relevant and time allowed) " Through to course of expediting works * By Qient directed visits by designated project team mem'bers.

• Implement FF&E fire code requirements for compliance advised by Architect or Client.

• Present expediting options to the Client for Client direction to meet schedufe requirements.

• Collect and organize FF&E material test information from the Vendors for Client or Hotel records. All costs of applications, testing, and materials for compliance to Fire Codes will be at the Client's cost.

Receiving, lnstallatio11, and Handover

4

• Establish with the installation and warehousing contractors, fogistics and procedures for r,eceiving, inspection, filing freight claims, and receiving documentation processing.

• Consolidation, Warehousing and Installation contractor to write receiving reports. on GSA Apex Pro_

• With Installation Contractor, develop installation plan and coding, delivery list from vendors or warehouse, delivery, vertical carriage, and placement of all loose furnishings and mounted items in accordance wrth Interior Design furniture plans and elevations.

• Implement the repair or replacement of FF&E based oo FF&E Punch List from Interior Designer or others. Responsibility for damages will be apportioned the appropriate parties.

• T umover documentation of punch list rectification status, warranty claims, freight claims, material flame retardant test infonnation, and vendor recommended maintenance instructions to the Hotel or aient upon completion of the woriks.

• Provide Inventory Listing of FF&E Items for Client

6. Schedule

Mr. Domingo Sanchez Greater Orlando Aviation Authority June 8, 2020

Pinnacle Advisory Group 37

m GS .. ~,~?r£S!!~:~NC FF&E and OS&E Purchasing Services Proposal

Williams Inn September 27, 2017

Revised October 26, 2017

• FF&E works to conform to Project Master Schedule. • Model room to be completed approved 12 months in advance of opening • Open May 2019

7. To B E PROV IDED BY OTHER S

Al l SPECIFICATIONS TO BE PROVIDBD BY OTHERS

Interior Designer or Client to Provide

• Copy of most current floor plans, elevations, furniture layouts, and all drawings necessary for GSA to perform the described scope of wol'k above.

• Complete or suflicientty complete specifications of all furniture, fixtures and design materials by a required date to insure expeditious delivery according to Oient's schedule.

• Furniture layouts of ALL differing room conftgurations and the number of occurrences of those room configuratioos in the project

• Window treatment drawrngs and details • Source information for all non-custom items • Detail drawings and or information for all custom items, sufficient for bid documents • Fabric and wallcovering samples • Finish samples • Approval procedure for shop drawings submitted by custom manufacturers • Timely reselections for unavailable materials. • ·Complete contact information for sources of specified FF&E.

Client to Provide

• A list of parties involved who vvill be responsible for the approvals and decisions required by the GSA to perlorm the scope of work as described above.

• Notification of changes in schedule or budget that would significantly affect the performance of the· GSA's scope of work.

• Client or client's oonsu'ltant to provide clear and complete specifications noting quantities recommended, source and source's contact rnfom,ation for any equipment to be procured by GSA and not under the scope of the Interior Designer to specify.

• Client to provide contact information for consultants for clarificat ion of specifications and plans.

• Schedule of project in order for GSA to submit an fF&E purchase and delivery schedule • ·Contact infonnation for site representatives and all project team members. • The cooperation of the General Contractor to provide confim,ation of carpet and

wallcovering quantities.

8. Exclusions

• Kitchen and Laundry Equipment by others. • All flooring installation by others. 5

Mr. Domingo Sanchez Greater Orlando Aviation Authority June 8, 2020

Pinnacle Advisory Group 26

5.3 Other Hotel Consulting Services

In addition to providing the specific services outlined in the RFQ, Pinnacle has significant experience providing other consulting services that may be required by the Authority. Examples of three other services include:

1) Re-branding. Pinnacle has assisted numerous clients with decisions regarding re-branding. Examples of two engagements are the Doubletree by Hilton in Andover, MA and the Doubletree Suites in Boston, Massachusetts. The full-service Doubletree Andover had been affiliated with Wyndham Hotels. Following Pinnacle’s analysis, the owner converted to the hotel to a Hilton branded hotel, and both top line and profits improved dramatically following the rebranding. In the second example, at the request of ownership, Pinnacle analyzed the potential conversion of the Doubletree Suites in Boston to the Embassy Suites brand. We found that the increased revenue generated by new brand would not be sufficient to cover the additional operating costs associated with the free breakfast and evening manager’s reception. Based on Pinnacle’s analysis, the owner elected not to convert.

2) Impact Analysis. Over the past five years, Pinnacle has prepared approximately 50 impact analysis on Marriott, Hilton, Hyatt, Choice, and IGH branded hotels. Pinnacle is considered the “gold star” for impact studies. Ms. Roginsky has published articles and chapters on conducting third party impact studies.

3) Market/Financial Feasibility. Over the past five years, Pinnacle has completed over 800 market/financial feasibility engagements for existing and proposed lodging facilities throughout the country. Every engagement includes a comprehensive review and analysis of competitive markets, along with detailed financial projections for a myriad of hotel assets. Ms. Roginsky teaches Market and Financial Feasibility at SHA at Boston University to both graduate and undergraduate students.

5.4 Solicitation Engagements

Pinnacle Advisory Group, Inc. has considerable experience in drafting RFP’s for a variety of clients and for a variety of services. Following are:

• RFP for FF&E and OS&E purchasing consulting services prepared on behalf of Williams College. • The final proposal reflecting the final terms negotiated between the selected group and the College. • RFP for hotel management and pre-opening technical services created by Pinnacle on behalf of a

private developer. • The final term sheet negotiated between the operator and the developer.

-------A.

Mr. Domingo Sanchez Greater Orlando Aviation Authority June 8, 2020

Pinnacle Advisory Group 38

GS ASSOCIATES, INC. e~t,_.0,dln-1,y Is 0t1.Ji11JI)'

FF&E and OS&E Purchasing Services Proposal Williams Inn

September 27, 2017 Revised October 26, 2017

• All wallcov,ering installation by others. • All mechanical, electrical, structural by others. • All millworik and gl~ in9 by others. • Ceramic tile, porcelain tile, VCT, stone (except on loose furniture) Stone flooring, stone

vanities by others.

6

9. !Invoicing

.. GSA will advise cas'h flow requirements for anticipated deposit payments, and balance of payments for the buyout.

