Questions and Answers to Project Documents — Business Opportunities
PROJECT:  Passenger Lounge Services Operator(s)
NUMBER:  201735212

Current as of:  11/23/2017
 
Question Number  1:   If a company does not have a USA presence at the moment and currently working on setting up a local USA entity, can you still respond to this RFI?
    Answer:   Yes, Respondents may submit EOIs in this form at this stage of the process. However, because this is a multi-stage negotiating process, if the EOI is selected to move forward it is the City's expectation the respondent will at the appropriate time become authorized to conduct business in the United States and in the state of Colorado.
Question Number  2:   Please clarify the intention of a respondent selecting space on A Concourse. Can a respondent consider the space in Mezzanine A as the primary even though it is not on Concourse level?
    Answer:   Yes, Respondents may select from any of the three A Concourse locations as the primary common use lounge location.
Question Number  3:   Can the spaces on the mezzanine East or West be split? In other words, is a respondent required to take of the space identified on East or West?
    Answer:   Respondents are not required to use all of the space in any of the four locations identified in the RFI. Respondents should identify the location and amount of space required for their conceptual vision in their EOI(s).
Question Number  4:   If the mezzanine space on East or West is taken, does the open area between the two space on East or West have to remain open or can it be encapsulated to create one large area that is part of the lounge? If no, is the open area egress?
    Answer:   The open areas on the mezzanines can be encapsulated to create one lounge area that is part of the lounge. Respondents' EOI(s) may present uses for the spaces identified in the RFI in whatever form they believe best accomplishes their conceptual vision.
Question Number  5:   Is the intention of the City to fill all of the identified spaces with lounges or will the City use whatever space is not taken for other F&B operations?
    Answer:   The City has not determined what if any type of concepts or operations will go into locations identified in the RFI, if not awarded through this solicitation. It is the City's intention to negotiate for and award a common use passenger lounge concession opportunity through this solicitation. Additionally, depending upon the EOIs submitted, and at the sole discretion of the CEO, the City may negotiate and award additional passenger lounge concession opportunities in the four identified locations.
Question Number  6:   What is the term of the concession agreement?
    Answer:   The Term of any awarded passenger lounge concession opportunity will depend on the concept presented and is subject to negotiation between the parties, in accordance with the City's current concession policy.
Question Number  7:   ADDITIONAL SERVICES - Please provide information about Meet & Assist services at airport. Could we include this service in our offer? It will provide additional revenues to the airport authority. o If yes, could we offer buggy service to our lounge customers?
    Answer:   Respondents' EOIs may contain any creative or innovative services they believe, based on their market research, will best serve DEN passengers and provide the greatest revenue to the City.
Question Number  8:   CONTRACT - Joint Marketing Fee Rate: Could you confirm we apply the 1% to Gross Receipts
    Answer:   Yes, the Joint Marketing Fee will apply to any concession opportunities awarded from this solicitation. However, depending upon the compensation structure agreed to between the parties, the 1% Joint Marketing Fee may be set through an alternative mechanism.
Question Number  9:   CONTRACT – Could you confirm the possibilities to sell advertisement areas within the lounge? Revenues will be subject to the concession fee.
    Answer:   Respondents' EOIs may contain any creative or innovative services they believe, based on their market research, will best serve DEN passengers and provide the greatest revenue to the City. Generally, the City provides general advertising and way finding services for all concessions at DEN. Additional advertising space at DEN can be purchased from Clear Channel Airports.
Question Number  10:   COSTS - Is there any utility fees belong to lounge area? or these costs are included in the rent (concession fee)?
    Answer:   If awarded a passenger lounge concession opportunity, Respondents will be responsible for utilities, independent of the compensation paid to City. All utility services will be metered directly to the Concession Location. For more information about utilities, Respondents should consult Section 5.04 (E) of the Sample Concession Agreement attached to the RFI.
Question Number  11:   TRAFFIC - Could you share the total passenger breakdown per airline belong to Concourse A, B and C?
    Answer:   Passenger breakdowns per airline can be found at the following link: https://www.flydenver.com/about/financials/passenger_traffic
Question Number  12:   TRAFFIC - Could you provide the forecasted passenger figures/traffic up to the term period?
    Answer:   The City will not provide this type of information. Respondents are encouraged to do their own independent research in responding to this RFI.
Question Number  13:   TRAFFIC - Could you please share information about average hours traffic to see pick periods?
    Answer:   Passenger traffic breakdowns per hour can be found at the following link: http://business.flydenver.com/bizops/proprfp.asp, this will be uploaded under incedental documents. However, Respondents are encouraged to do their own independent research in responding to this RFI.
Question Number  14:   TRAFFIC – Could you send us the current flight schedule of all Airlines.
    Answer:   The current flight schedules for all air carriers currently operating out of DEN can be found at the following link: http://business.flydenver.com/bizops/proprfp.asp, this will be uploaded under incedental documents.
Question Number  15:   TRAFFIC – Could you confirm in which concourse exactly will be Norwegian, Edelweiss and Copa?
    Answer:   All the identified air carriers will be operating out of A Concourse at DEN.
Question Number  16:   Is there already Airport Infrastructure available to be used by the Lounge Operator at the designated areas?: Electricity, Water/Hot water, Air conditioning, Heating, Fire fighting network
    Answer:   Yes, currently the City provides common utility systems the successful Respondent(s) will be able to connect into.
Question Number  17:   Advertising at the airport: Will the airport provide advertising spaces for the lounge or do they have to be leased?
    Answer:   The City does not provide designated advertising space for individual concessions at DEN. Generally, through the City's Concession Marketing Program, the City provides general advertising and way finding services for all concessions at DEN. Additional advertising space at DEN can be purchased from Clear Channel Airports.
Question Number  18:   Please clarify Form P - Project Development and Activation Timeline
    Answer:   Respondents must submit a project development and activation timeline, utilizing the form provided at the link in the RFI (https://business.flydenver.com/bizops/proprfp.asp), under the Required Forms Tab, Design and Construction Schedule, per concept. Respondents should identify the start date, end date, and duration for each of the identified tasks.
