Request for Proposals Lease of Seafood Processing

REQUEST FOR PROPOSALS

LEASE OF SEAFOOD PROCESSING SPACE AT THE BOSTON FISH PIER

212 Northern Avenue South Boston, Massachusetts

PROPOSALS DUE Wednesday, August 3, 2016 at 12:00 P.M. (Noon) E.S.T.

Massachusetts Port Authority Real Estate and Asset Management Department July 18, 2016 TABLE OF CONTENTS

1. GENERAL OVERVIEW ...... 1-1 Provides background information, definitions, description of the required services, and other pertinent information.

2. INSTRUCTIONS TO PROPOSERS ...... 2-1 Outlines specific instructions and procedures relating to the Request for Proposal process.

Sections 1 and 2, along with all referenced attachments, figures and exhibits comprise the complete RFP package.

Boston Fish Pier Lease of Seafood Processing Space RFP July 18, 2016 Massachusetts Port Authority Page i LIST OF FIGURES

Plan Depicting Boston Fish Pier Locus Plan ...... 1

Plan Depicting Truck Routes - South Boston ...... 2

Boston Fish Pier Site Plan Showing Buildings, Parking Lots and Traffic Circulation ...... 3

Space 1 (Bays 6 - 14, West Building) Floor Plan ...... 4

LIST OF ATTACHMENTS

Proposal Form ...... A

Form of Lease for Seafood Processing Space...... B

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1. GENERAL OVERVIEW

1.1 Background

The Massachusetts Port Authority (the “Authority”) through this Request for Proposals (“RFP”) is soliciting interested and qualified parties (hereinafter referred to singly as “Proposer” and collectively as “Proposers”) to lease seafood processing space located on the first and second floors at the Boston Fish Pier, 212 Northern Avenue, South Boston, Massachusetts (the “Lease Premises”) for seafood processing or other activities related to the seafood industry, which are acceptable to the Authority (the “Permitted Uses”).

The Boston Fish Pier, which opened in 1914, is owned and operated by the Authority. Having celebrated its 100th anniversary in 2014, the pier is both a waterfront landmark and an important supporter of maritime jobs in the Port of Boston. Currently, the Fish Pier is home to numerous seafood processing tenants in 120,000 square feet of first and second floor space in two main buildings, the East and West Buildings. The Authority has added five new seafood processing tenants over the past two years, adding great diversity to the mix of tenants at the Fish Pier and increasing the occupancy rate of the seafood processing space to approximately 90%, the highest in a number of years. The Authority’s Maritime Department and other office tenants are located in 60,000 square feet of office space on the buildings’ third floors. The Exchange Conference Center operates in the historic fish exchange building at the end of the pier. The Authority operates two parking lots at the entrance to the pier, which include an allocation for pier tenants. The pier provides vessel berths with shore-to-ship electrical power for Boston-based and visiting commercial fishing vessels. Currently, there are approximately 20 vessels licensed to berth at the pier, with a waiting list for the assignment of additional berths. The Authority maintains several transient berths to accommodate visiting vessels.

The Fish Pier is located in the heart of the South Boston waterfront near the Raymond L. Flynn Marine Park and is part of a cluster of seafood industry facilities in the immediate area. Overall, the seafood industry in the Port of Boston supports more than 3,300 jobs. The site is served by excellent roadway access to downtown Boston, the interstate highway system (I-90/I-93), Logan International Airport, and the South Boston Truck Bypass Road (which provides dedicated truck access to I-93 N/S) as well as the MBTA Silver Line.

1.2 Lease Premises

The available unit of seafood processing space is listed in the table below and described in more detail in Section 1.8 of this RFP. The square footage figure has been recently re-measured and verified. The unit is being offered in “AS IS” condition. The Authority intends to lease the unit

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as a package of first and second floor space connected by internal stairs and exterior hoist doors. The unit has multiple roll-up doors and raised loading dock access fronting the pier’s internal access drive (“Central Roadway”) as well as multiple roll-up doors accessing the apron around the perimeter of the pier. The area immediately in front of each unit along the Central Roadway (“Storefront Parking Area”) is assigned to each tenant for truck dock access and limited parking. The Authority can provide a certain amount of additional employee parking on the pier or in nearby Authority-owned off-site parking lots, depending on availability, at a subsidized seafood industry rate.

The minimum rent for the initial year shall be $14.00 per square foot although the Authority is willing to negotiate rent rates in regards to tenant improvements.

Square Square Total Lease Space Bay Number/ The Leased Premises Footage Footage Square Number Location st nd (Space # & Floor Plan) (1 Floor) (2 Floor) Footage Bays 6 – 14 Space 1 6,814 6,916 13,730 See Figure 4 West Building

The aforesaid unit of space shall hereinafter be referred to singly as the “Space”. Proposers must clearly set forth in the Proposal the proposed Permitted Use of the Space.

After evaluating all proposals submitted in response to this solicitation, the Authority may request supplemental information, conduct interviews, request additional references, or require a Best and Final Offer from one or more Proposers.