" All terms of purchase will be based on the Client's ("Purchasor's"') credit. All terms and conditions negotiations beyond the requested terms and conditions advised in Request for Quotations shall be by Client's representatives or lega'I representatives.

• Upon receipt of materials to the freight consolidation 1point, project site or to the designated warehouse, and will fol!ow procedures provided by GSA and approved by the O ient for receiving, re,porting receipt, signing procedures, and filing of daim in the event of freight damage or coocealed freight damage.

" In the event offreight damage claims will be filed by the receiving party, in the name of the Client, against the carrier according to the procedures issued by GSA to the reoeiving party.

.. In the event of a manufacturer defect, GSA will bring claim, in the name of the Client, to the manufacturer for repair or replacement.

" All invoices will be received at the offices of GSA Invoices will be processed with receiving reports from warehouse or on site representatives and presented to the Client in accordance with Client's estabUshed schedule and procedures.

11 Each invoice submittal will indude all original invoices, if available and will be cross referenced to summary of the budget, purchased to date, invoiced to date and status report for the FF&E purchase available on GSA web based software. Line items for freight, taxes (if app'licable), progress payments for installat ioflS, and purchasing fees will be noted in the budget summary.

• Client can either:

1. Pay each vendor directly based on the invoice submittals. (Should the client decide to pay the vendors directly then information of the check number, amount, date must be provided to GSA in order to expedite production and defiven·es.)

2. Or upon funding by the O ient to the pre-detennined project bank account, GSA will issue payme11t checks to the vendors.

Mr. Domingo Sanchez Greater Orlando Aviation Authority June 8, 2020

Pinnacle Advisory Group 39

GS ASSOCIATES. INC e,t1.1.01dl11~ry Is o,tllr,ary

FF&E and OS&E Purchasing Services Proposal Williams Inn

September27, 2017 Revised October 26, 2017

• Sales tax will be paid in the e vent the vendor invoices for the tax. llf the vendor does not invo ice for sales tax, the· tax will be t racked as use tax and will be accrued and advised by GS Associates, Inc. to the Client at the completion of the project. Use tax is to be paid by the O ient or the Property and GS Associates, Inc. waives any responsibility or liability for 1he accurate determination of final use tax amount.

10. A GENCY RELATIONSHIP

GSA will perform the proposed scope of work so'lely "as agent for" the Oient. All costs, liabilities and performanoe requirements for merchandise, freight, del ivery oosts, taxes, duties, labor, storage, permitting, code compliant testing and furniture installation will be costs and conditions accepted by 1he Client and vendors directly between llie Client and vendors.

GSA will admin istrate the described soope of services 1in the 1inter,est of the Client to monitor contract performanoe per agreement and spe-0ification. GSA will assist in administrating reasonable claims again.st manufacturers , freight carriers and contractors.

All purchase orders, invo ices, contracts, insurance polioies and any binding agreements and commitments will be approved and signed by the aient or the Client's designated representative prior to issue.

11. PROVISION OF WARRANTIES AND G UARANTEES

GSA will assemble warranty information from vendors directly at the request of the Client and submit to the Client for r,eoord. GSA does not warranty or g,uarantee any vendor, contractor, consu'ltant or product. Warrantees or guarantees will be conditions between manufacturer and Cfient d ireotly, as per each individual manufacturer's st andard or nego tiated warrantees. All negotiations o f warrantee terms and conditions beyond length o f the standard warrantees shall be by others. All freight damages will be claimed against 1he insurance of freight carriers. The storage and installation companies will insure any damages caused by handling.

12. FEE

For performing the soope of work specified in this proposal, GSA proposes ff,e, fo llowing lump sum fee p roposals:

For FF&E USS145,750.00 (One hundred Forty Five Thousand Seven Hundred Fifty and 00/100 dollars)

For OS& E US$33,500.00 (Thi rty-Three Thousand five hundred arnd 00/100)

Fee Schedule Per RFP

Reimbursab le Expenses 7

Mr. Domingo Sanchez Greater Orlando Aviation Authority June 8, 2020

Pinnacle Advisory Group 40

GS ASSOCIATES, INC. ~,dr..1mcll11.a,y 1~ orchnJJy

FF&E and OS&E Purchasing Services Proposal Williams Im

Septerroer 27, 2017 ReVJsed October 26, 2017

In addition to the fee, GSA will be reimbursed for a ll travel expenses relating: to the scope of this project as well as costs of parking, printing, plan reproductions and courier services required to complete this project. All travel to be pre-authorized or requested by Client Estimated reimbursable cost $3,500.00.

13. Insurance

Throughout the course of this Agreement, GSA will maintain and provide Client with certificate of insurance evidencing the following minimum insurance coverages:

1. Comprehensive General Liability 2. Workers' Compensation and Employer's Liability 3. Automobile Insurance -4. Fidelity Insurance

14. Proposal/Agreement Qualifications

This proposal is based on a single phase of procurement and single phase of installation unless otherwise advised in the Client's RFP. Should the pr:ocur,ernent or installation be broken into additional phases, GSA reserves the right to requote for additional services.

We thank you for the opportunity to propose our seJVices and remain at your service should you need additional information.

Sincerely yours,

Gus Sarff President GS Associates, Inc.

8

Mr. Domingo Sanchez Greater Orlando Aviation Authority June 8, 2020

Pinnacle Advisory Group 41

HOTEL MANAGEMENT, PR E-OPENING AND TIECHNIICAL SERVICES

OPPORTUNITY

XXXXXXXX, MA

REQUEST FOR PROPOSAl

Res,ponses Due: April 10, 2020

Prepared by:

Pinnacle Advisory Group

~ Pinnacle Adv1Rnry G r o,Jfl

Mr. Domingo Sanchez Greater Orlando Aviation Authority June 8, 2020

Pinnacle Advisory Group 42

REQUEST FOR PROPOSAL

XXXXXXXX Reoeveropment XXXXXXXX, Massachusetts

!Developer

REQUEST IFOR PROPOSAL

For management and pre-opening technica11 services of a proposed hotel to be located in the XXXXXXXX Comer area of XXXXXXXX, MA.

The Deveiloper (the "Owner") requests Prnposals from parties interested in providing management, and

pre-opening technical servi0es for a 190-210 key hotel on t he corner of IBeacon Street and Harvard Street

in XXXXXXXX, MA.

Proposals and content are set forth in this Request for Proposal ("RFPH).

