Loading...
HomeMy WebLinkAboutAgenda 9-6-07Page z:\council packets\2007\r9-6-07\agenda 9-6-07 .doc 8/31/2007 2:55 PM NOTICE OF THE EXECUTIVE AND REGULAR SESSION OF THE FOUNTAIN HILLS TOWN COUNCIL TIME: 5:00 P.M. to 6:30 P.M. - EXECUTIVE SESSION (Executive Session will be held in 2nd floor Fountain Conference Room) 6:30 P.M. - REGULAR SESSION WHEN: THURSDAY, SEPTEMBER 6, 2007 WHERE: FOUNTAIN HILLS COUNCIL CHAMBERS 16705 EAST AVENUE OF THE FOUNTAINS, FOUNTAIN HILLS, AZ PROCEDURE FOR ADDRESSING THE COUNCIL Anyone wishing to speak before the Council must fill out a speaker’s card and submit it to the Town Clerk prior to Council discussion of that Agenda item. Speaker Cards are located in the Council Chamber Lobby and near the Clerk’s position on the dais. If there is a Public Hearing, please submit the speaker card for that issue prior to the beginning of the Public Hearing and the Consideration of said issue. Speakers will be called in the order in which the speaker cards were received either by the Clerk or the Mayor. At that time, speakers should stand and approach the podium. Speakers are asked to state their name prior to commenting and to direct their comments to the Presiding Officer and not to individual Council Members. Speakers’ statements should not be repetitive. In order to conduct an orderly business meeting, the Presiding Officer shall keep control of the meeting and shall require the speakers and audience to refrain from abusive or profane remarks, disruptive outbursts, applause, protests or other conduct that disrupts or interferes with the orderly conduct of the business of the meeting. Personal attacks on Council members, Town staff or members of the public are not allowed. Please be respectful when making your comments. If you do not comply with these rules, you will be asked to leave. Individual speakers will be allowed three contiguous minutes to address the Council. Time limits may be waived by (i) discretion of the Town Manager upon request by the speaker not less than 24 hours prior to a Meeting, (ii) consensus of the Council at Meeting or (iii) the Mayor either prior to or during a Meeting. If a speaker chooses not to speak when called, the speaker will be deemed to have waived his or her opportunity to speak on the matter. Speakers may not (i) reserve a portion of their time for a later time or (ii) transfer any portion of their time to another speaker. Mayor Wally Nichols Councilmember Mike Archambault Councilmember Henry Leger Councilmember Ginny Dickey Vice Mayor Keith McMahan Councilmember Ed Kehe Councilmember Jay Schlum Page z:\council packets\2007\r9-6-07\agenda 9-6-07 .doc 8/31/2007 2:55 PM CALL TO ORDER –Mayor Nichols ROLL CALL AND VOTE TO GO INTO EXECUTIVE SESSION: (i) Pursuant to §38-431.03(A)(1), for discussion or employment, assignment, appointment, promotion, demotion, dismissal, salaries, disciplining or resignation of a public officer, appointee or employee may demand that the discussion or consideration occur at a public meeting. The public body shall provide the officer, appointee or employee with written notice of the executive session as is appropriate but not less than twenty-four hours for the officer, appointee or employee to determine whether the discussion or consideration should occur at a public meeting. (Specifically, for the purpose of interviewing Planning and Zoning Commission applicants to fill the current vacancies); and (ii) Pursuant to §38-431.03(A)(4), for discussion or consultation with the attorneys of the public body in order to consider its position and instruct its attorneys regarding the public body’s position regarding contracts that are the subject of negotiations, in pending or contemplated litigation or in settlement discussions conducted in order to avoid or resolve litigation. (Specifically, (i) discussing a possible downtown development contract and (ii) Battel, Firerock and Golf Properties litigation matters). 1.) RETURN TO REGULAR SESSION CALL TO ORDER AND PLEDGE OF ALLEGIANCE – Mayor Nichols INVOCATION – Pastor Jim Fitz, Fountain Hills Community Church ROLL CALL – Mayor Nichols MAYOR’S REPORT (i) Mayor Nichols will read a Proclamation declaring September 17, 2007, as “Constitution Commemoration Day” SCHEDULED PUBLIC APPEARANCES/PRESENTATIONS (i) Department Division information overview of services provide by Mapping and Graphics – Ken Valverde and Steve Sikorski, Engineering Technicians/CAD Operators. CALL TO THE PUBLIC Pursuant to A.R.S. §38-431-01(G), public comment is permitted (not required) on matters not listed on the agenda. Any such comment (i) must be within the jurisdiction of the Council and (ii) is subject to reasonable time, place, and manner restrictions. The Council will not discuss or take legal action on matters raised during “Call to the Public” unless the matters are properly noticed for discussion and legal action. At the conclusion of the call to the public, individual Councilmembers may (i) respond to criticism, (ii) ask staff to review a matter or (iii) ask that the matter be placed on a future Council agenda. CONSENT AGENDA 1. CONSIDERATION of approving the Town Council MEETING MINUTES of August 2, 14 and August 16, 2007. 2. CONSIDERATION of RESOLUTION 2007-48, abandoning whatever right, title, or interest the Town has in portions of the certain public utility and drainage easements located at the northeasterly property lines of Plat 511, Block 1, Lot 5 (15431 N. Cerro Alto Drive) as recorded in Book 366 of Maps, Page 6, Records of Maricopa County, Arizona. EA 07-18 (Mortgages Ltd.). Page z:\council packets\2007\r9-6-07\agenda 9-6-07 .doc 8/31/2007 2:55 PM 3. CONSIDERATION of RESOLUTION 2007-38, approving an Intergovernmental Agreement with Mohave Educational Services, Inc., relating to a cooperative purchasing program. 4. CONSIDERATION of approving a PURCHASE AGREEMENT with Five Star Ford for one 4x2 Hybrid Ford Escape for Code Enforcement in the amount of $25,947.22. 5. CONSIDERATION of approving the revised CONTRACT with Summit Emergency Equipment to build one fire pumper, to be delivered within 270 days after council approval. Cost to not exceed $369,225.12. REGULAR AGENDA 6. RE-CONSIDERATION of a revised CUT WAIVER request to permit an area of 3,984 square feet to have up to 20 feet deep maximum visible cuts for the development of a single-family residence on lot #87 in the Eagles Nest subdivision. Case#CFW2007-02. 7. CONSIDERATION of approving the three-year PROFESSIONAL SERVICES AGREEMENT between the Town of Fountain Hills and the Fountain Hills Chamber of Commerce to provide tourism services in the amount of $375,000. 8. CONSIDERATION of approving the PROFESSIONAL SERVICES AGREEMENT between the Town of Fountain Hills and the Scottsdale Convention and Visitors Bureau for national and international tourism services in the amount of $60,000. 9. SUMMARY of COUNCIL REQUESTS by Town Manager. 