Question Number  19:   Market Environment - Please advise the actual annual and monthly figures of airport passenger traffic?
    Answer:   Passenger traffic statistic can be found at the following link: https://www.flydenver.com/about/financials/passenger_traffic
Question Number  20:   Market Environment - Please advise the annual and monthly figures of passenger traffic to the existing airport lounge(s) (if applicable)?
    Answer:   N/A - Currently, there is no common use passenger lounge operator at DEN. Therefore, we do not have annual and monthly figures of passenger traffic to the existing airport lounge(s).
Question Number  21:   Market Environment - Please advise the airline/airport growth forecast for the next 5 years (i.e. 2017-2021)?
    Answer:   The City will not provide this type of information. Respondents are encouraged to do their own independent research in responding to this RFI.
Question Number  22:   Market Environment - Please advise the historical growth of airport traffic in the last 5 years?
    Answer:   Passenger traffic statistic can be found at the following link: https://www.flydenver.com/about/financials/passenger_traffic
Question Number  23:   Market Environment - Please advise the historical growth of airport lounge traffic in the last 5 years?
    Answer:   N/A - Currently, there is no common use passenger lounge operator at DEN. Therefore, we do not have historical growth of airport lounge traffic in the last 5 years.
Question Number  24:   Market Environment - Please advise on the transit traffic and average dwell time?
    Answer:   Market Environment information can be found at the following link: http://business.flydenver.com/bizops/documents/concessionsMerchandiseGuidance.pdf
Question Number  25:   Market Environment - How are the Airlines split amongst the airport terminals? Which airlines would be flying out of the terminal the proposed airport lounge is located?
    Answer:   This information is listed in the RFI location exhibit document, "Airline Locations at DEN."
Question Number  26:   Market Environment - Please advise the current customer portfolio? (i.e. Business vs Leisure / CIP vs Non-CIP / Group vs Independent Traveler / Nationality / Age group)
    Answer:   Market Environment information can be found at the following link: http://business.flydenver.com/bizops/documents/concessionsMerchandiseGuidance.pdf
Question Number  27:   Market Environment - What are the top airline routes in the respective airport?
    Answer:   Air Carrier route statistics can be found at the following link: http://business.flydenver.com/bizops/proprfp.asp, this will be uploaded under incedental documents.
Question Number  28:   Market Environment - Do we need to bear any government rates or taxation from running a lounge operation? If yes, how would this be calculated?
    Answer:   Respondents can find resources for understanding applicable taxes in the State of Colorado at: https://www.colorado.gov/pacific/tax/education ; and for the City and County of Denver at: https://www.denvergov.org/content/denvergov/en/treasury-division/business-taxes.html.
Question Number  29:   Market Environment - What are the licenses or permits, such as liquor license that is required for the operation of an airport lounge? Any references from neighboring airport lounges?
    Answer:   The licenses and/or permits required to operate the specific Respondent's passenger lounge concept, will depend upon the services presented in the EOI. Because the City is not proscribing required services, but rather allowing Respondents to present whatever creative and innovative services they believe are required to meet their conceptual vision, City cannot provide a list of required licenses or permits.
Question Number  30:   Market Environment - Please advise on the Landlord provisions provided to the potential lounge site (if applicable)?
    Answer:   A Sample Concession Agreement was attached to the RFI. This document contains the City's standard provisions for concessions opportunities at DEN.
Question Number  31:   Operations - Does the lounge have a dedicated Back-Of-House (BOH) facility for the storage of consumables and operating equipment? If so, where is the facility located and how big is it? What is the charge for facility cost?
    Answer:   Support Space, for awarded passenger lounge concession opportunities will be determined during the negotiation phase of the solicitation and provided based upon necessity and availability. The current rate for storage space compensation is $12 per sq. ft.
Question Number  32:   Operations - Are there delivery restrictions in the airport?
    Answer:   Deliveries at DEN must be made in accordance with Part 30 of the Denver Municipal Airport System's Rules and Regulations, Section 7.05 of the Sample Concession Agreement attached to the RFI, and the Concession Handbook available at the following link: http://business.flydenver.com/bizops/documents/concessionsHandbook.pdf
Question Number  33:   Operations - Are there any office spaces currently used by the existing operator for administrative purposes (if applicable)?
    Answer:   Currently, there is no common use passenger lounge operator at DEN. Support Space, for awarded passenger lounge concession opportunities will be determined during the negotiation phase of the solicitation and provided based upon necessity and availability. The current rate for storage space compensation is $12 per sq. ft. and the current rate for office space compensation is $59 per sq. ft.
Question Number  34:   Operations - What are the requirements to get an airport pass? How long does the process take? What are the costs associated?
    Answer:   The requirements to obtain an airport badge can be found at the following link: http://business.flydenver.com/bizops/tenServices/security/index.asp
Question Number  35:   Human Resources & Administration - Please advise any labor laws & regulations that we should take into account in Denver Airport, including but not limited to minimum wage and overtime hourly rate.
    Answer:   Labor laws and Regulations applicable to the DEN can be found at the following link: https://www.colorado.gov/pacific/cdle/labor. Respondents are encouraged to do their own independent research in responding to this RFI.
Question Number  36:   Food & Beverage (F&B) - Please advise F&B consumption levels of existing lounge (if applicable)?
    Answer:   Currently, there is no common use passenger lounge at DEN.
Question Number  37:   Food & Beverage (F&B) - Please share the existing buffet, a la carte and beverage menus of existing lounges (if applicable)?
    Answer:   Currently, there is no common use passenger lounge at DEN.
Question Number  38:   Food & Beverage (F&B) - Where do the existing Lounge(s) get their food supply? Cooked on-site? Reheat?
    Answer:   Currently, there is no common use passenger lounge at DEN.
Question Number  39:   Food & Beverage (F&B) - Please advise whether there are dedicated Food & Beverage distribution suppliers in the airport?
    Answer:   DEN does not have dedicated food and beverage suppliers.
Question Number  40:   Food & Beverage (F&B) - What is the proposed Food & Beverage menu for the tendered lounge?