All questions and requests for d arification or interpretation ,of the meaning o•f this RIFP shall be submitted

by electronic mail not later than 12:00 noon EST on April 3, 2020 and sent t o: marrants@pinnad e­

advisory.com

lnte,rested parties should submit their qualifications ,as outlined herein, no later t han 5:00pm EST on April

10, 2020. Based on the qualifications submitted, the Owner will select a short list of two to four firms t o

submit IPropo•sals.

AU MATERIALS l>ISTRIBUTED AS PART OF THIS RfP PROCESS A'RE INTENDED FOR THE SOLE USE O:F

THOSE RESPONDING TO THE RFIP AND ARE TO BE TREATED AS CONFIDENTIAL.

Page 12

Mr. Domingo Sanchez Greater Orlando Aviation Authority June 8, 2020

Pinnacle Advisory Group 43

XXXXXXXX Redevelopment

Contents

REQUEST FOR PROPOSAL

HOTEL MANAGEMENT OPPORTUN ITY X:XXXXX:XX, MA

XXXXXXXX. Mas5achusens

!REQUEST FOR PROPOSA L. ................................................................•........................................................... 2

1. INTRODUCTION ·········································································-···················································· ········ 4

2. RFP SCHEDULES AND PROCEDURES ........................................ ....................................... ..................•... 4

3. HISTORY AND BACKGROUND ·· ·····································-······································· ······························· 6

4. PROPOSBD EVALUATION CRITERIA .... .................................................................................................. 7

5. SUBMISSION IREQUIIREM ENTS ............................•................................................................................. 7

Pl3~el~ r Page I 3

Mr. Domingo Sanchez Greater Orlando Aviation Authority June 8, 2020

Pinnacle Advisory Group 44

REQUEST FOR IP,ROPOSAL

XXXXXXXX Redevelopment XXXXXXXX. Mas5achusetts

1. INTROOUClilON

The Owner seeks to engage an operator w ith the e;q>e,rience and capability to manage a 190-210 key hotel

located on t he intersection of Harvard Street ,and Be,acon St reet in XXX.XXXXX, MA. The objective of t his

Request for Proposa l (RFPI is t o ident ify an experienced operator t hat will:

• Provide management and pre-opening technical seNices on terms and rnnditions t hat are most

favorable t o t he Owner.

• Help to creat e an independent /soft brand for t he Proposed Hotel and effectively posit ion it in

the marketplace.

• Provide a consist ently high-quality level of service as demonst rated by measurable guest

satisfaction_

• Demonstrate exceptiornal revenue management and brand promotional t ools, maximizing

RevPAR

• Expertly and efficient ly operate t he Proposed Hotel t o maximize net operating income.

• Provide tailored, innovative approaches to the operations of the Proposed Hot eL

2. IR:FP SCH[l)UlfS ANO P,ROCEDURES

The schedule for the issuing and r,espondingto this RfP as well as t he ant icipated schedule after t he submission dat e is as follows:

RFP Released:

Deadline for ~ubmission of written questions

Deadline for submission of proposals

Presentations

Selectiion

2.1 format

March 20

April 3

April 10

April 1.6-17

Week of April 20

Respondents shall submit their qualifications and or proposal in PDF format via email.

2.2 Written Q11estions

All questions and responses w ill be shared with all of fhe companies selected to submit

proposa'ls. Questions are due t o M att Arrants in writ ing via email at marrants@pinnacle­

advisorv.com by 12:00 noon EST o n April 3.

Pl,Jqyel~ r P,age 14

Mr. Domingo Sanchez Greater Orlando Aviation Authority June 8, 2020

Pinnacle Advisory Group 45

REQUEST FOR PROPOSAL

XXXXXXXX Redevel'opment XXXXXXXX, Mas:sachuseru

2.3 Submission of Proposa ls

Propo-sa ls mu51: be received by 5:00pm EST on April 10. Qualifications should be delivered in PDF format via email to marrant [email protected].

2.4 Presentations

Presentations a re currently ,expected to t ake place April 16-17. Respondents wil l be invlted to bring not mor-e t han fourrepresentatives to present their proposals and answer ques.tions from t he Owner.

2.5 Selection

The Owner will review the propo.sa ls and select two for negotiation of a term sheet .

ALL MAT£RIALS DISTRIBUTED AS PART OF THIS RFP PROCESS ARf INITENDED FOR THE SOLE USE

OF THOSE RESPONDING TO THE RFP AND ARE TO Bf TREATED AS CONPIDENTIAL

Page I 5

Mr. Domingo Sanchez Greater Orlando Aviation Authority June 8, 2020

Pinnacle Advisory Group 46

REQUEST FOR PROPOSAL

XXXXXXXX RedeYelopment XXXXXXXX, M assachusetts

3. BACKGROU ND AND DESCRIPTION

Plans .are not yet finalized but call fo r t he development of a hotel wit h between 190 and 210 guest r,ooms wit h a limited amount of meet ing space and food and beve rage. It is ant icipa.t ed t hat t he hote l will be affi liated wit h a soft brand such as Curio by Hilton or Autogra ph by Marriott. Addit iona l informat ion is provided in t he attached presentation.

Site Arn

Hotel 190-210 Kevs

Rtsldentlal

Total

Puklnt • underground

.3S x 200 Hotel Keys

1.1 x 143 Rental Units

Replacem11nt of

Neighborhood Parking

Total

FAR+/- S.7

Developer

200,000 GSF

61,000SF

145,000 GSF

34S1000 GSF

70 Spaces

158 Spaces

23 Spaa!s

251 Spaces

Page I 6

Mr. Domingo Sanchez Greater Orlando Aviation Authority June 8, 2020

Pinnacle Advisory Group 47

REQUEST FOR PROPOSAL

XXXXXXXX Redevelopment JOOOOOO<X, Massachusetts

4. EVAlUATION CRffERIA

The Proposal Submiss,ions will be evaluated on the following crit eria:

• The deg.ree to which the respondents have relevant ex;pe,rience with similar development projects and properties;

• feedback provided by references;

• The competitiveness of t he pr,oposed fees and business terms; and,

• The confidence in the degree to whic:h the Owner be lieves the respondent can fully execute the ONner's vision and remain a good long-term partner.

5. SUBMISSWN REQUIREMEN'TS

Ea.ch proposal must indude a transmittal letter, as detailed below, as well as a table of contents. The table ofrnntents .should outline the major sections of the proposal. All pages must be consecutively numbered and correspond to the Tab'le of Contents.