10. COUNCIL DISCUSSION/DIRECTION to the Town Manager. Items listed below are related only to the propriety of (i) placing such items on a future agenda for action or (ii) directing staff to conduct further research and report back to the Council: A) NONE. 11. ADJOURNMENT. DATED this 31st day of August 2007. Bevelyn J. Bender, Town Clerk The Town of Fountain Hills endeavors to make all public meetings accessible to persons with disabilities. Please call 480-816-5100 (voice) or 1-800-367-8939 (TDD) 48 hours prior to the meeting to request a reasonable accommodation to participate in this meeting or to obtain agenda information in large print format. Supporting documentation and staff reports furnished the Council with this agenda are available for review in the Clerk’s office. Planning & Zoning Department Mapping & Graphics Division CAD/GIS Council Presentation September 6, 2007 Organizational Chart Planning & Zoning Mapping & GraphicsPlanningCode EnforcementBuilding Safety Steve Sikorski Ken Valverde Production Software Tools AutoCAD Land Desktop FastLook DBMS Platted Properties DBMSMrSidImage Viewer Production Hardware Equipment Large Format Plotter Color Laser Printer Map Trimmer Drawing Archive & Work Surface Extent of Services •Aerial Exhibits –For Town Staff, Development Projects, Utilities, School District, Chamber of Commerce, Residents & More •Technical Mapping –Easement Abandonment/Acquisition Exhibits, Legal Descriptions/Exhibits –Capital Improvement Projects -Sidewalk, Parking Lot, Storm Drainage Design –Parks Infrastructure, Trails mapping Extent of Services •Engineering –Address Notifications –Base Map Maintenance –As-Built & Final Plats –Platted Properties Database •Mapping & Graphics –Conference & Educational Displays, Facilities Inventory –Traffic Signals, Sidewalk & Storm Drain. –Town Maps Quarterly updates –Plat, Zoning, Building Development, etc. –Town Map Books –Emergency Services, Town Staff, Utilities Future of Mapping CAD/GIS Integration Aerial Imagery Elevation Geodetic Control Boundaries Surface Waters Transportation Land Ownership Soils Sewer Lines Water Lines Landcover Demographics Flood Zones GIS Puts ‘Layers’ of Data Together •Allowing us to see relationships •From varying sources Business Locations Typical GIS Related Tasks Government •Land Records management –Parcel maintenance, property ownership, zoning, permits •Tracking assets –Road signs, pavement condition, utility infrastructure •Routing public services –Waste removal, building inspections, emergency responders Typical GIS Related Tasks Government •Fulfill requests for information from: –Internal customers/other departments –Citizens •How do we fulfill these requests and do our jobs without adding excessive time and cost? Where Are We Going? Field Map by EMS -GIS Data Viewing Solution -Multiple Users Today -Fast Fast Fast -Standard Look and Feel (Windows Programs) Future Look @ GIS by ESRI -Enterprise WEB Solution Field Map Demo Discussion Question & Answer Page 1 of 2 TOWN OF FOUNTAIN HILLS TOWN COUNCIL AGENDA ACTION FORM Meeting Date: September 6, 2007 Meeting Type: Regular Agenda Type: Consent Submitting Department: Administration Staff Contact Information: Bevelyn J Bender, 480-816-5115, bbender@fh.az.gov Strategic Priority: Not applicable Council Goal: Not applicable REQUEST TO COUNCIL: CONSIDERATION of approving the Town Council meeting MINUTES of August 2, 14 and August 16, 2007. Applicant: N/A Applicant Contact Information: N/A Property Location: N/A Related Ordinance, Policy or Guiding Principle: A.R.S. §38-431.01 Staff Summary (background): The 8/2/07 minutes are on this agenda for consideration of approval due to the fact that the Council did not have the opportunity to review the text prior to the 8/16/07 meeting. The intent of approving previous meeting minutes is to ensure an accurate account of the discussion and action that took place at that meeting for archival purposes. Approved minutes are placed on the Town’s website in compliance with state law. Risk Analysis (options or alternatives with implications): N/A Fiscal Impact (initial and ongoing costs; budget status): N/A Recommendation(s) by Board(s) or Commission(s): N/A Staff Recommendation(s): Approve SUGGESTED MOTION: Move to approve the consent agenda. Attachment(s): None Submitted by: __________________________________________ Approved: _________________________________________ Town Manager Date Bevelyn J. Bender/Town Clerk 8/31/07 RESOLUTION 2007-48 A RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE TOWN OF FOUNTAIN HILLS, ARIZONA, ABANDONING WHATEVER RIGHT, TITLE, OR INTEREST IT HAS IN THE CERTAIN PUBLIC UTILITY EASEMENT AND PORTIONS OF THE DRAINAGE EASEMENT AT THE NORTHEASTERLY PROPERTY LINE OF PLAT 511, BLOCK 1, LOT 5, FOUNTAIN HILLS, ARIZONA, AS RECORDED IN BOOK 366 OF MAPS, PAGE 6, RECORDS OF MARICOPA COUNTY, ARIZONA. WHEREAS, the Mayor and Council of the Town of Fountain Hills (the “Town Council”), as the governing body of real property located in the Town of Fountain Hills (the “Town”), may require the dedication of public streets, sewer, water, drainage, and other utility easements or rights-of-way within any proposed subdivision; and WHEREAS, the Town Council has the authority to accept or reject offers of dedication of private property by easement, deed, subdivision, plat or other lawful means; and WHEREAS, all present utility companies have received notification of the proposed abandonment. NOW THEREFORE, BE IT RESOLVED BY THE MAYOR AND COUNCIL OF THE TOWN OF FOUNTAIN HILLS, as follows: SECTION 1. That the certain twenty (20’) foot public utility easement and portions of the twenty (20’) foot drainage easement located at the northeasterly property line of Plat 511, Block 1, Lot 5, Fountain Hills, as recorded in Book 366 of Maps, Page 6, Records of Maricopa County, and as more particularly described in Exhibit A, attached hereto and incorporated herein by reference, are hereby declared to be abandoned by the Town. Certain lots within this subdivision are subject to lot-to-lot drainage runoff. The property owner is required to pass the developed flows generated by the upstream lots across their property. SECTION 2. That this Resolution is one of abandonment and disclaimer by the Town solely for the purpose of removing any potential cloud on the title to said property and that the Town in no way attempts to affect the rights of any private party to oppose the abandonment or assert any right resulting there from or existing previous to any action by the Town. PASSED AND ADOPTED BY the Mayor and Council of the Town of Fountain Hills, September 6, 2007. FOR THE TOWN OF FOUNTAIN HILLS: ATTESTED TO: W. J. Nichols, Mayor Bevelyn J. Bender, Town Clerk REVIEWED BY: APPROVED AS TO FORM: Timothy G. Pickering, Town Manager Andrew J. McGuire, Town Attorney Page 1 of 3 TOWN OF FOUNTAIN HILLS TOWN COUNCIL AGENDA ACTION FORM Meeting Date: September 6, 2007 Meeting Type: Regular Agenda Type: Regular Submitting Department: Planning & Zoning Staff Contact Information: Bob Rodgers, Senior Planner, 480-816-5138, rrodgers@fh.az.gov Strategic Priority: Not applicable Council Goal: Not applicable REQUEST TO COUNCIL: RE-CONSIDERATION of a revised CUT WAIVER request to permit an area of 3,984 square feet to have up to 20 feet deep maximum visible cuts for the development of a single-family residence on lot #87 in the Eagles Nest subdivision. Case #CFW2007-02. Applicant: Jeremy Hall, MCO Properties Applicant Contact Information: 16930 E. Palisades Blvd, Fountain Hills, AZ (480) 837 – 9666 JHALL@mcoproperties.com Property Location: 14245 E. Morning Dove Drive, Fountain Hills, AZ APN 217-19-972 Related Ordinance, Policy or Guiding Principle: Fountain Hills Zoning Ordinance Chapter 5, Section 5.11.C - Cut and Fill Standards Staff Summary (background): EXISTING ZONING: R1-43 - Single Family Residential EXISTING CONDITION: Vacant LOT SIZE: 2.44 Acres SURROUNDING LAND USES & ZONING: North: Vacant – Zoned R1-43 - Single Family Residential South: Vacant – Zoned R1-43 - Single Family Residential East: Vacant – Zoned R1-43 - Single Family Residential West: Vacant – Zoned R1-43 - Single Family Residential SUMMARY: This is a request by MCO Properties for a waiver for cuts in excess of the ten foot maximum allowed by Section 5.11.C.4 of the Town of Fountain Hills Zoning Ordinance that reads: Limitations on Cut and Fill. The height of any fill or the depth of any cut area, as measured from natural grade shall not be greater than ten (10) feet regardless of whether the fill or cut is retained, unretained, or a combination thereof. The total combined height of any fill or the depth of any cut area as a result of subdivision improvement grading and/or any subsequent grading, including but not limited to grading approved as a part of building permit approval, shall not total more than ten (10) feet, as measured from natural grade, unless otherwise provided in this section. These limitations may be waived by the Town Council, and in the case of unexposed basement cuts, may be approved by the Zoning Administrator as provided in subsection B below. This is the second time this application has been brought before the Town Council. The first proposal was to