1.3 Term

The Authority prefers to enter into a Lease (as defined in Section 1.14 hereof) with the successful Proposer for an initial term of five years. For proposals that involve major monetary investments in the Space by Proposer, the Authority, in its sole discretion, may consider longer term requests, which expire no later than December 31, 2029.

1.4 Objectives

Consistent with the Authority’s core mission related to developing and operating the major terminals in the Port of Boston and providing support to the seafood industry, the Authority’s primary objectives under this RFP for the Boston Fish Pier are as follows:

a. Enter into leases with established and motivated Proposer(s), whose business is directly related to, and supportive of the seafood industry, and is both appropriate for the unique setting of the Boston Fish Pier and complementary to the existing businesses located at the Boston Fish Pier.

b. Generate a financial return to the Authority with a minimum of risk and investment on the part of the Authority.

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c. Create jobs and other economic opportunities for the Commonwealth by supporting maritime industrial activities, industries or enterprises.

d. Make physical improvements to the Space through private-sector investment. e. Maintain compatibility with the seafood-related operations of the businesses located at the Boston Fish Pier. 1.5 Proposer Qualifications To be eligible, Proposers should have the following minimum qualifications:

a. Relevant experience in operating a seafood processing and/or related business similar to the proposed use.

b. A sound and well-articulated business plan to support the proposed use, including a strong customer base and established business relationships.

c. Demonstrable fiscal responsibility and financial resources in place to implement and sustain the proposed use.

d. A conceptual design, schedule, and cost estimate for any planned physical improvements associated with the proposed use.

Proposers shall demonstrate that they meet these eligibility requirements through responses required in Attachment A – Proposal Form of this RFP.

1.6 Evaluation Criteria

The Authority will apply to each submitted Proposal, at a minimum, the following evaluation criteria, which constitutes the overall quality of the proposal:

a. The ability of the Proposal to further the Authority’s objectives for the Boston Fish Pier as summarized in Section 1.4 above.

b. Revenue potential for the Authority.

c. Ability to create jobs and to support other seafood-related businesses.

d. Experience in operating a seafood processing and/or similar related business.

e. Experience in complying with relevant seafood processing, building, sanitary and safety codes.

f. Ability to sufficiently finance a seafood processing operation or related business.

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g. The nature and extent of any proposed tenant investment/improvements within the Space and the ability to complete the project in a timely manner.

h. Demonstrated experience in working with the Authority or similar entities.

i. Completeness and responsiveness of Proposer’s response to the submission requirements of the RFP.

Please note that the Authority will select the Proposal(s) that, in the Authority’s sole discretion, are most responsive to the Authority’s needs and are deemed to be in the best interest of the Authority. The Authority reserves the right to reject any and all Proposals, for any reason, if the Authority believes it is in its best interest to do so. See Section 2.11 below for further discussion.

1.7 Boston Fish Pier Description, Activities, and Access

Pier and Buildings

The Boston Fish Pier is located on Northern Avenue immediately east of the World Trade Center/Commonwealth Pier on the South Boston waterfront and anchors a cluster of nearby seafood processing businesses. The Boston Fish Pier extends 1,200 feet into the Boston Harbor and is 310 feet wide. There are three (3) buildings on the Boston Fish Pier - the East Building, the West Building and the Exchange Conference Center Building. (See Figure 1: Boston Fish Pier Locus Plan). Seafood processing and/or other Authority-approved seafood-related activities are conducted on the first and second floors of the East and West Buildings. Office space is available on the third floors pursuant to a separate Request for Proposals to be issued simultaneously with this RFP.

The Boston Fish Pier has immediate access to the major highway network of eastern Massachusetts, Logan International Airport, and the Conley Container Terminal (See Figure 2: Truck Routes – South Boston).

Activities

In general, fresh fish and other seafood are received daily in the area on the waterside of the East and West Buildings (the “Apron”), both from the boat landings and over-the-road by truck. Processing of fish and packaging of product takes place inside the East and West Buildings on the first floor. The second floor of the Buildings is primarily for “dry” uses, including, but not limited to, offices, employees’ areas, lockers, ice machines, compressors, shop work, and storage. Shipping and receiving also take place primarily on the Apron with a lesser amount taking place on the Central Roadway of the Boston Fish Pier.

Access to the Facility

Small delivery trucks and passenger vehicles may access the Storefront Parking Areas of the various seafood processing tenant spaces by driving north along the Central Roadway. Large

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delivery trucks and semi-trailers, however, must travel north along the East or West Aprons to make deliveries to the tenant’s rear shipping and receiving areas. All traffic must exit the Boston Fish Pier by traveling southbound along the Central Roadway (See Figure 3: Boston Fish Pier Site Plan Showing Buildings, Parking Lots and Traffic Circulation).

There is no pedestrian access along the Apron side of the Buildings. For access to and from Northern Avenue, pedestrians may walk along the inside of either the East or West Buildings’ loading dock sidewalk located adjacent to the Central Roadway.

Real Estate Taxes and Utilities

All tenants leasing space at the Fish Pier are responsible for the payment of any taxes assessed by the City of Boston, the Commonwealth of Massachusetts, or any other taxing authority on the properties they rent, including real estate taxes to the City of Boston. Tenants are also responsible for utility payments to either the Authority or the appropriate utility company for services supplied to the Space.