    Answer:   The City is not proscribing any particular food and beverage services that must be offered by Respondents in submitted EOIs. Respondents' EOIs may contain any creative or innovative services they believe, based on their market research, will best serve DEN passengers and provide the greatest revenue to the City.
Question Number  41:   Project - Please provide CAD drawings of the lounges.
    Answer:   CAD drawings for the four locations identified in the RFI can be found at the following link:http://business.flydenver.com/bizops/proprfp.asp#forms, Under Construction Sample Documents. Must have CAD software in order to open the document.
Question Number  42:   Project - Please share the technical landlord provision specifications (i.e. MEP) provided within each lounge space.
    Answer:   A Sample Concession Agreement was attached to the RFI. This document contains the City's standard provisions for concessions opportunities at DEN. Additionally, DEN's Tenant Development Guidelines and Tenant Work Permit Handbook can be found at the following link: http://business.flydenver.com/bizops/proprfp.asp#forms
Question Number  43:   Branding - For the Required Form F, Evidence of Licensing or Franchising Authority, if the respondents is using our own brand to submit the EOI, do we still need to authorize ourselves for using our own brand in this opportunity?
    Answer:   No, if Respondent is utilizing its own proprietary brand in EOI(s), it does not need to authorize use of the proprietary brand to itself. Respondents should indicate they are utilizing their own proprietary brand for Required Form F, where applicable.
Question Number  44:   IT - What IT facilities does the airport provide to concessionaires?
    Answer:   It is not clear what "IT Facilities" means however, for data and telephone setup, successful Respondents will have the option to use a third party provider brokered through the City. For additional information, Respondents may consult the Concessions Handbook's Data & Telephone Services Section at the following link: http://business.flydenver.com/bizops/documents/concessionsHandbook.pdf
Question Number  45:   Finance - If the respondents interested in submitting for both primary and secondary location(s), should the bidder submit both locations in the EOI?
    Answer:   Respondents should submit an EOI for each location they have interest in placing in DEN.
Question Number  46:   Finance - Would there be an estimate date for the execution of contract?
    Answer:   Execution of an agreement for any passenger lounge concession opportunities awarded through this solicitation will take approximately 4-7 weeks from the date the successful Respondent signs the agreement.
Question Number  47:   Finance - Should we send the EOI surety along with the EOI submission USB or should we send separately?
    Answer:   Respondents may send the EOI surety along with the EOI submission USB or separately so long as the EOI surety is received before the due date.
Question Number  48:   Finance - Does the respondents need to submit EOI surety for each individual location if we bid for more than one location or the indicated EOI surety already cover the whole EOI?
    Answer:   No. One EOI surety is required for all EOI's submitted.
Question Number  49:   Finance - When would be the expected opening for the primary location and secondary location?
    Answer:   The expected opening of primary and secondary locations will depend on the development and activation timelines submitted by the successful Respondent(s).
Question Number  50:   Finance - In the concession agreement, it has indicated concessionaire is required to pay Support Space Compensation to the city. However, in the Article 1. Summary of Contract Provisions, it does not indicate the rate for the mentioned. Could you please clarify for this opportunity foes the concessionaire need to take this cost into account?
    Answer:   The current rate for storage space compensation is $12 per sq. ft. and the current rate for office space compensation is $59 per sq. ft.
Question Number  51:   To allow respondents sufficient time to create quality proposals to DEN's satisfaction, would the airport consider an extension of 4 weeks to the submission deadline of October 13th, 2017?
    Answer:   No, the deadline will remain October 13, 2017.
Question Number  52:   Are there any requirements for, or restrictions placed, on two bidders submitting a single EOI together for two independent lounge locations?
    Answer:   EOI's maybe submitted in any combination Respondents believe is required to present their conceptual vision.
Question Number  53:   If multiple entities submit a single EOI, is the Legal Entity requirement on page 12 of the RFI satisfied by one, or by both, of the entities being in good standing with the State of Colorado and acceptable to City?
    Answer:   It is the City's expectation the Respondent(s) who enters into a concession agreement(s) with the City through this solicitation will be authorized to conduct business in the United States and in the State of Colorado.
Question Number  54:   Are respondents allowed to submit one or more EOIs, with one or more partners?
    Answer:   EOI's maybe submitted in any combination Respondents believe is required to present their conceptual vision.
Question Number  55:   As the RFI allows for multiple respondents to propose multiple locations within a single EOI, once a final award has been made, would DEN be open to signing separate leases/contracts for the multiple locations? If so, and the terms are co-terminus, would DEN be willing to develop such separate leases/contracts at the same time, or does the contract for the first Common Use Lounge in A need to be executed first before a second contract negotiation will begin?
    Answer:   The City will determine the appropriate form to award Concession Locations during the negotiation phase of this process. The City reserves the right to award multiple locations through a single agreement, or multiple locations through multiple agreements, or proceed in any other fashion that represents the best interest of the City in managing the Concessions Program at DEN.
Question Number  56:   A CPB corridor is noted on the A-West plan, but not the A-East plan. Does DEN have, or know of, any plans to create an additional CBP corridor on the A Concourse East in the vicinity of the proposed lounge location?
    Answer:   Currently DEN does not have plans to create an additional CBP corridor on the A Concourse East in the vicinity of the proposed lounge location.
Question Number  57:   To allow respondents sufficient time to create quality proposals to DEN's satisfaction, would the airport consider an extension of 4 weeks to the submission deadline of October 13th, 2017?
    Answer:   No, the deadline will remain October 13, 2017.
Question Number  58:   The RFI requires respondents to include relevant market data research within their EOI, is DEN able to provide further passenger numbers by airline within the "Other Airlines" category as published in online reports? Is DEN able to provide the percentage of passengers by airline that are O&D or connecting? Can DEN also provide projected schedules and seat availability for a one year period for the new service announcements highlighted on page 10?
    Answer:   The City will not provide this type of information. Respondents are encouraged to do their own independent research in responding to this RFI.
Question Number  59:   Is it anticipated that a response to the questions being asked of the DSBO also be answered in the Question and Answer session taking place on Thursday, September 14th 2017, where possible?