allow 5,222 square feet to be cut to a maximum of 24’ deep. Town Council instructed the applicants to re-design their proposal and return with a more acceptable design. The area of the new proposed cuts that are in excess of ten feet in depth are under a portion of the driveway, and behind the proposed house location. The area of the lot that exceeds the maximum cut breaks down as follows: 10’-15’ 2,438 square feet 15’-20’ 1,546 square feet NEW TOTAL CUT WAIVER REQUESTED = 3,984 square feet with a maximum depth of 20’. The revised area exceeding the maximum cut of 10 ft. is shown on plan sheet “C1 of 2” (attached) and is depicted with varying shaded areas denoting the depth category as described above. The cut waiver requested for the rear yard is retained by two retaining walls and two terraced rock cuts, ranging from 3 feet to 6 feet in height. The cut waiver requested for a portion of the driveway is located adjacent to the house and garages in the area of the required public safety operational platform. The proposed terraced retaining wall and rock cuts conform to the individual height regulations set forth in the Zoning Ordinance. The terraced retaining wall and rock cuts would be minimally visible from the adjacent properties or nearest right of way (Morning Dove Drive) due to their location behind the proposed house Staff has identified three objectives in reviewing cut and fill waiver requests for single-family residences. Those objectives are: 1) To reduce the visual impacts of the proposed development as viewed from the adjacent properties and rights of ways. The applicants have re-designed the proposed house so as to eliminate all excess fill areas and all cut waiver areas are located behind the house and garages where they will be screened from view. Subsequent to their previous meeting with Town Council, the applicants have reduced their cut waiver request by 1,238 square feet. 2) To review the measures applied by the designer to minimize the amount of cut and fill on the lot. The driveway cut area is a direct result of the public safety requirement for a 30’ x 20’ operational platform with a maximum slope of 5%. This area is screened by a garage and a wooden trellis. The rear yard area cut is a result of the designer’s attempt to maintain a lower roof profile and to set the building into the hillside. This area is screened from adjacent properties and the roadway by the house. 3) To consider possible alternatives to the proposed plan that would conform to the ten-foot maximum cut or fill. Alternatives suggested to the owner were to redesign the layout of the driveway, raise the elevation of the house and garage, and completely eliminate the fill waiver areas. The applicants maintain that the alternatives suggested would significantly change the design and layout of the house or create problems using the driveway and that the aesthetics of the lot would also be significantly affected. All fill areas in excess of 10’ have been successfully designed out of the proposal. Subsequent to their previous meeting with Town Council, the applicants have revised their cut areas to reduce the size of the rear yard. The applicants have provided a narrative (attached) outlining the changes they made to the previous proposal. They have further stated that the current proposal is the best design they can accomplish, with two caveats; 1) without pushing the house forward which would require a front fill waiver visible from the street, or 2) without exceeding the 18% max grade on the driveway for fire access. Risk Analysis (options or alternatives with implications): Granting the cut waiver will allow the construction of the model home in the Eagles Nest subdivision. Denying the waiver will require the property owner to significantly revise the physical design and size of the house. Fiscal Impact (initial and ongoing costs; budget status): No municipal fiscal impacts have been identified. Staff Recommendation(s): Staff has worked with the applicants in an attempt to bring the proposal into conformance with the Town’s ordinance requirements. This has been accomplished with the exception of the depths of the cuts which must be addressed by the Town Council. The house design and location has been examined for aesthetics and accessibility. Emergency access requirements have been addressed as well. It is the applicant’s position that the requested Cut Waiver is integral to this development design and relates to physical access requirements and limitations caused by developing on a hillside lot. The applicant has successfully reduced their waiver request. However, 3,984 square feet should still be considered as a significant area to be waived for one house lot. Also, the Town Council should seriously consider any precedent they may be setting given that this is the first lot in the Eagle’s Nest subdivision to request such a waiver. Staff believes that the possibility remains that further reductions are possible with some minor revisions to the house design. However, unless the house is completely and drastically re-designed, the applicant’s will probably not be able to eliminate the need for the waiver request. Staff recommends that the Town Council deny the Cut Waiver as currently proposed due to the applicant’s failure to adequately demonstrate that they have exhausted all efforts to re-design the house to as closely as possible conform with the zoning ordinance requirements and the three objectives stated above. As an alternative, the Town Council could continue the hearing again and request that the developer re-examine the proposal another time in an effort to further reduce the amount of the cut. SUGGESTED MOTION: Move to continue the hearing for the requested cut waiver to permit up to a 20 feet deep maximum visible cut over an area of 3,984 square feet for the development of a single-family residence on lot #87 in the Eagles Nest subdivision. Case #CFW2007-02. Submitted by: ___________________________________________ Name/Title Date Approved: _________________________________________ Town Manager Date Approved by: ___________________________________________ Department Director Date Attachments: Applicants Narrative Report Site Plan June 7, 2007 Excerpt of Town Council Minutes 749252.5 PROFESSIONAL SERVICES AGREEMENT BETWEEN THE TOWN OF FOUNTAIN HILLS AND FOUNTAIN HILLS CHAMBER OF COMMERCE THIS PROFESSIONAL SERVICES AGREEMENT (this “Agreement”) is made as of September 6, 2007, between the TOWN OF FOUNTAIN HILLS, an Arizona municipal corporation (the “Town”) and FOUNTAIN HILLS CHAMBER OF COMMERCE, an Arizona non-profit corporation (the “Contractor”). RECITALS A. The Town issued a Request for Qualifications (the “RFQ”), attached hereto as Exhibit A and incorporated herein by reference, seeking statements of qualifications from Contractors for professional consulting services. B. The Contractor responded to the RFQ by the Proposal, attached hereto as Exhibit B and incorporated herein by reference, and the Town desires to enter into an Agreement with the Contractor to promote tourism (the “Services”). AGREEMENT NOW, THEREFORE, in consideration of the foregoing recitals, which are incorporated herein by reference, and the following mutual covenants and conditions, the Town and the Contractor hereby agree as follows: 1. Term of Agreement. This Agreement shall be effective as of the date first set forth above and shall remain in full force and effect until June 30, 2010. 2. Scope of Work. Contractor shall provide the Services as set forth in the Scope of Work, attached hereto as Exhibit C and incorporated herein by reference. 3. Compensation. The Town shall pay Contractor a price not to exceed $375,000.00 for the Services as set forth in the Fee Estimate, attached hereto as Exhibit D and incorporated herein by reference. 