Transmittal Letter Proposals shall include a transmittal letter identifying the manag.ement team. Transmittal lett,ers shall also identify the principal(s) or officer(s) of each respondent authoriz.ed to execute documents on beha'lf of the ,company, as well as a contact person from the team to receive subsequent communications from the Owner with respect to, the RFP.

General Company Information and Experiience Please provide the following:

• Organization Chart - :Provide a graphic organizational diagram of the ,corporate management team. Team members should be d early identified and the re lat ionships among team members should be indicated;

• Comparabfefacilities (developed) - Listing in tabular form of ot:her similar hotels developed by the Respondent, to include the following: Locat1ion, opening date, room count, food and beverage outlets, function spaGe, respondent's role in the process, and owner name.

• Comparable facilities (operated) - Listing in tabular form of other simila r hotels operated by the Respondent, to include the following: Locat ion, opening date, period that respondent was/is the operator, room count, food and beverage outlets, function space, and owner name.

• Portfolio - Listing of other existing and proposed hotels under management (please include name, location, and room count).

• Projects Under Development - Listing of a ll hotels currently under development, including room count, anticipated opening date, food and beverage outlets and meeting space.

Developer Page II 7

Mr. Domingo Sanchez Greater Orlando Aviation Authority June 8, 2020

Pinnacle Advisory Group 48

REQUEST IFOR PROPOSAL

XXXXXXXX Redevelopment XXXXXXXX. Massachusetts

Operations Please provide a thorough out line of your sc,o,pe of management seifVices. The Operations plan shall include t he following:

1 . A description of the Proposer's approach to working w it h ownership during t he development stage and post -opening

2 . Provide a descript ion of the competitive position of the Proposed Hotel within the market

3 . Provide your comments on the facil ities and amenities program as currently envisioned and proi.1ide recomm en dati o ns for modifications, if applicable, with

rationale.

4 . Please provide a sample staffing plan, including an organizational chart of hotel

staff;

5 . Technical and Pre-opening services: describe your approach t o pre-opening technical services. Specifically what services you can provide and who would

be assigned to this project.

References

Provide t hree references, w it h c,omplete contact d'etails, t hat may be called upon to

respond to inquir ies regarding t he management of comparable fac.ilit ies. Please include

one reference of an owner you no longer work for.

Comparable Financial Statements Submission of at least two actual f inancial operat ing stat ements for two years of properties

under management that ar e considered comparable to the proposed hotel as w ell as guest satisfaction data. The name of the property ,can be redacted t o protect conf identiality.

Guest Satisfaction Information Submission of Guest satisfaction data for at least three comparable faci lities.

Projected f inancial Performance Provide projections showing estimated operating expenses for five years beginning January

1, 2023.

Key Business Terms Please provide a detai1ed schedule of the followi,..g:

1. Proposed pre-opening ,and/or technical services fee

2. Proposed management fees- Base arnd incentive.

3. Any shared services fees (e.g. acc,ounting, etc.).

4. Te rm of agreemernt indludi mg any ext ensions

5. Ow ner's t erminat ion rights - with cause and w it hout.

6. Appendix

• XXXXXXXX Redevelopment Presentation

Developer Pag:e I 8

Mr. Domingo Sanchez Greater Orlando Aviation Authority June 8, 2020

Pinnacle Advisory Group 49

______ TERM SHEET PROPOSED HOTEL AT XXXXX CORNER IN XXXXXXX, MA

STRICTLY CONFIDENTIAL

This Term Sheet outlines certai n of t he material t erms and provisions under which Operat or would be w illing to supervise, direct arnd control the operation of the Hotel for Ow ner, all of which w ill be set forth in more detail in a Hot el Management Agreement (HMAl and otlher relat ed agreements (the NDefinit ive Agreementsu) to be based on Operator's forms. lhis Term Sheet is not intended to be a comprehensive or all- indusive list ing of all temis or agreements t hat w ill be set forth therein. All temis and provisions in t his Term Sheet are subj ect to modificat ion and/or reformation as required by the Commonwealth of

Massachusetts and local law. This Term Sheet is subject to t he negotiation, prepar ation, and agreement bet\'Jeen the parties of t he Defin it ive Agreements. This Term Sheet is not a binding commitment,

obligation, or undertaking of Owner or Operator (as defined below) or their affi liates and is delivered solely for the purpose o f facilitating ongoing discussions of various terms and c,ondit ions under

consideration for t ihe Def initive Agreement. In t he event ,either party expends funds in connection with t his Term Sheet, t he expenditure of any such funds will be at the sole risk of the party incurring same, in

recognition of t he fact that this Term Sheet is non-binding. Either party may elect t o discontinue neg,otiations of this Term Sheet or the Definitive Agreements at any·time for any reas-on or no reason.

Owner XXXXX )()Q()(X Realty, or ,one of its affiliates

Operator XXXXX Companies, or an affiliated ent ity or deslgnee

Hotel Description The Hotel wi ll incl ude tihe following facilit ies and amenit ies (subject to change at the discretion of O\•mer based on input from Operator and ,orfinal design):

a. 200-210 hotel guest rooms; b. a full-service restaurant;

C. a lobby bar; d. meeting spac-e to be det,ermined with input from operat or;

e. a f itness center; f . a busi ness center; and g. par1king

Brand It is expected t hat t he Hotel w ill operate w ith a soft brand such as Autograph,

Curio, or Unbound. Owner or its affiliates will retain all intellectual property rights in and t o t he Hotel nam e and related trademarks, t he names and trademarks for any outlets within t he Hotel and any rnnc:epts, design, programmin.g, specifications and other intellecl:ual property developed or provided during the Term relating to t he Hot el. Owner may elect to affiliate w it h a hard brand in t he f ut ure in Owner's sole

discretion.

Teml Init ial term of 5 years wit h one ftve-year renewal, to be mut ually agreed upon by Owner and Operator.

Mr. Domingo Sanchez Greater Orlando Aviation Authority June 8, 2020

Pinnacle Advisory Group 50

Base Fee

Incentive Management Fee

Centralized Services Charges

Tedmical Services

Fee

Pre-Opening Services Fee

A percentage of Total Operating Revenue for each Operating Year, as follows:

Operating Year

First

(and preceding short Operating Year)

Second

Third and thereafter

% of Total Operating Revenue

2.00%.