Tenant and Employee Parking

Each of the Spaces is assigned a limited number of storefront parking spaces along the Central Roadway. There is no charge for these parking spaces, which may be used for visitor parking and/or as shipping and receiving areas for small trucks and tenant’s passenger or small commercial vehicles. In addition, parking permits for a limited number of parking spaces in the Authority’s West Parking Lot and/or at other nearby Authority-owned parking lots may be purchased, upon availability, for tenants and their employees. The actual terms of the parking arrangement between the successful Proposer and the Authority are more particularly set forth in the Lease.

Rubbish and Snow Removal and Recycling

The Authority is generally responsible for routine repair and maintenance of the common areas of the Boston Fish Pier, including snow and rubbish removal and recycling. Tenants at the Boston Fish Pier are responsible for depositing all recycling materials, general trash, rubbish, and other refuse generated by tenant’s Permitted Use, in one or more of the appropriate containers at designated locations. Tenants are also responsible for cleaning and maintenance and snow removal within the rear apron area under the canopy abutting and extending twelve feet beyond their respective Leased Premises (“Canopied Areas”). The actual terms of the maintenance and repair obligations and responsibilities between the successful Proposer and the Authority are more particularly set forth in the Lease.

Security

Tenants are solely responsible for providing security for their respective Spaces.

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1.8 The Lease Premises:

Space 1: Bays 6 - 14, West Building

Bays 6 - 14 consist of approximately 13,730 square feet of space (See Figure 3: Boston Fish Pier Site Plan Showing Buildings, Parking Lots and Traffic Circulation for the general location of Space 1 within the West Building.) The first floor contains approximately 6,814 square feet and the second floor contains approximately 6,916 square feet of space (See Figure 4: Space 1 Floor Plan, Bays 6 - 14, West Building, Boston Fish Pier).

For more detailed information about Space 1, Proposers may request a copy of the Authority’s “Existing Conditions Report, Massachusetts Port Authority, South Boston Fish Pier” (the “Report”) by contacting Lauren Gabel at 617-946-4443 or [email protected]. Please note that in accordance with Section 2.15 of this RFP, the Report and any other information contained in this RFP and in any subsequent addenda or related documents are provided for general information purposes only. All Proposers are required to perform their own inspections and evaluations of the Lease Premises, and any proposal submission to the Authority must be based on Proposer’s own inspection and evaluation of the Lease Premises. The Authority makes no representations or warranties that the information contained in the Report or in this RFP is accurate, complete or timely. The furnishing of such information by the Authority shall not create any obligation or liability whatsoever, and each Proposer expressly agrees that it has not relied upon the foregoing information and shall not hold the Authority liable therefore.

Regular Business Hours

The regular business hours of the Boston Fish Pier are shown in the table below; however, tenants may have 24-hours/7 days a week access to tenant’s space on the Boston Fish Pier.

Days of the Week Hours Mondays through Fridays 4:00 A.M. – 8:00 P.M. Saturdays, Sundays, and Legal Holidays 7:00 A.M. – 5:00 P.M.

1.9 Insurance Requirements

The Authority will require the successful Proposer to provide, at Proposer’s own cost, the insurance coverages and limits shown below.

(a) Commercial General Liability Insurance against claims for bodily injury, product liability/completed operations coverage, death or property damage occurring on or about the Lease Premises, or arising out of the Permitted Use of the Lease Premises or the business operated by Tenant thereon, with limits of not less than One Million Dollars ($1,000,000) combined single limit for bodily injury or death to any number of persons with respect to any one accident or occurrence, and for property damage per accident or occurrence, with a minimum of Two Million Dollars ($2,000,000.00) aggregate coverage limit. Such insurance policy shall be

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primary over any other policy of insurance which may be owned by the Authority, shall include a contractual liability endorsement covering Tenant’s indemnities under the Lease and shall name the Authority, its members, officers, employees and agents as additional insureds;

(b) All Risk Property Insurance covering full replacement value of insured property located on the Lease Premises, and shall name the Authority, its members, officers, employees and agents as additional insureds

(c) Worker’s Compensation Insurance as required by law and Employer’s Liability Insurance with a minimum limit of One Million Dollars ($1,000,000.00) with respect to any work performed by Tenant’s employees on or about the Lease Premises; and

(d) Comprehensive Automobile Liability Insurance. For bodily injury and property damage in the combined single limit which shall not be less than One Million Dollars ($1,000,000), covering all owned, hired and non-owned vehicles and naming the Authority, its members, officers, employees and agents as additional insured; and

(d) Such other insurance as may be reasonably required by the Authority from time to time.

The actual terms of the insurance obligations and responsibilities of the successful Proposer are more particularly set forth in the Lease.

1.10 Non-Discrimination

The successful Proposer shall not discriminate against any person, employee or applicant for employment because of that person’s membership in any legally protected class, including but not limited to their race, color, gender, religion, creed, national origin, ancestry, age being greater than forty years, disability, sexual orientation, gender expression and identity, disability, genetic information, or veteran status. The successful Proposer shall not discriminate against any person, employee, or applicant for employment who is a member of, or applies to perform service in, or has an obligation to perform service in, a uniformed military service of the United States, including the National Guard, on the basis of that membership, application, or obligation.