4. Payments. The Town shall pay the Contractor quarterly following the submittal of Contractor quarterly reports, based upon work performed and completed to date, and upon submission and approval of invoices. All invoices shall document and itemize all work completed to date. The invoice statement shall include a record of time expended and work performed in sufficient detail to justify payment. The first quarterly report shall be due September 30, 2007, and the corresponding payment shall be remitted not later than October 15, 2007. Subsequent quarterly reports shall be due on the last day of each quarter and the corresponding payment shall be remitted not later than 15 days after receipt of such quarterly report. 749252.5 2 5. Ownership of Documents. All documents prepared and submitted to the Town by the Contractor pursuant to this Agreement shall be the property of the Town. 6. Contractor Personnel. Contractor shall provide adequate, experienced personnel, capable of and devoted to the successful completion of the Services to be performed under this Agreement. Contractor agrees to assign specific individuals to key positions. Contractor agrees that, upon commencement of the Services to be performed under this Agreement, key personnel shall not be removed or replaced without prior written notice to the Town. If key personnel are not available to perform the Services for a continuous period exceeding 30 calendar days, or are expected to devote substantially less effort to the Services than initially anticipated, Contractor shall immediately notify the Town of same and shall, subject to the concurrence of the Town, replace such personnel with personnel of substantially equal ability and qualifications. 7. Inspection; Acceptance. All work shall be subject to inspection and acceptance by the Town at reasonable times during Contractor’s performance. The Contractor shall provide and maintain a self-inspection system that is acceptable to the Town. 8. Licenses; Materials. Contractor shall maintain in current status all federal, state and local licenses and permits required for the operation of the business conducted by the Contractor. The Town has no obligation to provide Contractor, its employees or subcontractors any business registrations or licenses required to perform the specific services set forth in this Agreement. The Town has no obligation to provide tools, equipment or material to Contractor. 9. Performance Warranty. Contractor warrants that the Services rendered will conform to the requirements of this Agreement and to the highest professional standards in the field. 10. Indemnification. To the fullest extent permitted by law, the Contractor shall indemnify, defend and hold harmless the Town and each council member, officer, employee or agent thereof (the Town and any such person being herein called an “Indemnified Party”), for, from and against any and all losses, claims, damages, liabilities, costs and expenses (including, but not limited to, reasonable attorneys’ fees, court costs and the costs of appellate proceedings) to which any such Indemnified Party may become subject, under any theory of liability whatsoever (“Claims”), insofar as such Claims (or actions in respect thereof) relate to, arise out of, or are caused by or based upon the negligent acts, intentional misconduct, errors, mistakes or omissions, in connection with the work or services of the Contractor, its officers, employees, agents, or any tier of subcontractor in the performance of this Agreement. The amount and type of insurance coverage requirements set forth below will in no way be construed as limiting the scope of the indemnity in this Section. 11. Insurance. 11.1 General. a. Insurer Qualifications. Without limiting any obligations or liabilities of Contractor, Contractor shall purchase and maintain, at its own expense, hereinafter stipulated minimum insurance with insurance companies duly licensed by the 749252.5 3 State of Arizona with an AM Best, Inc. rating of A- or above with policies and forms satisfactory to the Town. Failure to maintain insurance as specified herein may result in termination of this Agreement at the Town’s option. b. No Representation of Coverage Adequacy. By requiring insurance herein, the Town does not represent that coverage and limits will be adequate to protect Contractor. The Town reserves the right to review any and all of the insurance policies and/or endorsements cited in this Agreement but has no obligation to do so. Failure to demand such evidence of full compliance with the insurance requirements set forth in this Agreement or failure to identify any insurance deficiency shall not relieve Contractor from, nor be construed or deemed a waiver of, its obligation to maintain the required insurance at all times during the performance of this Agreement. c. Additional Insured. All insurance coverage and self-insured retention or deductible portions, except Workers’ Compensation insurance and Professional Liability insurance, if applicable, shall name, to the fullest extent permitted by law for claims arising out of the performance of this Agreement, the Town, its agents, representatives, officers, directors, officials and employees as Additional Insured as specified under the respective coverage sections of this Agreement. d. Coverage Term. All insurance required herein shall be maintained in full force and effect until all work or services required to be performed under the terms of this Agreement are satisfactorily performed, completed and formally accepted by the Town, unless specified otherwise in this Agreement. e. Primary Insurance. Contractor’s insurance shall be primary insurance with respect to performance of this Agreement and in the protection of the Town as an Additional Insured. f. Claims Made. In the event any insurance policies required by this Agreement are written on a “claims made” basis, coverage shall extend, either by keeping coverage in force or purchasing an extended reporting option, for three years past completion and acceptance of the services. Such continuing coverage shall be evidenced by submission of annual Certificates of Insurance citing applicable coverage is in force and contains the provisions as required herein for the three-year period. g. Waiver. All policies, except for Professional Liability, including Workers’ Compensation insurance, shall contain a waiver of rights of recovery (subrogation) against the Town, its agents, representatives, officials, officers and employees for any claims arising out of the work or services of Contractor. Contractor shall arrange to have such subrogation waivers incorporated into each policy via formal written endorsement thereto. h. Policy Deductibles and/or Self-Insured Retentions. The policies set forth in these requirements may provide coverage that contains deductibles or self- insured retention amounts. Such deductibles or self-insured retention shall not be 749252.5 4 applicable with respect to the policy limits provided to the Town. Contractor shall be solely responsible for any such deductible or self-insured retention amount. i. Use of Subcontractors. If any work under this Agreement is subcontracted in any way, Contractor shall execute written agreement with Subcontractor containing the indemnification provisions set forth in this Section and insurance requirements set forth herein protecting the Town and Contractor. Contractor shall be responsible for executing the agreement with Subcontractor and obtaining certificates of insurance verifying the insurance requirements. j. Evidence of Insurance. Prior to commencing any work or services under this Agreement, Contractor shall furnish the Town with certificate(s) of insurance, or formal endorsements as required by this Agreement, issued by Contractor’s insurer(s) as evidence that policies are placed with acceptable insurers as specified herein and provide the required coverages, conditions and limits of coverage specified in this Agreement and that such coverage and provisions are in full force and effect. If a certificate of insurance is submitted as verification of coverage, the Town shall reasonably rely upon the certificate of insurance as evidence of coverage but such acceptance and reliance shall not waive or alter in any way