    Answer:   Yes.
Question Number  60:   DSBO - If two entities are proposing multiple lounge locations together within one EOI (Expression of Interest), is it sufficient to provide single letters of intent from ACDBE participants for both entities and locations?
    Answer:   Yes, it is sufficient to provide single letters of intent from ACDBE participants for both entities and locations.
Question Number  61:   DSBO - Given the limited time to respond, if an entity intends to satisfy the 15% ACDBE goal through the providing of goods and services from certified vendors, must those certified vendors be identified/included in the entity’s EOI along with Letters of Interest from said vendors or is it acceptable to express a commitment and pledge to have agreements in place before execution of the lease?
    Answer:   Respondents must submit LOIs from certified vendors they have identified with EOIs.
Question Number  62:   DSBO - Is it correct that a proposing entity that satisfies the 15% ACDBE goal by working with certified goods/services providers is not considered a joint venture?
    Answer:   Yes.
Question Number  63:   DSBO - Can you please confirm that the ACDBE goal is 15% rather than the 25% denoted in the Standard Concession Agreement?
    Answer:   Yes, the correct ACDBE Goal is 15%.
Question Number  64:   DSBO - Does the established goal of 30% M/WBE participation for design & construction include participation by Small Business Enterprises?
    Answer:   No.
Question Number  65:   Form G (Funding Source Letter). The Funding Source letter implies the respondent will use credit to fund the project, please confirm it's okay for the respondent to fund this project using equity, and if it is ok, that a respondent using equity does not need to submit a Funding Source Letter from a bank.
    Answer:   Yes. It is permissible for Respondents to fund projects using equity. Respondents using equity should submit a Funding Source Letter indicating they will use equity to fund projects identified in EOIs signed by an officer of the legal entity with authority to bind the legal entity.
Question Number  66:   Form L (Sample Agreement). Is an issues list for the sample agreement due by the end of the Q&A period on September 29th, or can the issues be submitted with the final EOI? If there are any issues or questions that a respondent considers  proprietary and confidential, how should a respondent submit these questions to Denver to ensure they are not made public?
    Answer:   All issues, comments, or questions about the Sample Agreement attached to the RFI must be submitted by September 29, 2017 2:00 P.M. MST. Respondents with issues, comments, or questions about the Sample Agreement they believe to be proprietary or confidential, in accordance with C.R.S. 24-72-201 et seq. (CORA), should submit these issues, comments, or questions to the email address provided in the RFI, marking each question, issue, or comment they believe to be proprietary or confidential individually as "Proprietary/Confidential "and providing an explanation for the basis of this belief under CORA or any other law restricting disclosure.
Question Number  67:   Form I (Sample Surety Letter). Is it ok for the respondent to make minor revisions to the surety letter?
    Answer:   The City prefers Respondents use the Surety forms as they are without revisions.
Question Number  68:   Form I (Sample Surety Letter). In the last paragraph of the surety sample form sites two governing rules, Uniform Customs and Practice and/or International Standby Practice, but an issuing bank has said that they can only include one of the two in the final Letter of Credit. Does DEN have a preference for which rules it prefers?
    Answer:   The City prefers the International Standby Practice rules.
Question Number  69:   Form K. The form K signature section says, "The undersigned certify that they are respectively: of said entity named below; that they are designated to sign this EOI Form by resolution (attach a certified copy, with corporate seal, if applicable, notarized as to its authenticity or Secretary’s certificate of authorization) for and on behalf of the below named entity, and that they are authorized to execute same for and on behalf of said entity.” Can Denver confirm that they are not looking for a resolution from the respondent’s board of directors to approve this EOI, but rather they want a corporate officer who has been authorized to sign agreements on behalf of the respondent?
    Answer:   Yes. The City is requesting signature from an officer of the legal entity submitting the EOI(s), with the authority to bind the legal entity. A Corporate Resolution is not necessary for submitting EOIs.
Question Number  70:   Can the airport share the presentation from the Question & Answers session that took place on the 14th September?
    Answer:   Yes. The presentation can be found at the following link: http://business.flydenver.com/bizops/proprfp.asp, this will be uploaded under incidental documents.
Question Number  71:   CAD drawings for the Concourse C space are in PDF. Can the City provide CAD drawings for space in C?
    Answer:   Yes. CAD drawings for the Concourse C space can be found at the following link: http://business.flydenver.com/bizops/proprfp.asp#forms, Under Construction Sample Documents. Must have CAD software in order to open the document.
Question Number  72:   Can DEN furnish a Revit file of the Concourse level of Concourse A, reflecting the layout of spaces on this level?
    Answer:   Revit drawings for the Concourse level on Concourse A, can be found at the following links; https://flydenver.box.com/s/3o31pccivlqxbpnnz6y6i0urd646u4tx https://flydenver.box.com/s/5h4l071vl3o2oreb7zw09zr1stbc8un3 Must have Revit software in order to open the links.
Question Number  73:   The sample letter of credit states, “DENVER’S MANAGER OF AVIATION HAS DECLARED A DEFAULT OR VIOLATION UNDER THE ___________ AGREEMENT”. Can you confirm the referenced agreement should be “RFI No. 201735212, Passenger Lounge Services Operator(s)”?
    Answer:   The Sample Letter of Credit and Performance Bond posted online, are written and posted as references for the Sample Agreement Attached to the RFI. Respondents wishing to use a bond or letter of credit as a surety for submitted EOI(s) are not required to use the Sample Letters of Credit and Performance Bonds posted online . Any Letter of Credit or Bond submitted as a surety for EOI(s) must be payable to the City and County of Denver, Department of Aviation in the event Respondents are selected for direct negotiation and revoke any offers made in their EOI(s).
Question Number  74:   Could we please double confirm for Required Form I, if we choose to issue a Cashier’s Check for the EOI Surety, the beneficiary as follow: CITY AND COUNTY OF DENVER DEPARTMENT OF AVIATION
    Answer:   Yes.