2.25%

2.50%,

Total Operating Revenue sha ll have t he meaning given to such term in t he Uniform System of Accounts for ~he Lodging Industry, 111n Revised Edition, 2014 (t he • uniform Systemn)_

Annually, Operator shall have tlhe opportunity to earn an lnc,entive Management Fee equal to, fifteen perc,ent (15.0%) of excess Eami rngs !Before

Interest, Tax, Depreciat ion, and Amortization (" fBITDAN) after reserve for replacement, above and beyond that w hich is required to satisfy o ,•m er's

priority return for such Fiscal Year. The Owner's priority retum shall be 10% annual unlevered return on owner's total project costs including annual adjustment s for capital expenditures funded by owner out of pocket. Total fees are capped at 4 .S'Yoof revenues.

Centralized Account ing: $2,000 per mont h The following are e.xpect,ed to be included in the base managementfee:

• e--commerce • Purchasing • Human resources, recruiting and training

• Information Technology

• Risk Management

• System platforms/ systems for corporate reporting

$ 150,000 to be paid as follows: 15%at execution of the agreement; 70% during

the development sohedule; and 15% upon opening of t he hot el. Assumed to include, but not be limited to the following: Design Review; pr,ogramming; frandhise selection app'lication, and approval; equipment selection; FF&E procurement oversight; and assistance w it h debt and equity f inancing.

$12,500 per month beginning 6 months foo m operni n.g. No Ho exceed $100,000 in the ,event of delays. Pre-Opening Se.rvices are expected to include t he

following: pre-opening budget; recruit ment and training ,of hot el staff;

Mr. Domingo Sanchez Greater Orlando Aviation Authority June 8, 2020

Pinnacle Advisory Group 51

Pre-Opening Budget

Other Fees

fF&E Replacement R.ese,rves

Initial Working Capital

Tem,inatiion Prior to

Hotel Opening

Tem,ination at Will

marketing, adve,rtising, promotion, and corporate and regional support as necessary.

The Pre-Opening Budget shall be mutually agreed upon at least twelve (12) months prior to Opening Date and i '> currentlly estimated t,o be $350,000 (assuming 200 rooms). The Pre-Opening Budget may be updated from t ime to t ime after such dat e and before the Opening Date upon t he mutual agreement of the parties. Operator shall not exceed the Pre-Opening Budget wit hout

Owner's prior \•Kitten consent.

All other fees and reimbursable expenses payable by Owner to Operat or and

not oU-ierwise addressed herein shall be subject to Owner's priior approval except to the extent otherwise set forth in the Definitive Agreements or the

approved annual budgets.

A reserve fond for replacement of FF&f wil l be established in the following

amounts, w hich shall be payable before debt .servic.e:

Operat·ing Year

f irst

(and preceding short

Operating Year}

Sernnd

Thi rd

Fourth and thereafter

% ofTotal Operating

Revenue

l .'0%

2 .'0%

4 .'0%

To be agreed upon by Owner and Operat or but not to exceed, $2,000 per guest room.

If Owner fails t,o (a) obtain permits and approvals necessary for the

dev-elopment of t he Hotel on o r before June 30, 2021; or (b) dose on the funding of debt and equity financing sufficient for the development and

construction of t he Hotel on terms and conditions .satisfactory to Owner on or before June 30, 2022, Owner shall have the right to terminate the Definitive Agreements without payment of any termination or other fee, penalty or damage. All of the foregoing dat es shall be mutu,illy agreed in the Definit ive Agreements and shall be subject to extension by Owner for force majeure events.

Owner may t erminate the Definit ive Agreements w ithout cause wit h 90

days' notice Slllbject to the following:

If t he termination occurs:

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Pinnacle Advisory Group 52

Owne,r's Tennination Right for Operator's Sal'e

Area of Protection

Approval o f Oper.at ing and Capi1a'I Budgets

Budgets and Financial Reporting

- In the first 12 months of the hotel ope ning, a t ermination fee equal

t o the remainde r of the con tr.act, - In Months 13-24 a terminat ion fee equal to 12 month's fees, - In Months 25-36 a terminat ion fee equal to 6 month' s fees,

- Thereafte,r, t he Definit ive Agreements would be terminable with no t ermination fee .

Owner shall have the right t o tenninate the Definitive .Agreements, without penalty or payment of any termination fee, if e it her (i) t here is a change of cont rol in Operator whether by way of a sale, acquisit ion, merger or oilier corporate t ransaction; or (ii) if Operator assigns tihe HMA and its right and interests thereunder.

Effective upon opening, and consistent with tihe term of tihe AOP in the franchise agreement, neither Operator nor its affi liates s hall own, operat e, license, o r manage ,any other hotel o r lodging facility (including corndo-hot e l, timesha re, fractiorna l, membership club, res·ort, o r any other transient use) not already in Ope rator's tihen current portfolio within a 3/4 mile radius, without Owner's prio r appr,oval.

Owner shall have review and approval right s over a ll aspects ,of each annua l marketing plan, o perating budget (includ ing rates charged) and capita l expenditure budget prepared by Operat or.

Not less than forty-five (45) clays before the beginning of each Operating Year, Ope rator shall deliver to Owner for review a nd .approval by Owner its proposal for the ope~ating budget and the capital budget in respect o f t he Ope rating Year in question. Such budgets will be prepared in accordance wit h t he Uniform Syst em and indude projections fo r tihe coming Ope rating Year in respect of estimated profits (o r losses), operating e:icpe nses, cash flow, departmental revenue and expenses, proposed capital expenditu res, proposed annua l marketing plan, proposed ~ates t o be charged, a nd such other items as Owner may reasonably request. Operat or shall make available the Key Executive Personnel (as defined below) of tihe Hotel and the operational executive having responsibility for the region covering t he Hotel to present, review and discus.s each such proposed budget with O\•mer. Addit ional specifics regarding the budget process and Ope~ators o bligations to comply with t he a pproved budgets and pla ns shall be set forth in the Definit ive Agreements_

Operator shall deliver to Owner on, o r before t he 2oth day of each month (a) a balance sheet, (b) a related profit and loss statement showing t he results of operation of t he Hotel for such month a nd tihe year to date, including a companison t o t he approved Budget s and p revious Operating Year, a re­forecast ,of t he ,current Operating Year, and a computation of the Management Fee for such month, {c) a related statement of cash flows of tihe Hot el for such month and the year to date, as well as a, projection of required working capital funds, ,(d) a stateme nt of departmental o perations, for such month and year t o

Mr. Domingo Sanchez Greater Orlando Aviation Authority June 8, 2020

Pinnacle Advisory Group 53

In addition to the two RFP’s and resultant outcomes provided, we have assisted in the drafting, administering and completing the RFP process for many clients including Harvard University, University of Notre Dame, Williams College, Dartmouth College, Baton Rouge Airport Authority, City of St. Albans, VT., and Massachusetts Port Authority.