the insurance requirements or obligations of this Agreement. If any of the above-cited policies expire during the life of this Agreement, it shall be Contractor’s responsibility to forward renewal certificates within ten days after the renewal date containing all the aforementioned insurance provisions. Additionally, certificates of insurance submitted without referencing a contract number will be subject to rejection and returned or discarded. Certificates of insurance shall specifically include the following provisions: (1) The Town, its agents, representatives, officers, directors, officials and employees are Additional Insureds as follows: (a) Commercial General Liability - Under Insurance Services Office, Inc., (“ISO”) Form CG 20 10 03 97 or equivalent. (b) Auto Liability - Under ISO Form CA 20 48 or equivalent. (c) Excess Liability - Follow Form to underlying insurance. (2) Contractor’s insurance shall be primary insurance as respects performance of the Agreement. (3) All policies, except for Professional Liability, including Workers’ Compensation, waive rights of recovery (subrogation) against Town, its agents, representatives, officers, officials and employees for any claims arising out of work or services performed by Contractor under this Agreement. 749252.5 5 (4) A 30-day advance notice cancellation provision. If ACORD certificate of insurance form is used, the phrases in the cancellation provision “endeavor to” and “but failure to mail such notice shall impose no obligation or liability of any kind upon the company, its agents or representatives” shall be deleted. Certificate forms other than ACORD form shall have similar restrictive language deleted. 11.2 Required Insurance Coverage. a. Commercial General Liability. Contractor shall maintain “occurrence” form Commercial General Liability insurance with an unimpaired limit of not less than $1,000,000 for each occurrence, $2,000,000 Products and Completed Operations Annual Aggregate and a $2,000,000 General Aggregate Limit. The policy shall cover liability arising from premises, operations, independent contractors, products- completed operations, personal injury and advertising injury. Coverage under the policy will be at least as broad as ISO policy form CG 00 010 93 or equivalent thereof, including but not limited to, separation of insured’s clause. To the fullest extent allowed by law, for claims arising out of the performance of this Agreement, the Town, its agents, representatives, officers, officials and employees shall be cited as an Additional Insured under ISO, Commercial General Liability Additional Insured Endorsement form CG 20 10 03 97, or equivalent, which shall read “Who is an Insured (Section II) is amended to include as an insured the person or organization shown in the Schedule, but only with respect to liability arising out of “your work” for that insured by or for you.” If any Excess insurance is utilized to fulfill the requirements of this subsection, such Excess insurance shall be “follow form” equal or broader in coverage scope than underlying insurance. b. Vehicle Liability. Contractor shall maintain Business Automobile Liability insurance with a limit of $1,000,000 each occurrence on Contractor’s owned, hired and non-owned vehicles assigned to or used in the performance of the Contractor’s work or services under this Agreement. Coverage will be at least as broad as ISO coverage code “1” “any auto” policy form CA 00 01 12 93 or equivalent thereof. To the fullest extent allowed by law, for claims arising out of the performance of this Agreement, the Town, its agents, representatives, officers, directors, officials and employees shall be cited as an Additional Insured under ISO Business Auto policy Designated Insured Endorsement form CA 20 48 or equivalent. If any Excess insurance is utilized to fulfill the requirements of this subsection, such Excess insurance shall be “follow form” equal or broader in coverage scope than underlying insurance. c. Professional Liability. If this Agreement is the subject of any professional services or work, or if the Contractor engages in any professional services or work adjunct or residual to performing the work under this Agreement, the Contractor shall maintain Professional Liability insurance covering negligent errors and omissions arising out of the Services performed by the Contractor, or anyone employed by the Contractor, or anyone for whose negligent acts, mistakes, errors and omissions the Contractor is legally liable, with an unimpaired liability insurance limit of $2,000,000 each claim and $2,000,000 all claims. In the event the Professional Liability insurance 749252.5 6 policy is written on a “claims made” basis, coverage shall extend for three years past completion and acceptance of the Services, and the Project Manager shall be required to submit certificates of insurance evidencing proper coverage is in effect as required above. d. Workers’ Compensation Insurance. Contractor shall maintain Workers’ Compensation insurance to cover obligations imposed by federal and state statutes having jurisdiction of Contractor’s employees engaged in the performance of work or services under this Agreement and shall also maintain Employers Liability Insurance of not less than $500,000 for each accident, $500,000 disease for each employee and $1,000,000 disease policy limit. 11.3 Cancellation and Expiration Notice. Insurance required herein shall not expire, be canceled, or materially changed without 30 days prior written notice to the Town. 12. Applicable Law; Venue. In the performance of this Agreement, Contractor shall abide by and conform to any and all laws of the United States, State of Arizona and Town of Fountain Hills, including but not limited to, federal and state executive orders providing for equal employment and procurement opportunities, the Federal Occupational Safety and Health Act and any other federal or state laws applicable to this Agreement. This Agreement shall be governed by the laws of the State of Arizona and suit pertaining to this Agreement may be brought only in courts in the State of Arizona. 13. Termination; Cancellation. 13.1 For Town’s Convenience. This Agreement is for the convenience of the Town and, as such, may be terminated without cause after receipt by Contractor of written notice by the Town. Upon termination for convenience, Contractor shall be paid for all undisputed services performed to the termination date. 13.2 For Cause. This Agreement may be terminated by either party upon 30 days’ written notice should the other party fail to substantially perform in accordance with this Agreement’s terms, through no fault of the party initiating the termination. In the event of such termination for cause, payment shall be made by the Town to the Contractor for the undisputed portion of its fee due as of the termination date. 13.3 Due to Work Stoppage. This Agreement may be terminated by the Town upon 30 days’ written notice to Contractor in the event that the Services are permanently abandoned. In the event of such termination due to work stoppage, payment shall be made by the Town to the Contractor for the undisputed portion of its fee due as of the termination date. 13.4 Conflict of Interest. This Agreement is subject to the provisions of ARIZ. REV. STAT. § 38-511. The Town may cancel this Agreement without penalty or further obligations by the Town or any of its departments or agencies if any person significantly involved in initiating, negotiating, securing, drafting or creating this Agreement on behalf of the Town or any of its departments or agencies is, at any time while the Agreement or any extension of the Agreement is in effect, an employee of any other party to the Agreement in any capacity 749252.5 7 or a Contractor to any other party of the Agreement with respect to the subject matter of the Agreement. 