1.11 Compliance with Civil Rights Laws

With respect to the successful Proposer’s exercise of all uses, rights and privileges herein granted, the successful Proposer hereby agrees not to discriminate and to undertake equal opportunity and affirmative action as required by all federal and state laws and the Authority’s regulations pertaining to Civil Rights, Discrimination, and Equal Opportunity, including, but not limited to, Title 49, Subtitle A, Part 21; 49 CFR Part 23 and 26; 14 CFR Part 152, Subpart E; 41 CFR Part 60, Subpart C, Executive Orders 11246 and 11478 and Section 504 of the Rehabilitation Act of 1973, to the extent applicable and as the same may be amended from time

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to time, and any executive order, rules, regulations of appropriate federal and state authority or agencies unless otherwise exempt therefrom.

1.12 Minority and Women Business Enterprises

Although the Authority has not established a specific goal for this RFP, participation by Minority Business Enterprises (“MBEs”) and Woman Business Enterprises (“WBEs”) is encouraged. The Authority is committed to ensure full participation of diverse businesses in all of the Authority’s economic activities. Accordingly, the successful Proposer shall be required to provide information related to MBE and WBE participation in the successful Proposer’s operations at the Space, if any, during the term of the Lease.

The Authority encourages its contractors, vendors, and tenants to promote business diversity in all of their business activities by providing MBEs and WBEs with equal opportunity to participate in contracts, and to provide the Authority with information regarding their proposed utilization of MBEs and WBEs at the Space. The terms Minority Business Enterprise and Women Business Enterprise refer to businesses that meet the certification criteria of, and are certified by, the Massachusetts Supplier Diversity (“SDO”) as set forth in 425 CMR Section 2.00. et. seq. or that meet the certification criteria of, and are certified by, the Greater New England Minority Supplier Development Council (“GNEMSDC”). Proposers shall provide a SDO or GNEMSDC certification letter for each MBE and WBE proposed to be utilized.

1.13 Participation by Impacted Community Business Enterprises

The Authority also encourages and supports economic opportunities for residents and businesses located within those communities most directly impacted by the operation of the Authority’s facilities. Those communities are Bedford, Charlestown, Chelsea, Concord, East Boston, Hanscom, Lexington, Revere, South Boston, Winthrop, or Worcester. The term “Impacted Community Businesses” (“ICBs”) is defined as an enterprise, which has a principal place of business in one of the impacted communities. The Authority encourages Proposers to use ICBs in the award of subcontracts and in the procurement of materials, equipment, and services, and to provide the Authority with the information regarding their voluntary efforts to contract with and to use ICBs.

1.14 Form Lease and Security Deposit

Attached to this RFP is the form of the Authority’s Seafood Processing Lease for review by Proposers (See Attachment B – Form of Seafood Processing Space Lease (the “Lease”). Proposers should indicate in their proposals if they want to request alternative lease terms for the Authority’s consideration. Proposer should suggest such changes in an addendum to the Proposal Form in accordance with Section 2.5 of this RFP.

If Proposer’s intended use of the Space is for alternative seafood industry-related uses, this must be clearly set forth in Proposer’s Proposal, and if such use is acceptable to the Authority, in the Authority’s sole discretion, the Authority will change the Lease to incorporate such intended uses.

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Upon execution of a Lease with the Authority, the successful Proposer shall deliver to the Authority a deposit in the amount specified in the Lease to secure the faithful performance of the successful Proposer’s obligations under the Lease (the “Security Deposit”). The Security Deposit shall be held by the Authority in a non-interest bearing account, continuously throughout the Term and until thirty (30) days after expiration of the Term. The Authority shall have the right from time-to-time to apply the Security Deposit, or any part thereof, to the Authority's damages arising from an Event of Default. The actual terms of the successful Proposer’s Security Deposit obligations and responsibilities will be more particularly set forth in the Lease.

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FIGURE 1

Plan Depicting Boston Fish Pier Locus Plan

Boston Fish Pier Lease of Seafood Processing Space RFP July 18, 2016 Massachusetts Port Authority Figure 1 South Boston Boston-Logan Boston-Logan AirportInternational

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FIGURE 2

Plan Depicting Truck Routes

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FIGURE 3

Boston Fish Pier Site Plan Showing Buildings, Parking Lots and Traffic Circulation

Boston Fish Pier Lease of Seafood Processing Space RFP July 18, 2016 Massachusetts Port Authority Figure 3 ECC

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Massachusetts Port Authority Real Estate & Asset Management June 2016 Available Spaces Boston Fish Pier Site Plan

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Boston Fish Pier Lease of Seafood Processing Space RFP July 18, 2016 Massachusetts Port Authority Figure 4

REQUEST FOR PROPOSALS

LEASE OF SEAFOOD PROCESSING SPACE

Boston Fish Pier 212 Northern Avenue South Boston, Massachusetts

2. INSTRUCTIONS TO PROPOSERS

This section provides instructions for the preparation of a proposal to be submitted by Proposers to the Authority in response to this RFP (the “Proposal”), and describes the Proposal process, including a list of important dates, and describes the deliverables required in the Proposal. This section also describes the Authority’s evaluation process to be used in selecting the successful Proposer.