Books and Records

Employer of Hotel Employees

Approval over Key Executive Personnel

Confident iality:

dat e, and (el such other information or mat erials that Owner may r-easonably request . Addit ional specifics regarding Operator's financia l reportirig shalll be set forth in t he Definit ive Agreements.

During the Term, in accordance wit h the current policies and standards

app'lica,ble to all other Brand hotels, Operator shall keep f ull, complete and accurat e books of account, front office records, guest informat ion and other

records to be prepared t o reflect t he operation of t he Hotel and the results of operat ions of the Hotel, including, but not limited to accounts and records pertaining to accounts payable, general ledger and payroll. All such books of account and records shall be kept in accordance w ith the Uniform Syst em and Generally Accepted Accounting Pr inciples, consistently applied . All of t he financial books and records pertaining t o t he Hotel, including books of account,

front office records, and guest records and informat ion, shall be t he pr,operty of Owner, and shall be available at all reasonable times for inspection and copying by Owner and its representat ives; provided, however, t hat (.a) guest information may be used by Operator for any of its business purposes so long as such informat ion does not subject Owner to any liabnity for the use o r disclosure of such information, (bl files pertaining solely t o Operator's proprietarv information shall be Operat or's sole property and (c) employee records ,of Hot el employees shall be Operator's property (except t hat Owner

shall have the r ight to rev iew such employee records in connectiori w it h an audlt , a financing or a purchase of the Hotel, but only to the ,extent of t he following: employee cont racts, employment applicat ions and information pertaining thereto, init ial hi re dat e, current salary, wage and benefrts, and employment positions and any ot her informat ion t hat Ow ner is permitted by law to review for ,any reasonable purpos.e). Upon Termination of t he HMA, all

of such books of ace.aunt and financial records (excluding confident ial f iles relat ing to Operator's proprietary informationl shall be turned over forthwith

to Owner or Ow ner's d'esignee so a.s t o ensure t he orderly cont inuance of t he operation of the Hotel.

Operaitor or Operator's Affiliate w ill be t he legal employer of all Hotel employees.

Owner shall have right to approve t he General Manager (including compensat ion, benefits and any severance package for t he General Manager), tihe Di rector of Fi nance (if applicable), Director of Sales and Market ing, and Director of Engineering (collectively, the uKey Execut ive Personnen.

All informat ion regarding t his Term Sheet, t he Defin it ive Agreements and t he

Hot el is considered ,confident ial subject t o customary caN e out s to be set forth

in t he Definit ive Agreements. Neither party s.hall make any press releases

regarding the Hotel wit hout the other party's review and approval.

Mr. Domingo Sanchez Greater Orlando Aviation Authority June 8, 2020

Pinnacle Advisory Group 54

5.5 Property Improvement Plans

Pinnacle has experience with PIP’s for all the major hotel companies (Hilton, Marriott, Starwood, Hyatt and Intercontinental Hotel Group). Following is a representative list of projects that involved PIP’s:

• Hilton – On behalf of Harvard we have reviewed and negotiated changes to property improvement plans for the Doubletree Guest Suites that involved all aspects of the hotel (guest rooms, function space, mechanicals, public space, etc.).

• Marriott – Working for Rockpoint Group LLC we assisted in reviewing and negotiating changes to a comprehensive renovation of the Marriott Hotel in suburban Boston. This project involved all guest rooms, public space and the restaurant. In addition, it required conversion of the HVAC system from two pipe to four pipe.

• Starwood – We assisted the University of Pennsylvania in evaluating the long term capital needs of the Sheraton University City. We reviewed the PIP provided by Starwood as well and contracted with a third party engineering firm to conduct a property condition report that was used to help drive long term strategic plans for the hotel.

• Hyatt – In our role working with GOAA we have been actively involved in evaluating Hyatt’s proposed renovation scope. We have undertaken detailed analyses to look at alternative scenarios that are in the best interest of the hotel.

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Mr. Domingo Sanchez Greater Orlando Aviation Authority June 8, 2020

Pinnacle Advisory Group 55

6. TRANSITION PLAN

Pinnacle is currently in place as asset manager and Matt Arrants will remain as the team leader. As such, no transition will be necessary.

7. FINANCIAL STATEMENTS

Pinnacle Advisory Group, Inc. has submitted, in a sealed envelope, the firm’s income statements for 2018 and 2019.

8. CLAIMS INFORMATION

Pinnacle Advisory Group, Inc. has not been involved with any lawsuits, arbitrations and claims filed or raised or against us over the last five (5) years.

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Mr. Domingo Sanchez Greater Orlando Aviation Authority June 8, 2020

Pinnacle Advisory Group 56

9. ENGAGEMENTS WITH AIRPORTS AND GOVERNMENTAL ENTITIES

Over the past five (5) years, Pinnacle Advisory Group, Inc. has provided hotel consulting services to numerous airports and governmental entities as follows:

• Greater Orlando Airport Authority (GOAA) – Pinnacle has been assisting GOOA since 2014 when first contracted to analyze potential owner/operator relationships. Subsequently, Pinnacle was engaged to provide asset management services as well as additional consulting related to other potential hotel sites located on land controlled by GOAA.

• National Park Service – Pinnacle provides consulting services to the NPS. Under the contract with the NPS, Pinnacle’s services include: analyzing financial and operational benefits of lodging and retail leases vs. ownership options, preparing management contracts, solicitation services including RPP’s for operator services, and review and advice on current Covid related federal and state programs.

• Massport – Pinnacle has entered into its 20th year of providing on-going consulting services to MassPort (Massachusetts Port Authority). Specifically, Pinnacle has provided the following services to Massport: market research, hotel feasibility studies and return on investment analysis, hotel facility recommendations, and preparation of RFP’s for developers, selection and negotiation of hotel developers and third party operators, review of leases with hotel entities, presentation at Massport Board meetings.