13.5 Gratuities. The Town may, by written notice to the Contractor, cancel this Agreement if it is found by the Town that gratuities, in the form of entertainment, gifts or otherwise, were offered or given by the Contractor or any agent or representative of the Contractor to any officer, agent or employee of the Town for the purpose of securing this Agreement. In the event this Agreement is cancelled by the Town pursuant to this provision, the Town shall be entitled, in addition to any other rights and remedies, to recover or withhold from the Contractor an amount equal to 150% of the gratuity. 14. Miscellaneous. 14.1 Independent Contractor. The Contractor acknowledges and agrees that the Services provided under this Agreement are being provided as an independent contractor, not as an employee or agent of the Town. Contractor, its employees and subcontractors are not entitled to workers’ compensation benefits from the Town. The Town does not have the authority to supervise or control the actual work of Contractor, its employees or subcontractors. The Contractor, and not the Town, shall determine the time of its performance of the services provided under this Agreement so long as Contractor meets the requirements of its agreed scope of work as set forth in Section 2 above. Contractor is neither prohibited from entering into other contracts nor prohibited from practicing its profession elsewhere. Town and Contractor do not intend to nor will they combine business operations under this Agreement. 14.2 Laws and Regulations. The Contractor shall keep fully informed and shall at all times during the performance of its duties under this Agreement ensure that it and any person for whom the Contractor is responsible remains in compliance with all rules, regulations, ordinances, statutes or laws affecting the Services, including the following: (a) existing and future Town and County ordinances and regulations, (b) existing and future state and federal laws and (c) existing and future Occupational Safety and Health Administration (“OSHA”) standards. 14.3 Amendments. This Agreement may be modified only by a written amendment signed by persons duly authorized to enter into contracts on behalf of the Town and the Contractor. 14.4 Provisions Required by Law. Each and every provision of law and any clause required by law to be in the Agreement will be read and enforced as though it were included herein and, if through mistake or otherwise any such provision is not inserted, or is not correctly inserted, then upon the application of either party, the Agreement will promptly be physically amended to make such insertion or correction. 14.5 Severability. The provisions of this Agreement are severable to the extent that any provision or application held to be invalid by a Court of competent jurisdiction shall not affect any other provision or application of the Agreement which may remain in effect without the invalid provision or application. 749252.5 8 14.6 Relationship of the Parties. It is clearly understood that each party will act in its individual capacity and not as an agent, employee, partner, joint venturer, or associate of the other. An employee or agent of one party shall not be deemed or construed to be the employee or agent of the other for any purpose whatsoever. The Contractor is advised that taxes or Social Security payments will not be withheld from any Town payments issued hereunder and Contractor agrees to be fully and solely responsible for the payment of such taxes or any other tax applicable to this Agreement. 14.7 Entire Agreement; Interpretation; Parol Evidence. This Agreement represents the entire agreement of the parties with respect to its subject matter, and all previous agreements, whether oral or written, entered into prior to this Agreement are hereby revoked and superseded by this Agreement. No representations, warranties, inducements or oral agreements have been made by any of the parties except as expressly set forth herein, or in any other contemporaneous written agreement executed for the purposes of carrying out the provisions of this Agreement. This Agreement shall be construed and interpreted according to its plain meaning, and no presumption shall be deemed to apply in favor of, or against the party drafting the Agreement. The parties acknowledge and agree that each has had the opportunity to seek and utilize legal counsel in the drafting of, review of, and entry into this Agreement. 14.8 Assignment. No right or interest in this Agreement shall be assigned by Contractor without prior, written permission of the Town signed by the Town Manager and no delegation of any duty of Contractor shall be made without prior, written permission of the Town signed by the Town Manager. Any attempted assignment or delegation by Contractor in violation of this provision shall be a breach of this Agreement by Contractor. 14.9 Subcontracts. No subcontract shall be entered into by the Contractor with any other party to furnish any of the material or services specified herein without the prior written approval of the Town. The Contractor is responsible for performance under this Agreement whether or not subcontractors are used. 14.10 Rights and Remedies. No provision in this Agreement shall be construed, expressly or by implication, as waiver by the Town of any existing or future right and/or remedy available by law in the event of any claim of default or breach of this Agreement. The failure of the Town to insist upon the strict performance of any term or condition of this Agreement or to exercise or delay the exercise of any right or remedy provided in this Agreement, or by law, or the Town’s acceptance of and payment for services, shall not release the Contractor from any responsibilities or obligations imposed by this Agreement or by law, and shall not be deemed a waiver of any right of the Town to insist upon the strict performance of this Agreement. 14.11 Attorneys’ Fees. In the event either party brings any action for any relief, declaratory or otherwise, arising out of this Agreement or on account of any breach or default hereof, the prevailing party shall be entitled to receive from the other party reasonable attorneys’ fees and reasonable costs and expenses, determined by the court sitting without a jury, which shall be deemed to have accrued on the commencement of such action and shall be enforced whether or not such action is prosecuted through judgment. 749252.5 9 14.12 Liens. All materials or services shall be free of all liens and, if the Town requests, a formal release of all liens shall be delivered to the Town. 14.13 Notices and Requests. Any notice or other communication required or permitted to be given under this Agreement shall be in writing and shall be deemed to have been duly given if (a) delivered to the party at the address set forth below, (b) deposited in the U.S. Mail, registered or certified, return receipt requested, to the address set forth below, (c) given to a recognized and reputable overnight delivery service, to the address set forth below or (d) delivered by facsimile transmission to the number set forth below: If to the Town: Town of Fountain Hills 16705 East Avenue of the Fountains Fountain Hills, Arizona 85268 Facsimile: 480-837-3145 Attn: Timothy Pickering, Town Manager With copy to: GUST ROSENFELD, P.L.C. 201 East Washington, Suite 800 Phoenix, Arizona 85004-2327 Facsimile: 602-340-1538 Attn: Andrew J. McGuire, Esq. If to Contractor: Fountain Hills Chamber of Commerce 16837 East Palisades Boulevard Fountain Hills, Arizona 85268 Facsimile: 480-837-3077 Attn: Frank Ferrara, President, CEO or at such other address, and to the attention of such other person or officer, as any party may designate in writing by notice duly given pursuant to this Section. Notices shall be deemed received (a) when delivered to the party, (b) three business days after being placed in the U.S. Mail, properly addressed, with sufficient postage, (c) the following business day after being given to a recognized overnight delivery service, with the person giving the notice paying all required charges and instructing the delivery service to deliver on the following business day, or (d) when received by facsimile transmission during the normal business hours of the recipient. If a copy of a notice is also given to a party’s counsel or other recipient, the provisions above governing the date on which a notice is deemed to have been received by a party shall mean and refer to the date on which the party, and not its counsel or other recipient to which a copy of the notice may be sent, is deemed to have received the notice. 