2.1 Procedure

The Proposal Form, a copy of which is attached hereto as Attachment A (hereinafter referred to as the “Proposal Form”), requires Proposers to submit information in the following categories: (1) Background Information; (2) Operating Experience; (3) Business Description; (4) Management Plan; (5) Operations Plan; and (6) Financial Plan. Every Proposal shall be submitted in the Proposal Form format, (together with any attachments thereto to the extent Proposer requires additional space to submit a complete Proposal.) If you would like to receive the Proposal Form as a Microsoft Word document, which will enable you to type directly on the Form, please contact Lauren Gabel at 617-946-4443 or [email protected].

The Authority will evaluate the competing Proposals in each of the general categories set forth above and will determine, in the Authority’s sole discretion, which Proposal best serves the overall interests of the Authority, taking into account all categories of the evaluation.

The current schedule for the RFP process is as follows:

Wednesday, August 3, 2016 at 12:00 P.M. (Noon) E.S.T. Proposals Due

This schedule is subject to change upon written notification to interested parties.

Unless otherwise notified in writing by the Authority, the Authority’s Contact Person for all information pertaining to this RFP is:

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Lauren Gabel Lease and Asset Manager Massachusetts Port Authority One Harborside Drive, Suite 200S East Boston, MA 02128 Phone: (617) 946-4443 E-mail: [email protected]

2.2 Addenda

All interpretations of the RFP and supplemental instructions will be in the form of written Addenda to the RFP which, if issued, will be e-mailed or mailed to all Prospective Proposers who have requested a copy of this RFP from the Authority.

2.3 Proposal Submission

By submitting a Proposal, Proposer agrees that if the Authority makes an award to Proposer, Proposer and the Authority shall enter into the Lease. The Lease may be modified as deemed necessary or desirable by the Authority’s Chief Legal Counsel. Certain portions of the Lease shall be completed in accordance with the terms of the successful Proposal. Also, all terms of the successful Proposal may be incorporated in the final Lease by reference.

2.4 Proposer Changes

Every Proposal must be submitted in the Proposal Form format (and any attachment thereto to the extent Proposer requires additional space to submit a complete Proposal.) In completing the Proposal Form, Proposer should not add, delete, or vary any of the terms or conditions of any documents prepared by the Authority. If Proposer makes any changes to any of the documents, the Authority may reject the Proposal in its sole discretion. However, if Proposer seeks a change to the Proposal Form or the Lease, Proposer should suggest such changes in an addendum attached to the Proposal Form. The Authority reserves the right to accept or reject any suggested changes to any of the aforesaid documents in the Authority’s sole discretion.

2.5 Signature of Proposer

The firm, joint venture, corporation, or individual name of Proposer must be completed by Proposer in the space provided for the signature on the Proposal Form. In the case of a corporation, the title of the officer signing must be stated and each officer signing must be duly authorized. The name and address of each officer of the corporation must also be listed, as well as the state of incorporation, and the name and address of the local statutory agent. In the case of a partnership, the signature of at least one of the authorized partners must follow the firm name, using the term “member of firm”. In the case of a joint venture, an authorized representative from each partner or venture should sign and the manner of signature shall depend on whether the venture is a corporation, partnership or individual. All Proposals must contain the true name and address of every person, firm, joint venture, or corporation who has or will have a direct or indirect interest in the Proposal.

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2.6 Delivery of Proposals

An original and ten (10) copies of your sealed Proposal, including all attachments, must be RECEIVED BY THE AUTHORITY NOT LATER THAN 12:00 P.M. (NOON) E.S.T. ON WEDNESDAY, AUGUST 3, 2016, at the office of Michael Grieco, Assistant Secretary Treasurer, Massachusetts Port Authority, One Harborside Drive, Suite 200S, East Boston, Massachusetts 02128-2909. Proposals may be sent via regular mail or hand delivery or overnight mail but must be received by the aforesaid time.

All Proposals must be delivered in sealed envelopes bearing on the outside the name and address of Proposer and the notation: Boston Fish Pier Seafood Processing Space Lease Proposal. The envelope bearing the original Proposal must be clearly marked. All Proposals will be time and date stamped upon receipt by the Authority. Proposals received after the time and date stated above will be marked as late.

Proposals must be responsive to this RFP in all respects. The Proposal must be sufficiently detailed to enable the Authority to evaluate and assess it in relation to other Proposals. All information requested should be included in the Proposal at the time of submission. Although the Authority is not obligated to evaluate incomplete submissions, or to accept additional and supplemental materials, the Authority, in its sole discretion, may choose to do so. Once submitted to the Authority, Proposals and any supplemental materials will become the property of the Authority.