Question Number  75:   Could you advise whether the City plans to answer all submitted questions together on or after September 30th or will questions be answered as they are submitted prior to the September 29th deadline? Since answers may have a material impact on the formulation of bidders’ responses to the RFI, sufficient time will be needed to take the City’s answers into consideration and adapt/amend responses accordingly.
    Answer:   The City is attempting to answer all questions as soon as an answer is available.
Question Number  76:   For the EOI surety, should we deliver the surety with the USB submission on 13 Oct, 2017 or separately?
    Answer:   Respondents may send the EOI surety along with the EOI submission USB or separately so long as the EOI surety is received before the due date.
Question Number  77:   For Form H, Funding Source Letter, if we have decided to self-fund the project, could you please advised if the fund sourcing letter is needed?
    Answer:   Yes, a Funding Source Letter is needed. Respondents using internal sources, including equity, should submit a Funding Source Letter indicating what internal sources they will use to fund projects identified in EOIs signed by an officer of the legal entity with authority to bind the legal entity.
Question Number  78:   Form L (Sample Agreement) - Can the Standard Concession Agreement be modified to address the possibility of any environmental issues/hazardous materials being uncovered in the Premises during construction?
    Answer:   No. The City will not modify its Standard Concession Agreement in accordance with this request during this Phase of the procurement process. However, where the uniqueness of the identified concept and/or business model presented in the selected EOI(s) justifies revisions to the City's Standard Concession Agreement, City reserves the right to consider changes to its Standard Concession Agreement during the Negotiation Phase of this procurement process.
Question Number  79:   Form L (Sample Agreement) - The Standard Concession Agreement contains numerous timing parameters within the various sections that may prove difficult to accommodate. Can alternatives be proposed during the negotiation process?
    Answer:   Where the uniqueness of the identified concept and/or business model presented in the selected EOI(s) justifies revisions to the City's Standard Concession Agreement, City reserves the right to consider changes to its Standard Concession Agreement during the Negotiation Phase of this procurement process.
Question Number  80:   Form L (Sample Agreement) - If recommended for direct negotiations, will respondent be allowed to propose modifying terms in the Standard Concession Agreement concerning §13.01, §16.04 and Exhibit E, and §17.01?
    Answer:   Where the uniqueness of the identified concept and/or business model presented in the selected EOI(s) justifies revisions to the City's Standard Concession Agreement, City reserves the right to consider changes to its Standard Concession Agreement during the Negotiation Phase of this procurement process.
Question Number  81:   Form L (Sample Agreement) - Refurbishment (7.15 and 10.10): Will Concessionaire be able to apply all amounts it has spent on ongoing upgrades and maintenance of the premises to the midterm refurbishment requirement, rather than having to incur the full amount at midterm? Will the City agree to limit its rights with respect to routine refurbishment?
    Answer:   No, the City will not modify its Standard Concession Agreement in accordance with this request during this Phase of the procurement process. However, where the uniqueness of the identified concept and/or business model presented in the selected EOI(s) justifies revisions to the City's Standard Concession Agreement, City reserves the right to consider changes to its Standard Concession Agreement during the Negotiation Phase of this procurement process.
Question Number  82:   Form L (Sample Agreement) - Reclaiming of Premises (3.03): Will the City limit its rights to reclaim the Premises to major airport modifications?
    Answer:   No. The City will not modify its Standard Concessions Agreement in accordance with this request.
Question Number  83:   Form L (Sample Agreement) - Termination (4.02 and Article XXXIV): If Concessionaire’s lease is terminated (or Concessionaire exercises its rights to terminate the lease), will City reimburse Concessionaire for its unamortized investment? Will the City waive its right to terminate for failure to deliver the Premises after six (6) months?
    Answer:   No. The City will not modify its Standard Concessions Agreement in accordance with this requests. Both Section 4.02 and Article XXIV provide City specific protections necessary for operation of DEN.
Question Number  84:   Form L (Sample Agreement) - Removal at End of Term (4.05 and 10.08): Will the City permit Concessionaire to remove its improvements at the end of the Term?
    Answer:   Under the City's Standard Concession Agreement, Concessionaires are required to remove all furniture, fixtures and equipment ("Trade Fixtures") installed in the Premises upon expiration or termination of the agreement. Additionally, any damage to the Premises caused by such removal must be immediately repaired by the Concessionaire at the Concessionaire's expense to City's satisfaction.
Question Number  85:   Form L (Sample Agreement) - Lien (5.06): Will the City waive its lien in Concessionaire’s property?
    Answer:   No. The City will not modify its Standard Concessions Agreement in accordance with this requests. However, where the uniqueness of the identified concept and/or business model presented in the selected EOI(s) justifies revisions to the City's Standard Concession Agreement, City reserves the right to consider changes to its Standard Concession Agreement during the Negotiation Phase of this procurement process.
Question Number  86:   Form L (Sample Agreement) - Gross Sales Record Keeping/Reports/Audit Rights (5.07 and 5.10): Because Concessionaire shall not be operating a standard retail concession in the premises, will City agree to waive/limit these rights?
    Answer:   No. The City will not modify its Standard Concession Agreement in accordance with this request during this Phase of the procurement process. However, where the uniqueness of the identified concept and/or business model presented in the selected EOI(s) justifies revisions to the City's Standard Concession Agreement, City reserves the right to consider changes to its Standard Concession Agreement during the Negotiation Phase of this procurement process.
Question Number  87:   Form L (Sample Agreement) - Permitted Uses/Performance Audits/Operating Standards (Article VII): Because Concessionaire shall not be operating a standard retail concession in the premises, will the City agree to waive its rights and restrictions with respect to certain permitted services, goods and services, pricing, personnel and training requirements, credit card and cash requirements, advertised sales and promotions, and POS Terminals?
    Answer:   No. The City will not modify its Standard Concession Agreement in accordance with this request during this Phase of the procurement process. However, where the uniqueness of the identified concept and/or business model presented in the selected EOI(s) justifies revisions to the City's Standard Concession Agreement, City reserves the right to consider changes to its Standard Concession Agreement during the Negotiation Phase of this procurement process.
Question Number  88:   Form L (Sample Agreement) - Operating Hours (7.04): Will Concessionaire be required to maintain certain operating hours?