14.14 Confidentiality of Records. The Contractor shall establish and maintain procedures and controls that are acceptable to the Town for the purpose of ensuring that information contained in its records or obtained from the Town or from others in carrying out its obligations under this Agreement shall not be used or disclosed by it, its agents, officers, or employees, except as required to perform Contractor’s duties under this Agreement. Persons requesting such information should be referred to the Town. Contractor also agrees that any 749252.5 EXHIBIT A TO PROFESSIONAL SERVICES AGREEMENT BETWEEN THE TOWN OF FOUNTAIN HILLS AND FOUNTAIN HILLS CHAMBER OF COMMERCE [RFQ] See following pages. R E Q U E S T F O R Q U A L I F I C A T I O N S TO PROMOTE TOURISM IN THE TOWN OF FOUNTAIN HILLS I. INTRODUCTION The Town of Fountain Hills (the “Town”) is issuing this request for qualifications (the “RFQ”) to solicit submittals from qualified individuals, non-profit organizations, firms or consultant teams (the “Firm”) to promote tourism in the Town of Fountain Hills. Copies of this RFQ can be obtained at Town Hall, located at 16705 East Avenue of the Fountains, Fountain Hills, Arizona, or online at www.fh.az.gov. The preferred Firm would be a destination marketing organization (“DMO”) which would meet the State of Arizona definition of a DMO that is qualified to participate in the state’s tourism grants programs. A DMO is defined by the State of Arizona Office of Tourism (“AOT”) as the primary governmentally designated unit responsible for the promotion/marketing of a destination (city, town or other political subdivision) on a year-round basis. AOT grant funding is limited to DMOs which have been in existence for at least one (1) year and have a marketing budget of at least $100,000, exclusive of administrative costs and exclusive of grant funds received from the state. After reviewing the materials submitted pursuant to this RFQ, the Town may invite the most qualified applicant(s) to interview with members of the Town Staff, and the Town will select an applicant based upon the RFQ material and interview results, if any. The Town reserves the right to (i) make an award that is most advantageous to the Town based upon service, price, materials or other evaluation factors as set forth herein, (ii) waive any informalities in the proposal or (iii) reject all proposals. The selected Firm will be required to execute the Town’s standard Professional Services Agreement, in a form acceptable to the Town Attorney. A sample of the standard agreement is included with this RFQ. If an agreement cannot be reached with the most-qualified offeror, the Town may enter into negotiations with the next most qualified offeror. II. BACKGROUND The Town is situated in the northeast quadrant of Maricopa County, thirty miles northeast of central Phoenix. The Town’s spectacular hillside location in the upper Sonoran Desert on the eastern slope of the McDowell Mountains provides the community with its famous mountain vistas and rich natural desert vegetation. Currently, the Town has an estimated population of 25,000. As with many communities in Maricopa County, the Town experiences seasonal fluctuations in populations due to the number of part-time residents. 697126.3 - 1 - III. SCOPE OF SERVICES The Town desires to procure the services of a qualified Firm effective, July 1, 2007, to promote tourism in the Town of Fountain Hills. Responsibilities shall include, but not be limited to, the following: 1. Provide a Tourism Director; 2. Publish a minimum of 40,000 visitor guides annually; 3. Contract with Scottsdale Convention and Visitors Bureau to be included in its destination guide, meeting planners guide and valley guide; 4. Conduct a non-paid public relations editorial development campaign to achieve an equivalent advertising value of at least $2.5M annually. 5. Provide no less than ten (10) TEAM ads annually representing more than 3.5 million impressions and no less than fourteen (14) non-TEAM ads annually with over 1.3 million potential impressions; 6. Apply for the full extent of project funding available through the Arizona Office of Tourism with application of at least $35,000 annually and Prop 302 grants of $17,000 annually. 7. Provide quarterly reports of progress toward completing the scope of services, including the number of Fountain Hills businesses advertised. IV. QUALIFICATIONS 1. Describe the organization, size and structure of the Firm, stating whether the Firm is national, regional or local. 2. State the address of the local office that will provide services to the Town. 3. Indicate the number of people, by level, within the local office that will provide the services to the Town. Indicate other projects that this staff may be working on concurrently. State your policy on notification of changes in key personnel. Also, indicate the overall supervision to be exercised over the team by the Firm’s management. 4. Describe the experience in promoting tourism of each senior and higher level person who will be assigned to provide the services to the Town, including years on each job and their position while on each project. 5. Describe the relevant educational background of each individual who will be assigned to provide the Services to the Town. 6. Describe any specialized skills, training, or background in tourism of each individual who will be assigned to provide the services to the Town. This may include participation in state 697126.3 - 2 - or national professional organizations, and speaker or instructor roles at conferences or seminars. 7. Provide a list of the local office’s current and prior government clients indicating the type(s) of services performed and the number of years served for each. Indicate experience with entities that are similar in size and complexity to the Town. 8. Describe the Firm’s technical approach to providing the services to the Town, including performance and measurement standards. 9. Describe your understanding of the work to be performed. Applicants are welcome to outline additional services or alternative approaches they feel are in the Town’s best interest and include them in this section of the proposal. V. PROPOSAL CONTENTS Proposals shall contain the following information: 1. Qualifications. The qualifications listed in item IV, above, must be stated. If the responding firm is a non-profit organization, a copy of the 501(c)(3) incorporation documentation must be attached. 2. Proposed Plan of Action. The Firm must submit a proposal that outlines its approach to promoting tourism in the Town of Fountain Hills and should also fully state any additional resources being requested from the Town (i.e. staff, mail costs, publication costs, etc.). 3. Timeline. Submission must include timelines for the completion of each task proposed. 4. Proposal Cost. Proposal costs must be submitted on an all-inclusive annual basis and shall include all taxes and other related cost factors associated with providing the services described in this document, including payment requirements. The initial contract is anticipated to be a three-year contract and costs should be submitted for Fiscal Year 2007-2008; Fiscal Year 2008-2009, and Fiscal Year 2009-2010. 5. References. Offerors must submit a list of at least five current references that have relevant knowledge of the Firm’s ability to promote tourism. Names, affiliations, addresses, and current telephone numbers of all references should be provided as well as a brief description of the relationship between the reference and the Firm. References may be contacted to discuss the Firm’s qualifications and history. 