2.7 Proposal Deposit

Each Proposal shall be accompanied by a Proposal deposit in the amount of Five Hundred Dollars ($500.00) in the form of a certified check, a treasurer’s check or cashier’s check issued by a responsible bank or trust company, payable to the “Massachusetts Port Authority”. If the successful Proposer fails to enter into the Lease within thirty (30) calendar days (or such later date as agreed upon by the Authority at the Authority’s sole discretion) after receipt of the Lease as required, the Proposal deposit of $500.00 may, at the Authority’s sole discretion, be deemed forfeited by Proposer and surrendered to the Authority as the agreed amount of reasonable liquidated damages and not as a penalty. When Proposer has executed the Lease, the Proposal deposit will be returned or may be applied against Proposer’s initial payments to the Authority or to the Security Deposit pursuant to the Lease. Upon award of the Lease to the successful Proposer, the Authority will return the Proposal deposit to all the unsuccessful Proposers.

2.8 Withdrawal of Proposals

No Proposal may be withdrawn after it is submitted to the Authority unless the proposer makes a request in writing to Mr. Michael Grieco, Assistant Secretary-Treasurer, Massachusetts Port Authority, Logan Office Center, One Harborside Drive, Suite 200S, East Boston, MA 02128- 2909, prior to the opening of the proposals. Notwithstanding the foregoing, no Proposal may be withdrawn after the time set for the opening of the Proposals.

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2.9 Rejection of Proposals

The Authority is soliciting competitive Proposals pursuant to a determination that such process best serves the interests of the Authority and the general public and not because of any legal requirement to do so. The Authority reserves the right to accept or to reject any or all Proposals, to withdraw or amend this RFP at any time; to initiate negotiations with one or more Proposers; to modify or amend with the consent of Proposer, any Proposal prior to acceptance; to waive any informality and to effect any agreement otherwise; all as the Authority in the Authority’s sole judgment may deem to be in the Authority’s best interest. The Authority is not required to select the highest revenue Proposal, but rather, will select the Proposal that is most responsive to the Authority’s needs based on (1) demonstrated ability and experience to successfully operate and manage a seafood processing or related seafood industry business; (2) thoughtful and thorough response to the evaluation criteria specified in this RFP; and (3) the Proposal deemed to be in the best interest of the Authority. The Authority reserves the right to reject any and all Proposals, for any reason, if the Authority believes it is in the Authority’s best interest to do so. The Authority will not award the Lease to any Proposer who is not capable, in the Authority’s sole judgment, of satisfactorily performing the tenant’s obligations required under the Lease. No costs of responding to this RFP, any addenda or other documents or attendance at meetings in connection with this RFP shall be reimbursed by the Authority. The rejection of any Proposal in whole or in part will not render the Authority liable for incurred costs and/or damages of any Proposer.

2.10 Notification and Award

The successful Proposer shall be notified in writing by the Authority. All unsuccessful Proposers will be notified after the successful Proposer has been notified. Non-acceptance of any Proposals will be devoid of criticism and of any implication that the Proposal was deficient. The Authority’s non-acceptance of any Proposal shall mean only that the Authority deemed another Proposal to be more advantageous to the Authority. The Authority shall retain copies of all Proposals and support material.

2.11 Execution of Lease

Proposer to whom the Lease is awarded shall, within thirty (30) calendar days after receipt, execute the Lease and return said Lease to the Authority.

2.12 Security Deposit

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2.13 Information Provided

The information contained in this RFP and in any subsequent addenda or related documents is provided as general information only. The Authority makes no representations or warranties that the information contained herein is accurate, complete or timely. The furnishing of such information by the Authority shall not create any obligation or liability whatsoever, and each Proposer expressly agrees that it has not relied upon the foregoing information and shall not hold the Authority liable therefore.

2.14 Conflict of Interest

The Authority seeks to avoid any conflict of interest, or the appearance of a conflict of interest. Each Proposer is advised that the proposed leasing of the seafood processing space at the Boston Fish Pier with the Authority may, raise questions about real or perceived conflicts of interest because of Proposer’s relationship to other entities or individuals. Accordingly, the Authority reserves the right to: (1) disqualify any Proposer or reject any Proposal at any time solely on the grounds that a real or perceived legal or policy conflict of interest is present; (2) require any Proposer to take any action or supply any additional information necessary to remove the conflict, including without limitation, obtaining an opinion from the Commonwealth of Massachusetts State Ethics Commission; and (3) terminate the Lease, if, in the opinion of the Authority, any such relationship would constitute or have the potential to create a real or perceived conflict of interest that cannot be resolved to the satisfaction of the Authority.

In addition, representatives and/or employees of Proposer may be required to certify from time to time, in a form acceptable to the Authority, in the Authority’s sole judgment, that in connection with the Lease arising from this RFP, that they are in full compliance with the provisions of Chapter 268A of Massachusetts General Laws and any other applicable conflict of interest laws. Proposer agrees to disclose in writing any facts the Authority may seek in order to resolve questions about potential conflicts of interest occurring during the period of solicitation of Proposals hereunder.

2.15 Proprietary Information, Non-Disclosure

The Authority shall seek to hold all RFPs and subsequent submissions in confidence, to the extent consistent with applicable law, until a final decision has been made or the selection process is terminated. Proposers are advised, however, that pursuant to M.G.L.c.66, all Proposals and supplemental materials received by the Authority that fall within the definition of a public record as set forth in M.G.L.c.47, cl. (26) and not otherwise exemption therefrom, shall be disclosed by the Authority upon request.