    Answer:   Yes. Specific operating hours will be determined during the Negotiation Phase of this process.
Question Number  89:   Form L (Sample Agreement) - Third Party Operator (Article IX): Will Concessionaire’s third party operator be permitted to comply on behalf of Concessionaire with Federal aid and certain operating requirements under the Lease (such as Non-discrimination, FLSA, OSHA, and ACDBE)? Will the third party operator require the consent of the City?
    Answer:   Yes. Whomever operates selected EOI concepts must comply with all operating requirements under the final Concession Agreement executed between the Parties. Under the City's Standard Concession Agreement, all assignments, affiliations, or other transfers require City's consent. However, where the uniqueness of the identified concept and/or business model presented in the selected EOI(s) justifies revisions to the City's Standard Concession Agreement, City reserves the right to consider changes to its Standard Concession Agreement during the Negotiation Phase of this procurement process.
Question Number  90:   Form L (Sample Agreement) - Alterations (Article X): Will Concessionaire have the right to make decorative non-structural alterations without the City’s consent? Will the City agree to be reasonable with respect to alterations requiring consent?
    Answer:   No. The City will not modify its Standard Concession Agreement in accordance with this request.
Question Number  91:   Form L (Sample Agreement) - Indemnity (Article XIV and Article XVIII): Will the City agree to provide a mutual indemnity, including for environmental issues?
    Answer:   No. The City will not modify its Standard Concessions Agreement in accordance with this request. Under the Colorado Constitution, Art. XI, Sec. 1, “Neither the state, nor any county, city, town, township or school district shall lend or pledge the credit or faith thereof, directly or indirectly, in any manner to, or in aid of, any person, company or corporation, public or private, for any amount, or for any purpose whatever; or become responsible for any debt, contract or liability of any person, company or corporation, public or private, in or out of the state.” This provision prevents the state, municipalities, and their agencies from becoming responsible for any debt of a third party. See gen. Board of City Com’rs of Arapahoe City v. Humes, 356 P. 2d 910 (Colo. 1960). Additionally, under the Colorado Constitution, Art. XI, Sec. 2, the state, municipalities, and their agencies are prevented from providing aid to private corporations. The purposes of this constitutional provision is to prohibit state or political subdivision from transferring public funds to private company or corporation without receiving sufficient consideration in return. See City and County of Denver v. Qwest Corp., 18 P.3d 748 (Colo. 2001). Based on the above constitutional provisions, the City uses contractual indemnification provisions, required insurance provisions, and disclaims limitations of liability, to prevent the City from becoming in anyway liable for the debts of its business partners and/or their sub-contractors, in violation of the Colorado Constitution. This policy protects the City’s business partners from discovering the liability after the contract is executed and requires them to insure around the liability.
Question Number  92:   Form L (Sample Agreement) - Insurance (Article XV): Will the City to agree to maintain insurance?
    Answer:   The City maintains insurance sufficient to cover its operation of DEN. However, the City does not provide insurance for private entities operating at DEN. Under the Colorado Constitution, Art. XI, Sec. 1, “Neither the state, nor any county, city, town, township or school district shall lend or pledge the credit or faith thereof, directly or indirectly, in any manner to, or in aid of, any person, company or corporation, public or private, for any amount, or for any purpose whatever; or become responsible for any debt, contract or liability of any person, company or corporation, public or private, in or out of the state.” This provision prevents the state, municipalities, and their agencies from becoming responsible for any debt of a third party. See gen. Board of City Com’rs of Arapahoe City v. Humes, 356 P. 2d 910 (Colo. 1960). Additionally, under the Colorado Constitution, Art. XI, Sec. 2, the state, municipalities, and their agencies are prevented from providing aid to private corporations. The purposes of this constitutional provision is to prohibit state or political subdivision from transferring public funds to private company or corporation without receiving sufficient consideration in return. See City and County of Denver v. Qwest Corp., 18 P.3d 748 (Colo. 2001). Based on the above constitutional provisions, the City uses contractual indemnification provisions, required insurance provisions, and disclaims limitations of liability, to prevent the City from becoming in anyway liable for the debts of its business partners and/or their sub-contractors, in violation of the Colorado Constitution. This policy protects the City’s business partners from discovering the liability after the contract is executed and requires them to insure around the liability.
Question Number  93:   Form L (Sample Agreement) - Assignment/Subletting (Article XXVI): Will the City permit transfers to affiliates and in connection with an entity into which Concessionaire merges or consolidates or which acquires its stock or assets without the City’s consent? Will the City agree to be reasonable with respect to other assignments/sublets? Will the City waive the change of control provision?
    Answer:   No. The City will not modify its Standard Concession Agreement in accordance with this request during this Phase of the procurement process. However, where the uniqueness of the identified concept and/or business model presented in the selected EOI(s) justifies revisions to the City's Standard Concession Agreement, City reserves the right to consider changes to its Standard Concession Agreement during the Negotiation Phase of this procurement process.
Question Number  94:   Form L (Sample Agreement) - No Third Parties: Will the City agree that the lease cannot provide for third party beneficiaries?
    Answer:   In accordance with Article LI. Broker's Commission of the Standard Concession Agreement attached to the RFI, "the agreement does not, and shall not be deemed or construed to, confer upon or grant to any Third Party or parties (except parties to whom the Concessionaire may assign this Agreement in accordance with the terms hereof, and except any successor to City) any right to claim damages or to bring any suit, action or other proceeding against either City or the Concessionaire because of any breach hereof or because of any of the terms, covenants, agreements and conditions herein."
Question Number  95:   Form L (Sample Agreement) - Guaranty/Security (Article VXI): Will the City require a Guaranty? Will the City agree to security of less than six (6) months?
    Answer:   The City reserves the right to require a Guarantor(s) for any awarded concession agreement, where such guaranty represents the best interest of the City. Additionally, No. The City will not modify its Standard Concession Agreement in accordance with this request. However, where the uniqueness of the identified concept and/or business model presented in the selected EOI(s) justifies revisions to the City's Standard Concession Agreement, City reserves the right to consider changes to its Standard Concession Agreement during the Negotiation Phase of this procurement process.