• Hillsborough County Aviation Authority - Pinnacle has provided the Authority, operator of Tampa International Airport with hospitality consulting advice since 2012. Our assignments have included an overview of hotel market in the vicinity of the Airport, valuation counseling regarding the existing airport hotel, insight with respect to the relative performance of terminal-connected and more distant airport hotels and a market study for potential new hotels at within the Airport’s south development area. Pinnacle continues to assist the Airport’s commercial real estate market with the evaluation of the future hotel development potential of other real estate controlled by the Airport Authority.

• Baton Rouge Airport - Pinnacle conducted a comprehensive market/financial study, facility recommendations, and RFP/solicitation services to the Baton Rouge Airport Authority for a proposed hotel on airport grounds.

• Massachusetts Convention Center Authority (MCCA) – For over 15 years, Pinnacle has prepared numerous on-going consulting services to the MCCA. Examples of services include: analysis of various lease/operating structures for a 500 room, nationally branded hotel located in Boston, market feasibility studies, RFP/solicitation engagements for several hotels, and analysis of convention center activities on local and regional hotels.

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Mr. Domingo Sanchez Greater Orlando Aviation Authority June 8, 2020

Pinnacle Advisory Group 57

10. REFERENCES

10.1 The references provided below demonstrate our airport experience and reasonableness to perform the scope outlined by this RFQ. 10.2 Reference Information

1) Hyatt Regency at Orlando International Airport Contact: Phillip Brown Executive Director Greater Orlando Aviation Authority One Jeff Fuqua Boulevard Orlando, FL 32827 Phone: (407) 825-7445 Email: [email protected] Time Period of Services: May 2014 through present

Description of Services: Pinnacle Advisory Group, Inc. assisted the Authority in studying various owner manager relationship structures. We also evaluated proposed management terms from Hyatt and supported the Authority in its negotiation of a new agreement with Hyatt. Lastly, we have been working with the authority to support them in various capacities evaluating management’s budgets, operating performance, and proposed renovations.

Status: Current Client

Engagement Team Members: Matthew Arrants, Rachel Roginsky, Allison Fogarty and Michael Hintsa

2) Doubletree Suites Hotel, Boston, MA and the Harvard Square Hotel, Cambridge, MA Contact: Carol Parga Senior Manager, Financial Reporting and Analysis Harvard University 1350 Massachusetts Avenue Cambridge, MA 02138 Phone: (774) 278-0618 Email: [email protected] Time Period of Services: May 2002 through present

Description of Services: Pinnacle Advisory Group, Inc. has assisted the University for nearly 20 years providing a broad array of hospitality related consulting, including asset management for two hotels owned by the university, operator selection, agreement negotiation, and brand affiliation.

Status: Current Client

Engagement Team Members: Matthew Arrants, Rachel Roginsky, and Michael Hintsa

3) National Park Service Contact: Kurt M. Rausch Chief Commercial Services Program National Park Service 1849 C Street, NW, Rm 2219 Washington DC 20240

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Mr. Domingo Sanchez Greater Orlando Aviation Authority June 8, 2020

Pinnacle Advisory Group 58

O: 202.513.7202 M: 202.604.5558 Email: [email protected] Time Period of Services: June 2018 through present

Description of Services: Pinnacle provides consulting services to the NPS. Under the contract with the NPS, Pinnacle’s services include: analyzing financial and operational benefits of lodging and retail leases vs. ownership options, preparing management contracts, solicitation services including RPP’s for operator services, and review and advice on current Covid related federal and state programs.

Status: Current Client

Engagement Team Members: Allison Fogarty, Matthew Arrants, Rachel Roginsky

4) University of Virginia Foundation Contact: Pat McCann Chief Financial Officer University of Virginia Foundation Insert address Insert address Phone: (434) 243-1717 Email: [email protected] Time Period of Services: August 2019- Present

Description of Services: Pinnacle Advisory Group, Inc. has assisted the University of Virginia via its foundation in a number of areas including an RFP/RFQ process, for management of a proposed hotel, review of operational analyses for the existing Boar’s Head resort, negotiation of management agreements for the Boar’s Head Resort and a proposed hotel, and design/program review and development budget for the proposed hotel.

Status: Current Client

Engagement Team Members: Matthew Arrants, Rachel Roginsky, and Michael Hintsa

10.3 Pinnacle has not had any clients terminate engagements prior to the end of the agreement term since 2015.

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Mr. Domingo Sanchez Greater Orlando Aviation Authority June 8, 2020

Pinnacle Advisory Group 59

11. PRIOR OR PENDING CONVICTIONS, INDICTMENTS, INVESTIGATIONS, REGULATORY INVESTIGATIONS, AND CONFLICTS OF INTEREST

Neither the Submitter nor any of its affiliates, subsidiaries, parent company directors, senior officers, senior regional officers, the lead individual nor any members of the engagement team have had any prior or pending convictions, indictments, investigations or regulatory investigations, either civil or criminal, relating to hotel consulting services within the past three years.

We do not have any conflicts of interest with the Aviation Authority.

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Mr. Domingo Sanchez Greater Orlando Aviation Authority June 8, 2020

Pinnacle Advisory Group 60

12. PROOF OF INSURANCE

We agree to maintain in force at all times during the terms of the Agreement for Services that are to be performed pursuant to the General Requirements, Paragraph 8, Insurance Requirements.

Enclosed on the following pages are documentation from our insurance carriers as proof of coverage and ability to meet specified requirements.

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Mr. Domingo Sanchez Greater Orlando Aviation Authority June 8, 2020

Pinnacle Advisory Group 61

ACOR U CERTIFICATE OF LIA BIILITY INSURANCE I DATE l--.:ID/lY'IYI

"'-- -- 06/ 01/2020

THIS CERTIFICATE IS ISSUED A.S A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER_ T HIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN lllE ISSUING l NSURER(S). AUTHORIZED REPRESENTATIVE OR PRODUCER. ANO lllE CERTIFICATE HOLDER.