Any information given to the Authority in any Proposer’s Proposal or any correspondence, discussion, meeting, or other communications between the Proponent and the Authority, either orally or in writing, shall not be, proprietary or confidential, although the Authority shall use reasonable efforts not to disclose such information to persons who are not employees of or consultants retained by the Authority except as may be required by state and federal law. Use or

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disclosure of the Proposals and supplemental materials by the Authority may be made without obligation or compensation and without liability of the Authority of any kind whatsoever. The Authority’s receipt or discussion of any Proposals and supplemental materials and any other information submitted in response to the RFP, does not, and will not impose any obligations whatsoever on the Authority, or entitle Proposers to any compensation.

The Authority reserves the right to use any or all ideas or concepts presented in any Proposal submitted in response to the RFP, whether accepted or not. Selection or rejection of the Proposal shall not affect this right.

2.16 No Personal Liability

No individual member, officer, agent or employee of the Authority shall be charged personally by Proposer with any liability under any term or provision of the RFP.

2.17 Non-Discrimination and Diversity

The proposers are invited, but not required, to submit information regarding their workforce diversity and/or utilization of MBEs and WBEs, including certification letters from the Massachusetts Supplier Diversity or the Greater New England Minority Supplier Development Council.

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ATTACHMENT A Proposal Form

Request for Proposals

Lease of Seafood Processing Space

Boston Fish Pier 212 Northern Avenue South Boston, Massachusetts

PROPOSAL FORM

To: Massachusetts Port Authority Logan Office Center One Harborside Drive, Suite 200S East Boston, Massachusetts 02128-2909

Attn: Mr. Michael Grieco Assistant Secretary-Treasurer

(Name of Proposer) ______acknowledges receipt of the Massachusetts Port Authority’s Request for Proposals for the Lease of Seafood Processing Space at the Boston Fish Pier, dated July 18, 2016, and hereby submits the following Proposal in response thereto.

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DIRECTIONS FOR COMPLETING THE PROPOSAL FORM:

All items must be completed and numbered in the order in which they appear. Additional sheets/exhibits, referenced by item number, should be attached where appropriate. Charts, diagrams, photographs, and other exhibits may be utilized, if desired.

A.1 Background Information

a. Proposer Information:

Name: DBA

Address:

Telephone Number: Facsimile Number:

Cellular Number (Optional): E-Mail Address:

b. Organizational Structure of Proposer (Corporation, Partnership, Consortium, etc.):

c. Is Proposer now qualified to do business in the Commonwealth of Massachusetts?

Yes NO

d. State of Incorporation/Organization, if any:

e. Person responsible for submitting this Proposal:

Name: Title:

Business Address:

Telephone Number: Facsimile Number:

Cellular Number (Optional): E-Mail Address:

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f. Person with whom to communicate regarding this Proposal if different from above:

Name: Title:

Business Address:

Telephone Number: Facsimile Number:

Cellular Number (Optional): E-Mail Address:

g. Please attach a description of Proposer’s financial status, which is sufficient to enable the Authority to evaluate the financial qualifications of Proposer. The description should include but not be limited to:

(1) At least three (3) financial references, one of which must be a bank reference which handled financial matters for the proposing entity or its principles for a period of not less than two (2) years. All credit reference information should include (a) the full name and address of the financial institution; (2) the name and telephone number of the contact person within that financial institution; (c) the duration of time over which the financial institution has extended credit to the proposing entity; and (d) the nature of the credit extended to the proposing entity.

(2) Proposer’s credit rating information (Specify if other than Dun and Bradstreet).

(3) Proposer’s financial statements or income tax returns for each of the last three (3) years.

(4) Has Proposer any present overdue indebtedness to any government unit or agency, or any outstanding claim or demand of indebtedness? If so, please specify.

(5) Has Proposer filed for bankruptcy within the last five (5) years? If so, please describe current status.

(6) Insurance Reference: Include the full name and address of the insurance company, as well as the name and telephone number of the contact person.

A.2 Operating Experience

Please attach the appropriate information to address the following:

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a. Provide a statement of history of Proposer’s experience in the seafood processing and/or related business, including but not limited to, the scope of experience, the number of years of experience, the locations of Proposer’s operation and annual gross sales from each such operation for the last five (5) years.

b. Please also indicate if any agreement for any such operation was terminated prior to the natural expiration date thereof, or not renewed, and the reason therefor; please note any litigation or legal or administrative proceedings (including status or results) involving Proposer and/or Proposer’s seafood processing or related business during the last five (5) years.

c. Provide a list of references. Include the full name and address of the references as well as the name and telephone number of a contact person (if other than an individual reference) for each of the following:

1. Three (3) general operating references (indicate relationship); and

2. Three (3) suppliers of Proposer.

d. Have any of the establishments owned or operated by Proposer been reported to the Massachusetts Board of Public Health, Food and Drug Administration, or any other governing authority, agency or board having jurisdiction over the Proposer’s seafood processing or related seafood industry operations for any health, sanitary or safety code or other violation during the past five (5) years? If so, please describe when the violations were reported, the nature of said violations, and the steps taken to correct such violation(s).