6. Designation of Primary Manager. The proposal shall fully state the name, address, and contact information for the individual responsible for managing the Scope of Services. VI. SUBMISSION GUIDELINES 1. Submission. Submittal of the consultant’s proposal is due to the office of the Town Clerk by 3:00 p.m., on Friday, February 9, 2007. The offeror must submit one (1) original and two (2) 697126.3 - 3 - copies of the proposal. The original should be marked “Original.” All submittals and correspondence should be addressed to: Town of Fountain Hills 16705 East Avenue of the Fountains Fountain Hills, Arizona 85268 Attn: Timothy G. Pickering, Town Manager Proposals must be submitted in a sealed envelope labeled “Tourism RFQ” and have the offeror’s name and address clearly indicated on the envelope. 2. Inquiries. Any question related to this solicitation must be directed to Tim Pickering, at 480- 816-5107, fax 480-837-3145, email tpickering@fh.az.gov or Shaunna Williams, Executive Assistant, at 480-816-5107, fax 480-837-3154, email swilliams@fh.az.gov. All questions shall be submitted in writing; electronic mail submittals are acceptable. Any correspondence related to a solicitation should refer to the Request for Qualifications page and paragraph number. 3. Late Proposals. Late proposals will not be considered. An offeror submitting a late proposal shall be so notified. 4. Withdrawal of Offer. At any time prior to the specified proposal due date, an offeror (or designated representative) may, in writing, withdraw its proposal. Withdrawals submitted by facsimile, e-mail or similar transmissions will not be considered. 5. Amendment of Proposal. Proposals may be amended at any time prior to the due date and time. However, no proposal, proposed contract, or data sheets shall be altered, amended, or withdrawn after the specified due time and date. 6. Proposer’s Certification. By submitting a proposal, the offeror certifies that he or she has read and understands this RFQ and has full knowledge of the scope, nature, and quality of work to be performed. VII. CRITERIA FOR EVALUATION Award shall be made to the offeror whose proposal is determined to be the most advantageous to the Town, based upon the evaluation criteria listed below. The evaluation factors are listed in their relative order of importance. 1. Experience and qualifications of the Firm’s project team. 2. Approach to and understanding of the Scope of Services, including the methodology proposed to accomplish such. 3. Proposed cost. 697126.3 - 4 - 4. Ability to perform the work within the required time and inclusion of project schedule and staffing plans. VIII. PROPOSAL OPENING 1. Proposal Opening. Proposals shall be opened publicly at 3:00 PM MST, on February 9, 2007. The name of each offeror shall be read publicly, and recorded. All other information contained in proposals shall be confidential so as to avoid disclosure of contents prejudicial to competing offerors during the process of negotiation. Prices will not be read and proposals will not be subject to public inspection until after contract award. All proposals received in response to this RFQ will become the property of the Town and will not be returned to the offerors. 2. Offer Acceptance Period. Proposals are irrevocable offers for 90 days after opening time and date. 3. Incurred Expenses. The Town is not responsible for any expenses that offerors may incur in preparing and submitting proposals called for in this RFQ. 4. Interviews. The Town reserves the right to conduct personal interviews or require presentations of any or all offerors prior to selection. The Town will not be liable for any costs incurred by the offeror in connection with such interviews/presentation. IX. AWARD OF CONTRACT The Town anticipates that a contract will be awarded shortly after the proposals are submitted. Notwithstanding any other provision of this RFQ, the Town expressly reserves the right to do any of the following: 1. Waive any defect or informality. 2. Reject any or all offers, or portions thereof. 3. Reissue a Request for Qualifications. 4. Withhold the award for any reason. 697126.3 - 5 - 749252.5 EXHIBIT B TO PROFESSIONAL SERVICES AGREEMENT BETWEEN THE TOWN OF FOUNTAIN HILLS AND FOUNTAIN HILLS CHAMBER OF COMMERCE [The Proposal] See following pages. 749252.5 EXHIBIT C TO PROFESSIONAL SERVICES AGREEMENT BETWEEN THE TOWN OF FOUNTAIN HILLS AND FOUNTAIN HILLS CHAMBER OF COMMERCE [Scope of Work] See following pages. 749252.5 SCOPE OF WORK Responsibilities shall include, but not be limited to, the following: 1. Provide necessary staffing, materials, equipment and professional management to effectively operate a tourism program which focuses on state and local markets for day or weekend trips to Fountain Hills. Staffing should consist of a minimum Tourism Director and a half time employee dedicated to accomplish this task. 2. Each item listed in Section III of the RFQ, except item 3. Provide necessary operation oversight and management of Town contract with Scottsdale Convention and Visitors Bureau. 3. Provide brochures that focus on Fountain Hills day trip attractions such as Hiking, Art Walk, Museum, Fountain, Golfing, Biking, Mountain Biking and Desert Excursions. 4. Meet the Tourism Performance Measures as follows: A. TOURISM PERFORMANCE MEASURES – FY2007-2008 (1) FHCC VISITORS BUREAU PROGRAM MEASURES (i) ADVERTISING Total Advertising Impressions 7 million Total Requests for Information (fulfilled) 7,000 (ii) PUBLIC RELATIONS Generate $5 in media value for every $1 invested in PR services $250,000 in PR media value (iii) WEBSITE Generate 25,000 total unique visits to tourism website (visitfhfm.com) (2) INDUSTRY INDICATOR HOTEL ROOM SALES Achieve $6,500,000 in total gross hotel room sales in FY2007-08 for the 239 hotel and bed and breakfast rooms currently in Fountain Hills. Should additional hotel or bed and breakfast rooms be added during the contract term, gross hotel room sales shall increase in the same proportion. B. TOURISM PERFORMANCE MEASURES – FY2008-2009 (1) FHCC VISITORS BUREAU PROGRAM MEASURES (i) ADVERTISING Total Advertising Impressions 8,190,000 Total Requests for Information (fulfilled) 8,190 749252.5 (ii) PUBLIC RELATIONS Generate $5.85 in media value for every $1 invested in PR services $292,500 in PR media value (iii) WEBSITE Generate 29,250 total unique visits to tourism website (visitfhfm.com) (2) INDUSTRY INDICATOR HOTEL ROOM SALES Achieve $7,605,000 in total gross hotel room sales in FY2008-09 for the 239 hotel and bed and breakfast rooms currently in Fountain Hills. Should additional hotel or bed and breakfast rooms be added during the contract term, gross hotel room sales shall increase in the same proportion. C. TOURISM PERFORMANCE MEASURES – FY2009-2010 (1) FHCC VISITORS BUREAU PROGRAM MEASURES (i) ADVERTISING Total Advertising Impressions 9,336,600 Total Requests for Information (fulfilled) 9,336 (ii) PUBLIC RELATIONS Generate $6.67 in media value for every $1 invested in PR services $333,450 in PR media value (iii) WEBSITE Generate 33,345 total unique visits to tourism website (visitfhfm.com) (2) INDUSTRY INDICATOR HOTEL ROOM SALES Achieve $8,669,700 in total gross hotel room sales in FY2009-10 for the 239 hotel and bed and breakfast rooms currently in Fountain Hills. Should additional hotel or bed and breakfast rooms be added during the contract term, gross hotel room sales shall increase in the same proportion. 5. All materials printed or electronically paid for with these contract dollars shall only promote Fountain Hills’ hotels, attractions, etc., and list the Town of Fountain Hills as a sponsor. 6. A report consisting and reporting on progress made on each scope of services. 749252.5 EXHIBIT D TO PROFESSIONAL SERVICES AGREEMENT BETWEEN THE TOWN OF FOUNTAIN HILLS AND FOUNTAIN HILLS CHAMBER OF COMMERCE [Fee Estimate] See following page. 749252.5 FEE ESTIMATE Fiscal Year 2007-2008 $100,000.00 Fiscal Year 2008-2009 $125,000.00 Fiscal Year 2009-2010 $150,000.00 Not to Exceed Amount $375,000.00