Question Number  96:   Form L (Sample Agreement) - Default (13.02): Will the City permit Concessionaire additional time to cure any default not capable of cure within the specified period (as long as diligently prosecuting such cure)?
    Answer:   No. The City will not modify its Standard Concession Agreement in accordance with this request. City exercises any and all remedies available under the Standard Concession Agreement in good faith.
Question Number  97:   Form L (Sample Agreement) - Rent Abatement/Termination Rights (Article XII): Will the Concessionaire have the right to a rent abatement for the City’s failure to perform its obligations under the lease or provide services?
    Answer:   No. The City will not modify its Standard Concession Agreement in accordance with this request. All compensation due to the City under the Standard Concession Agreement is due without set off, deduction, prior notice, or demand.
Question Number  98:   Form L (Sample Agreement) - Unilateral Amendments (Article XXXII): Will the City waive/restrict its right to unilaterally amend the lease to obtain funds?
    Answer:   No. The City will not modify its Standard Concession Agreement in accordance with this request.
Question Number  99:   Form L (Sample Agreement) - No Consequential Damages: Will the City agree that neither party shall be liable to the other for any indirect or consequential damages or loss of profits or the like?
    Answer:   No. The City will not modify its Standard Concession Agreement in accordance with this request during this Phase of the procurement process. However, where the uniqueness of the identified concept and/or business model presented in the selected EOI(s) justifies revisions to the City's Standard Concession Agreement, City reserves the right to consider changes to its Standard Concession Agreement during the Negotiation Phase of this procurement process.
Question Number  100:   Form L (Sample Agreement) - Dispute Resolution: Will the City agree that prior to initiating any formal proceeding, each party shall first attempt to resolve any claim arising out of the lease or any applicable laws, regulations or government-issued rules and guidance (“Dispute”), by first having a senior-level employee provide notice to a senior level-employee of the other party followed by such individuals reasonably discussing the Dispute?
    Answer:   No. The City will not modify its Standard Concession Agreement in accordance with this request.
Question Number  101:   In page 12 Financial Capacity paragraph establishes the "Respondents should submit complete financial information for the past five (5) years." Is the financial information to be submitted for the last 2 or the last 5 years?
    Answer:   Respondents should submit requested financial information for the last five (5) years.
Question Number  102:   In page 19 under Financial Information paragraph D establishes that "All respondents should provide financial statements .... for the last two calendar fiscal year". Is the financial information to be submitted for the last 2 or the last 5 years?
    Answer:   This was a typographical error. Respondents should submit requested financial information for the last five (5) years.
Question Number  103:   Could you please kindly provide the landlord provision for the followings: ? Electricity Supply (Amp/Phase) ? Chilled Water, T=6.5ºC (L/s) ? Outside Air (L/s) ? Toilet Exhaust (L/s) ? Kitchen Exhaust (L/s) ? Make Up Air (L/s) ? Town Gas (mm dia.) ? Smoke Extraction (L/s) ? Potable Water (mm dia.) ? Flushing Water (mm dia.) ? Soil Drain (mm dia.) ? Grey Water Drain (mm dia.) ? Greasy Drain (mm dia.) ? Vent Pipe (mm dia.) ? TDF Provision ? Condensate Drain (mm dia.)
    Answer:   All provisions relating to the identified topics can be found in either the Standard Concession Agreement attached to the RFI, specifically Article VII, the Tenant Work Permit Handbook posted online, and/or the Tenant Development Guidelines posted online. Both online resources can be found at the following link http://business.flydenver.com/bizops/proprfp.asp#forms / Under Resource Documents & Tenant Forms and Resources
Question Number  104:   Once all requests for clarification are submitted and responses provided, will there be additional opportunities to negotiate the standard concession agreement or is this the last opportunity to inquire about/negotiate its terms?
    Answer:   September 29, 2017, was the last opportunity for Respondents to submit questions, comments, or concerns about the Standard Concession Agreement during this phase of the procurement process. In accordance with Required Form L, Respondents were required to review the sample agreement and provide questions and/or comments before the question and answer deadline. Although the City reserves the right to make changes to the Sample Agreement during the Negotiation Phase of the procurement process, revisions to any final agreement(s) are made at the discretion of City, and only where the revision is unique to the successful respondent’s proposed concept(s) and/or business model(s). However, nothing stated herein should be construed as creating any obligation on the part of City to negotiate any provisions of the Sample Agreement.
Question Number  105:   Page 19, section 5.03 references the “privilege fee” which is the sum of the MAPF and the percentage fee.  Please provide a hypothetical example of the manner in which the privilege fee will be calculated.
    Answer:   "See the following example: Projected First Year Sales: $5,000,000; $5,000,000 X 85% = $4,250,000 (85% of Projected First Year Sales); $4,250,000 X 12% (Percentage Fee) = $510,000 (MAPF); $510,000 ÷ 12 = $42,500 per month. If First Year Sales are $5,000,000, Concessionaire would owe the City $90,000 over the MAPF ( MAPF [$510,000 - Percentage Fee [$5,000,000 x 12% ]= $600,000), the greater between the MAPF and Percentage Fee. "
Question Number  106:   The “MAPF” (equal to 85% of the privilege fee seems high.  Please provide a hypothetical example of the manner in which the MAPF will be calculated.
    Answer:   See the following example: Projected First Year Sales: $5,000,000; $5,000,000 X 85% = $4,250,000 (85% of Projected First Year Sales); $4,250,000 X 12% (Percentage Fee) = $510,000 (MAPF); $510,000 ÷ 12 = $42,500 per month. If First Year Sales are $5,000,000, Concessionaire would owe the City $90,000 over the MAPF ( MAPF [$510,000 - Percentage Fee [$5,000,000 x 12% ]= $600,000), the greater between the MAPF and Percentage Fee.
Question Number  107:   Will the joint marketing fee of 1% on gross be payable along with all other fees (i.e., the privilege fee, etc.)?
    Answer:   Yes. The joint marketing fee is payable along with all other fees.