A.3 Business Description

Please attach a written statement which describes your business or proposed business; and why you believe that your business would work well at the Boston Fish Pier.

A.4 Management Plan

Please attach your proposed management plan addressing the following:

a. Organizational Structure:

Provide an organizational structure chart for your operations and its relationship to the corporate structure.

b. Management/Staff:

1. Identify and describe the qualifications of the members of the senior management team, who will be located at the Space.

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2. If not identified as a member of the senior management team referenced above, identify and describe the qualifications of the person(s) who will be responsible for the day-to-day operation of the Space.

3. List the name, telephone number, address and e-mail address of the person who will serve as the Authority’s main contact for matters concerning day-to- day activities and Lease matters.

4. How many non-management employees will you have at the Space?

A.5 Operations Plan

Please attach your Operations Plan, which should include the following:

a. List the proposed hours of operation for your business?

b. Describe any physical renovations to the Space along with the related costs that you propose to undertake that are essential or desirable for the operation of your business. NOTE: All such changes/improvements/renovations shall be at the Proposer’s sole cost. (e.g., floor resurfacing, electrical upgrade, etc.). If applicable, please describe your experience with construction of any tenant improvements or renovations including your ability to meet building code and health and safety code requirements for the operation of your business.

c. Please indicate how you intend to pay for any such required renovations.

d. Discuss your procedures and working hours allocated for inspection, cleaning, equipment repair responsibilities and budget for routine maintenance and repairs.

e. Specify the equipment that you plan to use to support your proposed operation at the Space. Proposers are responsible for ensuring that cooking operations are code compliant.

f. Please describe your proposed recycling plan, if any, and include the following information as applicable: how you will minimize the creation of non-recyclable trash and the use of products that cannot be recycled.

A.6 Financial Plan: Proposed Lease Term and Rent Payments to the Authority

a. Please state the proposed term of the Lease.

b. What is the Annual Rent you propose to pay to the Authority for each year of the Lease? The minimum rent for the initial year shall be $14.00 per square foot although the Authority is willing to negotiate rent rates in regards to tenant improvements.

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A.7 Acknowledgments

a. Proposer acknowledges that it has received and read the RFP, Lease and other attachments to the RFP, if any, and that the terms thereof are incorporated by reference in this Proposal. Proposer agrees that if its Proposal is accepted, Proposer will enter into a final Lease with the Authority in a form substantially similar to the Form Lease. If Proposer is unable or unwilling to agree to or meet any of the conditions contained in the Lease, specify this problem and the proposed change as an addendum to the Proposal. The Authority reserves the right to accept or reject any suggested changes to any of the aforesaid documents in the Authority’s sole discretion.

b. This Proposal constitutes a firm offer. If proposer is not an individual, a certified copy of Proposer’s corporate resolution or other proof of authority to make this Proposal a firm offer must be attached. This offer shall be held firm and open for a period of thirty (30) calendar days after receipt of the Lease.

c. By submission of its response to the RFP, Proposer authorizes the Authority to contact any and all parties having knowledge of Proposer’s operations and financial history, and authorizes all parties to communicate such knowledge or information to the Authority.

d. Proposers are advised to rely only upon the matters contained in the RFP and in any written clarifications issued by the Authority and disseminated to all prospective Proposers who requested a copy of this RFP from the Authority. Only such written clarifications to the RFPs and the RFP document itself can be relied upon in the preparation and submittal of Proposals.

e. By submission of its Proposal, Proposer acknowledges that from and after the Lease commencement date, the sole basis for the right to conduct seafood processing and/or related seafood industry operations at the location specified in the RFP is by the award of the Lease pursuant to the receipt of Proposals in response to the Authority’s RFP.

f. The Authority is soliciting competitive Proposals pursuant to a determination that such a process best serves the interests of the Authority and the public, and not because of any legal requirement to do so. Proposer acknowledges that it is the Authority’s right to accept any Proposal, or to reject any or all Proposals, to modify or amend with the consent of Proposer any Proposal prior to acceptance, to waive any informality and to effect any Lease Agreement otherwise, all as the Authority in its sole judgment may deem to be in the Authority’s best interest.

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A.8 RFP Security Deposit

Attach to this Proposal a proposal deposit in the amount of Five Hundred and 00/100 Dollars ($500.00) in the form of a certified check, or a treasurer’s or cashier’s check payable to the “Massachusetts Port Authority”. Proposer agrees that in the event that Proposer is awarded the opportunity to execute the Lease in substantial accordance with the form of its Proposal, but fails to execute the same through no fault of the Authority as provided hereunder, the proposal deposit may be cashed and retained as liquidated damages by the Authority, at the Authority’s sole discretion.

Submitted, and all terms and conditions of the Request for Proposals and attachments thereto are hereby acknowledged and agreed to:

NAME OF PROPOSER: ______

BY: ______

TITLE: ______

DATE: ______

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ATTACHMENT B

Form of Lease for Seafood Processing Space

Boston Fish Pier Lease of Seafood Processing Space RFP July 18, 2016 Massachusetts Port Authority Attachment B