IMPORTANT: If the certilicate ho lder is an ADDITIONAL INSURED, t he p olicy(ies) must h ave ADDITIONAL INSURED provis ions or be endorsed If SUBROGATION IS WAIVED. subject to the terms and conditions o f the poticy. certain polic ies may r equire an endorsement_ A statement on !his certif icate does not confer r igh ts t o the certificate holder in lieu of such endorsemen1(s )_

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OE!-CIUPTION OF OPERA.110NI / LOCATIDNl- fVatla..EI (,IOORD 101 , AOl:fflona1Jhm.alb ~ rn11y beat.lOMd trrn,cnCpao,t Iii. ~

CERTIFICATE HOLIDE!R CANCEU.ATION

S HOULD ANY OF TtlE ABOVE OESCRlBED POLICIES llE CANCELLED BEFORE TtlE EXPIRA~ DATE THEREOF. tiOTICE WILL BE DELIVERED IN

hide:nee o f I n a ur ·a.ru:e ACCORDANCE WITH THE POLICY PROVISIONS.

AIJTHORIZEOREPREI.ENtATIVE

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© 1!9113-2015 A CORD CORPORATION. All rights reserved.

ACORD 25 (2016/03) The ACORD name and logo are registered mMks o f ACORD

Mr. Domingo Sanchez Greater Orlando Aviation Authority June 8, 2020

Pinnacle Advisory Group 62

STARKWEATHER & SllEPLEY INSURANCE ... an Assu~x Global Parmer

May 28, 2020

Rachel Roginsky, Principal

Pinnacle Advisory Group

98 North Washington Street - Suite 403

Boston, MA 02114

Re: Professional liability Policy

Dear Rachel,

Please be advised that this letter may be used for the purposes of contract negotiations with

regards to the currently bound Prolessional liability policy currently in force for Pinnacle Advisory

Group. Pinnacle Advisory Group current ly carries a $1,000,000 l imit of liability with a $5,000 self­

insured retention (aka deductible). The policy is currently bound with Gemini Insurance Company, an A+

rated insurer with a st.Jble ICR Outlook/Implication. Pinnacle Advisory Group remains in good standing

with a stellar record of on time premium ,payments, therefore the current limit or insurance may be

increased to $3,000,000 or higher upon request at any time during current or future policy periods. We

are standing by to ,ssue a timely certificate of insurance in the event Pinnacle Advisory Group is asked to

evidence current coverage in addition to this letter.

Sincerely,

Commercial Account E~ecutive, Hospitality Practice

Q; (401)435--3600 X 1271

~: (401)431-9306

C: (774)218-4587

STARKWEATHER & SHEPLEY INSVRANCE BROKERAGE 1NC. • STARKWEAlHER & SHEPLEY INSURA:-lCE CORP. OF MA East Providence, RI • Westerly, RI • Westwood, MA· Martha's Vineyard, MA • Spencer, MA• Sturbridge, MA • B,i,tol, CT • ~helton, er • Fort Myefli, FL

Mailmg AdMM: PO Ho• .:>49 • l'rovidcnc,,, JU 02901-0549 • fcl: 800-854-4625 www.5b"hcp.com

Mr. Domingo Sanchez Greater Orlando Aviation Authority June 8, 2020

Pinnacle Advisory Group 63

13. MWBE

Enclosed for review is our Woman Owned Business certification for the State of Massachusetts:

OPERATIONAL SERVICES DIVISION

SUPPUER 0 11/ERSllY OFFICE

January 29, 2020

Ms. Rachel Roginsky Pinnacle AcMsory Group, Inc. 98 N. Was'hington st, Suite 403 Boston, MA 02114

Dear Ms. Roginsk.y:

THE COMMONWEAL TH OF MASSACHUSETTS Executive Office for Administration and Finance

OPERATIONAL SERVICES DIVIISION One Ashbu:rton Place, Sun 1017

Boston, MA 02108-1552 Chartes D. Baker

Governor Karyn E. Polito

Lieutenani Governor MichilE!I J. Heenan

Secresary

Gary J . Lambert

Assistant Secre,ary for Operaijonal Services Division

Congratulations! Your firm lhas been renewed as a woman business enterprise (WBE) wittl the Supplier Diversity Office f SDO') under the business description of CONSULTANTS TO THE HOSPITAUTY INl!)USTRY . Your firm 'Will be listed in the SOO Certified Busirness Directory and the Massachusetts Central Register under this description. This letter serves as the sole proof of your SDO certification. Your designation as a WBE is valid for three (3) years unless revoked pursuant to 425 CMR 2.00.

Your fi rm's next r,enewal date is February 15, 2023. SDO will send written renewal notices to your business and/or e-mail address on file approximately thirty (30) business ,days prior to your fiml's three (3) years certification anniversaiy. Additionally, every six (6) years, certified cornpanies that wish to remain certified may undergo a substantive review which will require certain updated supporting documentation.

SDO also reserves the right to monitor your finn and to perform random spot checks to ensure the firm continues to meet the certification criteria. Your firm is required to notify the SDO in wming of any material changes. Examples indude but are not limited to changes in its business description, as well as business phone number, fax number, business' ]Physical location, webpage and e -mail addresses. other reportable changes inolude business structure, ownership (the business is sold or transferred), control and outside employment. You also have a duty to report decertification and debarment notices from this or any other jurisdiction. Failure to abide by the continuing duty requirements shall constitute grounds for the firm's decertification.

Tel : (617) 720-3300 www.mass"gov/osd

TOD: (617) 727-2716 Fax:: (617) 727-4527 Follow us on Twitter: @Mass_OSD

Mr. Domingo Sanchez Greater Orlando Aviation Authority June 8, 2020

Pinnacle Advisory Group 65

N/A

NO RESPONSE

TO

REQUEST FOR QUALIFICATIONS

If your finn is unable to submit a Proposal at this time, please provide the infonnation requested in the space provided below and return to:

GREATER ORLANDO AVIATION AUTHORITY PURCHASING OFFICE

8652 CASA VERDE ROAD, BUILDING 811 ORLAN DO, FLORIDA 32827--4338

We have received Request for Qualifications, Professional Services - 644 Hotel Consulting Services, for Orlando International Airport, opening at 11:00 a.m. EST, Monday, June 81 2020. at the Greater Orlando Aviation Authority, Orlando International Airport, Purchasing Office, 8652 Casa Verde Road, Building 811, Orlando, Florida 32827-4338.

Our finn's reason for not submitting a Proposal is:

Name of Proposer

Signature al Authorized Representative

Typed or Printed Na me of Authorized Representative

Title

PS-644 HOTEL CONSUL TING SERVICES RFQ-21