Question Number  108:   Which major and minor merchandise categories will the passenger lounge concept be assigned as set forth in article I?
    Answer:   Selected EOI(s) will be placed under Rule 46 for PVC purposes, thus a Minor Merchandise category does not apply.
Question Number  109:   What types of permitted uses will the lounge concept be allowed? (Food & beverage, casual dining, spirits, services?)
    Answer:   Respondents' EOIs may contain any creative or innovative services they believe, based on their market research, will best serve DEN passengers and provide the greatest revenue to the City.
Question Number  110:   How will pricing for services, food, products be compared to peer establishments?
    Answer:   In accordance with Section 7.03 of the Standard Concession Agreement attached to the RFI, Concessionaires must submit to City the name and address of at least three (3) business for each price identified for goods or services offered within the Concession Location. The business must be comparable in concept, size, ambiance, service style, and quality to the Concession Location. However, where the uniqueness of the identified concept and/or business model presented in the selected EOI(s) justifies revisions to the City's Standard Concession Agreement, City reserves the right to consider changes to its Standard Concession Agreement during the Negotiation Phase of this procurement process.
Question Number  111:   How will premium value be applied to the passenger lounge concept?
    Answer:   Selected EOI(s) will be placed under Rule 46 for PVC purposes, thus a Minor Merchandise category does not apply.
Question Number  112:   Section 10.10 – when/how is refurbishment handled? Mid-term?
    Answer:   In accordance with Section 10.10 of the Standard Concession Agreement attached to the RFI, Concessionaires must submit plan specifications for refurbishment to City for review and approval no later than the beginning of the fourth (4th) or fifth (5th) full Contract Year (depending upon whether the agreement lasts for seven [7] or ten [10] years) following the Package Completion Date. The Mid-Term Refurbishment shall be completed prior to the midpoint of the fifth (5th) or sixth (6th) full Contract Year following the Package Completion Date. However, where the uniqueness of the identified concept and/or business model presented in the selected EOI(s) justifies revisions to the City's Standard Concession Agreement, City reserves the right to consider changes to its Standard Concession Agreement during the Negotiation Phase of this procurement process.
Question Number  113:   How is the surety for performance in section 16.01 calculated?  Is the requirement for surety related to the bond and LOC forms attached to the concession agreement or are the surety, the bond and the LOC three different types of liquidity/security?
    Answer:   In accordance with Section 16.01, of the Standard Concession Agreement attached to the RFI, the Surety amount is equal to the sum of the Support Space Compensation plus MAPF payable to City hereunder for a period of six (6) months. This Surety requirement may be met by Concessionaires, through a performance bond or irrevocable letter of credit. The forms attached to the Standard Concession Agreement are provided to demonstrate the approved forms of Surety the City is willing to accept from Concessionaire to meet the requirement of Section 16.01.
Question Number  114:   Article XXIX – does the right to develop airport mean that if it is in den’s interest, the passenger lounges may be moved or re-concepted without input from the operator?
    Answer:   Article XXIX of the Standard Concession Agreement, requires Concessionaires to agree that no liability shall attach to City, its officers, agents, employees, Contractors, subcontractors, and representatives by way of inconveniences caused by construction, expansion, relocation, maintenance, and repair of DEN, including DEN's Airport Layout Plan. Concessionaire must agree to waive any right to claim damages or other consideration therefrom. Reclaiming of the Premises and re-concepting of concession locations are covered by Sections 3.03 and 7.01 E of the Standard Concession Agreement.
Question Number  115:   Is the required “absolute unconditional guaranty” a corporate guaranty?
    Answer:   Yes. However, City reserves the right to require a Guarantor(s) for any awarded concession agreement, where such guaranty represents the best interest of the City.
Question Number  116:   Forms for the guaranty, the irrevocable letter of credit and the performance bond are included with the concession agreement. Are all of these forms of security required to enter into the concession agreement or are these alternative forms of security?
    Answer:   Yes. These are the forms acceptable to City for compliance with Section 16.01 of the Standard Concession Agreement attached to the RFI.
Question Number  117:   Which Airlines are flying out of Denver Concourse A in the next 2 -3 years?
    Answer:   The City will not provide this type of information. Respondents are encouraged to do their own independent research in responding to this RFI.
Question Number  118:   The terminal expansion of Concourse A west. What flights or type of flights be flying out of the expanded Concourse A West?
    Answer:   The City will not provide this type of information. Respondents are encouraged to do their own independent research in responding to this RFI.
Question Number  119:   If the MAPF is equal to Percentage Fee, what is the outcome?
    Answer:   Under the Standard Concession Agreement attached to the RFI, Concessionaires are only responsible for the greater between the MAPF and Percentage Fee. If the MAPF and Percentage Fee are equal Concessionaires will have already paid the Percentage Fee.
Question Number  120:   Please clarify the MAPF / Percentage Fee / Payment of Privilege Fee? Please further define mechanism
    Answer:   See the following example: Projected First Year Sales: $5,000,000; $5,000,000 X 85% = $4,250,000 (85% of Projected First Year Sales); $4,250,000 X 12% (Percentage Fee) = $510,000 (MAPF); $510,000 ÷ 12 = $42,500 per month. If First Year Sales are $5,000,000, Concessionaire would owe the City $90,000 over the MAPF ( MAPF [$510,000 - Percentage Fee [$5,000,000 x 12% ]= $600,000), the greater between the MAPF and Percentage Fee (the Privilege Fee).
Question Number  121:   Will a Sub-lease model be allowed in this project for certain sections of the Lounge?
    Answer:   The City will not modify its Standard Concession Agreement in accordance with this request during this Phase of the procurement process. However, where the uniqueness of the identified concept and/or business model presented in the selected EOI(s) justifies revisions to the City's Standard Concession Agreement, City reserves the right to consider changes to its Standard Concession Agreement during the Negotiation Phase of this procurement process.
Question Number  122:   Do we have opportunity to perform Retail in the Lounge?
    Answer:   Respondents' EOIs may contain any creative or innovative services they believe, based on their market research, will best serve DEN passengers and provide the greatest revenue to the City.